UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 17, 2023
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Veeva Systems Inc.
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | 001-36121 | 20-8235463 | ||||||||||||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
4280 Hacienda Drive
Pleasanton, California 94588
(Address of Principal Executive Offices)
Registrant’s Telephone Number, Including Area Code: (925) 452-6500
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
| Class A Common Stock, par value $0.00001 per share | VEEV | New York Stock Exchange | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | ☐ | |||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ | ||||||||
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 17, 2023, the board of directors (the “Board”) of Veeva Systems Inc. ("Veeva”) appointed Kristine Diamond as Veeva’s principal accounting officer, effective August 21, 2023.
Prior to joining Veeva, Ms. Diamond, age 55, served as VP, Corporate Controller for DocuSign, Inc. from November 2021 to July 2023. She also served as SVP, Chief Accounting Officer for Poly (formerly Plantronics, Inc. and Polycom, Inc.) from March 2019 to October 2021 and VP, Corporate Controller from November 2012 to March 2019. Ms. Diamond earned a Bachelor of Business Administration, Accounting from Western Michigan University, and a Master in Business Administration and Management from the University of California, Berkeley, Haas School of Business. Ms. Diamond is also a licensed certified public accountant in the State of Michigan.
Pursuant to her offer letter, Ms. Diamond will have an annual base salary of $425,000 and will be eligible to participate in standard company-sponsored benefits. Further, pursuant to Veeva’s equity grant recommendation, Ms. Diamond received the following equity grants, each with a vesting start date of August 1, 2023: (1) a restricted stock unit grant of 585 shares that will vest over eight months, (2) a restricted stock unit grant of 4,124 shares that will vest on August 1, 2027, and (3) a stock option grant of 1,755 shares that will vest at a rate of 1/4th of the shares per year and with an exercise price equal to the closing market price on the date of grant, which was $188.06. The foregoing equity grants will be governed by Veeva’s 2013 Equity Incentive Plan.
Ms. Diamond also entered into Veeva’s standard form of indemnification agreement upon commencement of her employment.
There is no arrangement or understanding between Ms. Diamond and any other persons pursuant to which she was elected as a principal accounting officer and there are no family relationships between Ms. Diamond and any of Veeva’s directors or executive officers. Ms. Diamond has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S‑K.
A copy of Ms. Diamond's offer letter is attached hereto as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 10.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Veeva Systems Inc. | |||||||||||
| By: | /s/ Josh Faddis | ||||||||||
| Josh Faddis | |||||||||||
| Senior Vice President, General Counsel | |||||||||||
| Dated: | August 21, 2023 | ||||||||||
