Veeva Systems (VEEV) 10-K risk factor changes: FY2023 vs FY2021

- We expect our [added: longer-term] 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.

- Unique and uncertain macroeconomic and geopolitical factors, including as a result of [added: worldwide inflationary pressures and rising interest rates, volatility in] the [added: financial sector, concerns about a possible domestic or global recession, currency exchange fluctuations and the] Russian invasion of Ukraine [removed: and continuing uncertainty surrounding the effects of COVID-19,] may cause instability and volatility in the global financial markets and disruptions within the life sciences industry that may negatively impact our [removed: business] [added: business, our financial results,] and our stock price.

- If the third-party providers of healthcare professional and healthcare organization data and prescription drug sales data, [removed: like] [added: such as] IQVIA for instance, do not allow our customers to upload and use such data in our solutions, the demand for our solutions may decrease, and our business may be negatively impacted.

[removed: - Because key and substantial portions of] [added: platform for] our multichannel CRM [removed: applications are built on salesforce.com’s Salesforce Platform, we are dependent upon salesforce.com to provide these solutions to our customers] [added: applications,] and we are bound by the restrictions of our agreement with [removed: salesforce.com,] [added: Salesforce, Inc.,] which limits the markets to which we may sell our Veeva CRM [removed: solution.][added: solution.]

- Our [removed: conversion to] [added: status as] 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.

While we maintain and continue to improve our security measures, we may be unable to adequately anticipate security threats or to implement adequate preventative measures, in part, because the techniques used to obtain unauthorized access or sabotage systems change frequently and [added: are becoming increasingly sophisticated and complex, and] generally are not identified until they are launched against a target.

The principal such competitor for our Commercial Solutions is IQVIA Holdings Inc., which offers a CRM application built on the [removed: Salesforce1 Platform,] [added: Salesforce platform,] various data products, and other [removed: applications.][added: applications that compete with our products.]

Our data and data analytics products, including Veeva OpenData, Veeva Link, Veeva Crossix, and Veeva [removed: Data Cloud,] [added: Compass,] compete with IQVIA, Ipsos Group S.A., Definitive Health Corp., and smaller data and data analytics providers.

IQVIA, Dassault [removed: Systèmes (through its Medidata business line),] [added: Systèmes,] OpenText Corporation, Oracle Corporation, Honeywell International Inc., and other smaller application providers offer applications that compete with certain of our Veeva R&D [removed: applications.]

Our Veeva Commercial Cloud and Veeva R&D applications also compete to replace client server-based legacy solutions offered by companies such as Oracle, Microsoft Corporation, and other smaller application [added: providers.]

Our customers may also choose to use cloud-based applications or platforms that are not life sciences specific—such as [added: Salesforce, Inc.,] Box.com, Amazon Web Services, or Microsoft—for certain of the functions our applications provide.

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

For example, we have limited experience selling our Veeva [removed: Data Cloud] [added: Compass] offering for longitudinal patient data, [added: and] our MyVeeva for Patients solution that [removed: will enable] [added: enables] remote patient interactions for clinical [removed: trials, or our Veeva Engage Connect, a solution that will facilitate more efficient communications between health care professionals and life sciences companies.][added: trials.]

If the perceived value of our equity awards declines, including as a result of [added: prolonged] declines in the market price of our Class A common stock or changes in perception about our future prospects, it may adversely affect our ability to recruit and retain highly skilled employees.

[removed: Further, in] [added: In] light of the [added: worldwide] labor market conditions and inflationary [removed: pressure discussed above, we expect] [added: pressure, our global] compensation increases in connection with our annual compensation review process, which [removed: takes] [added: took] place in [removed: the] [added: our fiscal] quarter [removed: ending] [added: ended] April 30, 2022, [removed: to be] [added: were] higher than [added: previous years, which has increased] our [removed: historical norms.][added: expenses.]

In our fiscal years ended January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] our top 10 customers accounted for [added: 29%,] 31%, [removed: 36%,] and 36% of our total revenues, respectively.

We may find it challenging to maintain the same level of employee [removed: productivity while executing our growth plan, fostering] [added: productivity, foster] collaboration, and [removed: maintaining] [added: maintain] the beneficial aspects of our culture, and any such failures could negatively affect our future success, including our ability to attract and retain highly qualified employees and to achieve our business objectives.

[removed: We] [added: Additionally, we] have [removed: also] adopted a [added: permanent] “Work Anywhere” policy, which generally gives employees the flexibility to work in an office or at home on any given day, with certain job-specific restrictions.

[removed: We currently expect most] [added: While the majority] of these reductions [removed: to take place during] [added: were completed by the end of] our fiscal year [removed: ending] [added: ended] January 31, 2023, [removed: with some] [added: we expect additional] reductions [removed: still occurring in] [added: to take place through the end of] our fiscal year ending January 31, 2024.

Such reductions could negatively impact sales of our solutions, including Veeva CRM and certain of our other Commercial Solutions, but we cannot be certain [removed: such reductions will happen or] of the timing or magnitude of such reductions.

We have in the past acquired and may in the future seek to acquire or invest in businesses, solutions, or technologies that we believe could complement or expand our solutions, enhance our technical capabilities or [removed: otherwise offer growth opportunities.]

In addition, our sales cycle can vary substantially from customer to customer because of various factors, including the discretionary nature of potential customers’ purchasing and budget decisions, the [added: macroeconomic and regulatory environments, the availability of funding in the life sciences industry, the] announcement or planned introduction of new solutions by us or our competitors, and the purchasing approval processes of potential customers.

In the event of a major earthquake, hurricane, [added: or other natural disaster, or catastrophic event such as an] actual or threatened public health emergency (e.g., COVID-19), [removed: or other catastrophic event such as] fire, [added: extreme weather event,] power loss, telecommunications failure, cyber-attack, war (including the [removed: recent] Russian invasion of Ukraine), or terrorist attack, we may be unable to continue our operations at full capacity or at all and may experience system interruptions, reputational harm, delays in our solution development, lengthy interruptions in our services, breaches of data security, loss of key employees, and loss of critical data, all of which could have an adverse effect on our future operating results.

In our fiscal year ended January 31, [removed: 2022,] [added: 2023,] we derived approximately [removed: 59%] [added: 55%] of our subscription services revenues and approximately [removed: 56%] [added: 52%] of our total revenues from our Commercial Solutions.

[removed: A significant percentage of our Commercial Solutions subscription] services revenues are derived from subscriptions for our core CRM application, and we have realized substantial sales penetration among pharmaceutical and biotechnology companies for our core Veeva CRM application.

Such reductions could negatively impact sales of Veeva CRM and certain of our other Commercial Solutions, but we cannot be certain [removed: such reductions will happen or] of the timing or magnitude of such reductions.

If a customer is not satisfied with the quality of work performed by us or a third party or with the solutions delivered, [removed: then] we could incur additional costs to address the situation, we may be required to issue credits or refunds for pre-paid amounts related to unused services, the profitability of that work might be impaired, and the customer’s dissatisfaction with our services could damage our ability to expand the number of solutions subscribed to by that customer.

In our fiscal year ended January 31, [removed: 2022,] [added: 2023,] customers outside North America accounted for approximately 42% of our total revenues.

[removed: While we] [added: We] do not currently have locations or employees in [removed: Russia] [added: Russia, we have discontinued Belarus operations,] and our revenues from sales to Russian [added: and Belarus] entities is [removed: limited, some of our customers have users of our products in Russia that support their Russian operations and we maintain a small office and staff in Belarus.][added: limited.]

The risks we face in doing business internationally that could adversely affect our [removed: business,] [added: business] include:

- compliance challenges related to the complexity of multiple, conflicting and changing governmental laws and regulations, including those related to employment, tax, privacy and data protection, [added: anti-bribery,] and [removed: anti-bribery;][added: environmental, social and governance matters;]

- difficulties in repatriating funds without adverse tax consequences or restrictions on the transfer of funds more generally, including as a result of sanctions arising from the Russian invasion of Ukraine, which may limit our ability to receive payment from Russian [removed: banks or limit our ability to fund our operations in Belarus through Russian] banks;

- changes in diplomatic relations and trade policy, including the status of relations between the United States and other countries, including China, Russia, or Belarus, and the implementation of or changes to trade sanctions, tariffs, and embargoes, including if the United States and other countries were to impose more significant general sanctions against Russia or Belarus in response to the [removed: recent invasion of] [added: continuing conflict in] Ukraine, which could ban the use of our products by companies or users in Russia or Belarus;

Our ability to serve a significant portion of this estimated market is subject to many factors, including our success in implementing our business strategy, which is [removed: subject to many risks and uncertainties.]

[added: Significant changes in drug pricing policy or regulation] could result in life sciences companies reducing the number of sales representatives that use our products or otherwise reduce demand for our products.

[removed: - *Bankruptcy within the] [added: Moreover,] life sciences [removed: industry*—Life sciences] companies, and in particular early-stage companies with pre-commercial treatments in clinical trials, may [added: ultimately] be unsuccessful and may subsequently declare bankruptcy.

- *Changes in market conditions and practices within the life sciences industry*—The expiration of key patents, the implications of precision medicine treatments, changes in the practices of prescribing physicians and patients, changes with respect to payer relationships, the policies and preferences of healthcare professionals and healthcare organizations with respect to the sales and marketing efforts of [removed: life sciences companies, changes in the regulation of the sales and marketing efforts and pricing practices of life sciences companies, and other factors such as the impact of COVID-19, could lead to a significant reduction in sales representatives that use our solutions or otherwise change the demand for our solutions.]

[removed: If] [added: - *Changes in geopolitical conditions that impact the life sciences industry, changes in the ability to sell healthcare treatments in certain locations, and the global availability of healthcare treatments provided by the life sciences companies to which we sell*—If] economic or geopolitical [removed: conditions, including] [added: conditions deteriorates, or] the ability to market life sciences products or conduct clinical trials in key markets [removed: deteriorates or] is disrupted, including as a result of the Russian invasion of Ukraine or resulting sanctions, or if the demand for life sciences products globally deteriorates for other reasons, our customers may delay or reduce their IT spending, particularly within the regions impacted by negative economic or geopolitical conditions.

For example, it has been reported that a number of significant life sciences companies plan to scale back sales, [removed: operations] [added: operations,] and investments in Russia, including curtailing [added: sales and marketing and] clinical trial activity in Russia.

It is [added: also] possible that clinical trial activity may be disrupted or delayed in the regions near Ukraine as clinical trial sites deal with the healthcare impact of the Russian invasion of Ukraine.

- Our plans to migrate our CRM applications from the Salesforce platform to our own Veeva Vault platform could cause business disruptions for customers, lead to the loss of our customers to competitors, and adversely affect our operating results.

applications.

We recently announced plans to migrate our multichannel CRM applications from the Salesforce platform to our Veeva Vault platform, as discussed in more detail below, which could lead to customers choosing competitors that continue to use the Salesforce platform, or other CRM application providers, over us.

In addition, our competitors may offer price concessions, delayed payment terms, or other more favorable terms and conditions in light of the recent macroeconomic environment.

Also, as discussed in more detail below, we recently announced plans to migrate our multichannel CRM applications from the Salesforce platform to our Veeva Vault platform.

Our plans to migrate our CRM applications from the Salesforce platform to our own Veeva Vault platform could cause business disruptions for customers, lead to the loss of our customers to competitors, and adversely affect our operating results.

We currently depend on the Salesforce platform to deliver our multichannel CRM applications, but we recently announced plans to migrate those applications to our Veeva Vault platform.

We also recently announced that we do not intend to renew our agreement with Salesforce, Inc. for use of the Salesforce platform.

We currently intend to make our CRM applications available on the Veeva Vault platform in 2024 for early adopters and in 2025 for all customers, but we may not be successful in achieving this timeline.

All existing CRM customers will be required to migrate to the Veeva Vault platform by September 1, 2030.

The migration of our CRM applications and the migration of existing customers will require time and expense, which may be significant.

These migration processes are complex and we cannot be certain that we will be successful or that the Veeva Vault platform will be ready for migration on our intended timeline or the timeline necessary to support our customers.

During the migration period, there may be disruptions in our services or other migration-related problems, whether or not such incidents are our fault, that could subject us to liability or harm our reputation.

If we are unsuccessful migrating our multichannel CRM applications to the Veeva Vault platform, encounter disruptions or other problems in the migration process, or our customers do not migrate to the Veeva Vault platform in a timely manner, or at all, our business, operating results and brand could be materially and adversely affected.

For example, since the quarter ended July 31, 2022, we have experienced increased project scrutiny for certain potential projects, which may continue for the foreseeable future.

However, some of our customers, particularly large multinational companies, have users of our products in Russia and the affected areas.

For example, certain customers have recently reduced their number of end users in Ukraine.

If the conflict continues or worsens and

customers further curtail or discontinue their operations in Ukraine, Russia or Belarus, we may lose sales and our results of operations could be negatively impacted.

While we believe this program is beneficial to our business, we have limited experience with the program.

otherwise offer growth opportunities.

In our fiscal quarter ended January 31, 2023, we derived approximately 53% of our subscription services revenues and approximately 51% of our total revenues from our Commercial Solutions.

A significant percentage of our Commercial Solutions subscription

In our fiscal year ended January 31, 2023, in response to a competitive talent environment, we made significant awards to our senior management, other than Mr. Gassner, outside of our regular compensation program, but we cannot guarantee those awards will be sufficient to retain all of these individuals.

subject to many risks and uncertainties.

For example, the recently enacted Inflation Reduction Act contains a number of significant drug pricing reforms, including provisions designed to limit the prices paid by Medicare for various prescription drugs.

It is unclear at this time what, if any, impact this legislation will have on our business or our customers’ businesses.

We will continue to evaluate its impact.

- *Changes in the funding environment and bankruptcies in the life sciences industry*—Our business depends on the overall economic health of our existing and prospective customers.

In 2022, there was a reduction in funding for early-stage life sciences companies, which resulted in reduced sales and adversely affected our financial results for the fiscal year ended January 31, 2023 and may continue for the foreseeable future.

Certain of our customers or potential customers may also be negatively impacted by recent volatility in the financial sector (including the failure of Silicon Valley Bank) and may find access to debt and other financing more difficult as a result.

life sciences companies, and changes in the regulation of the sales and marketing efforts and pricing practices of life sciences companies.

Other factors could lead to a significant reduction in sales representatives that use our solutions or otherwise change the demand for our solutions.

While the majority of these reductions were completed by the end of our fiscal year ended January 31, 2023, we expect additional reductions to take place through the end of our fiscal year ending January 31, 2024.

Further, decreased advertising budgets in the life sciences industry negatively impacted our Crossix business in the fiscal year ended January 31, 2023, and we may experience similar budget constraints in the foreseeable future.

Patient data may include sensitive health data.

We may be subject to increased costs of compliance and limitations on our service providers and us.

Several states have laws or have indicated an intention to enact laws imposing additional obligations and limitations on businesses that collect personal information and creating new privacy rights for individuals.

Some of these laws and regulations also target certain types of marketing and advertising based on the use of personal information.

The functional and operational requirements and costs of compliance with such laws and regulations may adversely impact our business.

providers.

These factors have been exacerbated by a general labor market shortage.

We believe our customers have faced similar challenges.

Staffing difficulties resulting from these labor market factors can negatively impact the timing of projects and the ability to staff projects.

In response to unusual inflationary pressure and the demand environment for skilled employees, we increased salaries for the majority of our employees by 5% effective September 1, 2021.

These factors are likely to increase our expenses.

We have experienced rapid growth, and if we fail to manage our growth effectively, we may be unable to execute our business plan.

We have experienced rapid growth and expansion of our operations.

Our revenues, customer count, product and service offerings, countries of operation, facilities, and computing infrastructure needs have all increased significantly, and we expect them to increase in the future.

We have also experienced rapid growth in our employee base.

As we continue to grow, both organically and through acquisitions, we must effectively integrate, develop, and manage an increasing number of employees, including an increasing number of employees who, pursuant to our “Work Anywhere” policy, do not work from a Veeva office.

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

We anticipate that additional investments in our computing infrastructure and facilities will be required to scale our operations.

To effectively manage growth, we must continue 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 additional investments and allocation of valuable time, effort, and expense.

Failure to effectively manage growth could result in difficulty or delays in deploying our solutions, declines in quality or customer satisfaction, increases in costs, difficulties in introducing new features or other operational difficulties, and any of these difficulties could adversely impact our business performance and results of operations.

The continuing impact 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 rate of vaccinations, 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, including the rollout of COVID-19 vaccines, the lifting of restrictions on movement, and the results of outbreaks and variants, all of which cannot be predicted with certainty.

In response to the COVID-19 outbreak, we shifted most of our customer, employee, and industry events to virtual-only experiences.

Many of our customers continue to have travel restrictions and remote work measures, which may limit our ability to sell or provide professional services to them in the future.

We continue to monitor and evaluate the impact of COVID-19 on our business, including when larger in-person events should resume.

We expect to resume large in-person customer, employee, and industry events during the fiscal year ending January 31, 2023 but our plans could be disrupted.

Certain of our businesses were negatively impacted by COVID-19 in the past, and certain of our businesses may be negatively impacted by COVID-19 in the future.

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.

Due to our subscription-based business model, the effect of 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.

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.

In the quarter ended October 31, 2020, we disclosed that we expected life sciences companies to reduce the number of sales representatives that they employ by roughly 10%.

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.

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

During certain periods of the COVID-19 pandemic, our stock price has declined significantly, and such declines may happen again.

As noted below, the Russian invasion of Ukraine poses particular risk to those aspects of our international business.

Significant changes in drug pricing policy or regulation

Such reductions could negatively impact sales of our solutions, including Veeva CRM and certain of our other Commercial Solutions.

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

[removed: In our] [added: For the] fiscal year ended January 31, 2022, we derived approximately 59% and 41% of our subscription services revenues and 56% and 44% of our total revenues from our Commercial Solutions and R&D Solutions, respectively.

[removed: For the] [added: In our] fiscal year ended January 31, [removed: 2021,] [added: 2023,] we derived approximately [removed: 63%] [added: 55%] and [removed: 37%] [added: 45%] of our subscription services revenues and [removed: 61%] [added: 52%] and [removed: 39%] [added: 48%] of our total revenues from our Commercial Solutions and R&D Solutions, respectively.

[removed: The contribution of subscription services revenues and total revenues] [added: Revenues] associated with our R&D Solutions are expected to continue to increase as a percentage of [added: both] subscription services revenues and total revenues in the future.

For our fiscal years ended January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] our total revenues were [removed: $1,851] [added: $2,155] million, [removed: $1,465] [added: $1,851] million, and [removed: $1,104] [added: $1,465] million, respectively, representing year-over-year growth in total revenues of [removed: 26%] [added: 16%] in our fiscal year ended January 31, [removed: 2022,] [added: 2023,] and [removed: 33%] [added: 26%] in our fiscal year ended January 31, [removed: 2021.][added: 2022.]

For our fiscal years ended January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] our subscription services revenues were [removed: $1,484] [added: $1,733] million, [removed: $1,179] [added: $1,484] million, and [removed: $896] [added: $1,179] million, respectively, representing year-over-year growth in subscription services revenues of [removed: 26%] [added: 17%] in our fiscal year ended January 31, [removed: 2022,] [added: 2023,] and [removed: 32%] [added: 26%] in our fiscal year ended January 31, [removed: 2021.][added: 2022.]

We expect the growth rate of our total revenues and subscription services revenues [added: for the fiscal year ending January 31, 2024] to decline [removed: in] [added: compared to] the [removed: future.][added: prior fiscal year.]

We generated net income of [removed: $427] [added: $488] million, [removed: $380] [added: $427] million, and [removed: $301] [added: $380] million for our fiscal years ended January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] respectively.

As of January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] we served [added: 1,388,] 1,205, [removed: 993,] and [removed: 861,] [added: 993,] customers, respectively.

As of January 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] we had [removed: 653, 572] [added: 684, 653] and [removed: 523] [added: 572] Commercial Solutions customers, respectively, and [added: 1,025,] 860, [removed: 664,] and [removed: 538] [added: 664] R&D Solutions customers, respectively.

Our [removed: Conversion to PBC][added: PBC Charter]

For more information on our [removed: conversion to] [added: status as] a PBC and associated risks, see “Risk Factors.”

[removed: We currently expect most] [added: While the majority] of these reductions [removed: to take place during] [added: were completed by the end of] our fiscal year [removed: ending] [added: ended] January 31, 2023, [removed: with some] [added: we expect additional] reductions [removed: still occurring in] [added: to take place through the end of] our fiscal year ending January 31, 2024.

For the fiscal year ended January 31, [removed: 2022,] [added: 2023,] subscription services revenues constituted 80% of total revenues and professional services and other revenues constituted 20% of total revenues.

Conversely, affiliated legal entities that maintain distinct master [removed: service] [added: subscription] agreements may choose to consolidate their orders under a single master [removed: service] [added: subscription] agreement, and, in that circumstance, our customer count would decrease.

If a customer adds end users or additional Commercial Solutions to an existing order for our core Veeva CRM application, such additional orders will generally be coterminous with the anniversary date of the core Veeva CRM order, and as a [added: result, orders for additional end users or additional Commercial Solutions will commonly have an initial term of less than one year.]

[removed: For instance, when] [added: 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: recognized in accordance with relevant accounting standards,] [added: recognized,] we will accrue an unbilled accounts receivable balance (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 because we will be recognizing more revenue [added: than we bill] earlier in the term of such multi-year orders.

Such changes typically result in an order of less than one year as necessary to align all orders to the desired renewal date and, thus, may result in a [removed: lesser increase] [added: change] to deferred revenue [removed: than] [added: compared to] if the adjustment had not occurred.

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

We define the term [removed: calculated] [added: normalized] 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 (contract asset) from the immediately preceding [added: period, adjusted for the impact of changes in the timing of customer renewals (such as changing the renewal date of multiple products to be coterminous) or changes in billing frequency (such as changing from annual to quarterly billings) during the] period.

Subscription services revenues are recognized ratably over the respective [removed: non-cancelable] [added: non-cancellable] subscription term because of the continuous transfer of control to the customer.

[removed: Our] [added: Historically, our master] subscription [removed: services] agreements [removed: are] [added: have] generally [removed: non-cancelable] [added: been non-cancellable] during the term, although customers typically have [added: had] the right to terminate their agreements for cause in the event of material breach.

Cost of subscription services revenues for all of our solutions consists of expenses related to our computing infrastructure provided by third parties, including [removed: salesforce.com] [added: Salesforce, Inc.] and Amazon Web Services, personnel related costs associated with hosting our subscription services and providing support, including our data stewards, data acquisition and third-party contractor costs related to the development of our data products, expenses associated with computer equipment and software, and allocated overhead.

Cost of professional services and other [removed: revenues] consists primarily of employee-related expenses associated with providing [removed: these] [added: professional and business consulting] services.

Sales commissions are costs of obtaining [added: new] customer [removed: contracts, which] [added: contracts and] are capitalized and then amortized over a period of benefit that we have determined to be one to three years.

Other income, net, consists primarily of [added: interest income,] transaction gains or losses on foreign currency, net of hedging costs, [removed: interest income,] and amortization of premiums paid on investments.

Provision for income taxes consists of federal and [removed: state] [added: state, and local] income taxes in the United States and income taxes in certain foreign jurisdictions.

See [removed: note 9] [added: [note 8](#if4ce5512b2324fbb8b78d2e676208342_151)] of the notes to our consolidated financial statements.

In March 2020, the Financial Accounting Standards Board [removed: (“FASB”)] [added: (FASB)] issued Accounting Standards Update [removed: (“ASU”)] [added: (ASU) No.] 2020-04, Reference Rate Reform (Topic 848): [removed: *Facilitation] [added: Facilitation] of the Effects of Reference Rate Reform on Financial [removed: Reporting*,] [added: Reporting,] which provides accounting relief from the future impact of the cessation of the London Interbank Offered Rate [removed: (“LIBOR”)] [added: (LIBOR)] by, among other things, providing optional expedients to treat contract modifications resulting from such reference rate reform as a continuation of the existing contract and for hedging relationships to not be de-designated [removed: resulting from] [added: as a result of] such changes provided certain criteria are met.

We do not expect the adoption of ASU [removed: 2020-04] [added: 2021-08] to have a material impact on our consolidated financial statements.

The new standard is effective for our fiscal year beginning on February 1, [removed: 2023, with early adoption permitted.][added: 2023.]

| | | | | | | | | | | | | | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | |

| Subscription services | | | | | | | | | | | | | | | $ | [removed: 1,483,976] [added: 1,733,002] | | | | | $ | [removed: 1,179,486] [added: 1,483,976] | |

| Professional services and other | | | | | | | | | | | | | | | [removed: 366,801] [added: 422,058] | | | | | | [removed: 285,583] [added: 366,801] | | |

| Total revenues | | | | | | | | | | | | | | | [removed: 1,850,777] [added: 2,155,060] | | | | | | [removed: 1,465,069] [added: 1,850,777] | | |

| Cost of subscription services | | | | | | | | | | | | | | | [removed: 224,911] [added: 257,635] | | | | | | [removed: 184,589] [added: 224,911] | | |

| Cost of professional services and other | | | | | | | | | | | | | | | [removed: 278,767] [added: 351,770] | | | | | | [removed: 224,339] [added: 278,767] | | |

| Total cost of revenues | | | | | | | | | | | | | | | [removed: 503,678] [added: 609,405] | | | | | | [removed: 408,928] [added: 503,678] | | |

| Gross profit | | | | | | | | | | | | | | | [removed: 1,347,099] [added: 1,545,655] | | | | | | [removed: 1,056,141] [added: 1,347,099] | | |

Our solutions are grouped into two major product categories —Veeva Development Cloud and Veeva Commercial Cloud.

Solutions formerly categorized as Veeva Data Cloud (Veeva Compass, Veeva Link, and Veeva OpenData) are now part of the Veeva Commercial Cloud offerings.

For financial reporting purposes, revenues associated with our Veeva Commercial Cloud and Veeva Claims solutions are classified as “Commercial Solutions” revenues, and revenues associated with our Veeva Development Cloud, Veeva RegulatoryOne, and Veeva QualityOne solutions are classified as “R&D Solutions” revenues.

Subscription services revenues are expected to continue to increase as a percentage of total revenues in the future.

When such multi-year orders are non-cancellable (other than for cause), we recognize the total contracted revenue ratably over the multi-year term of the order.

Since February 1, 2023, our master subscription agreements that govern multi-year orders generally include a termination for convenience right for our customers.

In the fiscal year ending January 31, 2024, the addition of termination for convenience rights in such master subscription agreements changes the timing of revenue recognition for orders governed by these master subscription agreements and will result in an adverse impact to our revenue for the fiscal year.

Starting in our fiscal year ending January 31, 2025, the amount of revenue recognized from such orders will generally be consistent with the amount invoiced for the relevant term of the order.

Accordingly, we do not believe that changes on a

However, since February 1, 2023, our master subscription agreements that govern multi-year orders generally include a termination for convenience right for our customers.

The guidance, along with the amendments within ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, that extended the period of time preparers can utilize the reference rate reform relief guidance in Topic 848, became effective on March 12, 2020, and the amendments apply prospectively through December 31, 2024.

We do not expect the adoption of these ASUs to have a material impact on our consolidated financial statements.

| | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | |

The increase in subscription services revenue attributable to R&D Solutions was primarily due to growth in quality and clinical, and the increase in subscription services revenue attributable Commercial Solutions was driven by some of our most established products, such as Veeva CRM and Veeva Vault PromoMats.

Since February 1, 2023, our master subscription agreements that govern multi-year orders generally include a termination for convenience right for our customers.

In the fiscal year ending January 31, 2024, the addition of termination for convenience rights in such master subscription agreements changes the timing of revenue recognition for orders governed by these master subscription agreements and will result in an adverse impact to our revenue for the fiscal year.

We are also updating our contracting terms to incorporate an annual inflation adjustment, which will raise the price to each customer upon such customer entering into a new or renewal order form after April 1, 2023 by the lower of 4% or the Consumer Price Index (All Urban Consumer, US City Average, All Items Index) published by the U.S. Bureau of Labor and Statistics for the month of August of the prior calendar year.

We do not expect the annual inflation adjustment to have a significant impact to revenue for the fiscal year ending January 31, 2024.

Note that in light of the worldwide labor market conditions and inflationary pressure, our global compensation increases in connection with our annual compensation review process, which took place in our fiscal quarter ended April 30, 2022, were higher than previous years.

These compensation changes increased our employee-related expenses, which impacted all of the cost and expense categories discussed below.

Cost of Revenue and Gross Margin

Employee compensation-related costs increased in response to worldwide labor market conditions and inflationary pressure as discussed previously.

The slight decrease compared to the prior period is due primarily to higher employee compensation-related costs and higher travel costs related to professional services.

We expect gross margin to decrease in the fiscal year ending January 31, 2024 due to the expected negative impact to revenue resulting from the addition of termination for convenience rights in our master subscription agreements, as discussed in “[Components of Results of Operations](#if4ce5512b2324fbb8b78d2e676208342_55)[—](#if4ce5512b2324fbb8b78d2e676208342_55)[Revenues](#if4ce5512b2324fbb8b78d2e676208342_55).”

We expect our operating margin to decrease in the fiscal year ending January 31, 2024 due to the increase in operating expenses and stock-based compensation and the expected negative impact to revenue resulting from the addition of termination for convenience rights in our master subscription agreements, as discussed in “[Comp](#if4ce5512b2324fbb8b78d2e676208342_55)[onents of Results of Operations](#if4ce5512b2324fbb8b78d2e676208342_55)[—](#if4ce5512b2324fbb8b78d2e676208342_55)[Revenues](#if4ce5512b2324fbb8b78d2e676208342_55).”

| | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | % Change | | |

| | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | % Change | | |

There was also an increase of $10 million in marketing program costs as in-person events resumed.

The increase in employee compensation-related costs was primarily driven by the increase in headcount during the period, as well as compensation increases.

| | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | % Change | | |

The increase in employee compensation-related costs was primarily driven by the increase in headcount during the period, as well as compensation increases.

| | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | % Change | | |

Foreign Currency

| | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | % Change | | |

In addition, the Tax Cuts and Jobs Act of 2017 required the capitalization and amortization of research and development expenditures which increased our taxable income resulting in an increase in our foreign derived intangible income (“FDII”) tax benefit.

The increase in excess tax benefits during the fiscal year ended January 31, 2023 was primarily due to our Chief Executive Officer’s exercise of stock options in connection with a previously announced plan.

We expect excess tax benefits for the fiscal year ending January 31, 2024 to be significant as well due to our Chief Executive Officer completing the remainder of his previously announced option exercises in February 2023.

accounting periods, and comparing our financial results to our peers, many of which provide similar non-GAAP financial measures.

- Excess tax benefits.

Excess tax benefits from employee stock plans are dependent on previously agreed-upon equity grants to our employees, vesting of those grants, stock price, and exercise behavior of our employees, which can fluctuate from quarter to quarter.

We discuss factors that we*

| | | | | | | |

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

We were founded in 2007 on the premise that industry-specific cloud solutions could best address the operating challenges and regulatory requirements of life sciences companies.

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.

Prior to the fiscal quarter ended October 31, 2021, we grouped our revenues into two product areas: Commercial Cloud and Vault.

During the fiscal quarter ended October 31, 2021, we changed the product areas under which we group revenues to Commercial Solutions and R&D Solutions to better align with how we manage our business and to reflect the principal functions served by our products.

Specifically, revenues attributable to Vault PromoMats and Vault MedComms, applications used for commercial operations, are now reflected in Commercial Solutions.

Prior period revenue balances have been adjusted to reflect the current period presentation of our product areas.

There were no changes to the aggregate amounts reported within our consolidated statements of comprehensive income.

The Continuing 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 rate of vaccinations, 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, including the rollout of COVID-19 vaccines, the lifting of restrictions on movement, and the results of outbreaks and variants, all of which cannot be predicted with certainty.

In response to the COVID-19 outbreak, we shifted most of our customer, employee, and industry events to virtual-only experiences.

We have also adopted a “Work Anywhere” policy, which generally gives employees the flexibility to work in an office or at home on any given day, with certain job-specific restrictions.

Many of our customers continue to have travel restrictions and remote work measures, which may limit our ability to sell or provide professional services to them in the future.

We continue to monitor and evaluate the impact of COVID-19 on our business, including when larger in-person events should resume.

We expect to resume large in-person customer, employee, and industry events during the fiscal year ending January 31, 2023 but our plans could be disrupted.

Certain of our businesses were negatively impacted by COVID-19 in the past, and certain of our businesses may be negatively impacted by COVID-19 in the future.

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.

Due to our subscription-based business model, the effect of 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.

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 Commercial Solutions and R&D Solutions that enable remote interactions.

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.

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.

Key Factors Affecting Our Performance

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 and business consulting to help ensure customer success; and in other operational and administrative functions to support our expected growth.

We expect that our headcount will increase as a result of these investments.

We also expect our total operating expenses will continue to increase over time, which could have a negative impact on our operating margin.

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.

Our future growth is dependent upon our existing customers’ continued success and their renewals of subscriptions to our solutions, expanded deployment of our solutions within their organizations, and their purchase of subscriptions to additional solutions.

Our growth is also dependent on the adoption of our solutions by new customers.

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

We calculate our annual subscription services revenue retention rate for a particular fiscal year by dividing (i) annualized subscription revenue as of the last day of that fiscal year from those customers that were also customers as of the last day of the prior fiscal year by (ii) the annualized subscription revenue from all customers as of the last day of the prior fiscal year.

Our results of operations and cash flows are subject to fluctuations due to changes in foreign currency exchange rates, particularly changes in the Euro, Japanese Yen, Canadian Dollar, British Pound Sterling, Hungarian Forint, [removed: and] Chinese Yuan, [added: Israeli Shekel,] and [added: Brazilian Real, and] may be adversely affected in the future due to changes in foreign currency exchange rates.

We [added: have also experienced and will] continue to experience foreign currency fluctuations [removed: primarily] due to the periodic re-measurement of [removed: our foreign currency] monetary account balances that are denominated in currencies other than the functional currency of the entities in which they are [removed: recorded.][added: recorded and such fluctuations can impact our net income.]

For the fiscal [removed: years] [added: year] ended January 31, 2022, [removed: 2021 and 2020,] we had [added: a realized] foreign currency [removed: losses of $1 million, gains] [added: loss] of $2 [removed: million,] [added: million] and [removed: losses] [added: an unrealized foreign currency gain] of $1 [removed: million, respectively.][added: million.]

We engage in the hedging of our foreign currency transactions as described in [note [removed: 8](#ibc0f32642e384790a49f9d5af0c1367f_193)] [added: 7](#if4ce5512b2324fbb8b78d2e676208342_148)] of the 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: $2.4] [added: $3.1] billion as of January 31, [removed: 2022.][added: 2023.]

The cash and cash equivalents are held for working capital [removed: purposes.][added: purposes and other operational activities.]

An immediate increase of 100-basis points in interest rates would have resulted in a [removed: $13] [added: $24] million market value reduction in our investment portfolio as of January 31, [removed: 2022.][added: 2023.]

An immediate decrease of 100-basis points in interest rates would have increased the market value by [removed: $12] [added: $24] million as of January 31, [removed: 2022.][added: 2023.]

| [removed: 54 | | |] Veeva Systems Inc. \| Form 10-K | | | [added: 49 | | |]

For example, changes in exchange rates negatively affected our revenues as expressed in U.S. dollars for the fiscal year ended January 31, 2023.

Additionally, changes in exchange rates reduced our expenses as expressed in U.S. dollars for the fiscal year ended January 31, 2023, which largely offset the impact to operating income for those periods resulting from changes in exchange rates that reduced revenue as expressed in U.S. dollars.

For the fiscal year ended January 31, 2023, about 83% of our revenues and about 80% of our expenses were denominated in USD, respectively.

Realized and unrealized foreign currency losses, primarily resulting from the re-measurement of monetary account balances offset by the foreign currency hedges, were both $4 million for the fiscal year ended January 31, 2023.

Changes in exchange rates may negatively affect our revenues and other operating results as expressed in U.S. dollars.

We have experienced and will continue to experience fluctuations in our net income as a result of gains or losses related to revaluing certain current asset and current liability balances that are denominated in currencies other than the functional currency of the entities in which they are recorded.

Our [removed: solutions] [added: offerings] 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 industry cloud solutions for the life sciences industry are grouped into two major [removed: areas—Veeva Commercial] [added: product families—Veeva Development] Cloud and Veeva [removed: Development] [added: Commercial] Cloud—and are designed to address pharmaceutical, biotechnology, and medical [removed: device] [added: devices and diagnostics (MedTech)] companies’ most pressing strategic needs in their commercial and R&D operations.

For financial reporting purposes, revenues associated with our Veeva [removed: Commercial Cloud] [added: Development Cloud, Veeva RegulatoryOne,] and Veeva [removed: Claims] [added: QualityOne] solutions are classified as [removed: “Commercial] [added: “R&D] Solutions” revenues, and revenues associated with our Veeva [removed: Development Cloud, Veeva RegulatoryOne,] [added: Commercial Cloud] and Veeva [removed: QualityOne] [added: Claims] solutions are classified as [removed: “R&D] [added: “Commercial] Solutions” revenues.

Veeva Commercial Cloud is a [removed: suite] [added: product family comprised] of [removed: software, data] [added: software] and [removed: analytics] [added: data] solutions built specifically for life sciences companies to more efficiently and effectively commercialize their products.

- [removed: Veeva CRM *and* Veeva Medical] [added: Veeva] CRM [removed: enable] [added: suite enables] customer-facing [removed: employees—including life sciences] [added: employees at pharmaceutical and biotechnology companies—including] sales [removed: representative] [added: representatives] and medical science liaisons—to manage, track, and optimize engagement with healthcare professionals with a single, integrated solution.

[removed: With *Veeva CRM*,] [added: In addition, we offer multichannel CRM applications that can enhance and extend our core Veeva CRM and Medical CRM products, providing] customers [removed: have] [added: with] an end-to-end solution across all key channels, including face-to-face, email, and virtual engagement, [removed: that supports] [added: live and virtual enterprise events, and field collaboration, all of which support] the life sciences industry’s unique commercial business processes and regulatory compliance requirements with highly specialized functionality.

[removed: - Veeva OpenData provides healthcare professional and healthcare organization data that] [added: This] includes demographic information, license information and status, specialty information, affiliations, and other key data [added: about healthcare providers (HCP) and organizations] that is crucial to customer engagement and compliance.

Veeva Development Cloud includes application suites for the clinical, regulatory, quality, and safety functions of life sciences companies, all built on our proprietary Veeva [removed: Vault Platform.] [added: Vault platform.] Veeva Vault’s unique ability to handle content and data allows us to build content and data-centric applications to help customers streamline end-to-end business processes and eliminate manual processes and siloed systems.

Veeva Vault can be deployed one application at a time or as an integrated solution with multiple applications that [removed: enables our] [added: enable] customers to unify and manage important documents and related data in a [removed: single,] [added: single] global system.

- [removed: Veeva Digital Trials Platform] [added: Veeva Vault Clinical] advances clinical trial execution by providing a complete and connected technology ecosystem.

The [removed: *Veeva Digital Trials Platform*] [added: platform] is comprised of our [removed: comprehensive application suites for] clinical [removed: operations and clinical data management] [added: suite] and [removed: pre-built connections to our] applications for clinical research sites and patient engagement.

- [removed: Veeva Vault Clinical] [added: Veeva Clinical] Data Management Suite (CDMS) helps sponsors and CROs design and run trials with tools to speed the build process and eliminate manual steps.

[removed: - Veeva Site Connect automates] [added: Veeva Clinical Operations Suite offers applications such as Veeva Vault eTMF, an electronic trial master file application, Veeva Vault CTMS for clinical trial management, and solutions for automating] the flow of clinical trial information between [removed: Veeva Vault clinical applications used by sponsors and] [added: sponsors,] CROs, and clinical research sites [removed: using *Veeva SiteVault*] [added: and] for better collaboration and faster clinical trials.

- [removed: Veeva Site and Patient Engagement Applications include our] [added: Our suite of] applications [removed: intended to make] [added: for] clinical [added: research sites and patient engagement makes clinical] trial participation easier for [removed: patients,] [added: patients] and [removed: streamline] [added: streamlines] study execution for research sites and trial sponsors.

- [removed: Veeva] [added: Veeva] Vault RIM is a suite of applications that provides fully integrated regulatory information management [removed: (RIM)] capabilities on a single cloud platform.

- [removed: Veeva] [added: Veeva] Vault Quality is the [added: life science] industry’s [removed: first] [added: only] unified suite of [removed: quality] applications for [removed: life sciences, contract manufacturers, and suppliers to seamlessly manage] [added: managing] quality [removed: processes] [added: content, processes,] and [removed: content in] [added: training on] a single [removed: platform for greater visibility and control.][added: cloud platform.]

Our systems integrator partners include Accenture, [removed: Cognizant Technology Solutions, Deloitte Consulting,] [added: Cognizant, Tata Consultancy Services (TCS),] and other life sciences specialty firms.

As of January 31, [removed: 2022,] [added: 2023,] we served [removed: 1,205] [added: 1,388] customers.

As of January 31, [removed: 2022, 42%] [added: 2023, 44%] of our global employee population self-identified as [removed: female,] [added: female] and [removed: as of December 31, 2021,] approximately 39% of our U.S. workforce self-identified as members of underrepresented racial or ethnic groups.

While we experience intense competition for [removed: talent and in our fiscal year ended January 31, 2022 we experienced employee attrition higher than our historical norms,] [added: talent,] we believe we have been effective at attracting and retaining talented employees.

For example, for Veeva CRM and certain of our multichannel CRM applications, we [added: currently] utilize the hosting infrastructure provided by [removed: salesforce.com.][added: Salesforce, Inc. For our Veeva Vault applications and certain other Veeva Commercial Cloud applications, we utilize Amazon Web Services.]

We enable multiple customers to share the same version of our solutions while [removed: securely partitioning their respective data.]

Portions of our multichannel customer relationship management applications [removed: are built on] [added: currently utilize] the Salesforce [removed: Platform] [added: platform] of [removed: salesforce.com inc.] [added: Salesforce, Inc.] Our Veeva Vault [removed: applications, Veeva Network,] [added: applications] and portions of our other Commercial Cloud applications are built upon our own proprietary platforms.

For example, [removed: Veeva Nitro,] our commercial data warehouse [removed: application,] [added: application] utilizes Amazon [removed: Redshift,] [added: Redshift] and [removed: Veeva CRM Engage Meeting] [added: our digital engagement application] utilizes Zoom.

Veeva maintains a quality management system certified to ISO9001 to ensure process controls conform to established industry standards [removed: across] [added: for] our [removed: regulated product offerings.][added: cloud software offerings that are subject to good practice regulations for the life sciences industry.]

[removed: To comply with IT healthcare regulations, certain capabilities such as robust] [added: Robust] audit trail tracking, compliant electronic signature capture, data encryption, and secure access controls [added: are required for these software offerings, and they] must be [removed: designed] [added: thoroughly tested] for [removed: and embedded in our solutions.][added: compliance with applicable life sciences industry regulations, which include:]

Veeva maintains a global privacy program aligned to applicable laws such as the [removed: California Consumer Privacy Act (CCPA), the California Privacy Rights Act (CPRA), the] European Union’s General Data Protection Regulation (GDPR), [added: the California Consumer Privacy Act (CCPA),] and the U.S. Health Insurance Portability and Accountability Act (HIPAA).

The principal such competitor for our Veeva Commercial Cloud applications is IQVIA [added: Holdings] Inc., which offers a CRM application built on the Salesforce [removed: Platform] [added: platform, various data products,] and other [removed: applications.][added: applications that compete with our products.]

[removed: Our] data and data analytics products, including Veeva OpenData, Veeva Link, Veeva Crossix, and Veeva [removed: Data Cloud,] [added: Compass,] compete with IQVIA, Ipsos Group S.A., Definitive Health Corp., and smaller data and data analytics providers.

Our customers may also choose to use cloud-based applications or platforms that are not life sciences specific—such as [added: Salesforce, Inc.,] Box, Inc., Amazon Web Services, or Microsoft—for certain of the functions our applications provide.

In this segment of our business, we compete with solutions such as those offered by OpenText, Microsoft, [removed: Sparta Systems Inc. (recently acquired by Honeywell International Inc.),] [added: Honeywell,] EtQ Management Consultants, LLC, Oracle, and Box, and custom-built software developed by third-party vendors or in-house by our potential customers.

The table below provides a summary of our issued patents and pending patent applications as of January 31, [removed: 2022:][added: 2023:]

| Issued U.S. patents (expiring between May 2027 and January 2039) | | | [removed: 45] [added: 59] | | |

| Issued international patents (expiring between April 2025 and June 2037) | | | [removed: 11] [added: 13] | | |

| U.S. and international pending patent applications | | | [removed: 57] [added: 65] | | |

Our patents and patent applications cover technology within [removed: the following of] our [removed: product categories:] Veeva [removed: Commercial Cloud, Veeva Vault Platform, Veeva Vault Clinical, Veeva Vault RIM, Veeva Vault CDMS,] [added: Development Cloud] and Veeva [removed: Vault Safety.][added: Commercial Cloud product families.]

For example, see the description of our current litigations in [note [removed: 15](#ibc0f32642e384790a49f9d5af0c1367f_247)] [added: 14](#if4ce5512b2324fbb8b78d2e676208342_178)] of the notes to our consolidated financial statements.

This includes solutions for electronic data capture; aggregating, cleaning, and transforming clinical data; and randomization and trial supply management.

These offerings include applications that allow sites to maintain and access study documents electronically, to securely exchange information with sponsors and CROs, and to enable electronic processing of consents and assessments of clinical trial participants.

These offerings include applications that enable life sciences companies to manage, track, and report product and registration information and to facilitate content planning, authoring, publishing, and archiving of regulatory submissions to healthcare authorities.

- Veeva Vault Safety is a suite of applications that unifies systems and processes to enable proactive patient safety.

These offerings include applications that manage drug safety content as well as the intake, processing, and submission of adverse event data.

Applications include solutions for managing quality content, harmonizing quality processes, and simplifying employee qualification.

The unification of quality processes and systems increases operational efficiency, enables continuous improvement, and drives compliance.

Our software offerings include:

- Veeva Vault Medical provides a single, validated source of medical content across multiple channels and geographies with capabilities for medical affairs teams to centralize medical inquiries and content.

Our data offerings include:

- Veeva OpenData is customer reference data.

- Veeva Link data applications are built on a modern data platform that combines intelligent software automation with human curation to ensure accuracy and depth.

This allows Link to generate real-time intelligence across a growing number of areas, including key people, publications, conferences, and digital engagement.

- Veeva Compass includes de-identified, longitudinal patient data for the U.S. for a wide range of commercial use cases, including launch planning, patient and HCP segmentation and targeting, and patient journey analytics.

As of January 31, 2023, we had 6,744 employees worldwide, up by 1,262 from the previous year.

We define underrepresented racial or ethnic groups as those comprising individuals who identify as American Indian, Alaska Native, Asian, Black, African American, Hispanic, Latino, Hawaiian, Pacific Islander, or two or more races.

securely partitioning their respective data.

We recently announced that we intend to migrate our applications built on the Salesforce platform to our own Veeva Vault platform.

Our

We were founded in 2007 on the premise that industry-specific cloud solutions could best address the operating challenges and regulatory requirements of life sciences companies.

Executing in the Veeva Way

Fundamental to our business model is what we call The Veeva 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 start with a focus on addressing clear and correct target markets.

Those are large product markets in which the problem being addressed by our solution is strategic to the businesses of our customers and in which we believe Veeva can become the leader over the long-term if we execute well.

We embrace the concept of running to complexity, an approach in which we strive to solve the most important and challenging information technology problems our customers face.

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

| | | | | | | |

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

We focus on delivering product excellence and innovation.

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

Through innovative cloud technology, we also aim to eliminate legacy systems, manual processes, and application silos by delivering unified suites of applications and data that support end-to-end business processes.

We strive to forge strong relationships with our customers and focus on customer success.

When we enter a new product market, we begin with a small number of early adopter customers.

We focus on learning from these early adopters and ensuring that they are successful with our products.

Once successful, our early adopters have developed into vocal advocates, enabling our reference selling model.

Finally, our goal is to drive strong growth and profitability through highly efficient, targeted sales and marketing, disciplined product planning, and profitable professional services.

Our strong growth and profitability have allowed us to make ongoing investments for continued product innovation in our existing markets and provides us with the resources to invest in new market opportunities.

The following applications can be purchased to enhance and extend *Veeva CRM*:

- Veeva CRM MyInsights provides a tailored CRM user experience that enables field teams to make data-driven decisions for more personalized engagement.

- Veeva CRM Approved Email enables the management, delivery, and tracking of emails from field representatives to healthcare professionals, while maintaining regulatory compliance.

- Veeva CRM Engage platform enables digital engagement through compliant video meetings, phone calls, contactless in-person interactions, or chat.

It 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.

The *Engage* mobile apps help healthcare professionals find the right people from across the industry to communicate and gain resources to better serve their patients.

- Veeva CLM provides closed loop marketing 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.

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

Through native integration with *Veeva CRM, Veeva Align* delivers seamless field collaboration to increase accuracy and minimize manual effort.

- Veeva Digital Events includes Veeva CRM Events Management which enables the planning, management, and execution of group meetings with healthcare professionals, and tracks and manages spending to meet transparency reporting requirements.

Veeva Events Services provides event support for life sciences companies of all sizes in the United States.

- Veeva Vault for Commercial Content Management is a unified suite of cloud-based, enterprise content and data management applications.

The Veeva Vault applications primarily used by the commercial and medical departments of life sciences companies to manage content include:

Built-in DAM capabilities provide a central hub to store, search, and share compliant content, with workflows for edits and approval, enabling global content management and reuse.

- 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.

- Veeva Data and Analytics solutions include:

- Veeva Link provides strategic market insights and real-time customer intelligence on key scientific experts, leaders, and influencers.

Veeva Link associates these global experts with millions of actions, including scholarly publications, clinical trials, medical congresses, associations, and social media activity.

This helps life sciences companies better understand the full impact of medical activities, identify new experts and HCPs with whom they should connect, and drive more relevant, coordinated engagements.

Patented *Crossix SafeMine* technology connects health data and non-health data, including consumer and media data for U.S. patients, in an accurate, privacy-safe way.

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

For information regarding certain current legal proceedings, see [note [removed: 15](#ibc0f32642e384790a49f9d5af0c1367f_247)] [added: 14](#if4ce5512b2324fbb8b78d2e676208342_178)] of the notes to our consolidated financial statements, which is incorporated herein by reference.

In addition to the legal proceedings referenced in [note [removed: 15](#ibc0f32642e384790a49f9d5af0c1367f_247),] [added: 14](#if4ce5512b2324fbb8b78d2e676208342_178),] we are involved in the following additional legal proceedings which may be material to our business.

Since the original complaint was filed, there has been extensive [removed: motion practice.][added: requests to the court for rulings on contested questions.]

This decision is [removed: not yet] [added: now] final.

On October 31, 2019, as to Veeva's claims against IQVIA, the trial court's earlier dismissal was reversed by the court of [removed: appeals] [added: appeal] and the case was reassigned to a new trial court judge.

Discovery and requests to the court for rulings on contested questions are proceeding with respect to Veeva’s claims against Medidata and IQVIA and no trial date has been set.

On February 13, 2023, Veeva and Sparta entered into a confidential settlement agreement and agreed to dismiss their claims against each other.

Discovery is proceeding.

For the fiscal year ended January 31, [removed: 2022][added: 2023]

[removed: ][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: 2021,] [added: 2022,] based on the closing price of [removed: $332.71] [added: $223.58] for shares of the Registrant’s Class A common stock as reported by the New York Stock Exchange on July [removed: 30, 2021,] [added: 29, 2022,] the last trading day of the second fiscal quarter, was approximately [removed: $46.2] [added: $31.3] billion.

As of February 28, [removed: 2022,] [added: 2023,] there were [removed: 139,594,253] [added: 145,254,851] shares of the Registrant’s Class A common stock outstanding and [removed: 14,764,740] [added: 14,551,598] shares of the Registrant’s Class B common stock outstanding.

Portions of the Registrant’s Proxy Statement for the [removed: 2022] [added: 2023] 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: 2022.][added: 2023.]

The summary does not include certain Part III information that will be incorporated by reference from the Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders, which will be filed within 120 days after our fiscal year ended January 31, [removed: 2022.][added: 2023.]

| [Special Note Regarding Forward Looking [removed: Statements](#ibc0f32642e384790a49f9d5af0c1367f_19)] [added: Statements](#if4ce5512b2324fbb8b78d2e676208342_10)] | | | | | | [removed: [1](#ibc0f32642e384790a49f9d5af0c1367f_19)] [added: [1](#if4ce5512b2324fbb8b78d2e676208342_10)] | | |

| [Item [removed: 1.](#ibc0f32642e384790a49f9d5af0c1367f_25)] [added: 1.](#if4ce5512b2324fbb8b78d2e676208342_16)] | | | [removed: [Business](#ibc0f32642e384790a49f9d5af0c1367f_25)] [added: [Business](#if4ce5512b2324fbb8b78d2e676208342_16)] | | | [removed: [2](#ibc0f32642e384790a49f9d5af0c1367f_25)] [added: [2](#if4ce5512b2324fbb8b78d2e676208342_16)] | | |

| [Item [removed: 1A.](#ibc0f32642e384790a49f9d5af0c1367f_28)] [added: 1A.](#if4ce5512b2324fbb8b78d2e676208342_19)] | | | [Risk [removed: Factors](#ibc0f32642e384790a49f9d5af0c1367f_28)] [added: Factors](#if4ce5512b2324fbb8b78d2e676208342_19)] | | | [removed: [12](#ibc0f32642e384790a49f9d5af0c1367f_28)] [added: [8](#if4ce5512b2324fbb8b78d2e676208342_19)] | | |

| [Item [removed: 1B.](#ibc0f32642e384790a49f9d5af0c1367f_31)] [added: 1B.](#if4ce5512b2324fbb8b78d2e676208342_22)] | | | [Unresolved Staff [removed: Comments](#ibc0f32642e384790a49f9d5af0c1367f_31)] [added: Comments](#if4ce5512b2324fbb8b78d2e676208342_22)] | | | [removed: [36](#ibc0f32642e384790a49f9d5af0c1367f_31)] [added: [32](#if4ce5512b2324fbb8b78d2e676208342_22)] | | |

| [Item [removed: 2.](#ibc0f32642e384790a49f9d5af0c1367f_34)] [added: 2.](#if4ce5512b2324fbb8b78d2e676208342_25)] | | | [removed: [Properties](#ibc0f32642e384790a49f9d5af0c1367f_34)] [added: [Properties](#if4ce5512b2324fbb8b78d2e676208342_25)] | | | [removed: [37](#ibc0f32642e384790a49f9d5af0c1367f_34)] [added: [33](#if4ce5512b2324fbb8b78d2e676208342_25)] | | |

| [Item [removed: 3.](#ibc0f32642e384790a49f9d5af0c1367f_37)] [added: 3.](#if4ce5512b2324fbb8b78d2e676208342_28)] | | | [Legal [removed: Proceedings](#ibc0f32642e384790a49f9d5af0c1367f_37)] [added: Proceedings](#if4ce5512b2324fbb8b78d2e676208342_28)] | | | [removed: [37](#ibc0f32642e384790a49f9d5af0c1367f_37)] [added: [33](#if4ce5512b2324fbb8b78d2e676208342_28)] | | |

| [Item [removed: 4.](#ibc0f32642e384790a49f9d5af0c1367f_40)] [added: 4.](#if4ce5512b2324fbb8b78d2e676208342_31)] | | | [Mine Safety [removed: Disclosures](#ibc0f32642e384790a49f9d5af0c1367f_40)] [added: Disclosures](#if4ce5512b2324fbb8b78d2e676208342_31)] | | | [removed: [37](#ibc0f32642e384790a49f9d5af0c1367f_40)] [added: [33](#if4ce5512b2324fbb8b78d2e676208342_31)] | | |

| [Item [removed: 5.](#ibc0f32642e384790a49f9d5af0c1367f_43)] [added: 5.](#if4ce5512b2324fbb8b78d2e676208342_34)] | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#ibc0f32642e384790a49f9d5af0c1367f_43)] [added: Securities](#if4ce5512b2324fbb8b78d2e676208342_34)] | | | [removed: [37](#ibc0f32642e384790a49f9d5af0c1367f_43)] [added: [33](#if4ce5512b2324fbb8b78d2e676208342_34)] | | |

| [Item [removed: 6.](#ibc0f32642e384790a49f9d5af0c1367f_46)] [added: 6.](#if4ce5512b2324fbb8b78d2e676208342_37)] | | | [removed: [\[Reserved\]](#ibc0f32642e384790a49f9d5af0c1367f_46)] [added: [\[Reserved\]](#if4ce5512b2324fbb8b78d2e676208342_37)] | | | [removed: [39](#ibc0f32642e384790a49f9d5af0c1367f_46)] [added: [35](#if4ce5512b2324fbb8b78d2e676208342_37)] | | |

| [Item [removed: 7.](#ibc0f32642e384790a49f9d5af0c1367f_49)] [added: 7.](#if4ce5512b2324fbb8b78d2e676208342_40)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ibc0f32642e384790a49f9d5af0c1367f_49)] [added: Operations](#if4ce5512b2324fbb8b78d2e676208342_40)] | | | [removed: [39](#ibc0f32642e384790a49f9d5af0c1367f_49)] [added: [35](#if4ce5512b2324fbb8b78d2e676208342_40)] | | |

| | | | [Recent [removed: Development](#ibc0f32642e384790a49f9d5af0c1367f_58)] [added: Development](#if4ce5512b2324fbb8b78d2e676208342_46)] | | | [removed: [41](#ibc0f32642e384790a49f9d5af0c1367f_58)] [added: [36](#if4ce5512b2324fbb8b78d2e676208342_46)] | | |

| | | | [Components of Results of [removed: Operations](#ibc0f32642e384790a49f9d5af0c1367f_67)] [added: Operations](#if4ce5512b2324fbb8b78d2e676208342_55)] | | | [removed: [42](#ibc0f32642e384790a49f9d5af0c1367f_67)] [added: [37](#if4ce5512b2324fbb8b78d2e676208342_55)] | | |

| | | | [Results of [removed: Operations](#ibc0f32642e384790a49f9d5af0c1367f_70)] [added: Operations](#if4ce5512b2324fbb8b78d2e676208342_58)] | | | [removed: [46](#ibc0f32642e384790a49f9d5af0c1367f_70)] [added: [40](#if4ce5512b2324fbb8b78d2e676208342_58)] | | |

| | | | [Operating Expenses and Operating [removed: Margin](#ibc0f32642e384790a49f9d5af0c1367f_76)] [added: Margin](#if4ce5512b2324fbb8b78d2e676208342_61)] | | | [removed: [48](#ibc0f32642e384790a49f9d5af0c1367f_76)] [added: [42](#if4ce5512b2324fbb8b78d2e676208342_61)] | | |

| | | | [Non-GAAP Financial [removed: Measures](#ibc0f32642e384790a49f9d5af0c1367f_79)] [added: Measures](#if4ce5512b2324fbb8b78d2e676208342_64)] | | | [removed: [50](#ibc0f32642e384790a49f9d5af0c1367f_79)] [added: [44](#if4ce5512b2324fbb8b78d2e676208342_64)] | | |

| | | | [Liquidity and Capital [removed: Resources](#ibc0f32642e384790a49f9d5af0c1367f_82)] [added: Resources](#if4ce5512b2324fbb8b78d2e676208342_67)] | | | [removed: [51](#ibc0f32642e384790a49f9d5af0c1367f_82)] [added: [46](#if4ce5512b2324fbb8b78d2e676208342_67)] | | |

| | | | [Critical Accounting Policies and [removed: Estimates](#ibc0f32642e384790a49f9d5af0c1367f_97)] [added: Estimates](#if4ce5512b2324fbb8b78d2e676208342_70)] | | | [removed: [53](#ibc0f32642e384790a49f9d5af0c1367f_97)] [added: [48](#if4ce5512b2324fbb8b78d2e676208342_70)] | | |

| [Item [removed: 7A.](#ibc0f32642e384790a49f9d5af0c1367f_106)] [added: 7A.](#if4ce5512b2324fbb8b78d2e676208342_76)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ibc0f32642e384790a49f9d5af0c1367f_106)] [added: Risk](#if4ce5512b2324fbb8b78d2e676208342_76)] | | | [removed: [54](#ibc0f32642e384790a49f9d5af0c1367f_106)] [added: [49](#if4ce5512b2324fbb8b78d2e676208342_76)] | | |

| [Item [removed: 8.](#ibc0f32642e384790a49f9d5af0c1367f_109)] [added: 8.](#if4ce5512b2324fbb8b78d2e676208342_79)] | | | [Consolidated Financial Statements and Supplementary [removed: Data](#ibc0f32642e384790a49f9d5af0c1367f_109)] [added: Data](#if4ce5512b2324fbb8b78d2e676208342_79)] | | | [removed: [55](#ibc0f32642e384790a49f9d5af0c1367f_109)] [added: [50](#if4ce5512b2324fbb8b78d2e676208342_79)] | | |

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#ibc0f32642e384790a49f9d5af0c1367f_115)] [added: Firm](#if4ce5512b2324fbb8b78d2e676208342_85)] | | | [removed: [56](#ibc0f32642e384790a49f9d5af0c1367f_115)] [added: [51](#if4ce5512b2324fbb8b78d2e676208342_85)] | | |

| | | | [Consolidated Balance [removed: Sheets](#ibc0f32642e384790a49f9d5af0c1367f_118)] [added: Sheets](#if4ce5512b2324fbb8b78d2e676208342_88)] | | | [removed: [58](#ibc0f32642e384790a49f9d5af0c1367f_118)] [added: [53](#if4ce5512b2324fbb8b78d2e676208342_88)] | | |

| | | | [Consolidated Statements of Comprehensive [removed: Income](#ibc0f32642e384790a49f9d5af0c1367f_121)] [added: Income](#if4ce5512b2324fbb8b78d2e676208342_91)] | | | [removed: [59](#ibc0f32642e384790a49f9d5af0c1367f_121)] [added: [54](#if4ce5512b2324fbb8b78d2e676208342_91)] | | |

| | | | [Consolidated Statements of Stockholders’ [removed: Equity](#ibc0f32642e384790a49f9d5af0c1367f_124)] [added: Equity](#if4ce5512b2324fbb8b78d2e676208342_94)] | | | [removed: [59](#ibc0f32642e384790a49f9d5af0c1367f_124)] [added: [55](#if4ce5512b2324fbb8b78d2e676208342_94)] | | |

| | | | [Consolidated Statements of Cash [removed: Flows](#ibc0f32642e384790a49f9d5af0c1367f_130)] [added: Flows](#if4ce5512b2324fbb8b78d2e676208342_97)] | | | [removed: [61](#ibc0f32642e384790a49f9d5af0c1367f_130)] [added: [56](#if4ce5512b2324fbb8b78d2e676208342_97)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#ibc0f32642e384790a49f9d5af0c1367f_133)] [added: Statements](#if4ce5512b2324fbb8b78d2e676208342_100)] | | | [removed: [62](#ibc0f32642e384790a49f9d5af0c1367f_133)] [added: [57](#if4ce5512b2324fbb8b78d2e676208342_100)] | | |

| | | | [Note 1. Summary of Business and Significant Accounting [removed: Policies](#ibc0f32642e384790a49f9d5af0c1367f_136)] [added: Policies](#if4ce5512b2324fbb8b78d2e676208342_103)] | | | [removed: [62](#ibc0f32642e384790a49f9d5af0c1367f_136)] [added: [57](#if4ce5512b2324fbb8b78d2e676208342_103)] | | |

| | | | [removed: [Note 3.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_121) [2](#if4ce5512b2324fbb8b78d2e676208342_121)[.] Short-Term [removed: Investments](#ibc0f32642e384790a49f9d5af0c1367f_157)] [added: Investments](#if4ce5512b2324fbb8b78d2e676208342_121)] | | | [removed: [69](#ibc0f32642e384790a49f9d5af0c1367f_157)] [added: [62](#if4ce5512b2324fbb8b78d2e676208342_121)] | | |

| | | | [removed: [Note 4.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_127) [3](#if4ce5512b2324fbb8b78d2e676208342_127)[.] Deferred [removed: Costs](#ibc0f32642e384790a49f9d5af0c1367f_163)] [added: Costs](#if4ce5512b2324fbb8b78d2e676208342_127)] | | | [removed: [70](#ibc0f32642e384790a49f9d5af0c1367f_163)] [added: [63](#if4ce5512b2324fbb8b78d2e676208342_127)] | | |

| | | | [removed: [Note 5.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_130) [4](#if4ce5512b2324fbb8b78d2e676208342_130)[.] Property and Equipment, [removed: Net](#ibc0f32642e384790a49f9d5af0c1367f_169)] [added: Net](#if4ce5512b2324fbb8b78d2e676208342_130)] | | | [removed: [70](#ibc0f32642e384790a49f9d5af0c1367f_169)] [added: [64](#if4ce5512b2324fbb8b78d2e676208342_130)] | | |

| | | | [removed: [Note 6.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_136) [5](#if4ce5512b2324fbb8b78d2e676208342_136)[.] Goodwill and Intangible [removed: Assets](#ibc0f32642e384790a49f9d5af0c1367f_178)] [added: Assets](#if4ce5512b2324fbb8b78d2e676208342_136)] | | | [removed: [71](#ibc0f32642e384790a49f9d5af0c1367f_178)] [added: [64](#if4ce5512b2324fbb8b78d2e676208342_136)] | | |

| | | | [removed: [Note 7.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_145) [6](#if4ce5512b2324fbb8b78d2e676208342_145)[.] Accrued [removed: Expenses](#ibc0f32642e384790a49f9d5af0c1367f_190)] [added: Expenses](#if4ce5512b2324fbb8b78d2e676208342_145)] | | | [removed: [72](#ibc0f32642e384790a49f9d5af0c1367f_190)] [added: [65](#if4ce5512b2324fbb8b78d2e676208342_145)] | | |

| | | | [removed: [Note 8.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_148) [7](#if4ce5512b2324fbb8b78d2e676208342_148)[.] Fair Value [removed: Measurements](#ibc0f32642e384790a49f9d5af0c1367f_193)] [added: Measurements](#if4ce5512b2324fbb8b78d2e676208342_148)] | | | [removed: [72](#ibc0f32642e384790a49f9d5af0c1367f_193)] [added: [65](#if4ce5512b2324fbb8b78d2e676208342_148)] | | |

| | | | [removed: [Note 9.] [added: [Note](#if4ce5512b2324fbb8b78d2e676208342_151) [8](#if4ce5512b2324fbb8b78d2e676208342_151)[.] Income [removed: Taxes](#ibc0f32642e384790a49f9d5af0c1367f_199)] [added: Taxes](#if4ce5512b2324fbb8b78d2e676208342_151)] | | | [removed: [74](#ibc0f32642e384790a49f9d5af0c1367f_199)] [added: [67](#if4ce5512b2324fbb8b78d2e676208342_151)] | | |

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

| [PART I](#if4ce5512b2324fbb8b78d2e676208342_13) | | | | | | | | |

| [PART II](#if4ce5512b2324fbb8b78d2e676208342_34) | | | | | | | | |

| | | | [Overview](#if4ce5512b2324fbb8b78d2e676208342_43) | | | [36](#if4ce5512b2324fbb8b78d2e676208342_43) | | |

| | | | [Note 1](#if4ce5512b2324fbb8b78d2e676208342_160)[0](#if4ce5512b2324fbb8b78d2e676208342_160)[. Leases](#if4ce5512b2324fbb8b78d2e676208342_160) | | | [69](#if4ce5512b2324fbb8b78d2e676208342_160) | | |

| | | | [Note 1](#if4ce5512b2324fbb8b78d2e676208342_166)[1](#if4ce5512b2324fbb8b78d2e676208342_166)[. Stockholders’ Equity](#if4ce5512b2324fbb8b78d2e676208342_166) | | | [70](#if4ce5512b2324fbb8b78d2e676208342_166) | | |

| | | | [Note 1](#if4ce5512b2324fbb8b78d2e676208342_172)[2](#if4ce5512b2324fbb8b78d2e676208342_172)[. Other Income](#if4ce5512b2324fbb8b78d2e676208342_172) | | | [74](#if4ce5512b2324fbb8b78d2e676208342_172) | | |

| | | | [Note 1](#if4ce5512b2324fbb8b78d2e676208342_181)[5](#if4ce5512b2324fbb8b78d2e676208342_181)[. Revenues by Product](#if4ce5512b2324fbb8b78d2e676208342_181) | | | [78](#if4ce5512b2324fbb8b78d2e676208342_181) | | |

| | | | [Note 1](#if4ce5512b2324fbb8b78d2e676208342_187)[7](#if4ce5512b2324fbb8b78d2e676208342_187)[. 401(k) Plan](#if4ce5512b2324fbb8b78d2e676208342_187) | | | [78](#if4ce5512b2324fbb8b78d2e676208342_187) | | |

| [PART III](#if4ce5512b2324fbb8b78d2e676208342_202) | | | | | | | | |

| [PART IV](#if4ce5512b2324fbb8b78d2e676208342_217) | | | | | | | | |

| [Exhibit Index](#if4ce5512b2324fbb8b78d2e676208342_223) | | | | | | [81](#if4ce5512b2324fbb8b78d2e676208342_223) | | |

| [Signatures](#if4ce5512b2324fbb8b78d2e676208342_226) | | | | | | [84](#if4ce5512b2324fbb8b78d2e676208342_226) | | |

| [PART I](#ibc0f32642e384790a49f9d5af0c1367f_22) | | | | | | | | |

| [PART II](#ibc0f32642e384790a49f9d5af0c1367f_43) | | | | | | | | |

| | | | [Overview](#ibc0f32642e384790a49f9d5af0c1367f_52) | | | [40](#ibc0f32642e384790a49f9d5af0c1367f_52) | | |

| | | | [Impact of the COVID-19 Pandemic](#ibc0f32642e384790a49f9d5af0c1367f_61) | | | [41](#ibc0f32642e384790a49f9d5af0c1367f_61) | | |

| | | | [Key Factors Affecting Our Performance](#ibc0f32642e384790a49f9d5af0c1367f_64) | | | [42](#ibc0f32642e384790a49f9d5af0c1367f_64) | | |

| | | | [Note 2. Acquisitions](#ibc0f32642e384790a49f9d5af0c1367f_154) | | | [67](#ibc0f32642e384790a49f9d5af0c1367f_154) | | |

| | | | [Note 11. Leases](#ibc0f32642e384790a49f9d5af0c1367f_214) | | | [76](#ibc0f32642e384790a49f9d5af0c1367f_214) | | |

| | | | [Note 12. Stockholders’ Equity](#ibc0f32642e384790a49f9d5af0c1367f_226) | | | [77](#ibc0f32642e384790a49f9d5af0c1367f_226) | | |

| | | | [Note 13. Other Income](#ibc0f32642e384790a49f9d5af0c1367f_241) | | | [81](#ibc0f32642e384790a49f9d5af0c1367f_241) | | |

| | | | [Note 16. Revenues by Product](#ibc0f32642e384790a49f9d5af0c1367f_250) | | | [84](#ibc0f32642e384790a49f9d5af0c1367f_250) | | |

| | | | [Note 18. 401(k) Plan](#ibc0f32642e384790a49f9d5af0c1367f_256) | | | [85](#ibc0f32642e384790a49f9d5af0c1367f_256) | | |

| [PART III](#ibc0f32642e384790a49f9d5af0c1367f_277) | | | | | | | | |

| [PART IV](#ibc0f32642e384790a49f9d5af0c1367f_292) | | | | | | | | |

| [Exhibit Index](#ibc0f32642e384790a49f9d5af0c1367f_298) | | | | | | [88](#ibc0f32642e384790a49f9d5af0c1367f_298) | | |

| [Signatures](#ibc0f32642e384790a49f9d5af0c1367f_301) | | | | | | [90](#ibc0f32642e384790a49f9d5af0c1367f_301) | | |

| [removed: 36] [added: 32] | | | Veeva Systems Inc. \| Form 10-K | | |

We expect to expand our facilities capacity in certain field locations during our fiscal year ending January 31, [removed: 2023] [added: 2024] and may further expand our facilities capacity after January 31, [removed: 2023] [added: 2024] as our employee base grows.

See [note [removed: 11](#ibc0f32642e384790a49f9d5af0c1367f_214)] [added: 10](#if4ce5512b2324fbb8b78d2e676208342_160)] 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.

| Veeva Systems Inc. \| Form 10-K | | | [removed: 37] [added: 33] | | |

As of January 31, [removed: 2022,] [added: 2023,] we had 11 holders of record of our Class A common stock and [removed: 33] [added: 31] holders of record of our Class B common stock.

The chart assumes $100 was invested at the close of market on January 31, [removed: 2017] [added: 2018] in the Class A common stock of Veeva Systems Inc., the S&P 500 Index, and the S&P 1500 Application Software [added: Index and assumes the reinvestment of any dividends.]

| [removed: 38] [added: 34] | | | Veeva Systems Inc. \| Form 10-K | | |

[removed: ][added: ]

| | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

| Veeva Systems Inc. | | | 100.00 | | | | | | 173.50 | | | | | | 233.23 | | | | | | 439.77 | | | | | | 376.30 | | | | | | 271.32 | | |

| S&P 500 | | | 100.00 | | | | | | 97.69 | | | | | | 118.87 | | | | | | 139.37 | | | | | | 171.83 | | | | | | 157.71 | | |

| S&P 1500 Application Software Index | | | 100.00 | | | | | | 120.67 | | | | | | 161.22 | | | | | | 212.71 | | | | | | 235.90 | | | | | | 191.10 | | |

Index and assumes the reinvestment of any dividends.

| Veeva Systems Inc. | | | 100.00 | | | | | | 148.50 | | | | | | 257.64 | | | | | | 346.35 | | | | | | 653.06 | | | | | | 558.80 | | |

| S&P 500 | | | 100.00 | | | | | | 126.41 | | | | | | 123.48 | | | | | | 150.26 | | | | | | 176.18 | | | | | | 217.21 | | |

| S&P 1500 Application Software Index | | | 100.00 | | | | | | 148.30 | | | | | | 178.97 | | | | | | 241.85 | | | | | | 318.66 | | | | | | 352.87 | | |

| [Report of Independent Registered Public Accounting Firm (KPMG LLP, Santa Clara, CA, Auditor Firm [removed: ID](#ibc0f32642e384790a49f9d5af0c1367f_115)[:](#ibc0f32642e384790a49f9d5af0c1367f_115) 185[)](#ibc0f32642e384790a49f9d5af0c1367f_115)] [added: ID](#if4ce5512b2324fbb8b78d2e676208342_85)[:](#if4ce5512b2324fbb8b78d2e676208342_85) 185[)](#if4ce5512b2324fbb8b78d2e676208342_85)] | | | [removed: [56](#ibc0f32642e384790a49f9d5af0c1367f_115)] [added: [51](#if4ce5512b2324fbb8b78d2e676208342_85)] | | |

| [Consolidated Balance [removed: Sheets](#ibc0f32642e384790a49f9d5af0c1367f_118)] [added: Sheets](#if4ce5512b2324fbb8b78d2e676208342_88)] | | | [removed: [58](#ibc0f32642e384790a49f9d5af0c1367f_118)] [added: [53](#if4ce5512b2324fbb8b78d2e676208342_88)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#ibc0f32642e384790a49f9d5af0c1367f_121)] [added: Income](#if4ce5512b2324fbb8b78d2e676208342_91)] | | | [removed: [59](#ibc0f32642e384790a49f9d5af0c1367f_121)] [added: [54](#if4ce5512b2324fbb8b78d2e676208342_91)] | | |

| [Consolidated Statements of Stockholders' [removed: Equity](#ibc0f32642e384790a49f9d5af0c1367f_124)] [added: Equity](#if4ce5512b2324fbb8b78d2e676208342_94)] | | | [removed: [59](#ibc0f32642e384790a49f9d5af0c1367f_124)] [added: [55](#if4ce5512b2324fbb8b78d2e676208342_94)] | | |

| [Consolidated Statements of Cash [removed: Flows](#ibc0f32642e384790a49f9d5af0c1367f_124)] [added: Flows](#if4ce5512b2324fbb8b78d2e676208342_97)] | | | [removed: [61](#ibc0f32642e384790a49f9d5af0c1367f_130)] [added: [56](#if4ce5512b2324fbb8b78d2e676208342_97)] | | |

| [Notes to Consolidated Financial [removed: Statements](#ibc0f32642e384790a49f9d5af0c1367f_136)] [added: Statements](#if4ce5512b2324fbb8b78d2e676208342_103)] | | | [removed: [62](#ibc0f32642e384790a49f9d5af0c1367f_133)] [added: [57](#if4ce5512b2324fbb8b78d2e676208342_100)] | | |

We have audited the accompanying consolidated balance sheets of Veeva Systems Inc. and subsidiaries (the Company) as of January 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] 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, [removed: 2022,] [added: 2023,] 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, [removed: 2022,] [added: 2023,] 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, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the years in the three-year period ended January 31, [removed: 2022,] [added: 2023,] 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, [removed: 2022] [added: 2023] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

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 [removed: Management’s Annual] [added: Management's] Report on Internal [removed: Controls] [added: Control] Over Financial Reporting.

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, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made [added: only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

As discussed in Note 1 to the consolidated financial statements, the Company recorded [removed: $1,851] [added: $2,155] million of total revenues for the year ended January 31, [removed: 2022,] [added: 2023,] of which [removed: $1,484] [added: $1,733] million was subscription services related, and [removed: $367] [added: $422] million was professional services related.

| | | | January 31, [removed: 2022] [added: 2023] | | | | | | January 31, [removed: 2021] [added: 2022] | | |

| Cash and cash equivalents | | | [added: | | | | | | | | | | | |] $ | [added: 886,465 | | | | | $ |] 1,138,040 | | | | | $ | 730,504 | |

| Short-term investments | | | [removed: 1,238,064] [added: 2,216,163] | | | | | | [removed: 933,122] [added: 1,238,064] | | |

| Accounts receivable, net of allowance for doubtful accounts of [removed: $473] [added: $469] and [removed: $193,] [added: $473,] respectively | | | [removed: 631,134] [added: 703,055] | | | | | | [removed: 564,387] [added: 631,134] | | |

| Unbilled accounts receivable | | | [removed: 63,266] [added: 82,174] | | | | | | [removed: 47,206] [added: 63,266] | | |

| Prepaid expenses and other current assets | | | [removed: 36,679] [added: 81,456] | | | | | | [removed: 35,607] [added: 36,679] | | |

| Total current assets | | | [removed: 3,107,183] [added: 3,969,313] | | | | | | [removed: 2,310,826] [added: 3,107,183] | | |

| Property and equipment, net | | | [removed: 54,495] [added: 49,817] | | | | | | [removed: 53,650] [added: 54,495] | | |

| Deferred costs, net | | | [removed: 33,106] [added: 31,825] | | | | | | [removed: 42,072] [added: 33,106] | | |

| Lease right-of-use assets | | | [removed: 49,640] [added: 55,336] | | | | | | [removed: 56,917] [added: 49,640] | | |

| Goodwill | | | 439,877 | | | | | | [removed: 436,029] [added: 439,877] | | |

| Intangible assets, net | | | [removed: 101,940] [added: 82,476] | | | | | | [removed: 114,595] [added: 101,940] | | |

| Deferred income taxes | | | [removed: 5,097] [added: 136,697] | | | | | | [removed: 14,100] [added: 5,097] | | |

| Other long-term assets | | | [removed: 25,127] [added: 38,955] | | | | | | [removed: 17,878] [added: 25,127] | | |

| Total assets | | | $ | [removed: 3,816,465] [added: 4,804,296] | | | | | $ | [removed: 3,046,067] [added: 3,816,465] | |

| Accounts payable | | | $ | [removed: 20,348] [added: 41,678] | | | | | $ | [removed: 23,253] [added: 20,348] | |

| Accrued compensation and benefits | | | [removed: 33,834] [added: 44,282] | | | | | | [removed: 30,410] [added: 33,834] | | |

| Accrued expenses and other current liabilities | | | [removed: 36,109] [added: 35,306] | | | | | | [removed: 30,982] [added: 36,109] | | |

| Income tax payable | | | [removed: 7,761] [added: 4,946] | | | | | | [removed: 2,590] [added: 7,761] | | |

| Deferred revenue | | | [removed: 731,746] [added: 869,285] | | | | | | [removed: 616,992] [added: 731,746] | | |

| Lease liabilities | | | [removed: 10,981] [added: 11,306] | | | | | | [removed: 11,725] [added: 10,981] | | |

| Total current liabilities | | | [removed: 840,779] [added: 1,006,803] | | | | | | [removed: 715,952] [added: 840,779] | | |

| Deferred income taxes | | | [removed: 2,216] [added: 1,492] | | | | | | [removed: 1,835] [added: 2,216] | | |

| Lease liabilities, noncurrent | | | [removed: 43,607] [added: 49,670] | | | | | | [removed: 51,393] [added: 43,607] | | |

| Other long-term liabilities | | | [removed: 18,226] [added: 30,079] | | | | | | [removed: 10,567] [added: 18,226] | | |

| Total liabilities | | | [removed: 904,828] [added: 1,088,044] | | | | | | [removed: 779,747] [added: 904,828] | | |

| Commitments and contingencies ([note [removed: 15](#ibc0f32642e384790a49f9d5af0c1367f_247))] [added: 14](#if4ce5512b2324fbb8b78d2e676208342_178))] | | | | | | | | | | | |

March 30, 2023

| Shares withheld related to net share settlement | | | (341,297) | | | | | | — | | | | | | (63,654) | | | | | | — | | | | | | — | | | | | | (63,654) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 487,706 | | | | | | — | | | | | | 487,706 | | |

| Balance at January 31, 2023 | | | 158,244,607 | | | | | | $ | 2 | | | | | $ | 1,532,627 | | | | | $ | 2,214,752 | | | | | $ | (31,129) | | | | | $ | 3,716,252 | |

| | | | 2023 | | | | | | 2022 | | |

| Land improvements | | | | | | 10 years | | | | | |

Goodwill is evaluated for impairment at least annually or more frequently if circumstances indicate that goodwill may be impaired.

A qualitative assessment is performed to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount.

If the reporting unit does not pass the qualitative assessment, the carrying amount of the reporting unit, including goodwill, is compared to fair value and goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value.

Any excess of the carrying value of the goodwill above its fair value is recognized as an impairment loss.

There was no goodwill impairment during the years ended January 31, 2023, 2022 and 2021.

Critical estimates in valuing certain of the intangible assets include, but are not limited to, the net present value of future

| Asset-backed securities | | | 448,081 | | | | | | 585 | | | | | | (5,708) | | | | | | 442,958 | | |

| Commercial paper | | | 155,097 | | | | | | 8 | | | | | | (580) | | | | | | 154,525 | | |

| Corporate notes and bonds | | | 1,224,195 | | | | | | 1,649 | | | | | | (17,880) | | | | | | 1,207,964 | | |

| U.S. treasury securities | | | 321,946 | | | | | | 265 | | | | | | (6,014) | | | | | | 316,197 | | |

| Total available-for-sale securities | | | $ | 2,244,966 | | | | | $ | 2,555 | | | | | $ | (31,358) | | | | | $ | 2,216,163 | |

| | | | 2023 | | | | | | 2022 | | |

| Total | | | $ | 2,216,163 | | | | | $ | 1,238,064 | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

| | | | 12 months or less | | | | | | | | | | | | Greater than 12 months | | | | | | | | | | | | | | | | | | | | |

| Asset-backed securities | | | 293,854 | | | | | | (3,219) | | | | | | 78,279 | | | | | | (2,489) | | | | | | | | | | | | | | |

| Commercial paper | | | 144,741 | | | | | | (580) | | | | | | — | | | | | | — | | | | | | | | | | | | | | |

| Corporate notes and bonds | | | 604,264 | | | | | | (6,801) | | | | | | 370,969 | | | | | | (11,079) | | | | | | | | | | | | | | |

| Foreign government bonds | | | 11,284 | | | | | | (126) | | | | | | 11,827 | | | | | | (390) | | | | | | | | | | | | | | |

| U.S. agency obligations | | | 4,941 | | | | | | (61) | | | | | | 24,461 | | | | | | (533) | | | | | | | | | | | | | | |

| U.S. treasury securities | | | 210,246 | | | | | | (3,661) | | | | | | 63,422 | | | | | | (2,353) | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2023 | | | | | | 2022 | | |

| | | | 81,932 | | | | | | 84,769 | | |

| Existing technology | | | $ | 28,580 | | | | | $ | (16,418) | | | | | $ | 12,162 | | | | | 2.9 | | |

| Customer relationships | | | 113,157 | | | | | | (50,293) | | | | | | 62,864 | | | | | | 6.1 | | |

| Other intangibles | | | 21,405 | | | | | | (18,570) | | | | | | 2,835 | | | | | | 3.0 | | |

| Total intangible assets | | | $ | 177,042 | | | | | $ | (94,566) | | | | | $ | 82,476 | | | | | | | |

| Fiscal 2028 | | | | | | 7,778 | | |

| Thereafter | | | | | | 13,612 | | |

| Total | | | | | | $ | 82,476 | |

| | | | 2023 | | | | | | 2022 | | |

| (1) Represents accrued vacation primarily for international employees. Vacation does not accrue for most U.S. employees. | | | | | | | | | | | |

| | | | | | | |

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

only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

March 30, 2022

| | | | | | | | | | | | | | | | | | |

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

| Balance at January 31, 2019 | | | 146,190,079 | | | | | | $ | 1 | | | | | $ | 617,623 | | | | | $ | 619,197 | | | | | $ | 928 | | | | | $ | 1,237,749 | |

| Cumulative effect adjustment for Topic 842 adoption(1) | | | — | | | | | | — | | | | | | — | | | | | | (657) | | | | | | — | | | | | | (657) | | |

| Replacement award value in connection with business combination | | | — | | | | | | — | | | | | | 657 | | | | | | — | | | | | | — | | | | | | 657 | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 301,118 | | | | | | — | | | | | | 301,118 | | |

| (1) We adopted Accounting Standards Update (ASU) 2016-02, “*Leases*” (Topic 842) using the modified retrospective method as of February 1, 2019 and elected the transition option that allows us not to restate the comparative periods in our financial statements in the year of adoption. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

We were founded in 2007 on the premise that industry-specific cloud solutions could best address the operating challenges and regulatory requirements of life sciences companies.

| * Does not exceed 10%. | | | | | | | | | | | |

Land is not depreciated.

We adopted Accounting Standards Update (ASU) 2016-02 “*Leases*” (Topic 842) using the modified retrospective method as of February 1, 2019 with an immaterial amount of cumulative effect adjustment recorded to our retained earnings.

Goodwill is tested for impairment annually in the fourth quarter of each year or if circumstances indicate the carrying value of goodwill is impaired.

Amortization expense related to non-competition agreements are included in both general and administrative and research and development expense.

New Accounting Pronouncements Adopted in Fiscal 2022

*Income Taxes*

In December 2019, the Financial Accounting Standards Board (FASB) issued ASU No. 2019-12, “*Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes*” which simplifies accounting guidance for certain tax matters.

We adopted this standard effective February 1, 2021.

The adoption of this new standard did not have a material impact on our consolidated financial statements.

Acquisitions

Crossix

On November 1, 2019, we acquired 100% ownership of Crossix in exchange for total consideration of $428 million, which includes the impact of adjustments to purchase price associated with the cash and net working capital of the acquired entity at close.

In addition, we granted certain Crossix employees equity retention awards valued at approximately $120 million in the aggregate, which will be expensed as share-based compensation over the remaining service period.

Crossix brings Veeva additional depth in patient data and data analytics.

Crossix’s existing data analytics offerings are complementary to our existing Commercial Cloud offerings, and we are using the Crossix Data Platform to build our Veeva Data Cloud offerings.

The following table summarizes the estimated fair values of the assets acquired, useful lives, and liabilities assumed at the acquisition date (in thousands):

| | | | | | | | | | | | | | | | | | | | | | | | |

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

| | | | | | | | | | Useful life | | | | | | | | | | | | Fair value | | |

| Net assets acquired | | | | | | | | | | | | | | | | | | | | | $ | 4,766 | |

| Customer relationships | | | | | | | | | 10 years | | | | | | | | | | | | 70,100 | | |

| Existing technology | | | | | | | | | 6 years | | | | | | | | | | | | 19,200 | | |

| Other intangibles | | | | | | | | | 1 | | | to | | | 7 years | | | | | | 6,000 | | |

| Total purchased intangible assets | | | | | | | | | | | | | | | | | | | | | 108,500 | | |

| Goodwill | | | | | | | | | | | | | | | | | | | | | 314,642 | | |

| Total purchase consideration | | | | | | | | | | | | | | | | | | | | | $ | 427,908 | |

The following unaudited pro forma information presents the combined results of operations for the periods presented as if the acquisition had been completed on February 1, 2019, the beginning of the comparable prior annual reporting period.

| | | | | | | |

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

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

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, [removed: 2022.][added: 2023.]

Based on the evaluation of our disclosure controls and procedures as of January 31, [removed: 2022,] [added: 2023,] 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.

Our management conducted an assessment of the effectiveness of our internal control over financial reporting as of January 31, [removed: 2022] [added: 2023] based on the criteria set forth in *Internal Control-Integrated Framework (2013)* 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, [removed: 2022] [added: 2023] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with U.S. GAAP.

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, [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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 [removed: may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate.]

| | | | | | | |

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

| Veeva Systems Inc. \| Form 10-K | | | 79 | | |

may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate.

| | | | | | | |

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

| 86 | | | Veeva Systems Inc. \| Form 10-K | | |

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: 2022 annual meeting] [added: 2023 Annual Meeting] of [removed: stockholders] [added: Stockholders] (Proxy Statement), which we expect to file not later than 120 days after the end of our fiscal year ended January 31, [removed: 2022,] [added: 2023,] 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: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022] [added: 2023] and is incorporated in this report by reference.

See [Index to Consolidated Financial [removed: Statements](#ibc0f32642e384790a49f9d5af0c1367f_112)] [added: Statements](#if4ce5512b2324fbb8b78d2e676208342_82)] under [Item [removed: 8](#ibc0f32642e384790a49f9d5af0c1367f_109)] [added: 7](#if4ce5512b2324fbb8b78d2e676208342_79)] of this Form 10-K.

We have filed, or incorporated into this Form 10-K by reference, the exhibits listed on the accompanying [Exhibit [removed: Index](#ibc0f32642e384790a49f9d5af0c1367f_298)] [added: Index](#if4ce5512b2324fbb8b78d2e676208342_223)] immediately preceding the signature page of this Form 10-K.

| | | | | | | |

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

| 80 | | | Veeva Systems Inc. \| Form 10-K | | |

| Veeva Systems Inc. \| Form 10-K | | | [removed: 87] [added: 81] | | |

| 4.2 | | | | | | [Description of Capital [removed: Stock.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx42.htm)] [added: Stock.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx42.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: 10.8*] [added: 10.9*] | | | | | | [2013 Employee Stock Purchase Plan.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513389320/d541293dex105.htm) | | | | | | S-1/A | | | | | | 333-191085 | | | | | | 10.5 | | | | | | 10/3/2013 | | | | | | | | |

| [removed: 10.9] [added: 10.10] | | | | | | [Amended and Restated Value-Added Reseller Agreement, dated September 2, 2010, between Registrant and salesforce.com, inc., as amended December 3, 2010, December 13, 2010, April 15, 2011, August 23, 2011, September 29, 2011, April 3, [removed: 2012 and May] [added: 2012](https://www.sec.gov/Archives/edgar/data/1393052/000119312513373497/d541293dex107.htm),[May] 24, [removed: 2012.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513373497/d541293dex107.htm)] [added: 2012](https://www.sec.gov/Archives/edgar/data/1393052/000119312513373497/d541293dex107.htm)[, March 3, 2014, and August 11, 2016](https://www.sec.gov/Archives/edgar/data/1393052/000119312513373497/d541293dex107.htm)[.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513373497/d541293dex107.htm)] | | | | | | S-1/A | | | | | | 333-191085 | | | | | | 10.7 | | | | | | 9/20/2013 | | | | | | | | |

| [removed: 10.10] [added: 10.11] | | | | | | [Eighth Amendment, dated March 3, 2014, to Amended and Restated Value-Added Reseller Agreement, dated September 2, 2010, between Registrant and salesforce.com, inc., as amended.](https://www.sec.gov/Archives/edgar/data/1393052/000119312514082315/d684653dex101.htm) | | | | | | 8-K | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 3/4/2014 | | | | | | | | |

| [removed: 10.11*] [added: 10.12*] | | | | | | [Offer letter, dated June 20, 2013, between Peter P. Gassner and the Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000119312513363152/d541293dex108.htm) | | | | | | S-1 | | | | | | 333-191085 | | | | | | 10.8 | | | | | | 9/11/2013 | | | | | | | | |

| [removed: 10.12*] [added: 10.13*] | | | | | | [Offer letter, dated August 14, 2012, between Jonathan W. Faddis and the Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000156459015004860/veev-ex101_20150430401.htm) | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 6/4/2015 | | | | | | | | |

| [removed: 10.13] [added: 10.15] | | | | | | [Data Processing Addendum, dated January 23, 2016, to Value-Added Reseller Agreement, between Registrant and salesforce.com, inc., as amended.](https://www.sec.gov/Archives/edgar/data/1393052/000156459016015753/veev-ex1017_286.htm) | | | | | | 10-K | | | | | | 001-36121 | | | | | | 10.17 | | | | | | 3/31/2016 | | | | | | | | |

| [removed: 10.14*] [added: 10.16] | | | | | | [Offer letter, dated February 20, 2015, between Alan V. Mateo and the Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000156459016020379/veev-ex101_552.htm) | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 6/8/2016 | | | | | | | | |

| [removed: 10.15*] [added: 10.17] | | | | | | [Offer letter, dated January 23, 2013, between E. Nitsa Zuppas and the Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000156459016020379/veev-ex102_603.htm) | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.2 | | | | | | 6/8/2016 | | | | | | | | |

| [removed: 10.16] [added: 10.18] | | | | | | [Ninth Amendment, dated August 11, 2016, to Amended and Restated Value-Added Reseller [removed: Agreement, between salesforce.com, inc. and the Registrant,] [added: Agreement](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm) [dated September 201](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm)[0](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm)[, between](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm) [Registrant and](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm) [salesforce.com, inc.](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm)[,] as amended.](https://www.sec.gov/Archives/edgar/data/1393052/000156459016025058/veev-ex101_631.htm) | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 9/8/2016 | | | | | | | | |

| [removed: 10.17*] [added: 10.20] | | | | | | [Offer Letter, dated [removed: January 15, 2016,] [added: March 17, 2019,] between [removed: Frederic Lequient] [added: Tom Schwenger] and the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000156459017012336/veev-ex101_22.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000162828020008982/veev-20200430xexx101.htm)] | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.1 | | | | | | [removed: 6/8/2017] [added: 6/4/2020] | | | | | | | | |

| [removed: 88] [added: 82] | | | Veeva Systems Inc. \| Form 10-K | | |

| [removed: 10.18*] [added: 10.19] | | | | | | [2013 Equity Incentive Plan Forms of Notice of Stock Option Grants to Peter P. Gassner.](https://www.sec.gov/Archives/edgar/data/1393052/000156459018007164/veev-ex1022_631.htm) | | | | | | 10-K | | | | | | 001-36121 | | | | | | 10.22 | | | | | | 3/30/2018 | | | | | | | | |

| [removed: 10.19*] [added: 10.21] | | | | | | [Offer Letter, dated [removed: March 17, 2019,] [added: April 19, 2020,] between [removed: Tom Schwenger] [added: Brent Bowman] and the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000162828020008982/veev-20200430xexx101.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000162828020013148/brentbowmanofferletter1.htm)] | | | | | | [removed: 10-Q] [added: 8-K] | | | | | | 001-36121 | | | | | | 10.1 | | | | | | [removed: 6/4/2020] [added: 8/31/2020] | | | | | | | | |

| [removed: 10.20*] [added: 10.14*] | | | | | | [removed: [Offer Letter,] [added: [Amended offer letter,] dated April [removed: 19, 2020,] [added: 26, 2022,] between [removed: Brent Bowman] [added: Jonathan W. Faddis] and the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000162828020013148/brentbowmanofferletter1.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx1014220.htm)] | | | | | | [removed: 8-K] | | | | | | [removed: 001-36121] | | | | | | [removed: 10.1] | | | | | | [removed: 8/31/2020] | | | | | | [added: X] | | |

| 21.1 | | | | | | [List of Subsidiaries of [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx211.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx211.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 23.1 | | | | | | [Consent of KPMG LLP, Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xex231.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xex231.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 24.1 | | | | | | [Power of Attorney (see page [removed: 90] [added: 85] of this Annual Report on Form [removed: 10-K).](#ibc0f32642e384790a49f9d5af0c1367f_304)] [added: 10-K).](#if4ce5512b2324fbb8b78d2e676208342_229)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.1 | | | | | | [Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as [removed: amended.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx311.htm)] [added: amended.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx311.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.2 | | | | | | [Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as [removed: amended.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx312.htm)] [added: amended.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx312.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.1† | | | | | | [Certification of Chief Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. [removed: §1350.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx321.htm)] [added: §1350.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-202230131xexx321.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.2† | | | | | | [Certification of Chief Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. [removed: §1350.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000017/veev-20220131xexx322.htm)] [added: §1350.](https://www.sec.gov/Archives/edgar/data/1393052/000139305223000025/veev-20230131xexx322.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| Veeva Systems Inc. \| Form 10-K | | | [removed: 89] [added: 83] | | |

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pleasanton, State of California, on this 30th day of March, [removed: 2022.][added: 2023.]

| Veeva Systems Inc. \| Form 10-K | | | [removed: 90] [added: 84] | | |

| /s/ Peter P. Gassner | | | | | | Chief Executive Officer and Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Brent Bowman | | | | | | Chief Financial Officer | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Michele O'Connor | | | | | | Chief Accounting Officer | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Tim Cabral | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Mark Carges | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Paul Chamberlain | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Mary Lynne Hedley | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Priscilla Hung | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Nimrata Khatra Hunt | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Marshall Mohr | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Gordon Ritter | | | | | | Chairman of the Board of Directors | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Paul Sekhri | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| /s/ Matthew J. Wallach | | | | | | Director | | | | | | March 30, [removed: 2022] [added: 2023] | | |

| [removed: 91] [added: 85] | | | Veeva Systems Inc. \| Form 10-K | | |

| 10.8* | | | | | | [Veeva Systems Inc. 2013 Equity Incentive Plan, as amended and restated.](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000028/veev-202206098xkex101.htm) | | | | | | 8-K | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 6/13/2022 | | | | | | | | |

| 10.22 | | | | | | [Advisor Agreement, dated September 30, 2022, between Frederic Lequient and the Registrant](https://www.sec.gov/Archives/edgar/data/1393052/000139305222000048/veev-20221031xexx101adviso.htm). | | | | | | 10-Q | | | | | | 001-36121 | | | | | | 10.1 | | | | | | 12/7/2022 | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

| Exhibit Number | | | | | | Exhibit Description | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | Filed Herewith | | |

| | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| /s/ Ronald E.F. Codd | | | | | | Director | | | | | | March 30, 2022 | | |

| Ronald E.F. Codd | | | | | | | | | | | | | | |