Veeva Systems (VEEV) 10-K risk factor changes: FY2021 vs FY2020

[removed: The] [added: - The] worldwide outbreak of COVID-19 may negatively impact our [removed: business.][added: business and our stock price.]

[removed: For example, in] [added: In] response to the COVID-19 outbreak, we have shifted [removed: certain] [added: most] of our [removed: customer events to virtual-only experiences, and we may be forced to or may deem it advisable to similarly alter, postpone, or cancel entirely additional] customer, employee, [removed: or] [added: and] industry events [removed: in] [added: to virtual-only experiences for] the [removed: future.][added: remainder of our fiscal year ending January 31, 2022.]

Many of our customers have implemented similar measures, which may limit our ability to sell or provide professional services to [removed: them.][added: them over time.]

Customers may [removed: also] delay or cancel purchasing decisions or [added: professional services] projects in light of uncertainties to their businesses arising from [removed: the] COVID-19 [removed: outbreak.][added: or renew their subscriptions at lower levels.]

Due to our subscription-based business model, the effect of [removed: the COVID-19 outbreak,] [added: COVID-19,] and any impact to our sales efforts, may not be fully reflected in our results of operations until future periods, if at all.

In addition, the stock market has been unusually volatile during [added: certain periods of] the COVID-19 [removed: outbreak] [added: pandemic] and such volatility may continue.

[removed: To date, during] [added: During] certain [added: early] periods of the COVID-19 [removed: outbreak,] [added: pandemic,] our stock price declined significantly, and such declines may [removed: continue to happen.][added: happen again.]

[removed: If] [added: - If] our security measures are breached or unauthorized access to customer data is otherwise obtained, our solutions may be perceived as not being secure, customers may reduce [added: or stop] the use of [removed: or stop using] our solutions, and we may incur significant [removed: liabilities.][added: liabilities.]

Our solutions involve the storage and transmission of our customers’ proprietary [removed: information, including] [added: information (including] personal or identifying information regarding their employees and the medical professionals whom their sales personnel contact, [added: and] sensitive proprietary data related to the [added: clinical trial,] regulatory submission [removed: process] [added: and sales and marketing processes] for [removed: new] medical [removed: treatments, and other sensitive information, which] [added: treatments), personal information of medical professionals, personal information (which] may include personal health [added: information) of patients and clinical trial participants, and other sensitive] information.

[removed: In addition, Crossix, which we acquired in November 2019, provides technology that] [added: For example, Veeva Crossix] processes third-party health and non-health data for U.S. patients.

[removed: As a result, unauthorized access or security breaches as a result of third-party action, employee error, product defect, malfeasance, or otherwise] [added: otherwise,] could result in the loss of information, inappropriate use of or access to information, service interruption, service degradation, outages, service level credits, litigation, indemnity obligations, damage to our reputation, and other liability.

Moreover, the detection, prevention, and remediation of known or unknown securities vulnerabilities, including those arising from third-party hardware or [removed: software,] [added: software in our supply chain,] may result in additional direct or indirect costs and management time.

Our insurance may not be adequate to cover losses associated with such events, and [removed: in any case,] such insurance may not cover all of the types of costs, expenses, and losses we could incur to respond to and remediate a security breach.

[added: | 12 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 11][added: | | |]

The scope of that deployment may [removed: expand] [added: expand,] resulting in further losses of revenue within our Veeva CRM business, or we may lose additional Veeva CRM users or customers in the future.

No single vendor offers products that compete with all of our Veeva Vault applications, but IQVIA, [removed: Medidata Solutions, Inc. (recently acquired by] Dassault [removed: Systèmes),] [added: Systèmes,] OpenText Corporation, Oracle Corporation, and other smaller application providers offer applications that compete with certain of our Veeva Vault applications.

Our data and data analytics products, including [removed: our planned] [added: Veeva OpenData, Veeva Link, Veeva Crossix,] and [removed: recently announced] [added: Veeva] Data [removed: Cloud offering,] [added: Cloud,] compete with IQVIA and [removed: other] smaller data [added: and data analytics] providers.

Our [added: business consulting and] professional services offerings compete with a range of professional services firms, including at times some of our partners.

[removed: We also continue to be subject to litigation from our competitors; for] [added: For] example, as disclosed elsewhere in this report, we are in active litigation with IQVIA and Medidata.

If our competitors’ products, [removed: services] [added: services,] or technologies become more accepted than our solutions, if they are successful in bringing their products or services to market earlier than we are, if their products or services are more technologically capable than ours, or if customers replace our solutions with custom-built software, then our revenues could be adversely affected.

Pricing pressures and increased competition could result in reduced sales, reduced margins, [removed: losses] [added: losses,] or a failure to maintain or improve our competitive market position, any of which could adversely affect our business.

Our continued growth and profitability will depend on our ability to successfully develop and sell new [removed: solutions, including solutions we introduced relatively recently and have limited experience selling.][added: solutions.]

It may take us significant time, and we may incur significant expense, to effectively market and sell these [removed: solutions or to] [added: solutions,] develop other new [removed: solutions and] [added: solutions, or] make enhancements to our existing solutions.

In our fiscal years ended January 31, [removed: 2018, 2019, and] [added: 2021,] 2020, [added: and 2019,] our top 10 customers accounted for [removed: 42%, 39%, and] 36%, [added: 36%, and 39%] of our total revenues, respectively.

In the event of an acquisition of one of our customers or a business combination between two of our customers, we have in the past and may in the future suffer reductions in user subscriptions or non-renewal of certain or all of their subscription [added: orders.]

[removed: 12] [added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | | 13 | | |]

We are also likely to face increasing purchasing scrutiny at the renewal of [removed: these] large customer subscription orders, which may result in reductions in user subscriptions or increased pricing pressure.

To execute our growth plan, we must attract and retain highly [removed: qualified] [added: skilled] employees.

Competition for these employees is intense, especially with respect to [removed: sales and marketing personnel and] [added: software] engineers with high levels of experience in enterprise software and internet-related [removed: services.][added: services and sales personnel.]

We [removed: have, from time to time,] [added: have] experienced, and we expect to continue to experience, difficulty in hiring and retaining employees with the appropriate level of [removed: qualifications.][added: qualifications, and we have experienced, and we expect to continue to experience, intense recruitment of our employees by competitors and other technology companies.]

Since our customers use our solutions for important aspects of their business, any errors, defects, disruptions, service degradations, or other performance problems with our [removed: solutions] [added: solutions,] could hurt our reputation and may damage our customers’ businesses.

[removed: If that occurs, our customers may delay or withhold payment to us, cancel their] agreements with us, elect not to renew, or make service credit claims, warranty claims, or other claims against us, and we could lose future sales.

[removed: Since we were founded, we] [added: We] have experienced rapid growth and expansion of our operations.

As we continue to grow, both organically and through acquisitions, we must effectively integrate, develop, and motivate an increasing number of [removed: employees,] [added: employees (an increasing portion of whom are permanent remote employees),] while executing our growth plan and maintaining the beneficial aspects of our culture.

Our rapid growth has placed, and will continue to place, a significant strain on our management capabilities, administrative and operational infrastructure, [removed: facilities] [added: facilities, IT,] and other resources.

We anticipate that additional investments in our [removed: facilities and] computing infrastructure [added: and facilities] will be required to scale our operations.

To effectively manage growth, we must continue [removed: to:] [added: to] improve our key business applications, processes, and computing infrastructure; enhance information and communication systems; and ensure that our policies and procedures evolve to reflect our current operations and are appropriately communicated to and observed by employees.

These enhancements and improvements will require [added: additional investments and allocation of valuable time, effort, and expense.]

[added: | 14 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 13][added: | | |]

We may acquire other companies or technologies, which could divert our management’s attention, result in additional dilution to our [removed: stockholders] [added: stockholders,] and otherwise disrupt our operations and adversely affect our operating results.

Summary of Risk Factors

The below is a summary of principal risks to our business and risks associated with ownership of our stock.

It is only a summary.

You should read the more detailed discussion of risks set forth below and elsewhere in this report for a more complete discussion of the risks listed below and other risks.

- The markets in which we participate are highly competitive, and if we do not compete effectively, our business and operating results could be adversely affected.

- If our newer solutions are not successfully adopted by new and existing customers, the growth rate of our revenues and operating results will be adversely affected.

- We expect our revenue growth rates to decline in future periods and, as our costs increase, we may not be able to sustain the same level of profitability we have achieved in the past.

- Our revenues are relatively concentrated within a small number of key customers, and the loss of one or more of such key customers could cause our revenues to decline.

- Nearly all of our revenues are generated by sales to customers in the life sciences industry, and factors that adversely affect this industry could also adversely affect us.

- We rely on third-party providers for computing infrastructure, secure network connectivity, and other technology-related services needed to deliver our cloud solutions, and any disruption in the services provided by them could adversely affect our business and subject us to liability.

- We are currently being sued by third parties for alleged misappropriation of trade secrets.

We may suffer damages or other harm from these lawsuits and we may be sued for infringement or misappropriation of third-party intellectual property in the future.

- Our conversion to a PBC may not result in the benefits that we anticipate, requires our directors to balance the interest of stockholders with other interests, and may subject us to legal uncertainty and other risks.

- Until its expiration on October 15, 2023, the dual-class structure of our common stock has the effect of concentrating voting control with certain individuals and their affiliates, which will limit or preclude the ability of our investors to influence corporate matters.

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The worldwide outbreak of COVID-19 may negatively impact our business and our stock price.

The worldwide outbreak of COVID-19 has had and continues to have a widespread and unpredictable worldwide impact on our business operations, the life sciences industry, healthcare systems, financial markets, and the global economy.

While the impact of COVID-19 on our operational and financial performance has not been materially negative to date, the future impact is uncertain and will depend on future developments, including the duration and spread of the outbreak, government responses to the pandemic, the impact on our customers, the impact on our employees, the extent of further adverse impacts to the economy, and the scale and pace of economic recovery and resumption of normal business activities, all of which cannot be predicted with certainty.

We have also implemented employee travel restrictions and, as of the time of this filing, many of our U.S. offices, including our corporate headquarters in Pleasanton, California, remain closed with employees working from home.

With respect to offices we have opened, we have generally offered employees the option to continue working from home and many employees have chosen to do so.

In our fiscal year ended January 31, 2021, our recently acquired Crossix and Physicians World businesses were negatively impacted by COVID-19, and sales to certain other customer segments were and may continue to be negatively impacted as well, including sales to cosmetics companies.

We may also experience requests from customers for lengthened payment terms or less favorable billing terms that could adversely impact our financial performance.

Such requests to date have not been significant but may increase in the future.

Certain impacts of the COVID-19 pandemic and resulting changes in business practice may be enduring over the long term and may result in significant changes in business practice within the technology industry, the life sciences industry, and the world economy generally.

For example, the extent to which remote work will remain common practice or become increasingly prevalent after the COVID-19 pandemic ends is not certain and may have significant impacts on hiring practices, management practices, expense structures and investments, and other aspects of our business and the businesses of our customers.

Similarly, the extent to which virtual meetings and interactions continue to be used or preferred in lieu of in-person interactions may significantly change business practices for us and our customers, and, in turn, may impact demand for our products and services.

For example, if our customers reduce sales representatives in response to an increasing preference for virtual meetings with doctors, demand for our core CRM application may decline.

We expect life sciences companies to reduce the number of sales representatives that they employ by roughly 10% over the next one to two years, which could negatively impact sales of our solutions, including Veeva CRM and other Commercial Cloud applications in particular, but we cannot be certain such reductions will happen or of the timing or magnitude of such reductions.

At the same time, demand for our products that enable virtual interactions with doctors and clinical trial participants may increase.

We cannot accurately predict how such changes may impact Veeva's results over the long term.

If our security measures are breached or unauthorized access to customer data is otherwise obtained, our solutions may be perceived as not being secure, customers may reduce or stop their use of our solutions, and we may incur significant liabilities.

Unauthorized access or security breaches, as a result of third-party action (e.g., cyber-attacks), employee error, product defect, malfeasance, or

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We believe our risk of cyber-attack may be elevated during the COVID-19 outbreak due to an increase in cyber-attack attempts on U.S. businesses generally.

We also continue to be subject to litigation from our competitors.

For example, we have limited experience selling our Veeva Data

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The World Health Organization has declared the outbreak of COVID-19, which began in December 2019, to be a pandemic, and the U.S. federal government has declared it a national emergency.

The extent of the impact of COVID-19 on our operational and financial performance will depend on certain developments, including the duration and spread of the outbreak, impact on our customers and our sales cycles, impact on our customers, employee or industry events, and effect on our vendors and partners, all of which are uncertain and cannot be predicted.

We have also imposed employee travel restrictions and instructed employees in most locations to work from home.

At this point, the extent to which the COVID-19 outbreak may impact our financial condition or results of operations is uncertain.

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For example, we do not have experience selling our planned and recently announced Data Cloud product, and we have limited experience selling our products to companies outside the life sciences industry.

orders.

additional investments and allocation of valuable management and employee time and resources.

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We have limited history selling our newer solutions.

In addition, we have only recently begun selling certain of our Veeva Vault solutions to industries outside life sciences.

We have, however, realized substantial sales penetration of the available market for our core Veeva CRM application among pharmaceutical and biotechnology companies.

In February 2019, we announced the retirement of Matthew J.

Wallach, our President and co-founder, which was effective June 2019.

In August 2019, we announced the retirement of our Chief Financial Officer, Timothy S.

Cabral, which will take place after his successor is appointed by the Board and is transitioned into the role.

We are actively searching for Mr. Cabral’s successor.

In September 2019, Tom Schwenger joined Veeva as President and Chief Operating Officer.

| • | our ability to repatriate funds from abroad without adverse tax consequences; |

We are subject to governmental export and import controls that could impair our ability to compete in international markets in which our products may not be sold or subject us to liability if we violate the controls.

Our products are subject to U.S. export controls, including the U.S. economic sanctions laws and regulations that prohibit the shipment of certain products and services without the required export authorizations or export to countries, governments, and persons targeted by U.S. sanctions.

Under current U.S. export restrictions, our products may not be sold in certain jurisdictions in which certain of our non-U.S. based customers have operations.

As a result, such customers may choose to use solutions other than ours.

While we take precautions to prevent our products and services from being exported in violation of these laws, we cannot guarantee that the precautions we take will prevent violations of export control and sanctions laws.

Violations of U.S. sanctions or export control laws can result in fines or penalties.

In the event of criminal knowing and willful violations of these laws, fines and possible incarceration for responsible employees and managers could be imposed.

If we fail to develop widespread brand awareness cost-effectively, our business may suffer.

We believe that developing and maintaining widespread awareness of our brand in a cost-effective manner is critical to achieving widespread acceptance of our solutions, attracting new customers, and generating and maintaining profitability.

Currently, our brand may be less recognized by the key decision makers at the potential customers for our newer solutions, especially those solutions for companies in industries other than life sciences.

Brand promotion activities may not generate customer awareness or increase revenues, and even if they do, any increase in revenues may not offset the expenses we incur in building our brand.

If we fail to successfully promote and maintain our brand, or incur substantial expenses attempting to promote and maintain our brand, we may fail to attract or retain customers necessary to realize a sufficient return on our brand-building efforts or to achieve the widespread brand awareness that is critical for broad customer adoption of our solutions.

| • | Consolidation of companies within the life sciences industry—Consolidation within the life sciences industry has accelerated in recent years, and this trend could continue. We have in the past and may in the future suffer reductions in user subscriptions or non-renewal of customer subscription orders due to industry consolidation. We may not be able to expand sales of our solutions and services to new customers enough to counteract any negative impact of company consolidation on our business. In addition, new companies that result from such consolidation may decide that our solutions are no longer needed because of their own internal processes or alternative solutions. As these companies consolidate, competition to provide solutions and services will become more intense and the importance of establishing relationships with large industry participants will become greater. These industry participants may also try to use their market power to negotiate price reductions for our solutions. If consolidation of our larger customers occurs, the combined company may represent a larger percentage of business for us and, as a result, we are likely to rely more significantly on the combined company’s revenues to continue to achieve growth. In addition, if large life sciences companies merge, it would have the potential to reduce per unit pricing for our solutions for the merged companies or to reduce demand for one or more of our solutions as a result of potential personnel reductions over time. |

| • | Changes in global economic conditions and changes in the global availability of healthcare treatments provided by the life sciences companies to which we sell—Our business depends on the overall economic health of our existing and prospective customers. The purchase of our solutions may involve a significant commitment of capital and other resources. If economic conditions, including the ability to market life sciences products in key markets or the demand for life sciences products globally deteriorates, many of our customers may delay or reduce their IT spending. This could result in reductions in sales of our solutions, longer sales cycles, reductions in subscription duration and value, slower adoption of new technologies, and increased price competition. |

In addition, there has been a recent trend of increased foreign, federal, and state regulation of payments and transfers of value provided to healthcare professionals or entities.

This complexity is exacerbated as emerging countries evolve and enhance their own regulations and regulatory regimens.

Furthermore, our business has expanded into new product areas that now trigger the need to comply with additional regulations.

under HIPAA.

For example, while HIPAA does not apply to pharmaceutical companies or adverse event reporting, some of our customers may be university hospitals that conduct research as well as provide medical care and do not segregate their IT systems, causing them to fall under the HIPAA regulatory regime.

In addition, Crossix, which we acquired in November 2019, provides technology that processes third-party health and non-health data for U.S. patients to generate analytics that are sold to customers, creating de-identified information.

*You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our [removed: “Selected Consolidated Financial Data” and our] consolidated financial statements and notes thereto appearing elsewhere in this [removed: Form 10-K.][added: report.]

In addition to historical consolidated financial information, the following discussion and analysis contains forward-looking statements that involve risks, [removed: uncertainties] [added: uncertainties,] and assumptions.

We discuss factors that we believe could cause or contribute to these differences below and elsewhere in this [removed: Form 10-K,] [added: report,] including those set forth under “Risk Factors” and “Special Note Regarding Forward-Looking Statements.”*

Our solutions [added: span cloud software, data, and business consulting and] are designed to meet the unique needs of our customers and their most strategic business functions—from research and development [added: (R&D)] to commercialization.

Our solutions [removed: are designed to] help life sciences companies develop and bring products to market faster and more efficiently, market and sell more effectively, and maintain compliance with government regulations.

[removed: In our] [added: For the] fiscal year ended January 31, 2020, we derived approximately 52% and 48% of our subscription services revenues and 49% and 51% of our total revenues from our Veeva Commercial Cloud solutions and Veeva Vault solutions, respectively.

Please note that revenues attributable to our [removed: recently] [added: Crossix and Physicians World businesses, which we] acquired [removed: businesses will be] [added: in November 2019, are] classified under Veeva Commercial [removed: Cloud, which will, therefore, impact] [added: Cloud and impacted] the mix of revenues between Veeva Commercial Cloud and Veeva Vault.

For our fiscal years ended January 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] our total revenues were [removed: $1,104.1] [added: $1,465] million, [removed: $862.2 million] [added: $1,104 million,] and [removed: $690.6] [added: $862] million, respectively, representing year-over-year growth in total revenues of [removed: 28%] [added: 33%] in [added: our] fiscal year ended January 31, [removed: 2020] [added: 2021,] and [removed: 25%] [added: 28%] in [added: our] fiscal year ended January 31, [removed: 2019.][added: 2020.]

For our fiscal years ended January 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] our subscription services revenues were [removed: $896.3] [added: $1,179] million, [removed: $694.5] [added: $896] million, and [removed: $559.4] [added: $694] million, respectively, representing year-over-year growth in subscription services revenues of [removed: 29%] [added: 32%] in [added: our] fiscal year ended January 31, [removed: 2020] [added: 2021,] and [removed: 24%] [added: 29%] in [added: our] fiscal year ended January 31, [removed: 2019.][added: 2020.]

We generated net income of [removed: $301.1] [added: $380] million, [removed: $229.8] [added: $301] million, and [removed: $151.2] [added: $230] million for our fiscal years ended January 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] respectively.

As of January 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] we served [added: 993,] 861, [removed: 719,] and [removed: 625] [added: 719,] customers, respectively.

As of January 31, [removed: 2020] [added: 2021, 2020,] and 2019, we had [added: 432,] 390 and 335 Veeva Commercial Cloud customers, respectively, and [removed: 715] [added: 852, 715,] and 574 Veeva Vault customers, respectively.

Veeva Commercial Cloud customers are those customers that have at least one of the following products: Veeva CRM, Veeva CLM, Veeva CRM Approved Email, Veeva CRM Engage, Veeva Align, Veeva CRM Events [removed: Management,] [added: Management (including services delivered via] Veeva [added: Digital Events), Veeva] Nitro, Veeva Andi, Veeva OpenData, Veeva [removed: Oncology] Link, [removed: or] Veeva Network Customer [removed: Master.][added: Master, Veeva Crossix, or Veeva Data Cloud.]

On November 1, 2019, we completed our acquisition of Crossix, a provider of privacy-safe patient data and [added: data] analytics.

Crossix brings Veeva additional depth in patient data and data [removed: analytics, and we are integrating Crossix with our Veeva CRM and OpenData products.][added: analytics.]

[removed: For further details on our recently acquired businesses, please refer to note 2 to] [added: See [note 9](#i800f2c156610488cbddbc160d70cd0ef_61) of] the notes [removed: of] [added: to] our consolidated financial statements.

[removed: 39] [added: | 38 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | |]

[removed: For example, in] [added: In] response to the COVID-19 outbreak, we [removed: have] shifted [removed: certain] [added: most] of our [removed: customer events to virtual-only experiences, and we may be forced to or may deem it advisable to similarly alter, postpone, or cancel entirely additional] customer, employee, [removed: or] [added: and] industry events [removed: in the future.][added: to virtual-only experiences for our fiscal year ending January 31, 2021.]

Many of our customers have implemented similar measures, which may limit our ability to sell or provide professional services to [removed: them.][added: them over time.]

Customers may [removed: also] delay or cancel purchasing decisions or [added: professional services] projects in light of uncertainties to their businesses arising from [removed: the] COVID-19 [removed: outbreak.][added: or may renew their subscriptions at lower levels.]

Due to our subscription-based business model, the effect of [removed: the COVID-19 outbreak,] [added: COVID-19,] and any impact to our sales efforts, may not be fully reflected in our results of operations until future periods, if at all.

[removed: Investment in Growth.] We have invested and intend to continue to invest aggressively in expanding the breadth and depth of our product portfolio, including through acquisitions.

We expect to continue to invest in research and development to expand existing solutions and build new solutions; in sales and marketing to promote our solutions to new and existing customers and in existing and expanded geographies and industries; in professional services [added: and business consulting] to [added: help] ensure [removed: the success of our customers’ implementations of our solutions;] [added: customer success;] and in other operational and administrative functions to support our expected growth.

[removed: Adoption of Our Solutions by Existing and New Customers.] Most of our customers initially deploy our solutions to a limited number of end users within a division or geography and may only initially deploy a limited set of our available solutions.

[removed: Subscription Services Revenue Retention Rate.] A key factor to our success is the renewal and expansion of our existing subscription agreements with our customers.

For our fiscal years ended January 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] our subscription services revenue retention rate was [added: 124%,] 121%, [removed: 122%,] and [removed: 121%,] [added: 122%,] respectively.

Subscription services revenues consist of fees from customers accessing our cloud-based software solutions and [removed: subscription or license] fees for our data solutions.

Professional services and other revenues consist primarily of fees from implementation services, configuration, data services, training, and managed services related to our [removed: solutions.][added: solutions and services related to our Veeva Business Consulting offerings.]

For [removed: our] [added: the] fiscal year ended January 31, [removed: 2020,] [added: 2021,] subscription services revenues constituted 81% of total revenues and professional services and other revenues constituted 19% of total revenues.

[removed: 40] [added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | | 39 | | |]

For purposes of determining customers of [added: Veeva] Crossix that do not contract under a master subscription agreement, we count each entity that has a statement of work or services agreement and a [added: recurring] known payment obligation as a distinct customer if such entity is not otherwise a customer of ours.

With respect to applications other than our core Veeva CRM application and particularly with respect to our Veeva Vault applications, we have entered into a number of orders [removed: that are several years in duration, ranging from two to eight years.][added: with multi-year terms.]

There are timing differences between billings and revenue recognition with respect to certain of our multi-year orders with escalating fees which will result in fluctuations in deferred revenue and unbilled accounts receivable [removed: balances that did not occur prior to our adoption of Topic 606.][added: balances.]

For instance, when the amounts we are entitled to invoice in any period pursuant to multi-year orders with escalating fees are less than the revenue [removed: we are required to recognize pursuant to Topic 606,] [added: recognized in accordance with relevant accounting standards,] we will accrue an unbilled accounts receivable balance [added: (a contract asset)] related to such orders.

In the same scenario, the net deferred revenue we would record in connection with such orders will be less [removed: than it would have been prior to the adoption of Topic 606] because we will be recognizing more revenue earlier in the term of such multi-year orders.

[removed: Accordingly, we do not believe that changes on a] quarterly basis in deferred revenue, unbilled accounts receivable, or calculated billings, a metric commonly cited by financial analysts, are accurate indicators of future revenues for any given period of time.

We define the term calculated billings for any period to mean revenue for the period plus the change in deferred revenue from the immediately preceding period minus the change in unbilled accounts receivable [added: (contract asset)] from the immediately preceding period.

[added: | 40 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 41][added: | | |]

Subscription services revenues are affected primarily by the number of customers, the scope of the subscription purchased by each customer (for example, the number of end users or other subscription usage [removed: metric)] [added: metric),] and the number of solutions subscribed to by each customer.

We utilize our own [removed: professional services] personnel [removed: and, in certain cases, third-party subcontractors] to perform our professional services [added: and business consulting] engagements with customers.

In our fiscal year ended January 31, 2021, we derived approximately 51% and 49% of our subscription services revenues and 49% and 51% of our total revenues from our Veeva Commercial Cloud solutions and Veeva Vault solutions, respectively.

Please note that our total revenues and subscription services revenues for our fiscal year ended January 31, 2020 only included revenue contribution from the acquired Crossix and Physicians World businesses in the fourth quarter of that fiscal year.

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Crossix's existing data analytics offerings are complementary to our existing Commercial Cloud offerings, and we are utilizing the Crossix Data Platform to build Veeva Data Cloud, our longitudinal patient and prescriber data offering.

We consider these businesses fully integrated into Veeva as of January 31, 2021.

Recent Development

On February 1, 2021, we became a Delaware public benefit corporation (PBC), and we amended our certificate of incorporation to include the following public benefit purpose: “to provide products and services that are intended to help make the industries we serve more productive, and to create high-quality employment opportunities in the communities in which we operate.” When making decisions, our directors have a fiduciary duty to balance the financial interests of stockholders, the best interests of other stakeholders materially affected by our conduct (including customers, employees, partners, and the communities in which we operate), and the pursuit of our public benefit purpose.

For more information on our conversion to a PBC and associated risks, see “Business” and “Risk Factors.”

Impact of the COVID-19 Pandemic

The worldwide outbreak of COVID-19 has had and continues to have a widespread and unpredictable worldwide impact on our business operations, the life sciences industry, healthcare systems, financial markets, and the global economy.

While the impact of COVID-19 on our operational and financial performance has not been materially negative to date, the future impact is uncertain and will depend on future developments, including the duration and spread of the outbreak, government responses to the pandemic, the impact on our customers, the impact on our employees, the extent of further adverse impacts to the economy, and the scale and pace of economic recovery and resumption of normal business activities, all of which cannot be predicted with certainty.

We will continue to monitor events related to the pandemic and plan to continue the same approach for our fiscal year ending January 31, 2022.

We have also implemented employee travel restrictions and, as of the time of this filing, for many of our U.S. offices, including our corporate headquarters in Pleasanton, California, we have recommended that most employees work from home and the substantial majority of employees continue to do so.

In our fiscal year ended January 31, 2021, our recently acquired Crossix and Physicians World businesses were negatively impacted by COVID-19, and sales to certain other customer segments were and may continue to be negatively impacted as well, including sales to cosmetics companies.

We may also experience requests from customers for lengthened payment terms or less favorable billing terms that could adversely impact our financial performance.

Such requests to date have not been significant but may increase in the future.

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At the same time, COVID-19 has necessitated the adoption of digital communication channels and remote working technology within the life sciences industry at a rapid pace.

This transition has accelerated the use and adoption of certain of our applications, including Veeva CRM Engage Meeting and Veeva CRM Approved Email, and that may continue in the future with respect to these and other of our Veeva Commercial Cloud and Veeva Vault solutions that enable remote interactions.

For instance, from March 2020 until December 31, 2020, we allowed customers to use Veeva CRM Engage Meeting free of charge to facilitate the ability for life sciences personnel to meet remotely with healthcare professionals.

A significant number of customers adopted and began use of Veeva CRM Engage Meeting for the first time during this period, and we observed a dramatic increase in the volume of virtual meetings with healthcare professionals via Veeva CRM Engage Meeting over the same time period.

At the end of the free use period, we saw very high conversion rates to paid subscriptions by the customers who were using Veeva Engage Meeting without charge during the free use period.

Certain impacts of the COVID-19 pandemic and resulting changes in business practice may be enduring over the long term and may result in significant changes in business practice within the technology industry, the life sciences industry, and the world economy generally.

For example, the extent to which remote work will remain common practice or become increasingly prevalent after the COVID-19 pandemic ends is not certain and may have significant impacts on hiring practices, management practices, expense structures and investments, and other aspects of our business and the businesses of our customers.

Similarly, the extent to which virtual meetings and interactions continue to be used or preferred in lieu of in-person interactions may significantly change business practices for us and our customers, and, in turn, may impact demand for our products and services.

For example, if our customers reduce sales representatives in response to an increasing preference for virtual meetings with doctors, demand for our core CRM application may decline.

We expect life sciences companies to reduce the number of sales representatives that they employ by roughly 10% over the next one to two years, which could negatively impact sales of our solutions, including Veeva CRM and other Commercial Cloud applications in particular, but we cannot be certain such reductions will happen or of the timing or magnitude of such reductions.

At the same time, demand for our products that enable virtual interactions with doctors and clinical trial participants may increase.

We cannot accurately predict how such changes may impact Veeva's results over the long term.

Investment in Growth

Adoption of Our Solutions by Existing and New Customers

Subscription Services Revenue Retention Rate

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Accordingly, we do not believe that changes on a

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In certain cases, we may utilize third-party subcontractors to perform professional services engagements.

Note that net new customers from Crossix and Physicians World are included in Veeva Commercial Cloud.

While we expect these acquisitions to support the continued growth of our Commercial Cloud solutions, we may encounter difficulties integrating these businesses and we may not retain existing Crossix and Physicians World customers and key Crossix and Physicians World employees to the extent we expect, which could adversely affect our business.

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

The World Health Organization has declared the outbreak of COVID-19, which began in December 2019, to be a pandemic, and the U.S. federal government has declared it a national emergency.

The extent of the impact of COVID-19 on our operational and financial performance will depend on certain developments, including the duration and spread of the outbreak, impact on our customers and our sales cycles, impact on our customer, employee or industry events, and effect on our vendors and partners, all of which are uncertain and cannot be predicted.

We have also imposed employee travel restrictions and instructed employees in most locations to work from home.

At this point, the extent to which the COVID-19 outbreak may impact our financial condition or results of operations is uncertain.

For a further description of our business and products, see “Business” above.

With respect to data services customers that have not purchased one of our software solutions, we count as a distinct customer each party that has a master subscription agreement and a known and recurring payment obligation.

For purposes of determining our total customer count, we count each entity that uses a legacy Zinc Ahead product as a distinct customer if such entity is not otherwise a customer of ours.

For purposes of determining customers of Physicians World, we count each entity for which we recognize services revenue as a distinct customer if such entity is not otherwise a customer of ours.

We refer to these costs as “allocated overhead.” Note that beginning in the fiscal quarter ended April 30, 2019, we implemented a new equity compensation program applicable to the vast majority of our employees, which increased stock-based compensation expenses allocated to cost of revenues and operating expenses in absolute dollars and as a percentage of revenue during the fiscal year ended January 31, 2020.

For details of equity granted the year ended January 31, 2020, refer to note 13 of the notes to our condensed consolidated financial statements.

See note 10 of the notes to our consolidated financial statements.

Recent Accounting Pronouncements

Credit Losses

In June 2016, the Financial Accounting Standards Board, or FASB, issued ASU 2016-13, including subsequent amendments, regarding “Measurement of Credit Losses on Financial Instruments” (Topic 326), which modifies the accounting methodology for most financial instruments.

The guidance establishes a new “expected loss model” that requires entities to estimate current expected credit losses on financial instruments by using all practical and relevant information.

Additionally, any expected credit losses are to be reflected as allowances rather than reductions in the amortized cost of available-for-sale debt securities.

This guidance is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period.

We do not expect this standard to have a material impact on our consolidated financial statements.

Cloud Computing Arrangements

In August 2018, the FASB issued ASU 2018-15, “*Intangibles*—*Goodwill and Other*—*Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract*,” which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.

The standard is effective for interim and annual reporting periods beginning after December 15, 2019 and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements.

We do not expect this standard to have a material impact on our consolidated financial statements and plan to apply this standard prospectively.

In December 2019, the FASB issued ASU 2019-12, regarding ASC Topic 740 “*Income Taxes*,” which simplifies certain aspects of accounting for income taxes.

The guidance is effective for annual reporting periods beginning after December 15, 2020, including interim periods within that reporting period.

Early adoption is permitted.

We are currently evaluating the impact of the adoption of this standard on our consolidated financial statements and do not plan to early adopt.

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________________

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Subscription services revenues were 81% of total revenues for fiscal years ended January 31, 2020 and 2019.

| Professional services and other | 20 | | | | 24 | | | | |

| Headcount (at period end) | 1,417 | | | | 944 | | | | 50% |

In addition, we had an 53% increase in the headcount of our subscription services team, which includes headcount from Crossix added in the fiscal quarter ended January 31, 2020.

The increase in headcount drove a $3.0 million increase in employee compensation-related costs (includes an increase of $1.1 million in stock-based compensation).

There was an additional $4.6 million in data acquisition costs related to the acquired business of Crossix.

For [removed: our] [added: the] fiscal years ended January 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] we had [removed: a] foreign currency [removed: loss] [added: gains] of [removed: $0.7] [added: $2] million, [removed: $2.1] [added: losses of $1] million, and [removed: gain] [added: losses] of [removed: $1.2] [added: $2] million, respectively.

We engage in the hedging of our foreign currency transactions as described in [removed: note 8] [added: [note 8](#i800f2c156610488cbddbc160d70cd0ef_58)] of the [added: notes to our] consolidated financial statements and may, in the future, hedge selected significant transactions or net monetary exposure positions denominated in currencies other than the U.S. dollar.

We had cash, cash equivalents and short-term investments totaling [removed: $1.1 billion] [added: $1,664 million] as of January 31, [removed: 2020.][added: 2021.]

An immediate increase of [removed: 200-basis] [added: 100-basis] points in interest rates would have resulted in a [removed: $9.4] [added: $9] million market value reduction in our investment portfolio as of January 31, [removed: 2020.][added: 2021.]

An immediate decrease of [removed: 200-basis] [added: 100-basis] points in interest rates would have increased the market value by [removed: $7.6] [added: $3] million as of January 31, [removed: 2020.][added: 2021.]

Fluctuations in the value of our investment securities caused by a change in interest rates (gains or losses on the carrying value) are recorded in other comprehensive [removed: income] [added: income,] and are realized only if we sell the underlying securities.

[added: | 52 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 54][added: | | |]

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

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| ITEM 8. | CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA |

VEEVA SYSTEMS INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

| [Report of Independent Registered Public Accounting Firm](#sDAA5353537EF532DB3276CE092FF1964) | [56](#sDAA5353537EF532DB3276CE092FF1964) |

| [Consolidated Balance Sheets](#s17F583E7662B50C6AA1905BD35CD158E) | [59](#s17F583E7662B50C6AA1905BD35CD158E) |

| [Consolidated Statements of Comprehensive Income](#sE14270B0C889539098D735B8AD31241C) | [60](#sE14270B0C889539098D735B8AD31241C) |

| [Consolidated Statements of Stockholders’ Equity](#sCFE345E0C4D25843843B868196DAF889) | [61](#sCFE345E0C4D25843843B868196DAF889) |

| [Consolidated Statements of Cash Flows](#sEE258E838B915CE490D0C32C072FDDC3) | [62](#sEE258E838B915CE490D0C32C072FDDC3) |

| [Notes to Consolidated Financial Statements](#s4BB6AFFFBF295C678206593A4B53D9E2) | [63](#s4BB6AFFFBF295C678206593A4B53D9E2) |

Veeva Systems Inc. | Form 10-K 55

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Veeva Systems Inc.:

*Opinions on the Consolidated Financial Statements and Internal Control over Financial Reporting*

We have audited the accompanying consolidated balance sheets of Veeva Systems Inc. and subsidiaries (the Company) as of January 31, 2020 and 2019, the related consolidated statements of comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended January 31, 2020, and the related notes (collectively, the consolidated financial statements).

We also have audited the Company’s internal control over financial reporting as of January 31, 2020, based on criteria established in *Internal Control - Integrated Framework* *(2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of January 31, 2020 and 2019, and the results of its operations and its cash flows for each of the years in the three-year period ended January 31, 2020, in conformity with U.S. generally accepted accounting principles.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 31, 2020 based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

The Company acquired Crossix Solutions Inc. (Crossix) and Physicians World LLC (Physicians World) on November 1, 2019 and November 7, 2019 (respectively), and management excluded from its assessment of the effectiveness of the Company’s internal controls over financial reporting as of January 31, 2020.

Crossix and Physicians World’s internal controls over financial reporting associated with total assets, in aggregate, of 4% and total revenues, in aggregate, of 2% included in the consolidated financial statements of the Company as of and for the year ended January 31, 2020.

Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Crossix and Physicians World.

*Change in Accounting Principle*

As discussed in Note 1 to the consolidated financial statements, the Company has changed its method of accounting for leases as of February 1, 2019 due to the adoption of Accounting Standards Codification Topic 842, *Leases*.

*Basis for Opinions*

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Controls over Financial Reporting.

Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

56 Veeva Systems Inc. | Form 10-K

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audits also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audits provide a reasonable basis for our opinions.

*Definition and Limitations of Internal Control over Financial Reporting*

Our solutions [added: span cloud software, data, and business consulting and] are designed to meet the unique needs of our customers and their most strategic business functions—from research and development (R&D) to commercialization.

Our solutions [removed: are designed to] help life sciences companies develop and bring products to market faster and more efficiently, market and sell more effectively, and maintain compliance with government regulations.

Because of our industry focus, we have a unique, in-depth perspective into the needs and best practices of life sciences [removed: companies.][added: companies and clinical research sites.]

We [removed: are now] also [removed: bringing] [added: bring] the benefits of our content and data management solutions to [removed: a new set of] customers outside of life sciences in three regulated industries: consumer goods, chemicals, and cosmetics.

Our [removed: application] [added: applications] currently offered to companies outside of life sciences [removed: is] [added: are] designed to help customers efficiently manage critical regulated processes and content in a compliant way and to enable secure collaboration across internal and external stakeholders, including outsourcing partners and vendors.

Fundamental to our business model is what we call The Veeva [removed: Way.][added: Way. The Veeva Way is key to our disciplined approach to achieve our goal of long-term leadership in each of the product markets we serve.]

We focus on delivering product excellence and [removed: cloud] innovation.

Our product development process begins with assembling and investing in strong product teams focused on building deep, best-in-class [removed: applications in] [added: software and data solutions for] every product market we serve.

Through innovative cloud technology, we also aim to eliminate [removed: disparate systems] [added: legacy systems, manual processes, and application silos] by delivering unified [removed: application] suites [added: of applications and data] that [removed: work together on a common platform.][added: support end-to-end business processes.]

[added: | 2 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 1][added: | | |]

Our industry cloud solutions for the life sciences industry are grouped into [removed: three] [added: two] key product areas—Veeva Commercial [removed: Cloud, Veeva Data Cloud,] [added: Cloud] and Veeva Vault—and are designed to address pharmaceutical, biotechnology, and medical device companies’ most pressing strategic needs in their commercial and R&D operations.

[removed: Our multichannel CRM applications that are part of] Veeva Commercial Cloud [added: software applications] include:

[removed: | • | Veeva CRM and] Veeva [removed: Medical CRM enable customer-facing employees, such as life sciences sales representatives, key account managers, and scientific liaisons, to manage, track, and optimize interactions with healthcare professionals and healthcare organizations utilizing a single, integrated solution. With multichannel Veeva CRM, customers have an end-to-end solution for the planning and coordination of their teams across all key channels, including face-to-face, email, and web. Veeva] CRM supports the life [removed: sciences] [added: science] industry’s unique commercial business processes and regulatory compliance requirements with highly specialized functionality, such as prescription drug sample management with electronic signature capture, the management of complex affiliations between physicians and the organizations where they work, and the capture of medical inquiries from physicians. [removed: Key existing and recently announced innovative capabilities of our Veeva CRM and Veeva Medical CRM solutions include: |]

[removed: | • | Veeva] [added: - Veeva] CRM MyInsights provides a data visualization tool that delivers tailored, actionable insights to life sciences sales representatives [added: embedded directly] in Veeva CRM. [removed: |]

[removed: | • |] [added: -] Veeva CLM provides capabilities for life sciences sales representatives to present digital marketing content on a mobile device, such as an iPad, during in-person interactions with healthcare professionals. [removed: |]

[removed: | • | Veeva] [added: - Veeva] CRM Approved Email enables the management, delivery, and tracking of emails from life sciences sales representatives to healthcare professionals, while maintaining regulatory compliance. [removed: |]

[removed: | • | Veeva] [added: - Veeva] CRM Events Management enables the planning, management, and execution of group meetings with healthcare professionals and helps life sciences companies track and manage spending in order to meet transparency reporting requirements. [removed: Physicians World, which we recently acquired, provides complementary full-service speakers bureau logistics in the United States for life sciences companies of all sizes. |]

[removed: | • | Veeva Align enables life sciences companies to perform fast, accurate sales territory alignments.] Through native integration with Veeva CRM, Veeva Align allows seamless field collaboration to increase accuracy and minimize [removed: hand-offs. |][added: manual effort.]

[removed: 2] [added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | | 3 | | |]

[removed: Our data solutions that are part of] Veeva Commercial Cloud [added: data and analytics solutions] include:

[removed: | • | Veeva] [added: - Veeva] OpenData provides healthcare professional and healthcare organization data that includes demographic information, license information and status, specialty information, affiliations, and other key data that is crucial to customer engagement and compliance. [removed: In the life sciences industry, this category of data is referred to as customer reference data or customer data. Veeva OpenData Explorer, planned for availability in 2020, will give users the option to access comprehensive customer reference data through a web-based portal. We also offer outsourced data stewardship services to our customers. |]

[removed: | • | Veeva Oncology Link is a single source of continuously updated profile and market intelligence data on key scientific leaders in oncology.] Veeva [removed: Oncology] Link associates thousands of global experts with millions of [removed: activities,] [added: actions,] including publications, clinical trials, [added: events,] and [removed: events. |][added: digital activities.]

[removed: | • | Crossix, which we acquired in November 2019,] [added: - Veeva Crossix] provides pharmaceutical brands privacy-safe U.S. patient data and a best-in-class analytics platform to maximize media investments and drive greater marketing effectiveness. [removed: Crossix SafeMine technology connects health data and non-health data, including consumer and media data, for U.S. patients in a privacy-safe manner. Crossix DIFA uses that data to enable real-time measurement and optimization of complex, cross-channel media campaigns aimed at patients and healthcare professionals. |]

[removed: | • | Veeva Network Customer Master is an industry-specific, customer master software solution that de-duplicates, standardizes, and cleanses healthcare professional and healthcare organization data from multiple systems and data sources to arrive at a single, consolidated customer master record.] Veeva Network Customer Master comes pre-configured with a data model that is specific to life sciences and supports global harmonization, as well as country, market, and regional data specifications, within a single system. [removed: |]

[removed: | • | Veeva Nitro eliminates the time and effort of custom data warehouse development and maintenance and provides a foundation for artificial intelligence and advanced analytics.] With an industry-specific data model and standard data connectors, Nitro enables life sciences companies to more easily unify their most important data sources, such as prescription, sales, formulary, and claims data. [removed: |]

[removed: Veeva] [added: - Veeva] Data [removed: Cloud will provide] [added: Cloud provides] longitudinal U.S. patient [removed: and prescriber] data for both retail and specialty distribution channels for commercial use cases such as launch planning, patient segmentation, commercial analytics, artificial intelligence, territory design, [removed: targeting,] and [removed: incentive compensation.][added: targeting.]

[added: | 4 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 3][added: | | |]

[removed: Veeva Vault][added: Veeva Vault]

Veeva Vault is a unified suite of cloud-based, enterprise content and data management applications, all built on our proprietary [removed: Veeva] [added: Veeva] Vault [removed: Platform.][added: Platform.]

Our Veeva Vault applications address the content management requirements for our customers’ commercial functions, including [removed: medical and] sales and [removed: marketing,] [added: marketing] and [added: medical content and communications, and] key R&D functions, including clinical, regulatory, quality, and safety.

[removed: | • | Veeva Vault MedComms enables life sciences companies to streamline the creation, approval, and delivery of medical content and create and maintain a single, validated source of medical content across multiple channels and geographies.] Integrated medical inquiry management allows medical affairs teams to centralize medical inquiries and content to deliver verbal and written communications to healthcare professionals and patients, including approved answers to questions received through a call center or company website. [removed: |]

Veeva Vault Clinical [removed: is the industry’s first cloud application suite that] combines electronic data capture (EDC), clinical trial management (CTMS), electronic trial master file (eTMF), and study start-up applications to unify clinical data management and clinical operations.

[removed: | • | Veeva] Vault [removed: CDMS is a clinical data management solution that includes Veeva Vault EDC, Veeva Vault Coder, and Veeva Vault Data Workbench. Vault] CDMS combines coding, EDC, data cleaning, and reporting in a single integrated solution to manage studies and gain a complete view of all clinical data within a trial. [removed: Vault EDC and Vault Coder are available today. Vault Data Workbench is planned for availability in 2020. |]

[removed: 4] [added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | | 5 | | |]

[removed: | • | Veeva] [added: - Veeva] Vault CTMS is a clinical trial management application that helps unify information and documentation for a “single source of truth” across sponsors, contract research organizations, and investigators to reduce complexity, increase transparency, and speed time to market. [removed: |]

[removed: | • |] [added: -] Veeva Vault Payments is a complementary application for Vault CTMS that helps manage the payment and reimbursement process to clinical research sites. [removed: |]

[removed: | • | Veeva] [added: - Veeva] Vault eTMF is an electronic trial master file application that manages the repository of documents for active and archived clinical trials for improved inspection readiness, visibility, and control. [removed: |]

[removed: | • | Veeva] [added: - Veeva] Vault Study Startup helps life sciences companies [removed: to] more efficiently manage the process of activating investigator sites for clinical trials. [removed: |]

[removed: | • |] Veeva SiteVault helps clinical research sites reduce the administrative burden of managing documents and processes for study site qualification and activation with capabilities such as electronic signatures, remote monitoring, certified copy workflows, and reporting. [removed: Veeva offers a fully configurable edition called SiteVault Enterprise that includes open APIs for integrations, customized reports, and tailored workflows. Veeva also offers a free edition called SiteVault Free to provide clinical trial sites of all sizes with a modern cloud solution that helps streamline trial activities with the goal of accelerating clinical research for the life sciences industry overall. |]

[removed: | • | Veeva] [added: - Veeva] Vault Submissions brings together submission content planning and authoring in a single application to help life sciences companies gather and organize documents and content, according to industry-accepted guidelines, [removed: that should be included] in a regulatory submission to a healthcare authority, such as the U.S. Food and Drug Administration (FDA). [removed: |]

Our solutions for clinical research sites enable regulatory documents and trial information to be managed in a modern cloud solution that is intended to accelerate the clinical research process for the life sciences industry overall.

On February 1, 2021, after approval by our stockholders, we became a Delaware public benefit corporation (PBC).

A PBC is a for-profit company operating under subchapter XV of the General Corporation Law of the State of Delaware (i) that has adopted a public benefit purpose intended to provide benefits beyond just stockholder financial returns, and (ii) whose directors have a fiduciary duty to balance the financial interests of stockholders, the best interests of other stakeholders materially affected by the company's conduct (which we believe includes customers, employees, partners, and the communities in which we operate), and the pursuit of the company's public benefit purpose.

Our public benefit purpose, as reflected in our certificate of incorporation, is “to provide products and services that are intended to help make the industries we serve more productive, and to create high-quality employment opportunities in the communities in which we operate.” We believe that operating as a PBC reflects our core values—do the right thing, customer success, employee success, and speed—and helps us maintain alignment with the principal industry we serve, life sciences, and its broad goal to improve health and extend lives.

We also believe that addressing such problems has the potential for broader societal benefits, for instance, by making the therapeutic development process more efficient.

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Veeva Commercial Cloud is a suite of software, data and analytics solutions built specifically for life sciences companies to more efficiently and effectively commercialize their products.

- Veeva CRM and Veeva Medical CRM enable customer-facing employees, such as life sciences sales representatives, key account managers, and scientific liaisons, to manage, track, and optimize interactions with healthcare professionals and healthcare organizations utilizing a single, integrated solution.

With multichannel Veeva CRM, customers have an end-to-end solution for the planning and coordination of their teams across all key channels, including face-to-face, email, and virtual engagement.

- Veeva CRM Engage enables life sciences representatives to interact with healthcare professionals in online meetings.

Engage is embedded in Veeva CRM for ease of use, regulatory compliance, and access to important industry-specific processes such as signature requests for samples or medical inquiries.

- Veeva Align enables life sciences companies to perform fast, accurate territory alignments.

We also provide event support services in the United States for life sciences companies of all sizes through our Veeva Digital Events offerings, which consists, in part, of the acquired Physicians World business.

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- MyVeeva for Doctors is a digital platform to connect healthcare professionals with the life sciences industry.

The MyVeeva for Doctors mobile application for healthcare professionals enables them to find the right people and resources from across the industry to better serve their patients.

In the life sciences industry, this category of data is referred to as customer reference data or customer data.

Veeva OpenData Explorer gives users the ability to access comprehensive customer reference data through a web-based portal.

We also offer outsourced data stewardship services to our customers.

- Veeva Link provides real-time customer intelligence data on key scientific experts in oncology and is expected to expand to experts in additional therapeutic areas in 2021.

Patented Crossix SafeMine technology connects health data and non-health data, including consumer and media data, for U.S. patients in a privacy-safe manner.

Crossix DIFA uses that data to enable real-time measurement and optimization of complex, cross-channel media campaigns aimed at patients and healthcare professionals.

Veeva Data Cloud is powered by the Crossix Data Platform, privacy-safe processes, and an expanding health data set.

- Veeva Network Customer Master is an industry-specific, customer master software solution that de-duplicates, standardizes, and cleanses healthcare professional and healthcare organization data from multiple systems and data sources to arrive at a single, consolidated customer master record.

- Veeva Nitro is a data science and analytics platform that connects commercial data sources for actionable insights and agile decision making.

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The high volume of digital interactions has increased pressure on the sales and marketing organizations of life sciences companies to deliver relevant, compliant content to healthcare professionals faster while maintaining strict regulatory compliance across channels and geographies.

- Veeva Vault PromoMats is an end-to-end content and digital asset management (DAM) solution through which life sciences companies can collaborate, review, distribute, and update commercial content and manage assets.

Workflows within Vault PromoMats enable real-time collaboration, review, and approval of commercial content in a compliant way.

Built-in DAM capabilities provide a globally-accessible repository for rich media content.

- Veeva Vault MedComms enables life sciences companies to streamline the creation, approval, and delivery of medical content and create and maintain a single, validated source of medical content across multiple channels and geographies.

- Veeva Vault CDMS *i*s a clinical data management solution that includes Veeva Vault EDC*,* Veeva Vault Coder, and Veeva Vault CDB.

- Veeva Clinical Network links patients, clinical research sites, and life sciences companies that sponsor clinical trials to help create paperless, patient-centric clinical trials.

Veeva offers a fully configurable edition called SiteVault Enterprise that includes open APIs

| | | | | | | |

| --- | --- | --- | --- | --- | --- | --- |

for integrations, customized reports, and tailored workflows.

The Veeva Way is key to our disciplined approach to achieve our goal of long-term leadership in each of the product markets we serve.

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

Veeva Commercial Cloud is a suite of multichannel customer relationship management (CRM) applications, a commercial data warehouse, territory allocation and alignment applications, a master data management application, and customer reference and key opinion leader data and services, designed to help companies drive smarter, more proactive engagement with healthcare professionals and healthcare organizations and ensure compliance.

| | |

| --- | --- |

| ◦ | Powered by data science, Veeva CRM Suggestions is a dashboard included within Veeva CRM that offers life sciences sales representatives recommendations on the next best action and right channel for the next interaction with their customers. |

| ◦ | Veeva CRM’s Real-time Architecture and Autosync capability ensures all CRM information, including activity, customer, and product data are available across multiple mobile devices. |

| ◦ | Veeva CRM Approved Notes allows sales representatives to capture free text notes in Veeva CRM and leverage the power of artificial intelligence to save information in a compliant way. Veeva Approved Notes is planned for availability in 2020. |

| ◦ | Customer Journeys is a new capability in Veeva CRM to better target and manage customers through stages of an adoption lifecycle and drive the best actions at the right customer stage. |

| • | Veeva CRM Engage delivers the ability to interact with healthcare professionals for online meetings—using Veeva CRM Engage Meeting—and provides closed-loop marketing capabilities for self-directed interactions with healthcare professionals via the web with Veeva CRM Engage for Portals. Veeva CRM Engage Webinar allows companies to execute virtual events in a compliant way and is also built to work with Veeva CRM Events Management. |

| • | Veeva CRM Approved Messaging adds support for messaging applications, such as WeChat and WhatsApp, to open new digital channels for sales representatives to engage in relevant, timely interactions with healthcare professionals. Veeva Approved Messaging is available today for WeChat and is planned for availability for WhatsApp in 2020. |

Our master data management solution that is part of Veeva Commercial Cloud includes:

Our next-generation commercial data warehouse and advanced artificial intelligence application that are part of Veeva Commercial Cloud include:

| • | Veeva Andi is an artificial intelligence application that embeds tailored insights and suggestions in Veeva CRM regarding the next best action for improved field efficiency and effectiveness. With Veeva Andi, customers can adopt, deploy, and scale artificial intelligence across Veeva CRM and deliver the right message in the right channel at the right time for an improved customer experience. |

Veeva Data Cloud

Veeva Data Cloud will be powered by existing Crossix technology, privacy-safe processes, and an expanding health data set and will have the same open and customer-friendly usage agreements that exist today with other Veeva data solutions.

We expect Veeva Data Cloud to be available by December 2020.

The increasing use and variety of content in the sales and marketing efforts of life sciences companies requires rapid creation of materials and better management of commercial content, with continuous strict regulatory compliance across channels and geographies.

| • | Veeva Vault PromoMats combines digital asset management with content review and distribution capabilities through which life sciences companies can manage the end-to-end process for creation, review, approval, claims tracking, multichannel distribution, expiration, and withdrawal of commercial content across the digital supply chain. Veeva Vault Auto Claims Linking is a capability in Veeva Vault PromoMats that uses AI to suggest links from claims to related references, reducing the administrative burden and risk of managing claims across countries, channels, and assets. |

We also deliver solutions to companies in the following regulated industries outside of life sciences: consumer goods, chemicals, and cosmetics.

For our fiscal years ended January 31, 2018, 2019, and 2020, we did not have any single customer that represented more than 10% of our total revenues.

Our Employees

As of January 31, 2020, we employed 3,501 people worldwide.

We also engage temporary employees and consultants.

Each version of our solutions that are subject to regulations that require companies to maintain certain records and submit information to regulators as part of compliance verification undergoes validation testing against these and other relevant standards.

Corporation, Oracle Corporation, and other smaller application providers offer applications that compete with certain of our Veeva Vault applications.

For information regarding certain current legal proceedings, see [removed: note 15] [added: [note 15](#i800f2c156610488cbddbc160d70cd0ef_82)] of the notes to our consolidated financial statements, which is incorporated herein by reference.

[removed: *California] [added: California] Non-Compete [removed: Matter.*][added: Matter]

In addition to the legal proceedings referenced in [note 15](#i800f2c156610488cbddbc160d70cd0ef_82), we are involved in the following additional legal proceedings which may be material to our business.

Discovery is proceeding.

A hearing as to IQVIA's motion to stay the case pending the outcome of the appeals file by Medidata and Sparta and Veeva's motion to dismiss certain affirmative defenses in IQVIA's answer to our complaint is set for April 22, 2020.

On December 03, 2019, IQVIA filed an action against Veeva and a former employee in the United States District Court for the District of Maryland entitled IQVIA Inc. v.

Kahn, et.

al., Case No. 8:19-cv-03462-DKC.

This case alleges that Veeva’s California lawsuit (and California law generally outlawing contracts in restraint of trade) violate the United States Constitution’s Commerce Clause.

The case also alleges state law contract and tort claims arising from Veeva’s employment of an employee whom IQVIA contends is its former employee.

Veeva filed a motion to dismiss, IQVIA amended its complaint, and Veeva has answered this amended complaint.

On March 5, 2020, IQVIA moved for a preliminary injunction.

The District Court has since ordered the parties to brief the issue of whether it has subject matter jurisdiction over the case.

No hearing dates have been set.

[removed: UNITED STATES SECURITIES] [added: SECURITIES] AND EXCHANGE COMMISSION

[removed: Form 10-K][added: FORM 10-K]

[added: |] (Mark One) [added: | | | | | | | | |]

| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | | | | |]

For the fiscal year [removed: ended January] [added: ended January] 31, [removed: 2020][added: 2021]

| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]

For [added: the] transition period [removed: from to][added: from to .]

Commission File [removed: Number 001-36121][added: Number: 001-36121]

Veeva Systems [removed: Inc.][added: Inc.]

[removed: (Exact] [added: (Exact] name of [removed: Registrant] [added: registrant] as specified in its [removed: charter)][added: charter)]

| Delaware | | [added: | | | |] 20-8235463 | [added: | |]

| [removed: (State] [added: (State] or other jurisdiction [removed: of incorporation] [added: of incorporation] or [removed: organization)] [added: organization)] | | [removed: (I.R.S. Employer Identification No.)] | [added: (IRS Employer Identification No.) | | | | | |]

[removed: Pleasanton, California 94588][added: Pleasanton, California, 94588]

[removed: (Address] [added: (Address] of principal executive [removed: offices)][added: offices)]

[removed: (Registrant’s] [added: (Registrant’s] telephone number, including area [removed: code)][added: code) (925) 452-6500]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| Title of each class | [added: | | | | |] Trading Symbol | [added: | | | | |] Name of each exchange on which registered | [added: | |]

| [removed: Class] [added: Class] A Common Stock, par value [removed: $0.00001] [added: $0.00001 per share] | [removed: VEEV] | [removed: New] [added: | | | | VEEV | | | | | | The New] York Stock [removed: Exchange] [added: Exchange] | [added: | |]

| Large accelerated filer | | [added: |] ☒ | | [added: |] Accelerated filer | | [added: |] ☐ | [added: | |]

| Non-accelerated filer | | [added: |] ☐ | | [added: |] Smaller reporting company | | [added: |] ☐ | [added: | |]

| Emerging growth company | | [added: |] ☐ | | | | | [added: | | | |]

The aggregate market value of voting stock held by non-affiliates of the Registrant on the last business day of the Registrant’s most recently completed second fiscal quarter, which was July 31, [removed: 2019,] [added: 2020,] based on the closing price of [removed: $165.90] [added: $264.57] for shares of the Registrant’s Class A common stock as reported by the New York Stock Exchange, was approximately [removed: $22.1] [added: $36.0] billion.

As of February [removed: 29, 2020,] [added: 28, 2021,] there were [removed: 134,056,705] [added: 137,447,441] shares of the Registrant’s Class A common stock outstanding and [removed: 15,199,816] [added: 14,776,223] shares of the Registrant’s Class B common stock outstanding.

Portions of the Registrant’s Proxy Statement for the [removed: 2020] [added: 2021] Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Form 10-K to the extent stated herein.

The proxy statement will be filed by the Registrant with the Securities and Exchange Commission within 120 days after the end of the Registrant’s fiscal year ended January 31, [removed: 2020.][added: 2021.]

The summary does not include certain Part III information that will be incorporated by reference from the Proxy Statement for the [removed: 2018] [added: 2021] Annual Meeting of Stockholders, which will be filed within 120 days after our fiscal year ended January 31, [removed: 2020.][added: 2021.]

| [Special Note Regarding [removed: Forward-Looking Statements](#s8EFC1911B3EE572598D774DBFC48D019)] [added: Forward Looking Statements](#i800f2c156610488cbddbc160d70cd0ef_10)] | | | [added: | | | [1](#i800f2c156610488cbddbc160d70cd0ef_10) | | |]

[removed: | | [PART I](#s3067E8C2BB405EF9AEB20D331CAD8F5A) | |][added: PART I.]

| [Item [removed: 1.](#s84F0E4502E1A51AFB32EF99AF88E7780)] [added: 1.](#i800f2c156610488cbddbc160d70cd0ef_1754)] | [removed: [Business](#s84F0E4502E1A51AFB32EF99AF88E7780)] | [removed: [1](#s84F0E4502E1A51AFB32EF99AF88E7780)] | [added: [Business](#i800f2c156610488cbddbc160d70cd0ef_1754) | | | [2](#i800f2c156610488cbddbc160d70cd0ef_1754) | | |]

| [Item [removed: 1A.](#sF1742874A467584C81967BA945F53B26)] [added: 1A.](#i800f2c156610488cbddbc160d70cd0ef_136)] | [added: | |] [Risk [removed: Factors](#sF1742874A467584C81967BA945F53B26)] [added: Factors](#i800f2c156610488cbddbc160d70cd0ef_136)] | [removed: [11](#sF1742874A467584C81967BA945F53B26)] | [added: | [11](#i800f2c156610488cbddbc160d70cd0ef_136) | | |]

| [Item [removed: 1B.](#sE5609DBD0B10571280083B97FFFD82C2)] [added: 1B.](#i800f2c156610488cbddbc160d70cd0ef_1749)] | [added: | |] [Unresolved Staff [removed: Comments](#sE5609DBD0B10571280083B97FFFD82C2)] [added: Comments](#i800f2c156610488cbddbc160d70cd0ef_1749)] | [removed: [33](#sE5609DBD0B10571280083B97FFFD82C2)] | [added: | [34](#i800f2c156610488cbddbc160d70cd0ef_1749) | | |]

| [Item [removed: 2.](#sA146136C065650EE8FEB02DC2958B997)] [added: 2.](#i800f2c156610488cbddbc160d70cd0ef_1744)] | [removed: [Properties](#sA146136C065650EE8FEB02DC2958B997)] | [removed: [33](#sA146136C065650EE8FEB02DC2958B997)] | [added: [Properties](#i800f2c156610488cbddbc160d70cd0ef_1744) | | | [34](#i800f2c156610488cbddbc160d70cd0ef_1744) | | |]

| [Item [removed: 3.](#sDBF32FF8E85D54C1B6816649A9355AB0)] [added: 3.](#i800f2c156610488cbddbc160d70cd0ef_133)] | [added: | |] [Legal [removed: Proceedings](#sDBF32FF8E85D54C1B6816649A9355AB0)] [added: Proceedings](#i800f2c156610488cbddbc160d70cd0ef_133)] | [removed: [34](#sDBF32FF8E85D54C1B6816649A9355AB0)] | [added: | [35](#i800f2c156610488cbddbc160d70cd0ef_133) | | |]

| [Item [removed: 4.](#s6425A15F4A425F5E97185EEE61437D92)] [added: 4.](#i800f2c156610488cbddbc160d70cd0ef_1739)] | [added: | |] [Mine Safety [removed: Disclosures](#s6425A15F4A425F5E97185EEE61437D92)] [added: Disclosures](#i800f2c156610488cbddbc160d70cd0ef_1739)] | [removed: [34](#s6425A15F4A425F5E97185EEE61437D92)] | [added: | [35](#i800f2c156610488cbddbc160d70cd0ef_1739) | | |]

| [Item [removed: 5.](#sCFC4403F3195544498C32A2FC8D60227)] [added: 5.](#i800f2c156610488cbddbc160d70cd0ef_1816)] | [added: | |] [Market for [removed: Registrant’s] [added: Registrant's] Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#sCFC4403F3195544498C32A2FC8D60227)] [added: Securities](#i800f2c156610488cbddbc160d70cd0ef_1816)] | [removed: [35](#sCFC4403F3195544498C32A2FC8D60227)] | [added: | [35](#i800f2c156610488cbddbc160d70cd0ef_1816) | | |]

| [Item [removed: 6.](#s28313DB2BB445DAFBC89900FD41DE1EF)] [added: 6.](#i800f2c156610488cbddbc160d70cd0ef_1811)] | [added: | |] [Selected Consolidated Financial [removed: Data](#s28313DB2BB445DAFBC89900FD41DE1EF)] [added: Data](#i800f2c156610488cbddbc160d70cd0ef_1811)] | [removed: [37](#s28313DB2BB445DAFBC89900FD41DE1EF)] | [added: | [37](#i800f2c156610488cbddbc160d70cd0ef_1811) | | |]

| [Item [removed: 7.](#sDFEB340A790B5BC886D09C38E70B8613)] [added: 7.](#i800f2c156610488cbddbc160d70cd0ef_91)] | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#sDFEB340A790B5BC886D09C38E70B8613)] [added: Operations](#i800f2c156610488cbddbc160d70cd0ef_91)] | [removed: [39](#sDFEB340A790B5BC886D09C38E70B8613)] | [added: | [38](#i800f2c156610488cbddbc160d70cd0ef_91) | | |]

| | [added: | |] [Key Factors Affecting Our [removed: Performance](#s05E7F2014FB95EC897E9BCFF7D6B95AA)] [added: Performance](#i800f2c156610488cbddbc160d70cd0ef_1890)] | [removed: [40](#s05E7F2014FB95EC897E9BCFF7D6B95AA)] | [added: | [40](#i800f2c156610488cbddbc160d70cd0ef_1890) | | |]

| | [added: | |] [Components of Results of [removed: Operations](#s65C4E44FFF7E5AF8A3E64BBE3FD61171)] [added: Operations](#i800f2c156610488cbddbc160d70cd0ef_100)] | [removed: [40](#s65C4E44FFF7E5AF8A3E64BBE3FD61171)] | [added: | [41](#i800f2c156610488cbddbc160d70cd0ef_100) | | |]

| | [added: | |] [Results of [removed: Operations](#sC24CA0629C715EBB8437C5796B4A9BC9)] [added: Operations](#i800f2c156610488cbddbc160d70cd0ef_1517)] | [removed: [44](#sC24CA0629C715EBB8437C5796B4A9BC9)] | [added: | [44](#i800f2c156610488cbddbc160d70cd0ef_1517) | | |]

UNITED STATES

____________________________________________________________________________________

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___________________________________________________________________________________


____________________________________________________________________________________

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(Former name, former address and former fiscal year, if changed since last report) N/A

____________________________________________________________________________________

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Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| [PART I](#i800f2c156610488cbddbc160d70cd0ef_1717) | | | | | | | | |

| [PART II](#i800f2c156610488cbddbc160d70cd0ef_1816) | | | | | | | | |

| | | | [Overview](#i800f2c156610488cbddbc160d70cd0ef_94) | | | [38](#i800f2c156610488cbddbc160d70cd0ef_94) | | |

| | | | [Recent Development](#i800f2c156610488cbddbc160d70cd0ef_97) | | | [39](#i800f2c156610488cbddbc160d70cd0ef_97) | | |

| | | | [Impact of the COVID-19 Pandemic](#i800f2c156610488cbddbc160d70cd0ef_1897) | | | [39](#i800f2c156610488cbddbc160d70cd0ef_1897) | | |

| | | | [Commitments](#i800f2c156610488cbddbc160d70cd0ef_115) | | | [50](#i800f2c156610488cbddbc160d70cd0ef_115) | | |

| | | | [Note 11. Leases](#i800f2c156610488cbddbc160d70cd0ef_1494) | | | [75](#i800f2c156610488cbddbc160d70cd0ef_1494) | | |

| | | | [Note 12. Stockholders’ Equity](#i800f2c156610488cbddbc160d70cd0ef_1970) | | | [75](#i800f2c156610488cbddbc160d70cd0ef_1970) | | |

| Veeva Systems Inc. \| Form 10-K | | | i | | |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | [Note 13. Other Income](#i800f2c156610488cbddbc160d70cd0ef_2148) | | | [79](#i800f2c156610488cbddbc160d70cd0ef_2148) | | |

| | | | [Note 19. Related-Parties Transactions](#i800f2c156610488cbddbc160d70cd0ef_2160) | | | [84](#i800f2c156610488cbddbc160d70cd0ef_2160) | | |

| [PART IV](#i800f2c156610488cbddbc160d70cd0ef_1596) | | | | | | | | |

| | | | | | | | | |

| [Exhibit Index](#i800f2c156610488cbddbc160d70cd0ef_1584) | | | | | | [86](#i800f2c156610488cbddbc160d70cd0ef_1584) | | |

| [Signatures](#i800f2c156610488cbddbc160d70cd0ef_154) | | | | | | [90](#i800f2c156610488cbddbc160d70cd0ef_154) | | |

| --- | --- | --- | --- | --- | --- | --- |

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

_______________________________________________________________________

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(925) 452-6500

Securities registered pursuant to section 12(g) of the Act:

None

___________________________________________________________________________

| | [PART II](#s19DA16254D6153CEAB87343BF7F0A05D) | |

| | [Overview](#s0572F751FF055FA094CB34135DE6D835) | [39](#s0572F751FF055FA094CB34135DE6D835) |

| | [Commitments](#s1383985ED5415569A51DCE7151F1D8CD) | [52](#s1383985ED5415569A51DCE7151F1D8CD) |

| | [Note 9. Other Income, Net](#s4E13FAA2661A58AD99A32FC74D26421E) | [76](#s4E13FAA2661A58AD99A32FC74D26421E) |

i

| | [Note 12. Leases](#s5fc6824923ad446199cbadb480fd7768) | [79](#s5fc6824923ad446199cbadb480fd7768) |

| | [Note 13. Stockholders’ Equity](#s74A7748AA3A15B9BA3A126F5813EA156) | [80](#s74A7748AA3A15B9BA3A126F5813EA156) |

| | [Note 16. Related-Party Transactions](#s3CC99D8D0454500D9A8FFBD4A164BB5F) | [87](#s3CC99D8D0454500D9A8FFBD4A164BB5F) |

| | [PART IV](#s443C26CF1F915CCB9A4064755A7473CA) | |

| | [Signatures](#s0B61EB49A1A3565684F2161920B4E5F3) | [97](#s0B61EB49A1A3565684F2161920B4E5F3) |

ii

We own our Pleasanton, California corporate headquarters, which currently accommodates our principal [removed: executive,] [added: executive and significant portions of our product] development, engineering, marketing, [removed: business development, employee success,] finance, [removed: legal, information technology] and [removed: administrative activities.][added: legal organizations.]

We expect to expand our facilities capacity in certain field locations during our fiscal year ending January 31, [removed: 2021] [added: 2022] and may further expand our facilities capacity after January 31, [removed: 2021] [added: 2022] as our employee base grows.

See [removed: note 12] [added: [note 11](#i800f2c156610488cbddbc160d70cd0ef_1494)] of the notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for more information about our lease commitments.

[added: | 34 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 33][added: | | |]

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[Table of Contents](#s6A230172B50456118DCC0B4435762069)

34 Veeva Systems Inc. | Form 10-K

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

As of January 31, [removed: 2020,] [added: 2021,] we had [removed: 12] [added: 10] holders of record of our Class A common stock and [removed: 45] [added: 41] holders of record of our Class B common stock.

The chart assumes $100 was invested at the close of market on January 31, [removed: 2015] [added: 2016] in the Class A common stock of Veeva Systems Inc., the S&P 500 Index, and the S&P 1500 Application Software Index and assumes the reinvestment of any dividends.

[added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 35][added: | | | 35 | | |]

[removed: ][added: ]

| | [removed: 1/31/2015] | | [added: 2016] | [removed: 1/31/2016] | | | [removed: 1/31/2017] | | [added: 2017] | [removed: 1/31/2018] | | | [removed: 1/31/2019] | | [added: 2018] | [removed: 1/31/2020] | | [added: | | | 2019 | | | | | | 2020 | | | | | | 2021 | | |]

[removed: 36] [added: | 36 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | |]

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| | | | January 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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| Veeva Systems Inc. | | | 100.00 | | | | | | 175.64 | | | | | | 260.83 | | | | | | 452.53 | | | | | | 608.34 | | | | | | 1,147.05 | | |

| S&P 500 | | | 100.00 | | | | | | 120.04 | | | | | | 151.74 | | | | | | 148.23 | | | | | | 180.37 | | | | | | 211.48 | | |

| S&P 1500 Application Software Index | | | 100.00 | | | | | | 126.71 | | | | | | 187.47 | | | | | | 227.35 | | | | | | 307.71 | | | | | | 405.77 | | |

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[Table of Contents](#s6A230172B50456118DCC0B4435762069)

*$100 invested on 1/31/15 in stock or index, including reinvestment of dividends.

Fiscal year ending January 31.

Copyright@ 2020 Standard & Poor's, a division of S&P Global.

All rights reserved.

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| Veeva Systems Inc. | 100.00 | | | 83.80 | | | 147.18 | | | 218.57 | | | 379.21 | | | 509.77 | |

| S&P 500 | 100.00 | | | 99.33 | | | 119.24 | | | 150.73 | | | 147.24 | | | 179.17 | |

| S&P 1500 Application Software Index | 100.00 | | | 115.47 | | | 146.41 | | | 217.10 | | | 261.67 | | | 352.46 | |

The consolidated statement of income data for our fiscal years ended January 31, [added: 2021,] 2020, [removed: 2019] and [removed: 2018,] [added: 2019,] and the selected consolidated balance sheet data as of January 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] are derived from, and are qualified by reference to, the audited consolidated financial statements included in this Form 10-K.

The consolidated statement of income data for fiscal years ended January 31, [removed: 2017] [added: 2018] and [removed: 2016] [added: 2017] and the consolidated balance sheet data as of January 31, [added: 2019,] 2018, [removed: 2017] and [removed: 2016] [added: 2017] are derived from audited consolidated financial statements which are not included in this Form 10‑K.

The consolidated balance sheet data as of January 31, [removed: 2018, 2017,] [added: 2018] and [removed: 2016] [added: 2017] and consolidated statement of income data for the fiscal years ended January 31, 2018 and 2017 have been derived from our audited consolidated financial statements adjusted for the adoption of Topic 606.

| | [added: | |] Fiscal [removed: Year Ended] [added: year ended] January 31, | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| | [added: | | 2021 | | | | | |] 2020 | | | | [added: | |] 2019 | | | | [removed: 2018] | | [added: 2018] | | [removed: 2017] | | | | [removed: 2016] [added: 2017] | | |

| [removed: Consolidated Statements of Income Data:] | [removed: (in] [added: | | (in] thousands, except share [removed: data)] [added: data)] | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| [removed: Revenues:] [added: Revenues:] | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Subscription services | [added: | |] $ | [removed: 896,294] [added: 1,179,486] | | | [added: | |] $ | [removed: 694,467] [added: 896,294] | | | [added: | |] $ | [removed: 559,434] [added: 694,467] | | | [added: | |] $ | [removed: 440,815] [added: 559,434] | | | [added: | |] $ | [removed: 316,314] [added: 440,815] | |

| Professional services and other | [added: | | 285,583 | | | | | |] 207,787 | | | | [added: | |] 167,743 | | | | [removed: 131,125] | | [added: 131,125] | | [removed: 109,727] | | | | [removed: 92,907] [added: 109,727] | | |

| Total revenues | [added: | | 1,465,069 | | | | | |] 1,104,081 | | | | [added: | |] 862,210 | | | | [removed: 690,559] | | [added: 690,559] | | [removed: 550,542] | | | | [removed: 409,221] [added: 550,542] | | |

| [removed: Cost] [added: Cost] of [removed: revenues(1):] [added: revenues(1):] | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Cost of subscription services | [added: | | 184,589 | | | | | |] 136,328 | | | | [added: | |] 117,009 | | | | [removed: 110,465] | | [added: 110,465] | | [removed: 94,386] | | | | [removed: 71,180] [added: 94,386] | | |

| Cost of professional services and other | [added: | | 224,339 | | | | | |] 167,041 | | | | [added: | |] 128,272 | | | | [removed: 100,957] | | [added: 100,957] | | [removed: 79,295] | | | | [removed: 71,034] [added: 79,295] | | |

| Total cost of revenues | [added: | | 408,928 | | | | | |] 303,369 | | | | [added: | |] 245,281 | | | | [removed: 211,422] | | [added: 211,422] | | [removed: 173,681] | | | | [removed: 142,214] [added: 173,681] | | |

| Gross profit | [added: | | 1,056,141 | | | | | |] 800,712 | | | | [added: | |] 616,929 | | | | [removed: 479,137] | | [added: 479,137] | | [removed: 376,861] | | | | [removed: 267,007] [added: 376,861] | | |

| [removed: Operating expenses(1):] [added: Operating expenses(1):] | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Research and development | [added: | | 294,220 | | | | | |] 209,895 | | | | [added: | |] 158,783 | | | | [removed: 132,017] | | [added: 132,017] | | [removed: 96,743] | | | | [removed: 65,976] [added: 96,743] | | |

| Sales and marketing | [added: | | 235,014 | | | | | |] 190,331 | | | | [added: | |] 148,867 | | | | [removed: 128,781] | | [added: 128,781] | | [removed: 110,634] | | | | [removed: 80,984] [added: 110,634] | | |

| General and administrative | [added: | | 149,113 | | | | | |] 114,267 | | | | [added: | |] 86,413 | | | | [removed: 60,410] | | [added: 60,410] | | [removed: 48,796] | | | | [removed: 41,458] [added: 48,796] | | |

| Total operating expenses | [added: | | 678,347 | | | | | |] 514,493 | | | | [added: | |] 394,063 | | | | [removed: 321,208] | | [added: 321,208] | | [removed: 256,173] | | | | [removed: 188,418] [added: 256,173] | | |

| Operating income | [added: | | 377,794 | | | | | |] 286,219 | | | | [added: | |] 222,866 | | | | [removed: 157,929] | | [added: 157,929] | | [removed: 120,688] | | | | [removed: 78,589] [added: 120,688] | | |

| Other [removed: income (expense),] [added: income,] net | [added: | | 16,199 | | | | | |] 27,478 | | | | [added: | |] 15,777 | | | | [removed: 7,842] | | [added: 7,842] | | [removed: 1,667] | | | | [removed: 28] [added: 1,667] | | |

| Income before income taxes | [added: | | 393,993 | | | | | |] 313,697 | | | | [added: | |] 238,643 | | | | [removed: 165,771] | | [added: 165,771] | | [removed: 122,355] | | | | [removed: 78,617] [added: 122,355] | | |

| Provision for income taxes | [added: | | 13,995 | | | | | |] 12,579 | | | | [added: | |] 8,811 | | | | [removed: 14,594] | | [added: 14,594] | | [removed: 44,783] | | | | [removed: 24,157] [added: 44,783] | | |

| [removed: Net income] [added: Net income] | [added: | |] $ | [removed: 301,118] [added: 379,998] | | | [added: | |] $ | [removed: 229,832] [added: 301,118] | | | [added: | |] $ | [removed: 151,177] [added: 229,832] | | | [added: | |] $ | [removed: 77,572] [added: 151,177] | | | [added: | |] $ | [removed: 54,460] [added: 77,572] | |

| Net income, basic and diluted | [added: | |] $ | [removed: 301,118] [added: 379,998] | | | [added: | |] $ | [removed: 229,832] [added: 301,118] | | | [added: | |] $ | [removed: 151,177] [added: 229,832] | | | [added: | |] $ | [removed: 77,569] [added: 151,177] | | | [added: | |] $ | [removed: 54,413] [added: 77,569] | |

| Net income per share: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Basic | [added: | |] $ | [removed: 2.04] [added: 2.52] | | | [added: | |] $ | [removed: 1.59] [added: 2.04] | | | [added: | |] $ | [removed: 1.08] [added: 1.59] | | | [added: | |] $ | [removed: 0.57] [added: 1.08] | | | [added: | |] $ | [removed: 0.41] [added: 0.57] | |

| Diluted | [added: | |] $ | [removed: 1.90] [added: 2.36] | | | [added: | |] $ | [removed: 1.47] [added: 1.90] | | | [added: | |] $ | [removed: 0.98] [added: 1.47] | | | [added: | |] $ | [removed: 0.53] [added: 0.98] | | | [added: | |] $ | [removed: 0.38] [added: 0.53] | |

| Weighted-average shares used to compute [removed: earnings per share:] [added: net income per share:] | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Basic | [added: | | 150,666 | | | | | |] 147,796 | | | | [added: | |] 144,244 | | | | [removed: 140,311] | | [added: 140,311] | | [removed: 135,698] | | | | [removed: 132,020] [added: 135,698] | | |

| Diluted | [added: | | 160,732 | | | | | |] 158,296 | | | | [added: | |] 156,117 | | | | [removed: 153,681] | | [added: 153,681] | | [removed: 147,578] | | | | [removed: 144,977] [added: 147,578] | | |

| (1) [removed: |] Includes stock-based compensation as follows: | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[added: |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [removed: 37][added: | | | 37 | | |]

| Cost of revenues: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Cost of subscription services | [added: | |] $ | [removed: 2,638] [added: 4,840] | | | [added: | |] $ | [removed: 1,553] [added: 2,638] | | | [added: | |] $ | [removed: 1,448] [added: 1,553] | | | [added: | |] $ | [removed: 1,109] [added: 1,448] | | | [added: | |] $ | [removed: 563] [added: 1,109] | |

| Cost of professional services and other | [added: | | 27,698 | | | | | |] 17,518 | | | | [added: | |] 10,575 | | | | [removed: 8,476] | | [added: 8,476] | | [removed: 6,002] | | | | [removed: 3,858] [added: 6,002] | | |

| Research and development | [added: | | 63,541 | | | | | |] 37,001 | | | | [added: | |] 22,138 | | | | [removed: 17,782] | | [added: 17,782] | | [removed: 11,937] | | | | [removed: 7,249] [added: 11,937] | | |

| Sales and marketing | [added: | | 40,574 | | | | | |] 27,537 | | | | [added: | |] 18,381 | | | | [removed: 16,288] | | [added: 16,288] | | [removed: 13,271] | | | | [removed: 6,861] [added: 13,271] | | |

| General and administrative | [added: | | 48,348 | | | | | |] 31,212 | | | | [added: | |] 23,778 | | | | [removed: 10,055] | | [added: 10,055] | | [removed: 8,479] | | | | [removed: 5,727] [added: 8,479] | | |

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The consolidated statement of income data for the fiscal year ended January 31, 2016 is derived from our audited financial statements and has not been adjusted for Topic 606.

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_______________________________

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| --- | --- |

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

| Consolidated Balance Sheet Data: | (in thousands) | | | | | | | | | | | | | | | | | | |

| * | The summary consolidated financial data for the years ended January 31, 2020, 2019, 2018, and 2017 and as of January 31, 2020, 2019, 2018, 2017, and 2016 reflects the adoption of Topic 606 and ASU 2018-02, “*Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income*.” The summary consolidated financial data for the year ended January 31, 2016 does not reflect the adoption of Topic 606 or ASU 2018-02. |

38 Veeva Systems Inc. | Form 10-K

VEEVA SYSTEMS INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [Report of Independent Registered Public Accounting Firm](#i800f2c156610488cbddbc160d70cd0ef_1334) | | | [53](#i800f2c156610488cbddbc160d70cd0ef_1334) | | |

| [Consolidated Balance Sheets](#i800f2c156610488cbddbc160d70cd0ef_19) | | | [55](#i800f2c156610488cbddbc160d70cd0ef_19) | | |

| [Consolidated Statements of Comprehensive Income](#i800f2c156610488cbddbc160d70cd0ef_25) | | | [57](#i800f2c156610488cbddbc160d70cd0ef_25) | | |

| [Consolidated Statements of Stockholders' Equity](#i800f2c156610488cbddbc160d70cd0ef_1340) | | | [57](#i800f2c156610488cbddbc160d70cd0ef_1340) | | |

| [Consolidated Statements of Cash Flows](#i800f2c156610488cbddbc160d70cd0ef_1340) | | | [59](#i800f2c156610488cbddbc160d70cd0ef_31) | | |

| [Notes to Consolidated Financial Statements](#i800f2c156610488cbddbc160d70cd0ef_37) | | | [60](#i800f2c156610488cbddbc160d70cd0ef_34) | | |

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| Veeva Systems Inc. \| Form 10-K | | | 53 | | |

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Veeva Systems Inc.:

*Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting*

We have audited the accompanying consolidated balance sheets of Veeva Systems Inc. and subsidiaries (the Company) as of January 31, 2021 and 2020, the related consolidated statements of comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended January 31, 2021, and the related notes (collectively, the consolidated financial statements).

We also have audited the Company’s internal control over financial reporting as of January 31, 2021, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of January 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years in the three-year period ended January 31, 2021, in conformity with U.S. generally accepted accounting principles.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 31, 2021 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

*Change in Accounting Principle*

As discussed in Note 1 to the consolidated financial statements, the Company has changed its method of accounting for leases as of February 1, 2019 due to the adoption of Accounting Standards Codification Topic 842, *Leases.*

*Basis for Opinions*

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Controls Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audits also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audits provide a reasonable basis for our opinions.

*Definition and Limitations of Internal Control Over Financial Reporting*

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

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Not applicable.

(a) Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of January 31, 2021.

The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the Securities and Exchange Commission’s (SEC) rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.

Based on the evaluation of our disclosure controls and procedures as of January 31, 2021, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

(b) Management’s Annual Report on Internal Controls Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act).

Our management conducted an assessment of the effectiveness of our internal control over financial reporting as of January 31, 2021 based on the criteria set forth in the 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on the assessment, our management has concluded that our internal control over financial reporting was effective as of January 31, 2021 to provide reasonable assurance regarding the reliability of

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| 84 | | | Veeva Systems Inc. \| Form 10-K | | |

financial reporting and the preparation of financial statements in accordance with U.S. GAAP.

Our independent registered public accounting firm, KPMG LLP, has issued an audit report with respect to our internal control over financial reporting, which appears in Part II, Item 8 of this Form 10-K.

(c) Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the fiscal quarter ended January 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

(d) Inherent Limitations on Effectiveness of Controls

Our management, including our Chief Executive Officer and Chief Financial Officer, do not expect that our disclosure controls or our internal control over financial reporting will prevent all errors and all fraud.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.

Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been or would be detected.

These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake.

Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls.

The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate.

Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

90 Veeva Systems Inc. | Form 10-K

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

The information required by this item will be contained in our definitive proxy statement to be filed with the Securities and Exchange Commission in connection with our [removed: 2020] [added: 2021] annual meeting of stockholders [removed: (the “Proxy Statement”),] [added: (Proxy Statement),] which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2020,] [added: 2021,] and is incorporated in this report by reference.

The information required by this item will be set forth in the Proxy Statement, which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2020] [added: 2021] and is incorporated in this report by reference.

The information required by this item will be set forth in the Proxy Statement, which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2020] [added: 2021] and is incorporated in this report by reference.

The information required by this item will be set forth in the Proxy Statement, which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2020] [added: 2021] and is incorporated in this report by reference.

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| Veeva Systems Inc. \| Form 10-K | | | 85 | | |

The information required by this item will be set forth in the Proxy Statement, which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2020] [added: 2021] and is incorporated in this report by reference.

Veeva Systems Inc. | Form 10-K 91

[Table of Contents](#s6A230172B50456118DCC0B4435762069)

(a) [added: *Documents Filed.*] The following documents are filed as part of, or incorporated by reference into, this Form 10-K:

See [removed: Index] [added: [Index] to Consolidated Financial [removed: Statements] [added: Statements](#i800f2c156610488cbddbc160d70cd0ef_1576)] under [removed: Item 8] [added: [Item 8](#i800f2c156610488cbddbc160d70cd0ef_13)] of [added: this] Form 10-K.

We have filed, or incorporated into this Form 10-K by reference, the exhibits listed on the accompanying [removed: Exhibit Index] [added: [Exhibit Index](#i800f2c156610488cbddbc160d70cd0ef_1584)] immediately preceding the signature page of this Form 10-K.

[removed: 92] [added: | 86 | | |] Veeva Systems Inc. [removed: |] [added: \|] Form 10-K [added: | | |]

| [removed: Exhibit Number] [added: Exhibit Number] | | | | [added: | | Exhibit Description | | | | | |] Incorporated by Reference | | | | | | | | | [added: | | | | | | | | | | | | | | | Filed Herewith | | |]

| [removed: Exhibit Description] | | [added: |] Form | | [added: | | | |] File No. | | [added: | | | |] Exhibit | | [added: | | | |] Filing Date | | [removed: Filed Herewith] | | | [added: | | | | | | | | | | | | |]

| 2.1 | | [removed: [Share Purchase Agreement,] [added: | | | | [Agreement and Plan of Merger,] dated September [removed: 29, 2015,] [added: 26, 2019,] among Veeva Systems Inc., [removed: Veeva U.K. Holdings Limited, Accel-KKR Structured Capital Partners, LP] [added: P109 Merger Sub., Inc., Crossix Solutions Inc.] and the other sellers party [removed: thereto.](http://www.sec.gov/Archives/edgar/data/1393052/000156459015008256/veev-ex21_81.htm)] [added: thereto.](https://www.sec.gov/Archives/edgar/data/1393052/000162828019011939/ex21mergeragreement.htm)] | | [added: | | | |] 8-K | | [added: | | | |] 001-36121 | | [added: | | | |] 2.1 | | [removed: 10/1/2015] | | | [added: | 9/26/2019 | | | | | | | | |]

| 3.1 | | [added: | | | |] [Restated Certificate of Incorporation of [removed: Registrant.](http://www.sec.gov/Archives/edgar/data/1393052/000119312513406605/d615271dex31.htm)] [added: Veeva Systems Inc.](https://www.sec.gov/Archives/edgar/data/1393052/000162828021001246/veevex31feb2021.htm)] | | [added: | | | |] 8-K | | [added: | | | |] 001-36121 | | [added: | | | |] 3.1 | | [removed: 10/22/2013] | | | [added: | 2/1/2021 | | | | | | | | |]

| 3.2 | | [added: | | | |] [Amended and Restated Bylaws of Veeva Systems [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1393052/000119312513389320/d541293dex34.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1393052/000139305221000008/veevex31mar2021.htm)] | | [removed: S-1/A] | | [removed: 333-191085] | | [removed: 3.4] [added: 8-K] | | [removed: 10/3/2013] | | | [added: | 001-36121 | | | | | | 3.1 | | | | | | 3/22/2021 | | | | | | | | |]

| 4.1 | | [added: | | | |] [Form of Registrant’s Class A common stock [removed: certificate.](http://www.sec.gov/Archives/edgar/data/1393052/000119312513389320/d541293dex41.htm)] [added: certificate.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513389320/d541293dex41.htm)] | | [added: | | | |] S-1/A | | [added: | | | |] 333-191085 | | [added: | | | |] 4.1 | | [added: | | | |] 10/3/2013 | | | [added: | | | | | |]

| 4.2 | | [added: | | | |] [Description of Capital [removed: Stock.](https://www.sec.gov/Archives/edgar/data/1393052/000162828020004385/veev-20200131xexx42.htm)] [added: Stock.](https://www.sec.gov/Archives/edgar/data/1393052/000139305221000015/veev-20210131xexx42.htm)] | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | |] X | [added: | |]

| 10.1 | | [added: | | | |] [Data Processing Addendum, dated April 4, 2014, to Value-Added Reseller Agreement, between Registrant and salesforce.com, inc., as [removed: amended.](http://www.sec.gov/Archives/edgar/data/1393052/000119312514228721/d707842dex101.htm)] [added: amended.](https://www.sec.gov/Archives/edgar/data/1393052/000119312514228721/d707842dex101.htm)] | | [added: | | | |] 10-Q | | [added: | | | |] 001-36121 | | [added: | | | |] 10.1 | | [added: | | | |] 6/6/2014 | | | [added: | | | | | |]

| 10.2 | | [added: | | | |] [Purchase and Sale Agreement, dated June 11, 2014, between Registrant and The Duffield Family Foundation, as amended July 16, [removed: 2014.](http://www.sec.gov/Archives/edgar/data/1393052/000156459014004069/veev-ex10_20140731535.htm)] [added: 2014.](https://www.sec.gov/Archives/edgar/data/1393052/000156459014004069/veev-ex10_20140731535.htm)] | | [added: | | | |] 10-Q | | [added: | | | |] 001-36121 | | [added: | | | |] 10.1 | | [added: | | | |] 9/11/2014 | | | [added: | | | | | |]

| 10.3 | | [added: | | | |] [Description of [removed: Non-Employee] [added: Non- Employee] Director [removed: Compensation.](http://www.sec.gov/Archives/edgar/data/1393052/000119312514264730/d756462d8k.htm)] [added: Compensation.](https://www.sec.gov/Archives/edgar/data/1393052/000139305221000015/veev-20210131xexx103.htm)] | | [removed: 8-K] | | [removed: 001-36121] | | [removed: Item 5.07] | | [removed: 6/15/2018] | | | [added: | | | | | | | | | | | | | | | | | | | X | | |]

| [removed: 10.4] [added: 10.4*] | | [added: | | | |] [Form of Indemnification Agreement between the Registrant and each of its directors and [removed: executive officers.](http://www.sec.gov/Archives/edgar/data/1393052/000119312513389320/d541293dex101.htm)] [added: officers.](https://www.sec.gov/Archives/edgar/data/1393052/000162828021001246/veevex101feb2021.htm)] | | [removed: S-1/A] | | [removed: 333-191085] | | [added: 8-K | | | | | | 001-36121 | | | | | |] 10.1 | | [removed: 10/3/2013] | | | [added: | 2/1/2021 | | | | | | | | |]

| 10.5* | | [added: | | | |] [2007 Stock Plan and forms of agreements [removed: thereunder.](http://www.sec.gov/Archives/edgar/data/1393052/000119312513363152/d541293dex102.htm)] [added: thereunder.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513363152/d541293dex102.htm)] | | [added: | | | |] S-1 | | [added: | | | |] 333-191085 | | [added: | | | |] 10.2 | | [added: | | | |] 9/11/2013 | | | [added: | | | | | |]