Item 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

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Item 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

VEEVA SYSTEMS INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


Report of Independent Registered Public Accounting Firm (KPMG LLP, Santa Clara, CA, Auditor Firm ID : 185)			51
Consolidated Balance Sheets			53
Consolidated Statements of Comprehensive Income			54
Consolidated Statements of Stockholders' Equity			55
Consolidated Statements of Cash Flows			56
Notes to Consolidated Financial Statements			57


50			Veeva Systems Inc. \| Form 10-K

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Veeva Systems Inc.:

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

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

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.


Veeva Systems Inc. \| Form 10-K			51

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, 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 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.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of the sufficiency of audit evidence over revenue

As discussed in Note 1 to the consolidated financial statements, the Company recorded $2,155 million of total revenues for the year ended January 31, 2023, of which $1,733 million was subscription services related, and $422 million was professional services related. Each of these categories of revenue has multiple service offerings, and the Company’s process for revenue recognition differs between them.

We identified the evaluation of the sufficiency of audit evidence over revenue as a critical audit matter. Evaluating the nature and extent of audit evidence obtained over revenue for each service offering required subjective auditor judgment because of the multiple service offerings and the number of information technology (IT) applications involved in the revenue recognition processes.

The following are the primary procedures we performed to address the critical audit matter. We applied auditor judgment to determine the nature and extent of procedures to be performed over revenue, including the determination of the revenue for service offerings. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s revenue recognition process. We assessed the recorded revenue by selecting transactions and comparing the amounts recognized for consistency with underlying documentation, including contracts with customers. We involved IT professionals with specialized skills and knowledge, who assisted in testing certain IT applications that are used by the Company in its revenue recognition process. In addition, we evaluated the sufficiency of audit evidence obtained over revenue by assessing the results of procedures performed, including the nature and extent of such evidence.

/s/ KPMG LLP

We have served as the Company’s auditor since 2010.

Santa Clara, California

March 30, 2023


52			Veeva Systems Inc. \| Form 10-K

VEEVA SYSTEMS INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except number of shares and par value)


	January 31, 2023		January 31, 2022

Assets
Current assets:
Cash and cash equivalents	$	886,465	$	1,138,040
Short-term investments	2,216,163		1,238,064
Accounts receivable, net of allowance for doubtful accounts of $469 and $473, respectively	703,055		631,134
Unbilled accounts receivable	82,174		63,266
Prepaid expenses and other current assets	81,456		36,679
Total current assets	3,969,313		3,107,183
Property and equipment, net	49,817		54,495
Deferred costs, net	31,825		33,106
Lease right-of-use assets	55,336		49,640
Goodwill	439,877		439,877
Intangible assets, net	82,476		101,940
Deferred income taxes	136,697		5,097
Other long-term assets	38,955		25,127
Total assets	$	4,804,296	$	3,816,465
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	41,678	$	20,348
Accrued compensation and benefits	44,282		33,834
Accrued expenses and other current liabilities	35,306		36,109
Income tax payable	4,946		7,761
Deferred revenue	869,285		731,746
Lease liabilities	11,306		10,981
Total current liabilities	1,006,803		840,779
Deferred income taxes	1,492		2,216
Lease liabilities, noncurrent	49,670		43,607
Other long-term liabilities	30,079		18,226
Total liabilities	1,088,044		904,828
Commitments and contingencies (note 14)
Stockholders’ equity:
Class A common stock, $0.00001 par value; 800,000,000 shares authorized, 143,693,009 and 139,432,822 issued and outstanding at January 31, 2023 and January 31, 2022, respectively	2		2
Class B common stock, $0.00001 par value; 190,000,000 shares authorized, 14,551,598 and 14,763,775 issued and outstanding at January 31, 2023 and January 31, 2022, respectively	—		—
Additional paid-in capital	1,532,627		1,196,547
Accumulated other comprehensive loss	(31,129)		(11,958)
Retained earnings	2,214,752		1,727,046
Total stockholders’ equity	3,716,252		2,911,637
Total liabilities and stockholders’ equity	$	4,804,296	$	3,816,465

See Notes to Consolidated Financial Statements.


Veeva Systems Inc. \| Form 10-K			53

VEEVA SYSTEMS INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands, except per share data)


	Fiscal year ended January 31,
	2023		2022		2021


Revenues:
Subscription services	$	1,733,002	$	1,483,976	$	1,179,486
Professional services and other	422,058		366,801		285,583
Total revenues	2,155,060		1,850,777		1,465,069
Cost of revenues(1):
Cost of subscription services	257,635		224,911		184,589
Cost of professional services and other	351,770		278,767		224,339
Total cost of revenues	609,405		503,678		408,928
Gross profit	1,545,655		1,347,099		1,056,141
Operating expenses(1):
Research and development	520,278		382,035		294,220
Sales and marketing	348,691		288,061		235,014
General and administrative	217,595		171,507		149,113
Total operating expenses	1,086,564		841,603		678,347
Operating income	459,091		505,496		377,794
Other income, net	50,005		6,815		16,199
Income before income taxes	509,096		512,311		393,993
Provision for income taxes	21,390		84,921		13,995
Net income	$	487,706	$	427,390	$	379,998
Net income per share:
Basic	$	3.14	$	2.79	$	2.52
Diluted	$	3.00	$	2.63	$	2.36
Weighted-average shares used to compute net income per share:
Basic	155,385		153,251		150,666
Diluted	162,437		162,277		160,732
Other comprehensive income:
Net change in unrealized (loss) gain on available-for-sale investments, net of tax	$	(14,854)	$	(9,872)	$	985
Net change in cumulative foreign currency translation loss	(4,317)		(3,078)		(453)
Comprehensive income	$	468,535	$	414,440	$	380,530


(1) Includes stock-based compensation as follows:
Cost of revenues:
Cost of subscription services	$	6,257	$	4,795	$	4,840
Cost of professional services and other	50,341		36,293		27,698
Research and development	141,571		83,837		63,541
Sales and marketing	87,509		56,830		40,574
General and administrative	66,229		52,881		48,348
Total stock-based compensation	$	351,907	$	234,636	$	185,001

See Notes to Consolidated Financial Statements.


54			Veeva Systems Inc. \| Form 10-K

VEEVA SYSTEMS INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands, except share data)


	Class A & B common stock			Additional paid-in capital		Retained earnings		Accumulated other comprehensive income (loss)		Total stockholders’ equity
	Shares	Amount


Balance at January 31, 2020	149,095,583	$	1	$	745,475	$	919,658	$	460	$	1,665,594
Issuance of common stock upon exercise of stock options	1,839,723	1		34,815		—		—		34,816
Issuance of common stock upon vesting of restricted stock units	1,121,502	—		—		—		—		—
Stock-based compensation expense	—	—		185,380		—		—		185,380
Other comprehensive income	—	—		—		—		532		532
Net income	—	—		—		379,998		—		379,998
Balance at January 31, 2021	152,056,808	$	2	$	965,670	$	1,299,656	$	992	$	2,266,320
Issuance of common stock upon exercise of stock options	1,476,898	—		51,538		—		—		51,538
Issuance of common stock upon vesting of restricted stock units	854,536	—		—		—		—		—
Shares withheld related to net share settlement	(191,645)	—		(56,398)		—		—		(56,398)
Stock-based compensation expense	—	—		235,737		—		—		235,737
Other comprehensive loss	—	—		—		—		(12,950)		(12,950)
Net income	—	—		—		427,390		—		427,390
Balance at January 31, 2022	154,196,597	$	2	$	1,196,547	$	1,727,046	$	(11,958)	$	2,911,637
Issuance of common stock upon exercise of stock options	3,421,303	—		43,654		—		—		43,654
Issuance of common stock upon vesting of restricted stock units	968,004	—		—		—		—		—
Shares withheld related to net share settlement	(341,297)	—		(63,654)		—		—		(63,654)
Stock-based compensation expense	—	—		356,080		—		—		356,080
Other comprehensive loss	—	—		—		—		(19,171)		(19,171)
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

See Notes to Consolidated Financial Statements.


Veeva Systems Inc. \| Form 10-K			55

VEEVA SYSTEMS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


	Fiscal year ended January 31,
		2023			2022			2021


Cash flows from operating activities
Net income			$	487,706		$	427,390		$	379,998
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			29,122			27,448			29,455
Reduction of operating lease right-of-use assets			12,198			11,445			10,347
(Accretion) amortization of discount on short-term investments			(3,624)			6,264			3,134
Stock-based compensation			351,907			234,636			185,001
Amortization of deferred costs			22,096			26,050			20,677
Deferred income taxes			(127,502)			11,079			(1,048)
Loss (gain) on foreign currency from mark-to-market derivative			971			(782)			(365)
Bad debt expense (recovery)			256			272			(307)
Changes in operating assets and liabilities:
Accounts receivable			(72,177)			(67,020)			(174,067)
Unbilled accounts receivable			(18,908)			(16,060)			(14,387)
Deferred costs			(20,815)			(17,084)			(27,164)
Prepaid expenses and other current and long-term assets			(47,399)			(2,910)			(12,424)
Accounts payable			21,429			(2,997)			754
Accrued expenses and other current liabilities			9,276			9,439			13,889
Income taxes payable			(2,815)			5,275			(3,023)
Deferred revenue			140,472			116,144			147,479
Operating lease liabilities			(10,644)			(11,607)			(9,129)
Other long-term liabilities			8,921			7,481			2,426
Net cash provided by operating activities			780,470			764,463			551,246
Cash flows from investing activities
Purchases of short-term investments			(1,996,878)			(1,117,076)			(979,292)
Maturities and sales of short-term investments			1,002,707			792,918			654,341
Acquisitions, net of cash and restricted cash acquired			—			(7,780)			—
Long-term assets			(13,512)			(14,214)			(8,683)
Net cash used in investing activities			(1,007,683)			(346,152)			(333,634)
Cash flows from financing activities
Changes in lease liabilities - finance leases			—			(384)			(1,039)
Proceeds from exercise of common stock options			43,654			51,538			34,857
Taxes paid related to net share settlement of equity awards			(63,030)			(55,294)			—
Net cash (used in) provided by financing activities			(19,376)			(4,140)			33,818
Effect of exchange rate changes on cash, cash equivalents, and restricted cash			(4,986)			(4,657)			484
Net change in cash, cash equivalents, and restricted cash			(251,575)			409,514			251,914
Cash, cash equivalents, and restricted cash at beginning of period			1,141,225			731,711			479,797
Cash, cash equivalents, and restricted cash at end of period			$	889,650		$	1,141,225		$	731,711

Cash, cash equivalents, and restricted cash at end of period:
Cash and cash equivalents			$	886,465		$	1,138,040		$	730,504
Restricted cash included in other long-term assets			3,185			3,185			1,207
Total cash, cash equivalents, and restricted cash at end of period			$	889,650		$	1,141,225		$	731,711

Supplemental disclosures of other cash flow information:
Cash paid for income taxes, net of refunds			$	167,952		$	58,627		$	18,096
Excess tax benefits from employee stock plans			$	82,009		$	56,172		$	80,661
Non-cash investing activities:
Changes in accounts payable and accrued expenses related to property and equipment purchases			$	(454)		$	(2,489)		$	3,165

See Notes to Consolidated Financial Statements.


56			Veeva Systems Inc. \| Form 10-K

VEEVA SYSTEMS INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Summary of Business and Significant Accounting Policies

Description of Business

Veeva is the leading provider of industry cloud solutions for the global life sciences industry. Our offerings span cloud software, data, analytics, professional services, and business consulting and are designed to meet the unique needs of our customers and their most strategic business functions—from research and development (R&D) to commercialization. Our solutions help life sciences companies develop and bring products to market faster and more efficiently, market and sell more effectively, and maintain compliance with government regulations. Our Commercial Solutions help life sciences companies achieve better, more intelligent engagement with healthcare professionals and healthcare organizations across multiple communication channels, and plan and execute more effective media and marketing campaigns. Our R&D Solutions for the clinical, quality, regulatory, and safety functions help life sciences companies streamline their end-to-end product development processes to increase operational efficiency and maintain regulatory compliance throughout the product life cycle. We also bring the benefits of our content and data management solutions to a set of customers outside of life sciences in the consumer product and chemical industries. Our fiscal year end is January 31.

Principles of Consolidation and Basis of Presentation

These consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding annual financial reporting and include the accounts of our wholly-owned subsidiaries after elimination of intercompany accounts and transactions.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the consolidated financial statements and the notes thereto. These estimates are based on information available as of the date of the consolidated financial statements. On a regular basis, management evaluates these estimates and assumptions. Items subject to such estimates and assumptions include, but are not limited to:

the standalone selling price for each distinct performance obligation included in customer contracts with multiple performance obligations;
the determination of the period of benefit for amortization of deferred costs;
the realizability of deferred income tax assets;
the fair value of our stock-based awards.

As future events cannot be determined with precision, actual results could differ significantly from those estimates.

Segment Information

Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assessing performance. We define the term “chief operating decision maker” to be our Chief Executive Officer. Our Chief Executive Officer reviews the financial information presented on a consolidated basis for purposes of allocating resources and evaluating our financial performance. Accordingly, we have determined that we operate in a single operating and reportable segment. Since we operate in one operating segment, all required financial segment information can be found in the consolidated financial statements.


Veeva Systems Inc. \| Form 10-K			57

Revenue Recognition

We derive our revenues primarily from subscription services and professional services. Subscription services revenues consist of fees from customers accessing our cloud-based software solutions and fees for our data solutions. Professional services and other revenues consist primarily of fees from implementation services, configuration, data services, business consulting, training, and managed services related to our solutions. Revenues are recognized when control of these services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services.

We determine revenue recognition through the following steps:

Identification of the contract, or contracts, with a customer;
Identification of the performance obligations in the contract;
Determination of the transaction price;
Allocation of the transaction price to the performance obligations in the contract; and
Recognition of revenue when, or as, we satisfy a performance obligation.

Our subscription services agreements are generally non-cancellable during the term, although customers typically have the right to terminate their agreements for cause in the event of material breach.

Subscription Services Revenues

Subscription services revenues are recognized ratably over the respective non-cancellable subscription term because of the continuous transfer of control to the customer. Our subscription arrangements are considered service contracts, and the customer does not have the right to take possession of the software.

Professional Services and Other Revenues

The majority of our professional services arrangements are billed on a time and materials basis and revenues are recognized over time based on time incurred and contractually agreed upon rates. Certain professional services revenues are billed on a fixed fee basis and revenues are typically recognized over time as the services are delivered based on time incurred. Data services and training revenues are generally recognized as the services are performed.

Contracts with Multiple Performance Obligations

Some of our contracts with customers contain multiple performance obligations. For these contracts, we account for individual performance obligations separately when they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. We determine the standalone selling prices based on our overall pricing objectives, taking into consideration market conditions and other factors, including other groupings such as customer type and geography.

Deferred Costs

Deferred costs represents sales commissions associated with obtaining a contract with a customer. These costs are deferred and then amortized over a period of benefit that we have determined to be one to three years. We determined the period of benefit by taking into consideration the expected renewal period of our customer contracts, our technology and other factors. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of comprehensive income.

Certain Risks and Concentrations of Credit Risk

Our revenues are derived from subscription services, professional services and other services delivered primarily to the life sciences industry. We operate in markets that are highly competitive and rapidly changing. Significant technological changes, shifting customer needs, the emergence of competitive products or services with new capabilities, and other factors could negatively impact our future operating results.


58			Veeva Systems Inc. \| Form 10-K

Our financial instruments that potentially subject us to concentration of credit risk consist primarily of cash and cash equivalents, short-term investments, and trade accounts receivable. Our cash equivalents and short-term investments are held by established financial institutions. We have established guidelines relative to credit ratings, diversification, and maturities that seek to maintain safety and liquidity. Deposits in these financial institutions may significantly exceed federally insured limits.

We do not require collateral from our customers and generally require payment within 30 days to 60 days of billing.

The following customers individually exceeded 10% of total accounts receivable as of the dates shown:


	January 31,
	2023	2022
Customer 1	11%	10%
Customer 2	11%	10%

No single customer represented over 10% of our total revenues for any of the years presented.

Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Short-term Investments

Our short-term investments are classified as available-for-sale and recorded at estimated fair value. Unrealized gains and losses for available-for-sale securities are included in accumulated other comprehensive income, a component of stockholders’ equity. We evaluate our investments to assess whether those with unrealized loss positions are other than temporarily impaired. We consider impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely we will sell the securities before the recovery of their cost basis. Realized gains and losses and declines in value judged to be other than temporary are determined based on the specific identification method and are reported in other income, net, in the consolidated statements of comprehensive income. Interest, amortization of premiums, and accretion of discount on all short-term investments are also included as a component of other income, net, in the consolidated statements of comprehensive income.

We may sell our short-term investments at any time, without significant penalty, for use in current operations or for other purposes, even if they have not yet reached maturity. As a result, we classify our investments, including securities with maturities beyond 12 months, as current assets in the accompanying consolidated balance sheets.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is calculated on the straight-line method over the estimated useful lives of the assets and commences once the asset is placed in service or ready for its intended use. Land is not depreciated. The estimated useful lives by asset classification are as follows:



Building						30 years
Building improvements						Remaining useful life of the building
Equipment and computers						3 years
Furniture and fixtures						5 years
Land improvements						10 years
Leasehold improvements						Shorter of remaining life of the lease term or estimated useful life

Leases

We have operating leases for corporate offices. Additionally, we are the sublessor for certain office space.


Veeva Systems Inc. \| Form 10-K			59

We recognize lease right-of-use assets and liabilities at the commencement date based on the present value of lease payments over the lease term. We use an estimate of our discount rate based on the information available at the lease commencement date in determining the present value of lease payments, unless the implicit rate is readily determinable. The lease right-of-use assets also include any lease payments made and exclude lease incentives such as tenant improvement allowances. Options to extend or terminate the lease are included in the lease term when it is reasonably certain that we will exercise the extension or termination option.

Our operating leases typically include non-lease components such as common-area maintenance costs. We have elected to exclude non-lease components from lease payments for the purpose of calculating lease right-of-use assets and liabilities and these variable lease payments are expensed as incurred.

Leases with a term of one year or less are not recognized on our consolidated balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.

Internal-Use Software

We capitalize certain costs incurred for the development of computer software for internal use. We capitalize these costs during the development of the software project, when it is determined that it is probable that the project will be completed and the software will be used as intended. Costs related to preliminary project activities, post-implementation activities, training, and maintenance are expensed as incurred. Internal-use software is amortized on a straight-line basis over its estimated useful life of three years, and the amortization expense is recorded as a component of cost of subscription services. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets.

Goodwill and Intangible Assets

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.

We have one reporting unit and evaluate goodwill for impairment at the entity level. We completed our annual impairment test in our fourth quarter of the fiscal year ended January 31, 2023. There was no goodwill impairment during the years ended January 31, 2023, 2022 and 2021.

Intangible assets associated with purchased intangibles, consisting of existing technology, customer relationships, trade names and trademarks, and data supplier and partner relationships are stated at cost less accumulated amortization and are amortized on a straight-line basis over their estimated remaining economic lives. Amortization expense related to existing technology and data supplier and partner relationships are included in cost of subscription services. Amortization expense related to customer relationships and trade names and trademarks are included in sales and marketing expense.

Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, we first compare undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying value exceeds its fair value. There were no impairment charges recognized during any of the periods presented.

Business Combinations

The purchase price in a business combination is assigned to the estimated acquisition date fair values of the tangible and intangible assets acquired and the liabilities assumed with the residual recorded as goodwill. Critical estimates in valuing certain of the intangible assets include, but are not limited to, the net present value of future


60			Veeva Systems Inc. \| Form 10-K

expected cash flows, future revenue growth, margins, customer retention rates, technology life, royalty rates, expected use of acquired assets, and discount rates.

Stock-based Compensation

We recognize compensation expense for all stock-based awards, including stock options and restricted stock units (RSUs), based on the estimate of fair value of the award at the grant date. The fair value of each option award is estimated on the grant date using either a Black-Scholes option-pricing model or a Monte Carlo simulation, to the extent market conditions exist, and a single option award approach. These models require that at the date of grant we determine the fair value of the underlying common stock, the expected term of the award, the expected volatility of the price of our common stock, risk-free interest rates, and expected dividend yield of our common stock. The fair value of each RSU award is measured based on the closing stock price of our common stock on the date of grant. We account for forfeitures as they occur. The compensation expense is recognized using a straight-line basis over the requisite service periods of the awards, which is one to five years for RSUs and four to eight years for stock options.

Cost of Revenues

Cost of subscription services revenues consists of expenses related to our computing infrastructure provided by third parties, including 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, allocated overhead, amortization expense associated with capitalized internal-use software, and amortization expense associated with purchased intangibles related to our subscription services. Cost of subscription services revenues for Veeva CRM and certain of our multichannel customer relationship management applications include fees paid to Salesforce, Inc. for our use of the Salesforce platform and the associated hosting infrastructure and data center operations that are provided by Salesforce, Inc.

Cost of professional services and other revenues consists primarily of employee-related expenses associated with providing these services, including salaries, benefits and stock-based compensation expense, the cost of third-party subcontractors, travel costs, and allocated overhead.

Advertising Expenses

Advertising expenditures are expensed as incurred and were immaterial for each of the years presented.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

We regularly assess the realizability of our deferred tax assets and establish a valuation allowance if it is more likely than not that some or all of our deferred tax assets will not be realized. We evaluate and weigh all available positive and negative evidence such as historic results, future reversals of existing deferred tax liabilities, projected future taxable income, as well as prudent and feasible tax-planning strategies. Generally, more weight is given to objectively verifiable evidence such as the cumulative income in recent years.

We establish liabilities or reduce assets for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining whether the weight of available evidence indicates that it is more likely than not that the position will be sustained upon an audit, including resolution of related appeals or litigation processes, if any. The second step requires us to measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. We recognize interest accrued and penalties related to unrecognized tax benefits as a component of provision for income taxes.


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Foreign Currency Exchange

Adjustments resulting from translating financial statements for those entities that do not have U.S. dollars as their functional currency are recorded as part of a separate component of the consolidated statements of comprehensive income. All assets and liabilities denominated in currencies other than U.S. dollars are translated into the U.S. dollar functional currency at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. Equity transactions are translated using historical exchange rates. Foreign currency transaction gains and losses are included in the consolidated statements of comprehensive income for the period.

Indemnification

Our contracts generally include provisions for indemnifying customers against liabilities if our solutions infringe a third party’s intellectual property rights, and we may also incur liabilities if we breach the security and/or confidentiality obligations in our contracts. To date, we have not incurred any material costs, and we have not accrued any liabilities in the accompanying consolidated financial statements as a result of these obligations.

Loss Contingencies

Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.

Note 2. Short-Term Investments

As of January 31, 2023, short-term investments consisted of the following (in thousands):


	Amortized cost		Gross unrealized gains		Gross unrealized losses		Estimated fair value
Available-for-sale securities:
Certificates of deposits	$	37,998	$	31	$	(66)	$	37,963
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
Foreign government bonds	24,654		13		(516)		24,151
U.S. agency obligations	32,995		4		(594)		32,405
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

As of January 31, 2022, short-term investments consisted of the following (in thousands):


	Amortized cost		Gross unrealized gains		Gross unrealized losses		Estimated fair value
Available-for-sale securities:
Certificates of deposits	$	13,500	$	—	$	(15)	$	13,485
Asset-backed securities	191,676		45		(1,432)		190,289
Commercial paper	29,432		—		(2)		29,430
Corporate notes and bonds	669,489		276		(5,856)		663,909
Foreign government bonds	24,577		13		(179)		24,411
U.S. agency obligations	27,978		12		(254)		27,736
U.S. treasury securities	290,513		46		(1,755)		288,804
Total available-for-sale securities	$	1,247,165	$	392	$	(9,493)	$	1,238,064


62			Veeva Systems Inc. \| Form 10-K

The following table summarizes the estimated fair value of our short-term investments, designated as available-for-sale and classified by the contractual maturity date of the securities as of the dates shown (in thousands):


	January 31,
	2023		2022
Due in one year or less	$	849,673	$	457,948
Due in greater than one year	1,366,490		780,116
Total	$	2,216,163	$	1,238,064

We have not recorded an allowance for credit losses, as we believe any such losses would be immaterial based on the high credit quality of our investments, and it is more likely than not that we will hold these securities until recovery of the cost basis.

The following table shows the fair values of available-for-sale securities which were in an unrealized loss position, aggregated by investment category, as of January 31, 2023 (in thousands):


	12 months or less				Greater than 12 months
	Fair value		Gross unrealized losses		Fair value		Gross unrealized losses
Certificates of deposits	$	15,934	$	(66)	$	—	$	—
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)

The following table shows the fair values of available-for-sale securities which were in an unrealized loss position, aggregated by investment category, as of January 31, 2022 (in thousands):


	Less than 12 months
	Fair value		Gross unrealized losses
Certificates of deposits	$	5,985	$	(15)
Asset-backed securities	177,056		(1,432)
Commercial paper	17,190		(2)
Corporate notes and bonds	571,099		(5,856)
Foreign government bonds	19,594		(179)
U.S. agency obligations	24,725		(254)
U.S. treasury securities	247,509		(1,756)

Unrealized losses of available-for-sale securities held for more than 12 months as of January 31, 2022 were immaterial. There were no impairments considered other-than-temporary as of January 31, 2023 and 2022 as it is more likely than not we will hold these securities until recovery of the cost basis.

Note 3. Deferred Costs

Deferred costs, which consist of deferred sales commissions, were $32 million and $33 million as of January 31, 2023 and January 31, 2022, respectively. Amortization expense for the deferred costs included in sales and marketing expenses in the consolidated statements of comprehensive income, was $22 million, $26 million, and $21 million for the fiscal years ended January 31, 2023, 2022, and 2021, respectively. There have been no impairment losses recorded in relation to the costs capitalized for any period presented.


Veeva Systems Inc. \| Form 10-K			63

Note 4. Property and Equipment, Net

Property and equipment, net consists of the following as of the dates shown (in thousands):


	January 31,
	2023		2022
Land	$	3,040	$	3,040
Building	20,984		20,984
Land improvements and building improvements	22,392		22,392
Equipment and computers	2,233		3,581
Furniture and fixtures	13,995		15,040
Leasehold improvements	18,986		19,002
Construction in progress	302		730
	81,932		84,769
Less accumulated depreciation	(32,115)		(30,274)
Total property and equipment, net	$	49,817	$	54,495

Total depreciation expense was $6 million, $7 million, and $9 million for the fiscal years ended January 31, 2023, 2022, and 2021, respectively.

Note 5. Goodwill and Intangible Assets

Goodwill was $440 million as of January 31, 2023 and January 31, 2022.

The following schedule presents the details of intangible assets as of January 31, 2023 (dollar amounts in thousands):


	January 31, 2023
Gross carrying amount			Accumulated amortization			Net			Remaining useful life (in years)
Existing technology	$	28,580		$	(16,418)		$	12,162		2.9
Customer relationships	113,157			(50,293)			62,864			6.1
Trade name and trademarks	13,900			(9,285)			4,615			1.8
Other intangibles	21,405			(18,570)			2,835			3.0
Total intangible assets	$	177,042		$	(94,566)		$	82,476

The following schedule presents the details of intangible assets as of January 31, 2022 (dollar amounts in thousands):


	January 31, 2022
Gross carrying amount			Accumulated amortization			Net			Remaining useful life (in years)
Existing technology	$	28,580		$	(12,187)		$	16,393		3.9
Customer relationships	113,157			(38,829)			74,328			7.0
Trade name and trademarks	13,900			(6,645)			7,255			2.8
Other intangibles	21,405			(17,441)			3,964			3.8
Total intangible assets	$	177,042		$	(75,102)		$	101,940

Amortization expense associated with intangible assets was $19 million, $19 million, and $20 million for the fiscal years ended January 31, 2023, 2022, and 2021, respectively.


64			Veeva Systems Inc. \| Form 10-K

As of January 31, 2023, the estimated amortization expense for intangible assets, for the next five years and thereafter is as follows (in thousands):




Fiscal 2024	$	19,460
Fiscal 2025	18,557
Fiscal 2026	14,147
Fiscal 2027	8,922
Fiscal 2028	7,778
Thereafter	13,612
Total	$	82,476

Note 6. Accrued Expenses

Accrued expenses consisted of the following as of the dates shown (in thousands):


	January 31,
	2023		2022
Accrued commissions	$	11,240	$	8,556
Accrued bonus	3,484		4,677
Accrued vacation(1)	6,653		5,546
Payroll tax payable	16,229		9,487
Accrued other compensation and benefits	6,676		5,568
Total accrued compensation and benefits	$	44,282	$	33,834
Accrued fees payable to Salesforce, Inc.	$	6,653	$	6,521

Taxes payable	9,197		9,743
Accrued third-party professional services subcontractors' fees	2,597		1,961
Other accrued expenses	16,859		17,884
Total accrued expenses and other current liabilities	$	35,306	$	36,109
(1) Represents accrued vacation primarily for international employees. Vacation does not accrue for most U.S. employees.

Note 7. Fair Value Measurements

The carrying amounts of accounts receivable and other current assets, accounts payable, and accrued liabilities approximate their fair value due to their short-term nature.

Financial assets and liabilities recorded at fair value in the consolidated financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels, which are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows:

Level 1—Observable inputs, such as quoted prices in active markets for identical assets or liabilities.

Level 2—Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Financial assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires management to make judgments and considers factors specific to the asset or liability.


Veeva Systems Inc. \| Form 10-K			65

The following table presents the fair value hierarchy for financial assets measured at fair value on a recurring basis as of January 31, 2023 (in thousands):


	Level 1		Level 2		Total
Assets
Cash equivalents:
Money market funds	$	180,895	$	—	$	180,895
U.S. Treasury securities	—		22,929		22,929

Corporate notes and bonds	—		6,691		6,691

Short-term investments:
Certificates of deposits	—		37,963		37,963
Asset-backed securities	—		442,958		442,958
Commercial paper	—		154,525		154,525
Corporate notes and bonds	—		1,207,964		1,207,964
Foreign government bonds	—		24,151		24,151
U.S. agency obligations	—		32,405		32,405
U.S. Treasury securities	—		316,197		316,197
Foreign currency derivative contracts	—		251		251
Total financial assets	$	180,895	$	2,246,034	$	2,426,929

The following table presents the fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2022 (in thousands):


	Level 1		Level 2		Total
Assets
Cash equivalents:
Money market funds	$	428,411	$	—	$	428,411
Corporate notes and bonds	—		5,853		5,853


Asset-backed securities	—		2,568		2,568
Short-term investments:
Certificates of deposits	—		13,485		13,485
Asset-backed securities	—		190,289		190,289
Commercial paper	—		29,430		29,430
Corporate notes and bonds	—		663,909		663,909
Foreign government bonds	—		24,411		24,411
U.S. agency obligations	—		27,736		27,736
U.S. Treasury securities	—		288,804		288,804
Foreign currency derivative contracts	—		1,222		1,222
Total financial assets	$	428,411	$	1,247,707	$	1,676,118

We determine the fair value of our security holdings based on pricing from our service providers and market prices from industry-standard independent data providers. The valuation techniques used to measure the fair value of financial instruments having Level 2 inputs were derived from non-binding consensus prices that are corroborated by observable market data or quoted market prices for similar instruments. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs).


66			Veeva Systems Inc. \| Form 10-K

Balance Sheet Hedges

We enter into foreign currency forward contracts in order to hedge our foreign currency exposure. These forward contracts are not designated as hedging instruments under applicable accounting guidance, and therefore, we account for them at fair value with changes in the fair value recorded as a component of other income, net in our consolidated statements of comprehensive income. Cash flows from such forward contracts are classified as operating activities. The realized foreign currency gains were $5 million for the fiscal year ended January 31, 2023. Realized foreign currency gains and losses were not material for the fiscal years ended January 31, 2022 and January 31, 2021.

The fair value of our outstanding derivative instruments is summarized below (in thousands):


	January 31,
	2023		2022
Notional amount of foreign currency derivative contracts	$	137,998	$	87,097
Fair value of foreign currency derivative contracts	$	137,860	$	85,876

Note 8. Income Taxes

The components of income before income taxes by U.S. and foreign jurisdictions were as follows for the periods shown (in thousands):


	Fiscal year ended January 31,
	2023		2022		2021
United States	$	482,885	$	487,962	$	378,042
Foreign	26,211		24,349		15,951
Total	$	509,096	$	512,311	$	393,993

The majority of our revenues from international sales are invoiced from and collected by our U.S. entity and recognized as a component of income before taxes in the United States as opposed to a foreign jurisdiction.

Provision for income taxes consisted of the following for the periods shown (in thousands):


	Fiscal year ended January 31,
	2023		2022		2021
Current provision:
Federal	$	110,610	$	53,426	$	7,108
State	29,775		12,580		4,763
Foreign	8,507		7,837		2,825
Total current provision	148,892		73,843		14,696
Deferred (benefit) provision:
Federal	(98,923)		1,870		(816)
State	(20,755)		945		681
Foreign	(7,824)		8,264		(566)
Total deferred (benefit) provision	(127,502)		11,079		(701)
Provision for income taxes	$	21,390	$	84,921	$	13,995


Veeva Systems Inc. \| Form 10-K			67

Provision for income taxes differed from the amount computed by applying the federal statutory income tax rate of 21% for each of the fiscal years ended January 31, 2023, 2022, and 2021 to income before income taxes as a result of the following for the periods shown (in thousands):


	Fiscal year ended January 31,
	2023		2022		2021
Federal tax statutory tax rate	$	106,910	$	107,585	$	82,739
State taxes	7,318		11,035		4,401
Tax credits	(33,463)		(25,968)		(24,617)

Stock-based compensation	(52,304)		(29,715)		(54,488)

Valuation allowance	5,654		19,402		10,269

Foreign derived intangible income deduction (FDII)	(15,811)		(3,406)		(5,134)
Other	3,086		5,988		825
Provision for income taxes	$	21,390	$	84,921	$	13,995

The tax effects of temporary differences that give rise to significant portions of our deferred tax assets and liabilities related to the following (in thousands):


	January 31,
	2023		2022
Deferred tax assets:
Accruals and reserves	$	13,137	$	7,068

Capitalized expenditures	123,746		10,477
Stock-based compensation	32,536		16,615
Net operating loss carryforward	12,245		21,850
Tax credit carryforward	43,732		34,725
Lease liabilities	15,724		13,813
Other	7,890		2,955
Gross deferred tax assets	249,010		107,503
Valuation allowance	(51,685)		(48,484)
Total deferred tax assets	197,325		59,019
Deferred tax liabilities:

Intangible assets	(28,799)		(31,200)

Lease right-of-use assets	(14,192)		(12,497)
Deferred costs	(12,949)		(10,552)
Other	(6,180)		(1,889)
Total deferred tax liabilities	(62,120)		(56,138)
Net deferred tax assets	$	135,205	$	2,881

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. We maintain a full valuation allowance against certain foreign and net California deferred tax assets as it is not more likely than not that we will recognize the future benefits of these deferred tax assets.

As of January 31, 2023, the net operating loss carryforwards for federal, state, and foreign income tax purposes were approximately $15 million, $43 million, and $25 million, respectively. The federal net operating losses do not expire, while the state and foreign net operating losses begin to expire in 2031 and 2026, respectively.

As of January 31, 2023, we had $66 million of California research and development tax credits available to offset future taxes which do not expire.

We evaluate tax positions for recognition using a more likely than not recognition threshold, and those tax positions eligible for recognition are measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon the effective settlement with a taxing authority that has full knowledge of all relevant information. We classify unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year as “other non-current liabilities” in the consolidated balance sheets. As of January 31, 2023, the total amount of gross unrecognized tax benefits was $31 million, of which $18 million, if recognized, would favorably impact our effective


68			Veeva Systems Inc. \| Form 10-K

tax rate. The aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows for the periods shown (in thousands):


	Fiscal year ended January 31,
	2023		2022		2021
Beginning balance	$	25,241	$	18,628	$	14,515
Increases related to tax positions taken during the prior period	971		3,218		96
Increases related to tax positions taken during the current period	4,934		4,122		4,126
Decreases related to tax positions taken during the prior period	(137)		—		(51)
Audit settlements	—		(195)		—
Lapse of statute of limitations	(296)		(532)		(58)
Ending balance	$	30,713	$	25,241	$	18,628

Our policy is to classify interest and penalties associated with unrecognized tax benefits as a component of the provision for income taxes. Accrued interest and penalties included in our liability related to unrecognized tax benefits were $3 million, $2 million, and $1 million as of January 31, 2023, 2022, and 2021, respectively.

We file tax returns in the United States for federal, California, and other states. Fiscal years ended January 31, 2017 and forward remain open to examination for federal income tax, and fiscal years ended January 31, 2018 and forward remain open to examination for California and other states. We file tax returns in multiple foreign jurisdictions. The fiscal years ended January 31, 2018 and forward remain open to examination in these foreign jurisdictions.

Note 9. Deferred Revenue, Performance Obligations, and Unbilled Accounts Receivable

From the deferred revenue balance at the beginning of the respective periods, we recognized $708 million, $605 million, and $464 million of subscription services revenue during the fiscal years ended January 31, 2023, 2022, and 2021, respectively. Professional services revenue recognized in the same periods from the deferred revenue balances at the beginning of the respective periods was immaterial.

Transaction Price Allocated to the Remaining Performance Obligations

Transaction price allocated to the remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancellable amounts that will be invoiced and recognized as revenues in future periods. We applied the practical expedient in accordance with ASU 2014-09, “Revenue from Contracts with Customers” (Topic 606) to exclude the amounts related to professional services contracts as these contracts generally have a remaining duration of one year or less.

As of January 31, 2023, approximately $1,663 million of revenue is expected to be recognized from remaining performance obligations for subscription services contracts. We expect to recognize revenue on approximately 80% of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.

Unbilled Accounts Receivable

Unbilled accounts receivable consists of (i) a receivable primarily for the revenue recognized for professional services performed but not yet billed, which was $32 million and $28 million as of January 31, 2023 and January 31, 2022, respectively, and (ii) a contract asset primarily for revenue recognized from non-cancellable, multi-year orders in which fees increase annually but for which we are not contractually able to invoice until a future period, which was $50 million and $36 million as of January 31, 2023 and January 31, 2022, respectively.

Note 10. Leases

We have operating leases for corporate offices. Our leases have various expiration dates through 2034, some of which include options to extend the leases for up to nine years. Additionally, we are the sublessor for certain office space. Our sublease income for the fiscal years ended January 31, 2023, 2022, and 2021 was immaterial.

For the fiscal years ended January 31, 2023, 2022, and 2021, our operating lease expense was $16 million, $14 million, and $13 million, respectively.


Veeva Systems Inc. \| Form 10-K			69

Supplemental cash flow information related to leases was as follows (in thousands):


	Fiscal year ended January 31,
	2023		2022
Cash paid for operating lease liabilities	$	12,908	$	13,800
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	$	14,488	$	3,848

Supplemental balance sheet information related to operating leases was as follows (in thousands, except lease term and discount rate):


	January 31,
	2023		2022









Weighted Average Remaining Lease Term	6.7 years		6.0 years


Weighted Average Discount Rate	4.2	%	3.7	%

As of January 31, 2023, remaining maturities of operating lease liabilities are as follows (in thousands):





Fiscal 2024	$	8,964
Fiscal 2025	11,986
Fiscal 2026	9,964
Fiscal 2027	8,895
Fiscal 2028	8,395
Thereafter	24,259
Total operating lease payments	72,463
Less imputed interest	11,487
Total operating lease liabilities	$	60,976

Note 11. Stockholders’ Equity

Common Stock

We have two classes of authorized common stock: Class A common stock and Class B common stock.

As of January 31, 2023, we had 143,693,009 shares of Class A common stock and 14,551,598 shares of Class B common stock outstanding.

As of January 31, 2022, we had 139,432,822 shares of Class A common stock and 14,763,775 shares of Class B common stock outstanding.

Voting Rights

The holders of our Class B common stock are entitled to ten votes per share, and holders of our Class A common stock are entitled to one vote per share. The holders of our Class A common stock and Class B common stock vote together as a single class, unless otherwise required by our restated certificate of incorporation or by law. Delaware


70			Veeva Systems Inc. \| Form 10-K

law could require either holders of our Class A common stock or our Class B common stock to vote separately as a single class in the following circumstances:

if we were to seek to amend our restated certificate of incorporation to increase the authorized number of shares of a class of stock, or to increase or decrease the par value of a class of stock, then that class would be required to vote separately to approve the proposed amendment; and
if we were to seek to amend our restated certificate of incorporation in a manner that alters or changes the powers, preferences, or special rights of a class of stock in a manner that affected its holders adversely, then that class would be required to vote separately to approve the proposed amendment.

Our restated certificate of incorporation requires the approval of a majority of our outstanding Class B common stock voting as a separate class for any transaction that would result in a change in control of our company.

Dividend Rights

Holders of outstanding shares of our common stock are entitled to receive dividends out of funds legally available if our board of directors, in its discretion, determines to issue dividends and only then at the times and in the amounts that our board of directors may determine. To date, no dividends have been declared or paid by us.

No Preemptive or Similar Rights

Our common stock is not entitled to preemptive rights and is not subject to conversion, redemption, or sinking fund provisions.

Right to Receive Liquidation Distributions

Upon our dissolution, liquidation, or winding-up, the assets legally available for distribution to our stockholders are distributable ratably among the holders of our common stock, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights and payment of liquidation preferences, if any, on any outstanding shares of preferred stock.

Conversion Rights

Each outstanding share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon any transfer, whether or not for value, which occurs following the closing of our IPO, except for certain permitted transfers described in our restated certificate of incorporation, including transfers to any “permitted transferee” as defined in our restated certificate of incorporation, which includes, among others, transfers:

to trusts, corporations, limited liability companies, partnerships, foundations or similar entities established by a Class B stockholder, provided that:
such transfer is to entities established by a Class B stockholder where the Class B stockholder retains the exclusive right to vote and direct the disposition of the shares of Class B common stock; or
such transfer does not involve payment of cash, securities, property, or other consideration to the Class B stockholder.

Once converted into Class A common stock, a share of Class B common stock may not be reissued.

All the outstanding shares of Class A and Class B common stock will convert automatically into shares of a single class of common stock upon the earliest to occur of the following: (i) upon the election of the holders of a majority of the then-outstanding shares of Class B common stock or (ii) October 15, 2023. Following such conversion, each share of common stock will have one vote per share and the rights of the holders of all outstanding common stock will be identical. Once converted into a single class of common stock, the Class A and Class B common stock may not be reissued.


Veeva Systems Inc. \| Form 10-K			71

Employee Equity Plans

Beginning in the fiscal quarter ended April 30, 2019, we implemented a new equity compensation program applicable to the vast majority of our employees but not applicable to our Chief Executive Officer (CEO). Prior to the adoption of the new equity compensation program, at the time of hire, our employees received a grant of RSUs that vested quarterly over 4 years and received additional equity from time to time thereafter. Under the new equity compensation program, the vast majority of our employees are granted both RSUs, which typically vest over a one-year period, and stock options, which typically vest over a four-year period.

2007 Stock Plan

Our board of directors adopted our 2007 Stock Plan (2007 Plan) in February 2007, and our stockholders approved it in February 2007. No further awards have been made under our 2007 Plan since the adoption of the 2012 Equity Incentive Plan.

2012 Equity Incentive Plan

Our board of directors adopted our 2012 Equity Incentive Plan (2012 EIP) in November 2012, and our stockholders approved it in December 2012. An amendment and restatement of the 2012 EIP was approved by our board of directors in March 2013, and our stockholders approved it in March 2013. The 2012 EIP became effective on adoption and replaced our 2007 Plan. No further awards have been made under our 2012 EIP since the adoption of the 2013 Equity Incentive Plan.

2013 Equity Incentive Plan

Our board of directors adopted our 2013 Equity Incentive Plan in August 2013, and our stockholders approved it in September 2013. The 2013 Equity Incentive Plan became effective immediately on adoption although no awards were made under it until the date of our IPO on October 15, 2013, at which time our 2013 Equity Incentive Plan replaced our 2012 EIP. Our board of directors approved the amended and restated 2013 Equity Incentive Plan (as amended and restated, 2013 EIP) in March 2022, and our stockholders approved it in June 2022, at which time the amended and restated 2013 EIP took effect.

As of January 31, 2023, the number of shares of our Class A common stock available for issuance under the 2013 EIP was 40,161,454 plus any shares of our Class B common stock subject to awards under the 2012 EIP and the 2007 Plan that expire or lapse unexercised or, with respect to shares issued pursuant to such awards, are forfeited or repurchased by us after the date of our IPO on October 15, 2013. The number of shares available for issuance under the 2013 EIP automatically increases on the first business day of each of our fiscal years, commencing in 2014, by a number equal to the least of (a) 13.75 million shares, (b) 5% of the shares of all classes of our common stock outstanding on the last business day of the prior fiscal year, or (c) the number of shares determined by our board of directors. During our fiscal year ended January 31, 2023, our board of directors determined to add 5,396,880 shares of common stock to the 2013 EIP.

2013 Employee Stock Purchase Plan

Our Employee Stock Purchase Plan (ESPP) was adopted by our board of directors in August 2013 and our stockholders approved it in September 2013. The ESPP became effective as of our IPO registration statement on Form S-1, on October 15, 2013. Our ESPP is intended to qualify under Section 423 of the Internal Revenue Code of 1986, as amended (Code). The ESPP was approved with a reserve of 4 million shares of Class A common stock for future issuance under various terms provided for in the ESPP. As of January 31, 2023, the number of shares available for issuance under our ESPP was 4,897,856. The number of shares available for issuance under the ESPP automatically increases on the first business day of each of our fiscal years, commencing in 2014, by a number equal to the least of (a) 2.2 million shares, (b) 1% of the shares of all classes of our common stock outstanding on the last business day of the prior fiscal year or (c) the number of shares determined by our board of directors. During our fiscal year ended January 31, 2023, our board of directors determined no additional shares were to be made available for issuance under the ESPP.

During active offering periods, our ESPP permits eligible employees to acquire shares of our common stock at 85% of the lower of the fair market value of our Class A common stock on the first day of the applicable offering period or the fair market value of our Class A common stock on the purchase date. Participants may purchase shares of common stock through payroll deductions of up to 15% of their eligible compensation, subject to any plan


72			Veeva Systems Inc. \| Form 10-K

limitations. The initial offering period for our ESPP commenced on the date of our initial public offering and ended on June 15, 2014. We have not had any open offering periods subsequent to the initial offering period.

Stock Option Activity

The 2007 Stock Plan and the 2012 EIP provided, and the 2013 EIP provides, for the issuance of incentive and nonstatutory options to employees, consultants and non-employee directors. Options issued under and outside of the 2007 Plan generally are exercisable for periods not to exceed 10 years and generally vest over four to five years. Options issued under the 2012 EIP and 2013 EIP generally are exercisable for periods not to exceed 10 years and generally vest over four years, with certain options vesting over five to nine years. A summary of stock option activity for the fiscal year ended January 31, 2023 is as follows:


	Number of shares	Weighted average exercise price		Weighted average remaining contractual term (in years)	Aggregate intrinsic value (in millions)
Options outstanding at January 31, 2022	12,090,522	$	77.89	4.6	$	1,964
Options granted	3,267,206	205.48
Options exercised	(3,421,303)	12.74
Options forfeited/cancelled	(433,016)	209.53
Options outstanding at January 31, 2023	11,503,409	$	128.62	5.9	$	705
Options vested and exercisable at January 31, 2023	5,370,570	$	74.10	3.9	$	549
Options vested and exercisable at January 31, 2023 and expected to vest thereafter	11,503,409	$	128.62	5.9	$	705

The options granted during the fiscal year ended January 31, 2023 were predominantly made in connection with our annual performance review cycle. The weighted average grant-date fair value of options granted was $88.25, $108.42, and $71.86 for the fiscal years ended January 31, 2023, 2022, and 2021, respectively.

As of January 31, 2023, there was $345 million in unrecognized compensation cost related to unvested stock options granted under the 2012 Equity Incentive Plan and 2013 Equity Incentive Plan. This cost is expected to be recognized over a weighted average period of 2.5 years.

As of January 31, 2023, we had authorized and unissued shares of common stock sufficient to satisfy exercises of stock options.

Our closing stock price as reported on the New York Stock Exchange as of January 31, 2023, the last trading day of fiscal year 2023 was $170.55. The total intrinsic value of options exercised was approximately $551 million for the fiscal year ended January 31, 2023.

Stock Option Valuation Assumptions

The following table presents the weighted-average assumptions used to estimate the grant date fair value of options granted during the periods presented:


	Fiscal year ended January 31,
		2023				2022				2021
Volatility				37%	-	40%		37%	-	39%		39%	-	42%
Expected term (in years)		6.00	-	7.00		6.25				6.25	-	7.25
Risk-free interest rate						1.90%	-	4.20%		0.70%	-	1.60%		0.33%	-	1.43%
Dividend yield		—%				—%				—%


Veeva Systems Inc. \| Form 10-K			73

Restricted Stock Units

The 2013 EIP provides for the issuance of RSUs to employees. RSUs issued under the 2013 EIP generally vest over one to five years. A summary of RSU activity for the fiscal year ended January 31, 2023 is as follows:


	Unreleased restricted stock units	Weighted average grant date fair value
Balance at January 31, 2022	619,388	$	175.23
RSUs granted	1,548,166	204.88
RSUs vested	(968,004)	198.24
RSUs forfeited / cancelled	(95,871)	200.97
Balance at January 31, 2023	1,103,679	194.36

As of January 31, 2023, there was a total of $168 million in unrecognized compensation cost related to unvested RSUs. This cost is expected to be recognized over a weighted-average period of approximately 2.3 years. The total intrinsic value of RSUs vested was $180 million for the fiscal year ended January 31, 2023.

Note 12. Other Income

Other income, net, consisted of the following (in thousands):


	Fiscal year ended January 31,
		2023		2022		2021
Foreign currency gain (loss)		$	591	$	(714)	$	2,275
Accretion (amortization) on investments		2,982		(7,201)		(3,082)
Interest income, net		45,860		14,730		15,859
Miscellaneous income		572		—		1,147
Other income, net		$	50,005	$	6,815	$	16,199

Note 13. Net Income per Share

Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period.

Diluted net income per share is computed by dividing net income by the weighted-average shares outstanding, including potentially dilutive shares of common equivalents outstanding during the period. The dilutive effect of potential shares of common stock are determined using the treasury stock method.

The computation of fully diluted net income per share of Class A common stock assumes the conversion from Class B common stock, while the fully diluted net income per share of Class B common stock does not assume the conversion of those shares.


74			Veeva Systems Inc. \| Form 10-K

The numerators and denominators of the basic and diluted net income per share computations for our common stock are calculated as follows (in thousands, except per share data):


	Fiscal year ended January 31,
		2023	2022						2021
			Class A			Class B			Class A			Class B			Class A			Class B
Basic
Numerator
Net income, basic				$	441,425		$	46,281		$	386,180		$	41,210		$	341,866		$	38,132
Denominator
Weighted average shares used in computing net income per share, basic				140,640			14,745			138,474			14,777			135,547			15,119
Net income per share, basic				$	3.14		$	3.14		$	2.79		$	2.79		$	2.52		$	2.52
Diluted
Numerator
Net income, basic				$	441,425		$	46,281		$	386,180		$	41,210		$	341,866		$	38,132
Reallocation as a result of conversion of Class B to Class A common stock:
Net income, basic				46,281			—			41,210			—			38,132			—
Reallocation of net income to Class B common stock				—			19,163			—			21,480			—			21,409
Net income, diluted				$	487,706		$	65,444		$	427,390		$	62,690		$	379,998		$	59,541
Denominator
Number of shares used for basic net income per share computation				140,640			14,745			138,474			14,777			135,547			15,119
Conversion of Class B to Class A common stock				14,745			—			14,777			—			15,119			—
Effect of potentially dilutive common shares				7,052			7,052			9,026			9,026			10,066			10,066
Weighted average shares used in computing net income per share, diluted				162,437			21,797			162,277			23,803			160,732			25,185
Net income per share, diluted				$	3.00		$	3.00		$	2.63		$	2.63		$	2.36		$	2.36

Potential common share equivalents excluded where the inclusion would be anti-dilutive are as follows:


	Fiscal year ended January 31,
		2023		2022		2021
Options and awards			3,945,110		958,476		1,045,222

Note 14. Commitments and Contingencies

Litigation

IQVIA Litigation Matters

Veeva OpenData and Veeva Network Action.

On January 10, 2017, IQVIA Inc. (formerly Quintiles IMS Incorporated) and IMS Software Services, Ltd. (collectively, “IQVIA”) filed a complaint against us in the U.S. District Court for the District of New Jersey (IQVIA Inc. v. Veeva Systems Inc. (No. 2:17-cv-00177)). In the complaint, IQVIA alleges that we used unauthorized access to proprietary IQVIA data to improve our software and data products and that our software is designed to steal IQVIA trade secrets. IQVIA further alleges that we have intentionally gained unauthorized access to IQVIA proprietary information to gain an unfair advantage in marketing our products and that we have made false statements concerning IQVIA’s conduct and our data security capabilities. IQVIA asserts claims under both federal and state misappropriation of trade secret laws, federal false advertising law, and common law claims for unjust enrichment, tortious interference, and unfair trade practices. The complaint seeks declaratory and injunctive relief and unspecified monetary damages.


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On March 13, 2017, we filed our answer denying IQVIA's claims and filed counterclaims. Our counterclaims allege that IQVIA, as the dominant provider of data for life sciences companies, has abused monopoly power to exclude Veeva OpenData and Veeva Network from their respective markets. The counterclaims allege that IQVIA has engaged in various tactics to prevent customers from using our applications and has deliberately raised costs and increased the difficulty of attempting to switch from IQVIA data to our data products. As amended, our counterclaims assert federal and state antitrust claims, as well as claims under California’s Unfair Practices Act and common law claims for intentional interference with contractual relations, intentional interference with prospective economic advantage, and negligent misrepresentation. The counterclaims seek injunctive relief, monetary damages exceeding $200 million, and attorneys’ fees. On October 3, 2018, the court denied IQVIA’s motion to dismiss our antitrust claims.

On February 18, 2020, IQVIA filed a motion for sanctions against Veeva, seeking default judgment and dismissal and, in the alternative, an adverse inference at trial related to discovery disputes. On May 7, 2021, the special master appointed to oversee litigation discovery ruled against IQVIA’s request for default judgment and dismissal and ruled in IQVIA’s favor with respect to certain other matters, including recommending to the trial judge that a permissive adverse inference instruction be issued to the jury with respect to certain documents that were not preserved by Veeva. Should the trial judge accept the recommendation, the jury would be permitted, but not required, to infer that certain evidence not preserved by Veeva would have been unfavorable to Veeva, if the jury first concludes that Veeva controlled the evidence, that the evidence was relevant, and that Veeva should have preserved the evidence. The jury is also likely to be instructed that it may also consider whether the non-preserved evidence was duplicative of other evidence produced by Veeva and whether Veeva’s conduct was reasonable in light of all circumstances. Veeva was also ordered to pay IQVIA’s fees and expenses incurred in connection with portions of its sanctions motion. On June 4, 2021, we appealed the special master’s ruling and IQVIA’s fee award to the federal district court judge.

Fact discovery is largely complete and we expect to complete expert discovery in July 2023. While it is not possible at this time to predict with any degree of certainty the ultimate outcome of this action, and we are unable to make a meaningful estimate of the amount or range of gain or loss, if any, that could result from the OpenData and Network Action, we believe that IQVIA’s claims lack merit and that our counterclaims warrant injunctive relief and monetary damages for Veeva.

Veeva Nitro Action.

On July 17, 2019, IQVIA filed a lawsuit in the U.S. District Court for the District of New Jersey (IQVIA Inc. v. Veeva Systems Inc. (No. 2:19-cv-15517)) (IQVIA Declaratory Action) seeking a declaratory judgment that IQVIA is not liable to Veeva for disallowing use of IQVIA’s data products in Veeva Nitro or any later-introduced Veeva software products. The IQVIA Declaratory Action does not seek any monetary relief.

On July 18, 2019, we filed a lawsuit against IQVIA in the U.S. District Court for the Northern District of California (Veeva Systems Inc. v. IQVIA Inc. (No. 3:19-cv-04137)) (Veeva Nitro Action), alleging that IQVIA engaged in anticompetitive conduct as to Veeva Nitro. Our complaint asserts federal and state antitrust claims, as well as claims under California’s Unfair Competition Law and common law claims for intentional interference with contractual relations and intentional interference with prospective economic advantage. The complaint seeks injunctive relief and monetary damages. IQVIA filed its answer and affirmative defenses on September 5, 2019.

On September 26, 2019, the Northern District of California transferred the Veeva Nitro Action to the District of New Jersey (Veeva Systems Inc. v. IQVIA Inc. (No. 2:19-cv-18558)).

On March 24, 2020, we amended our complaint in the Veeva Nitro Action to include allegations of IQVIA’s anticompetitive conduct as to additional Veeva software applications, such as Veeva Andi, Veeva Align, and Veeva Vault MedComms; additional examples of IQVIA’s monopolistic behavior against Veeva Nitro; IQVIA’s unlawful access of Veeva’s proprietary software products; and a request for declaratory relief. IQVIA answered the amended complaint on May 22, 2020.

On August 21, 2020, the District of New Jersey consolidated the Veeva Nitro Action and IQVIA Declaratory Action. Fact discovery is largely complete and we expect to complete expert discovery in July 2023.

While it is not possible at this time to predict with any degree of certainty the ultimate outcome of this action, we believe that our claims warrant injunctive and declaratory relief and monetary damages for Veeva and against IQVIA.


76			Veeva Systems Inc. \| Form 10-K

Fee Arrangements Related to the IQVIA Litigation Matters. We have entered into partial contingency fee arrangements with certain law firms representing us in the IQVIA litigations. Pursuant to those arrangements, such law firms are entitled to an agreed portion of any damages we recover from IQVIA or may be entitled to payment of success fees from us based on the achievement of certain outcomes. While it is reasonably possible that we may incur such success fees, we are unable to make an estimate of any such liability and have not accrued any liability related to success fees at this time.

Medidata Litigation Matter

On January 26, 2017, Medidata Solutions, Inc. filed a complaint in the U.S. District Court for the Southern District of New York (Medidata Solutions, Inc. v. Veeva Systems Inc. et al. (No. 1:17-cv-00589)) against us and five individual Veeva employees who previously worked for Medidata (“Individual Employees”). The complaint alleged that we induced and conspired with the Individual Employees to breach their employment agreements, including non-compete and confidentiality provisions, and to misappropriate Medidata’s confidential and trade secret information. The complaint sought declaratory and injunctive relief, unspecified monetary damages, and attorneys’ fees. Medidata amended its complaint twice, asserting the same claims with additional factual allegations, and voluntarily dismissed the Individual Defendants without prejudice. The trial began on July 11, 2022. On July 15, 2022, after four days of jury trial, the court granted Veeva’s motion for judgment as a matter of law, thereby resolving the case in favor of Veeva. Medidata moved for reconsideration of the decision on July 29, 2022, which was denied by the court on August 18, 2022. Medidata filed an appeal in the Second Circuit Court of Appeals on January 3, 2023. While it is not possible at this time to predict with any degree of certainty the ultimate outcome of this appeal, and we are unable to make a meaningful estimate of the amount or range of loss, if any, that could result from any unfavorable outcome, we believe that Medidata’s appeal lacks merit and we plan to oppose the appeal.

Mednet Litigation Matter

On July 14, 2020, Mednet Solutions, Inc. filed a complaint in Minnesota state court (Mednet Solutions, Inc. v. Veeva Systems Inc. (No. 27-CV-20-9374)) against us and a Veeva employee who previously worked for Mednet. The complaint alleged that the employee improperly accessed Mednet’s computer systems after joining Veeva, in violation of his employment agreement to misappropriate Mednet’s confidential and trade secret information for our benefit. The complaint sought declaratory and injunctive relief, unspecified monetary damages, and attorneys’ fees.

On December 9, 2020, the case was removed to the U.S. District Court for the District of Minnesota (No. 20-cv-2502). The complaint has been amended twice to include additional factual allegations, a claim against the employee under the federal Computer Fraud and Abuse Act, and direct claims against us for misappropriation. The matter is currently in the discovery phase of litigation, with a trial set for early 2024.

While it is not possible at this time to predict with any degree of certainty the ultimate outcome of this litigation, and we are unable to make a meaningful estimate of the amount or range of loss, if any, that could result from any unfavorable outcome, we believe that Mednet’s claims lack merit.

Other Litigation Matters

From time to time, we may be involved in other legal proceedings and subject to claims incident to the ordinary course of business. Although the results of such legal proceedings and claims cannot be predicted with certainty, we believe we are not currently a party to any other legal proceedings, the outcome of which, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows or financial position. Regardless of the outcome, such proceedings can have an adverse impact on us because of defense and settlement costs, diversion of resources and other factors, and there can be no assurances that favorable outcomes will be obtained.


Veeva Systems Inc. \| Form 10-K			77

Note 15. Revenues by Product

We group our revenues into two product areas: Commercial Solutions and R&D Solutions. Commercial Solutions revenues consist of revenues from our Veeva Commercial Cloud and Veeva Claims solutions. R&D Solutions consist of revenues from our Veeva Development Cloud, Veeva RegulatoryOne, and Veeva QualityOne solutions.

Total revenues consist of the following (in thousands):


	Fiscal year ended January 31,
		2023		2022		2021
Subscription services
Commercial Solutions		$	946,252	$	876,458	$	744,856
R&D Solutions		786,750		607,518		434,630
Total subscription services		1,733,002		1,483,976		1,179,486
Professional services
Commercial Solutions		177,188		165,086		142,003
R&D Solutions		244,870		201,715		143,580
Total professional services		422,058		366,801		285,583
Total revenues		$	2,155,060	$	1,850,777	$	1,465,069

Note 16. Information about Geographic Areas

We track and allocate revenues by principal geographic area rather than by individual country, which makes it impractical to disclose revenues for the United States or other specific foreign countries. We measure subscription services revenue primarily by the estimated location of the end users in each geographic area for our Commercial Solutions and primarily by the estimated location of usage in each geographic area for our R&D Solutions. We measure professional services revenue primarily by the location of the resources performing the professional services.

Total revenues by geographic area were as follows for the periods shown below (in thousands):


	Fiscal year ended January 31,
		2023		2022		2021
Revenues by geography
North America		$	1,253,760	$	1,063,770	$	838,192
Europe		598,828		509,127		400,790
Asia Pacific		244,655		225,968		183,848
Middle East, Africa, and Latin America		57,817		51,912		42,239
Total revenues		$	2,155,060	$	1,850,777	$	1,465,069

Long-lived assets by geographic area are as follows as of the periods shown below (in thousands):


	January 31,
	2023		2022
Long-lived assets by geography
North America	$	42,003	$	45,625
Europe	5,336		6,135
Asia Pacific	963		1,335
Middle East, Africa, and Latin America	1,515		1,400
Total long-lived assets	$	49,817	$	54,495

Note 17. 401(k) Plan

We have a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees as well as a Registered Retirement Savings Plan (RRSP) for eligible employees in Canada. Under the 401(k) plan, we match up to $2,000 per employee per year. Under the RRSP plan, we also match up to $2,000 per


78			Veeva Systems Inc. \| Form 10-K

employee per year. For the fiscal years ended January 31, 2023, 2022, and 2021, total expense related to these plans was $8 million, $7 million, and $6 million, respectively.

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