Veeva Systems Files 8-K with Corporate Updates

TL;DR

VEEV filed an 8-K on June 14th detailing corporate updates and shareholder votes.

AI Summary

Veeva Systems Inc. filed an 8-K on June 14, 2024, reporting on events that occurred on June 12, 2024. The filing indicates changes to the company's articles of incorporation or bylaws, submission of matters to a vote of security holders, and the filing of financial statements and exhibits. No specific dollar amounts or new material events were detailed in the provided excerpt.

Why It Matters

This 8-K filing signals important corporate governance and potential shareholder actions for Veeva Systems Inc., requiring investor attention.

Risk Assessment

Risk Level: low — The filing is routine and reports on standard corporate actions without immediate financial impact or significant new risks.

Key Players & Entities

• Veeva Systems Inc. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• 001-36121 (filing_id) — SEC File Number
• 20-8235463 (tax_id) — IRS Employer Identification No.
• June 12, 2024 (date) — Earliest event reported date
• June 14, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.00001 — stered Class A Common Stock, par value $0.00001 per share VEEV New York Stock Exchange

Filing Documents

• veev-20240612.htm (8-K) — 58KB
• a240612arcertificateofin.htm (EX-3.1) — 23KB
• a240612arcertificateofin001.jpg (GRAPHIC) — 224KB
• a240612arcertificateofin002.jpg (GRAPHIC) — 303KB
• a240612arcertificateofin003.jpg (GRAPHIC) — 243KB
• a240612arcertificateofin004.jpg (GRAPHIC) — 266KB
• a240612arcertificateofin005.jpg (GRAPHIC) — 329KB
• a240612arcertificateofin006.jpg (GRAPHIC) — 299KB
• veev-20240612_g1.jpg (GRAPHIC) — 17KB
• 0001393052-24-000031.txt ( ) — 2557KB
• veev-20240612.xsd (EX-101.SCH) — 2KB
• veev-20240612_lab.xml (EX-101.LAB) — 22KB
• veev-20240612_pre.xml (EX-101.PRE) — 13KB
• veev-20240612_htm.xml (XML) — 3KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Veeva Systems Inc. ("Veeva") filed its Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation"), which was approved by its shareholders on June 12, 2024 at the Annual Meeting of Shareholders (the "Annual Meeting"), with the Delaware Secretary of State effective June 14, 2024. A description of the changes to the Certificate of Incorporation is contained in Appendix A of the definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 23, 2024 (the "2024 Proxy Statement"), which Appendix A is incorporated herein by reference. The changes relate to an added provision exculpating certain of Veeva's officers from liability in specific circumstances, as permitted by Delaware law. The description above is qualified in its entirety by reference to the full text of the Certificate of Incorporation, which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated into this Item 5.03 by reference.

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On June 12, 2024 at its Annual Meeting, Veeva's shareholders voted on four proposals, each of which is described in more detail in the 2024 Proxy Statement. Only shareholders of record as of the close of business on April 15, 2024 (the "Record Date") were entitled to vote at the Annual Meeting. As of the Record Date, 161,613,941 shares of Veeva's Class A common stock ("Common Stock") were outstanding and entitled to vote at the Annual Meeting. In deciding all matters at the Annual Meeting, each holder of Common Stock was entitled to one vote for each share of Common Stock held as of the close of business on the Record Date. The matters voted on at the Annual Meeting and the voting results with respect to each such matter are set forth below. Proposal 1 : The vote for each director nominee is set forth in the table below: NAME FOR AGAINST ABSTAIN BROKER NON-VOTES Tim Cabral 133,388,513 1,829,864 89,646 12,349,219 Mark Carges 133,905,682 1,257,595 144,746 12,349,219 Peter P. Gassner 134,241,233 984,530 82,260 12,349,219 Mary Lynne Hedley 120,339,201 14,776,481 192,341 12,349,219 Priscilla Hung 132,180,559 2,975,504 151,960 12,349,219 Tina Hunt 133,691,780 1,468,299 147,944 12,349,219 Marshall Mohr 124,140,519 11,015,235 152,269 12,349,219 Gordon Ritter 129,788,756 5,426,496 92,771 12,349,219 Paul Sekhri 66,050,424 69,136,450 121,149 12,349,219 Matthew J. Wallach 89,231,772 45,992,862 83,389 12,349,219 Each of the director nominees named above, except for Mr. Sekhri, were elected to serve as directors until the 2025 annual meeting of shareholders or until his or her successor is duly elected and qualified. In accordance with Veeva's Corporate Governance Guidelines (the "Guidelines"), Mr. Sekhri tendered his conditional resignation as a director for consideration by the Nominating and Governance Committee (the "Committee") of the Board of Directors of Veeva (the "Board") and fo

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Amended and Restated Certificate of Incorporat ion of Veeva, dated June 1 4 , 202 4 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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: June 14, 2024

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View this 8-K filing on SEC EDGAR