Filing Details
- Accession Number:
- 0001181431-13-055038
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-10-23 21:42:12
- Reporting Period:
- 2013-10-21
- Filing Date:
- 2013-10-23
- Accepted Time:
- 2013-10-23 21:42:12
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1393052 | Veeva Systems Inc | VEEV | Services-Prepackaged Software (7372) | 208235463 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1585820 | Mark Armenante | C/O Veeva Systems Inc. 4637 Chabot Drive, Suite 210 Pleasanton CA 94588 | Yes | No | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2013-10-21 | 11,800,000 | $0.00 | 11,800,000 | No | 4 | C | Direct | |
| Common Stock | Disposition | 2013-10-21 | 11,800,000 | $0.00 | 0 | No | 4 | J | Direct | |
| Class A Common Stock | Acquisiton | 2013-10-21 | 500,000 | $0.00 | 500,000 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2013-10-21 | 500,000 | $20.00 | 0 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2013-10-21 | 500,000 | $0.00 | 500,000 | No | 4 | C | Indirect | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 |
| Common Stock | Disposition | 2013-10-21 | 500,000 | $0.00 | 0 | No | 4 | J | Indirect | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 |
| Common Stock | Acquisiton | 2013-10-21 | 500,000 | $0.00 | 500,000 | No | 4 | C | Indirect | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 |
| Common Stock | Disposition | 2013-10-21 | 500,000 | $0.00 | 0 | No | 4 | J | Indirect | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 |
| Common Stock | Acquisiton | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | No | 4 | C | Indirect | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| Common Stock | Disposition | 2013-10-21 | 1,000,000 | $0.00 | 0 | No | 4 | J | Indirect | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| Common Stock | Acquisiton | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | No | 4 | C | Indirect | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| Common Stock | Disposition | 2013-10-21 | 1,000,000 | $0.00 | 0 | No | 4 | J | Indirect | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | J | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Indirect | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 |
| No | 4 | J | Indirect | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 |
| No | 4 | C | Indirect | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 |
| No | 4 | J | Indirect | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 |
| No | 4 | C | Indirect | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| No | 4 | J | Indirect | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| No | 4 | C | Indirect | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
| No | 4 | J | Indirect | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2013-10-21 | 11,800,000 | $0.00 | 11,800,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2013-10-21 | 11,800,000 | $0.00 | 11,800,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2013-10-21 | 500,000 | $0.00 | 500,000 | $0.00 |
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2013-10-21 | 500,000 | $0.00 | 500,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2013-10-21 | 500,000 | $0.00 | 500,000 | $0.00 |
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2013-10-21 | 500,000 | $0.00 | 500,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2013-10-21 | 500,000 | $0.00 | 500,000 | $0.00 |
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | $0.00 |
| Common Stock | Series A Convertible Preferred Stock | Disposition | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2013-10-21 | 1,000,000 | $0.00 | 1,000,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Direct | ||
| 11,800,000 | No | 4 | J | Direct | ||
| 11,300,000 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Indirect | ||
| 500,000 | No | 4 | J | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 500,000 | No | 4 | J | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 1,000,000 | No | 4 | J | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 1,000,000 | No | 4 | J | Indirect |
Footnotes
- Each share of convertible preferred stock automatically converted into one (1) share of Common Stock immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO"), and has no expiration date.
- Immediately prior to the closing of the IPO and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified, in an exempt transaction pursuant to Rule 16b-7, into one (1) share of Class B Common Stock.
- Each share of Class A Common Stock was issued upon conversion of one (1) share of Class B Common Stock. The Reporting Person sold Class A Common Stock to the underwriters in connection with the closing of the IPO.
- Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value, which occurs after the closing of the IPO, except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation in effect after the closing of the IPO. All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of Class B Common Stock or (b) October 15, 2023.
- Shares held by Andrew M. Armenante Trust 2000 dated July 14, 2000 (the "Andrew Armenante Trust"). The Reporting Person is a trustee of the trust and a family member of Andrew Armenante, the beneficiary of the Andrew Armenante Trust, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Andrew Armenante Trust.
- Shares held by the Christina E. Armenante Trust 2000 dated July 14, 2000 (the "Christina Armenante Trust"). The Reporting Person is a trustee of the trust and a family member of Christina Armenante, the beneficiary of the Christina Armenante Trust, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Christina Armenante Trust.
- Shares held by the Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Mark Armenante GRAT"). The Reporting Person is a trustee and beneficiary of the Mark Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the the Mark Armenante GRAT.
- Shares held by the Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Elizabeth Armenante GRAT"). The Reporting Person is a trustee and family member of Elizabeth Armenante, the beneficiary of the Elizabeth Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Elizabeth Armenante GRAT.
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