Sec Form 4 Filing - Armenante Mark @ VEEVA SYSTEMS INC - 2015-12-23

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Armenante Mark
2. Issuer Name and Ticker or Trading Symbol
VEEVA SYSTEMS INC [ VEEV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O VEEVA SYSTEMS INC., 4280 HACIENDA DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
12/23/2015
(Street)
PLEASANTON, CA94588
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/23/2015 C 2,500 A $ 0 2,500 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class A Common Stock 12/23/2015 S( 2 ) 2,500 D $ 28.842 ( 3 ) 0 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class A Common Stock 12/24/2015 C 2,500 A $ 0 2,500 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class A Common Stock 12/24/2015 S( 2 ) 2,500 D $ 28.9482 ( 4 ) 0 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class A Common Stock 12/23/2015 C 2,500 A $ 0 2,500 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Class A Common Stock 12/23/2015 S( 2 ) 2,500 D $ 28.84 ( 6 ) 0 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Class A Common Stock 12/24/2015 C 2,500 A $ 0 2,500 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Class A Common Stock 12/24/2015 S( 2 ) 2,500 D $ 28.9502 ( 7 ) 0 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 8 ) 12/23/2015 C 2,500 ( 8 ) ( 8 ) Class A Common Stock 2,500 $ 0 427,500 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class B Common Stock ( 8 ) 12/24/2015 C 2,500 ( 8 ) ( 8 ) Class A Common Stock 2,500 $ 0 425,000 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 ( 1 )
Class B Common Stock ( 8 ) 12/23/2015 C 2,500 ( 8 ) ( 8 ) Class A Common Stock 2,500 $ 0 427,500 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Class B Common Stock ( 8 ) 12/24/2015 C 2,500 ( 8 ) ( 8 ) Class A Common Stock 2,500 $ 0 425,000 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Armenante Mark
C/O VEEVA SYSTEMS INC.
4280 HACIENDA DRIVE
PLEASANTON, CA94588
X
Signatures
/s/ Meaghan S. Nelson, attorney-in-fact 12/28/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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.
( 2 )The sales reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person.
( 3 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.6000 to $28.9900 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
( 4 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.8500 to $29.0000 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4).
( 5 )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.
( 6 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.6000 to $28.9900 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6).
( 7 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.8500 to $28.9950 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (7).
( 8 )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. 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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