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, San Francisco, 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, 2024 and 2023, 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, 2024, 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, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended January 31, 2024, 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, 2024 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 Annual 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 audit 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 audit 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 $2.363 million of total revenues for the year ended January 31, 2024, of which $1.901 million was subscription services related, and $462 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 the 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 judgement 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 judgement 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 the 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.

San Francisco, California

March 25, 2024

52			Veeva Systems Inc. | Form 10-K

VEEVA SYSTEMS INC.

CONSOLIDATED BALANCE SHEETS

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

			January 31, 2024						January 31, 2023
Assets
Current assets:
Cash and cash equivalents			$	703,487					$	886,465
Short-term investments			3,324,269						2,216,163
Accounts receivable, net of allowance for doubtful accounts of $520 and $469, respectively			852,172						703,055
Unbilled accounts receivable			36,365						82,174
Prepaid expenses and other current assets			86,918						81,456
Total current assets			5,003,211						3,969,313
Property and equipment, net			58,532						49,817
Deferred costs, net			23,916						31,825
Lease right-of-use assets			45,602						55,336
Goodwill			439,877						439,877
Intangible assets, net			63,017						82,476
Deferred income taxes			233,463						136,697
Other long-term assets			43,302						38,955
Total assets			$	5,910,920					$	4,804,296
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable			$	31,513					$	41,678
Accrued compensation and benefits			43,433						44,282
Accrued expenses and other current liabilities			32,980						35,306
Income tax payable			11,862						4,946
Deferred revenue			1,049,761						869,285
Lease liabilities			9,334						11,306
Total current liabilities			1,178,883						1,006,803
Deferred income taxes			2,052						1,492
Lease liabilities, noncurrent			46,441						49,670
Other long-term liabilities			38,720						30,079
Total liabilities			1,266,096						1,088,044
Commitments and contingencies (note 14)
Stockholders’ equity:
Class A common stock, $0.00001 par value; 800,000,000 shares authorized at January 31, 2024 and January 31, 2023. 161,260,172 and 143,693,009 issued and outstanding at January 31, 2024 and January 31, 2023, respectively(1)			2						2
Class B common stock, $0.00001 par value; 0 and 190,000,000 shares authorized at January 31, 2024 and January 31, 2023, respectively. 0 and 14,551,598 issued and outstanding at January 31, 2024 and January 31, 2023, respectively(1)			—						—
Additional paid-in capital			1,915,002						1,532,627
Accumulated other comprehensive loss			(10,637)						(31,129)
Retained earnings			2,740,457						2,214,752
Total stockholders’ equity			4,644,824						3,716,252
Total liabilities and stockholders’ equity			$	5,910,920					$	4,804,296
(1)Class B common stock was converted to Class A common stock on October 15, 2023. We refer to our Class A common stock as common stock. See note 11 Stockholders’ Equity.

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,
			2024						2023						2022
Revenues:
Subscription services			$	1,901,593					$	1,733,002					$	1,483,976
Professional services and other			462,080						422,058						366,801
Total revenues			2,363,673						2,155,060						1,850,777
Cost of revenues**(1)****:**
Cost of subscription services			290,577						257,635						224,911
Cost of professional services and other			386,714						351,770						278,767
Total cost of revenues			677,291						609,405						503,678
Gross profit			1,686,382						1,545,655						1,347,099
Operating expenses**(1)****:**
Research and development			629,031						520,278						382,035
Sales and marketing			381,472						348,691						288,061
General and administrative			246,545						217,595						171,507
Total operating expenses			1,257,048						1,086,564						841,603
Operating income			429,334						459,091						505,496
Other income, net			158,689						50,005						6,815
Income before income taxes			588,023						509,096						512,311
Provision for income taxes			62,318						21,390						84,921
Net income			$	525,705					$	487,706					$	427,390
Net income per share:
Basic			$	3.27					$	3.14					$	2.79
Diluted			$	3.22					$	3.00					$	2.63
Weighted-average shares used to compute net income per share:
Basic			160,532						155,385						153,251
Diluted			163,486						162,437						162,277
Other comprehensive income:
Net change in unrealized gain (loss) on available-for-sale investments, net of tax			$	22,038					$	(14,854)					$	(9,872)
Net change in cumulative foreign currency translation loss			(1,546)						(4,317)						(3,078)
Comprehensive income			$	546,197					$	468,535					$	414,440

(1) Includes stock-based compensation as follows:
Cost of revenues:
Cost of subscription services			$	6,483					$	6,257					$	4,795
Cost of professional services and other			53,237						50,341						36,293
Research and development			172,876						141,571						83,837
Sales and marketing			90,865						87,509						56,830
General and administrative			70,272						66,229						52,881
Total stock-based compensation			$	393,733					$	351,907					$	234,636

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**(1)**												Additional paid-in capital						Retained earnings						Accumulated other comprehensive income (loss)						Total stockholders’ equity
			Shares						Amount
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
Issuance of common stock upon exercise of stock options			2,277,533						—						62,687						—						—						62,687
Issuance of common stock upon vesting of restricted stock units			1,150,059						—						—						—						—						—
Shares withheld related to net share settlement			(412,027)						—						(79,825)						—						—						(79,825)
Stock-based compensation expense			—						—						399,513						—						—						399,513
Other comprehensive income			—						—						—						—						20,492						20,492
Net income			—						—						—						525,705						—						525,705
Balance at January 31, 2024			161,260,172						$	2					$	1,915,002					$	2,740,457					$	(10,637)					$	4,644,824
(1)Class B common stock was converted to Class A common stock on October 15, 2023. We refer to our Class A common stock as common stock. See note 11 Stockholders’ Equity.

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,
												2024						2023						2022
Cash flows from operating activities
Net income															$	525,705					$	487,706					$	427,390
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization															32,628						29,122						27,448
Reduction of operating lease right-of-use assets															11,691						12,198						11,445
(Accretion) amortization of discount on short-term investments															(26,515)						(3,624)						6,264
Stock-based compensation															393,733						351,907						234,636
Amortization of deferred costs															18,177						22,096						26,050
Deferred income taxes															(105,374)						(127,502)						11,079
(Gain) loss on foreign currency from mark-to-market derivatives															(222)						971						(782)
Bad debt expense															693						256						272
Changes in operating assets and liabilities:
Accounts receivable															(149,810)						(72,177)						(67,020)
Unbilled accounts receivable															45,809						(18,908)						(16,060)
Deferred costs															(10,268)						(20,815)						(17,084)
Prepaid expenses and other current and long-term assets															414						(47,399)						(2,910)
Accounts payable															(10,230)						21,429						(2,997)
Accrued expenses and other current liabilities															(4,249)						9,276						9,439
Income taxes payable															6,916						(2,815)						5,275
Deferred revenue															188,164						140,472						116,144
Operating lease liabilities															(6,879)						(10,644)						(11,607)
Other long-term liabilities															956						8,921						7,481
Net cash provided by operating activities															911,339						780,470						764,463
Cash flows from investing activities
Purchases of short-term investments															(2,697,968)						(1,996,878)						(1,117,076)
Maturities and sales of short-term investments															1,647,813						1,002,707						792,918
Acquisitions, net of cash and restricted cash acquired															—						—						(7,780)
Long-term assets															(26,196)						(13,512)						(14,214)
Net cash used in investing activities															(1,076,351)						(1,007,683)						(346,152)
Cash flows from financing activities
Changes in lease liabilities - finance leases															—						—						(384)
Proceeds from exercise of common stock options															62,687						43,654						51,538
Taxes paid related to net share settlement of equity awards															(78,875)						(63,030)						(55,294)
Net cash used in financing activities															(16,188)						(19,376)						(4,140)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash															(1,780)						(4,986)						(4,657)
Net change in cash, cash equivalents, and restricted cash															(182,980)						(251,575)						409,514
Cash, cash equivalents, and restricted cash at beginning of period															889,650						1,141,225						731,711
Cash, cash equivalents, and restricted cash at end of period															$	706,670					$	889,650					$	1,141,225
Cash, cash equivalents, and restricted cash at end of period:
Cash and cash equivalents															$	703,487					$	886,465					$	1,138,040
Restricted cash included in other long-term assets															3,183						3,185						3,185
Total cash, cash equivalents, and restricted cash at end of period															$	706,670					$	889,650					$	1,141,225
Supplemental disclosures of other cash flow information:
Cash paid for income taxes, net of refunds															$	134,473					$	167,952					$	58,627
Excess tax benefits from employee stock plans															$	71,049					$	82,009					$	56,172
Non-cash investing activities:
Changes in accounts payable and accrued expenses related to property and equipment purchases															$	46					$	(454)					$	(2,489)

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) through 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.

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. Business consulting services, 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 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.

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.

58			Veeva Systems Inc. | Form 10-K

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,
			2024						2023
Customer 1			10.1%						11.4%
Customer 2			N/A						10.7%

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.

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.

Veeva Systems Inc. | Form 10-K			59

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, 2024. There were no goodwill impairment charges during any of the periods presented.

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.

60			Veeva Systems Inc. | Form 10-K

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 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.

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 costs, and costs of delivering our data solutions, 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.

Veeva Systems Inc. | Form 10-K			61

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.

Foreign Currency Exchange

Assets and liabilities of foreign subsidiaries that do not have U.S. dollars as their functional currency are translated into U.S. dollars 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. The resulting translation adjustments are recorded as part of a separate component of the consolidated statements of comprehensive income. 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.

Recently Adopted Accounting Pronouncements

Business Combinations

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured in accordance with Topic 606, Revenue from Contracts with Customers, as if the acquirer had originated the contracts. Under the previous standard, such assets and liabilities were recognized by the acquirer at fair value on the acquisition date. We adopted the new standard effective February 1, 2023 and there was no impact to our consolidated financial statements for the fiscal year ended January 31, 2024.

Reference Rate Reform

In March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides accounting relief from the future impact of the cessation of the London Interbank Offered Rate (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 as a result of such changes provided certain criteria are met. 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. As of January 31, 2024, all of our contracts that previously referenced LIBOR have transitioned to an alternative rate, which did not have a material impact to our consolidated financial statements for the fiscal year ended January 31, 2024.

62			Veeva Systems Inc. | Form 10-K

New Accounting Pronouncements Issued and Not yet Adopted

Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This new standard is effective for our fiscal year beginning on February 1, 2024 and interim periods beginning on February 1, 2025 on a retrospective basis. We are currently evaluating this ASU to determine its impact on our disclosures.

Improvements to Income Tax Disclosures

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disaggregation of rate reconciliation categories and income taxes paid by jurisdiction, among other amendments. This new standard is effective for our fiscal year beginning on February 1, 2025 on a prospective basis and retrospective application is permitted. We are currently evaluating this ASU to determine its impact on our disclosures.

Note 2. Short-Term Investments

As of January 31, 2024, 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			$	94,210					$	87					$	(14)					$	94,283
Asset-backed securities			605,852						2,916						(1,787)						606,981
Commercial paper			144,218						47						(20)						144,245
Corporate notes and bonds			1,581,382						8,835						(5,188)						1,585,029
Foreign government bonds			50,180						206						(180)						50,206
Municipal securities			79,404						301						(231)						79,474
U.S. agency obligations			49,372						232						(12)						49,592
U.S. treasury securities			717,015						1,268						(3,824)						714,459
Total available-for-sale securities			$	3,321,633					$	13,892					$	(11,256)					$	3,324,269

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

Veeva Systems Inc. | Form 10-K			63

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,
			2024						2023
Due in one year or less			$	919,871					$	849,673
Due in greater than one year			2,404,398						1,366,490
Total			$	3,324,269					$	2,216,163

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, 2024 (in thousands):

			12 months or less												Greater than 12 months
			Fair value						Gross unrealized losses						Fair value						Gross unrealized losses
Certificates of deposits			$	22,465					$	(14)					$	—					$	—
Asset-backed securities			120,543						(343)						105,419						(1,444)
Commercial paper			70,037						(20)						—						—
Corporate notes and bonds			394,823						(1,560)						280,092						(3,628)
Foreign government bonds			8,915						(19)						9,784						(161)
Municipal securities			31,418						(122)						13,686						(109)
U.S. agency obligations			1,795						(3)						4,991						(9)
U.S. treasury securities			280,946						(1,227)						204,274						(2,597)

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)

We have not recorded an allowance for credit losses as of January 31, 2024 and 2023, 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 maturity or a recovery of the cost basis.

Note 3. Deferred Costs

Deferred costs, which consist of deferred sales commissions, were $24 million and $32 million as of January 31, 2024 and January 31, 2023, respectively. Amortization expense for the deferred costs included in sales and marketing expenses in the consolidated statements of comprehensive income, was $18 million, $22 million, and $26 million for the fiscal years ended January 31, 2024, 2023, and 2022, respectively. There have been no impairment losses recorded in relation to the costs capitalized for any period presented.

64			Veeva Systems Inc. | Form 10-K

Note 4. Property and Equipment, Net

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

			January 31,
			2024						2023
Land			$	3,040					$	3,040
Building			20,984						20,984
Land improvements and building improvements			22,392						22,392
Equipment and computers			2,551						2,233
Furniture and fixtures			15,498						13,995
Leasehold improvements			30,793						18,986
Construction in progress			31						302
			95,289						81,932
Less accumulated depreciation			(36,757)						(32,115)
Total property and equipment, net			$	58,532					$	49,817

Total depreciation expense was $6 million, $6 million, and $7 million for the fiscal years ended January 31, 2024, 2023, and 2022, respectively. Land is not depreciated.

Note 5. Goodwill and Intangible Assets

Goodwill was $440 million as of both January 31, 2024 and January 31, 2023.

The following schedule presents the details of intangible assets as of January 31, 2024 (dollar amounts in thousands):

			January 31, 2024
Gross carrying amount						Accumulated amortization						Net						Remaining useful life (in years)
Existing technology			$	28,580					$	(20,646)					$	7,934					2.0
Customer relationships			113,157						(61,755)						51,402						5.3
Trade name and trademarks			13,900						(11,925)						1,975						0.8
Other intangibles			21,405						(19,699)						1,706						2.2
Total intangible assets			$	177,042					$	(114,025)					$	63,017

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

Amortization expense associated with intangible assets was $19 million for all the fiscal years ended January 31, 2024, 2023, and 2022.

Veeva Systems Inc. | Form 10-K			65

As of January 31, 2024, the estimated amortization expense for intangible assets, for the next five years and thereafter is as follows (in thousands):

Fiscal 2025						$	18,557
Fiscal 2026						14,147
Fiscal 2027						8,922
Fiscal 2028						7,778
Fiscal 2029						7,782
Thereafter						5,831
Total						$	63,017

Note 6. Accrued Expenses

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

			January 31,
			2024						2023
Accrued commissions			$	9,848					$	11,240
Accrued bonus			3,481						3,484
Accrued vacation(1)			7,375						6,653
Payroll tax payable			13,829						16,229
Accrued other compensation and benefits			8,900						6,676
Total accrued compensation and benefits			$	43,433					$	44,282
Accrued fees payable to Salesforce, Inc.			$	6,562					$	6,653
Taxes payable			7,632						9,197
Accrued third-party professional services subcontractors' fees			1,298						2,597
Other accrued expenses			17,488						16,859
Total accrued expenses and other current liabilities			$	32,980					$	35,306
(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.

66			Veeva Systems Inc. | Form 10-K

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, 2024 (in thousands):

						Level 1						Level 2												Total
Assets
Cash equivalents:
Money market funds						$	73,197					$	—											$	73,197
U.S. Treasury securities						—						9,969												9,969
Short-term investments:
Certificates of deposits						—						94,283												94,283
Asset-backed securities						—						606,981												606,981
Commercial paper						—						144,245												144,245
Corporate notes and bonds						—						1,585,029												1,585,029
Foreign government bonds						—						50,206												50,206
Municipal securities						—						79,474												79,474
U.S. agency obligations						—						49,592												49,592
U.S. Treasury securities						—						714,459												714,459
Foreign currency derivative contracts						—						616												616
Total financial assets						$	73,197					$	3,334,854											$	3,408,051
Liabilities
Foreign currency derivative contracts						$	—					$	(232)											$	(232)
Total financial liabilities						$	—					$	(232)											$	(232)

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

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).

Veeva Systems Inc. | Form 10-K			67

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 not material for the fiscal years ended January 31, 2024, 2023, and 2022.

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

			January 31,
			2024						2023
Notional amount of foreign currency derivative contracts			$	201,407					$	137,998
Fair value of foreign currency derivative contracts			$	201,024					$	137,860

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,
			2024						2023						2022
United States			$	546,837					$	482,885					$	487,962
Foreign			41,186						26,211						24,349
Total			$	588,023					$	509,096					$	512,311

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,
			2024						2023						2022
Current provision:
Federal			$	126,174					$	110,610					$	53,426
State			29,361						29,775						12,580
Foreign			12,157						8,507						7,837
Total current provision			167,692						148,892						73,843
Deferred (benefit) provision:
Federal			(87,651)						(98,923)						1,870
State			(15,739)						(20,755)						945
Foreign			(1,984)						(7,824)						8,264
Total deferred (benefit) provision			(105,374)						(127,502)						11,079
Provision for income taxes			$	62,318					$	21,390					$	84,921

68			Veeva Systems Inc. | Form 10-K

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, 2024, 2023, and 2022 to income before income taxes as a result of the following for the periods shown (in thousands):

			Fiscal year ended January 31,
			2024						2023						2022
Expected provision at statutory tax rate			$	123,485					$	106,910					$	107,585
State taxes, net of federal benefit			12,056						7,318						11,035
Tax credits			(36,333)						(33,463)						(25,968)
Stock-based compensation			(32,054)						(52,304)						(29,715)
Valuation allowance			13,572						5,654						19,402
Foreign derived intangible income deduction (FDII)			(15,489)						(15,811)						(3,406)
Release of income tax reserves(1)			(9,201)						(293)						(440)
Other(1)			6,282						3,379						6,428
Provision for income taxes			$	62,318					$	21,390					$	84,921
(1)Prior period balances were adjusted to conform with current period presentation.

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,
			2024						2023
Deferred tax assets:
Accruals and reserves			$	9,488					$	13,137
Capitalized expenditures			228,845						123,746
Stock-based compensation			49,710						32,536
Net operating loss carryforward			6,469						12,245
Tax credit carryforward			65,307						43,732
Lease liabilities			13,967						15,724
Other			2,403						7,890
Gross deferred tax assets			376,189						249,010
Valuation allowance			(79,056)						(51,685)
Total deferred tax assets			297,133						197,325
Deferred tax liabilities:
Intangible assets			(27,019)						(28,799)
Lease right-of-use assets			(11,410)						(14,192)
Deferred costs			(6,242)						(12,949)
Other			(21,051)						(6,180)
Total deferred tax liabilities			(65,722)						(62,120)
Net deferred tax assets			$	231,411					$	135,205

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. The valuation allowance at the end of January 31, 2024 was primarily related to certain foreign and U.S. state deferred tax assets.

As of January 31, 2024, the net operating loss carryforwards for state and foreign income tax purposes were approximately $25 million and $18 million, respectively, and will begin to expire in 2031 and 2026, respectively. As of January 31, 2024, we had $3 million of federal and state capital loss carryforwards available to offset future capital gains. The federal and state capital losses begin to expire in 2029.

As of January 31, 2024, we had $78 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, 2024, the total amount of gross

Veeva Systems Inc. | Form 10-K			69

unrecognized tax benefits was $40 million, of which $26 million, if recognized, would favorably impact our effective 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,
			2024						2023						2022
Beginning balance			$	30,713					$	25,241					$	18,628
Increases related to tax positions taken during the prior period			7,385						971						3,218
Increases related to tax positions taken during the current period			10,131						4,934						4,122
Decreases related to tax positions taken during the prior period			(17)						(137)						—
Audit settlements			—						—						(195)
Lapse of statute of limitations			(8,475)						(296)						(532)
Ending balance			$	39,737					$	30,713					$	25,241

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 $2 million, $3 million, and $2 million as of January 31, 2024, 2023, and 2022, respectively.

We file tax returns in the United States for federal, California, and other states. Fiscal years ended January 31, 2021 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, 2019 and forward remain open to examination in these foreign jurisdictions.

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

Of the beginning deferred revenue balance for the respective periods, we recognized $833 million, $708 million, and $605 million of subscription services revenue during the fiscal years ended January 31, 2024, 2023, and 2022, 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 in future periods. Since February 1, 2023, our master subscription agreements that govern multi-year orders generally include a termination for convenience (TFC) right for our customers resulting in the non-cancellable contractual term of most of our subscription services contracts to be one year or less. Based on this change, as of January 31, 2024, we have elected to apply the exemption to not disclose the transaction price allocated to remaining performance obligations for all subscription services contracts with a contract term of one year or less, consistent with our election to not disclose the transaction price allocated to remaining performance obligations related to professional services contracts. As of January 31, 2024, the amount of the transaction price allocated to remaining performance obligations for non-cancellable subscription services contracts greater than one year was not significant with the substantial majority of such allocated transaction price included in deferred revenue and expected to be recognized over the next 12 months.

Unbilled Accounts Receivable

As of January 31, 2024 unbilled accounts receivable consists of (i) a receivable of $32 million primarily for the revenue recognized for professional services performed but not yet billed and (ii) a contract asset of $4 million primarily related to professional services performed but for which we are not contractually able to invoice until a future period.

As of January 31, 2023, unbilled accounts receivable consists of (i) a receivable of $32 million primarily for the revenue recognized for professional services performed but not yet billed and (ii) a contract asset of $50 million 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.

70			Veeva Systems Inc. | Form 10-K

Note 10. Leases

We have operating leases for our corporate offices. Our leases have various expiration dates through 2034, some of which include options to extend the leases for up to seven years. Additionally, we are the sublessor for certain office space. Our sublease income for the fiscal years ended January 31, 2024, 2023, and 2022 was immaterial.

For the fiscal years ended January 31, 2024, 2023, and 2022, our operating lease expense was $16 million, $16 million, and $14 million, respectively.

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

			Fiscal year ended January 31,
			2024						2023
Cash paid for operating lease liabilities			$	10,291					$	12,908
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities			$	3,700					$	14,488

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

			January 31,
			2024						2023
Weighted Average Remaining Lease Term			6.6 years						6.7 years
Weighted Average Discount Rate			4.4		%				4.2		%

As of January 31, 2024, remaining maturities of operating lease liabilities are as follows (in thousands):

Fiscal 2025						$	10,213
Fiscal 2026						10,710
Fiscal 2027						9,798
Fiscal 2028						9,116
Fiscal 2029						6,553
Thereafter						19,348
Total operating lease payments						65,738
Less imputed interest						9,963
Total operating lease liabilities						$	55,775

Note 11. Stockholders’ Equity

Automatic Conversion

On October 15, 2023, all of our outstanding shares of Class B common stock automatically converted into the same number of shares of Class A common stock pursuant to the terms of our then effective Amended and Restated Certificate of Incorporation. No additional shares of Class B common stock have been or will be issued following the conversion.

On October 16, 2023, we filed a certificate with the Secretary of State of the State of Delaware effecting the retirement and cancellation of our Class B common stock. This certificate of retirement had the additional effect of eliminating the authorized Class B shares, thereby reducing our total number of authorized shares of capital stock from 1,000,000,000 to 810,000,000. Of these shares, 800,000,000 are authorized Class A common stock and 10,000,000 are authorized preferred stock. On October 16, 2023, we also filed an Amended and Restated Certificate of Incorporation to reflect the conversion and remove references to Class B common stock. Accordingly, we refer to our Class A common stock as common stock. Holders of common stock are entitled to one vote per share on all matters submitted to a vote of stockholders.

Common Stock

As of January 31, 2024, we had 161,260,172 shares of common stock outstanding.

Veeva Systems Inc. | Form 10-K			71

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.

Employee Equity Plans

Beginning in the fiscal quarter ended April 30, 2019, we implemented an 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.

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, 2024, the number of shares of our common stock available for issuance under the 2013 EIP was 45,510,340. 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 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, 2024, our board of directors determined to add 7,912,230 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 common stock for future issuance under various terms provided for in the ESPP. As of January 31, 2024, 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 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, 2024, 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 common stock on the first day of the applicable offering period or the fair market value of our 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 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.

72			Veeva Systems Inc. | Form 10-K

Stock Option Activity

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 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 seven years. A summary of stock option activity for the fiscal year ended January 31, 2024 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, 2023			11,503,409						$	128.62					5.9						$	705
Options granted			2,511,610						180.59
Options exercised			(2,277,533)						27.52
Options forfeited/cancelled			(589,676)						200.03
Options outstanding at January 31, 2024			11,147,810						$	157.20					6.7						$	626
Options vested and exercisable at January 31, 2024			4,962,412						$	123.63					5.1						$	449
Options vested and exercisable at January 31, 2024 and expected to vest thereafter			11,147,810						$	157.20					6.7						$	626

The options granted during the fiscal year ended January 31, 2024 were predominantly made in connection with our annual performance review cycle. The weighted average grant-date fair value of options granted was $81.17, $88.25, and $108.42 for the fiscal years ended January 31, 2024, 2023, and 2022, respectively.

As of January 31, 2024, there was $343 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 2.2 years.

As of January 31, 2024, 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, 2024, the last trading day of fiscal year 2024 was $207.41. The total intrinsic value of options exercised was approximately $353 million for the fiscal year ended January 31, 2024.

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,
															2024												2023												2022
Volatility																					39%			-			41%						37%			-			40%						37%			-			39%
Expected term (in years)															6.25			-			7.00						6.00			-			7.00						6.25
Risk-free interest rate																											3.34%			-			4.73%						1.90%			-			4.20%						0.70%			-			1.60%
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 a period of one to four years, with certain RSUs vesting over five years. A summary of RSU activity for the fiscal year ended January 31, 2024 is as follows:

			Unreleased restricted stock units						Weighted average grant date fair value
Balance at January 31, 2023			1,103,679						$	194.36
RSUs granted			1,181,528						180.78
RSUs vested			(1,150,059)						182.95
RSUs forfeited / cancelled			(123,417)						183.81
Balance at January 31, 2024			1,011,731						192.77

As of January 31, 2024, there was a total of $122 million in unrecognized compensation cost related to unvested RSUs. This cost is expected to be recognized over a weighted-average period of approximately 1.6 years. The total intrinsic value of RSUs vested was $223 million for the fiscal year ended January 31, 2024.

Note 12. Other Income

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

									Fiscal year ended January 31,
															2024						2023						2022
Foreign currency gain (loss)															$	124					$	591					$	(714)
Accretion (amortization) on investments															24,817						2,982						(7,201)
Interest income, net															133,748						45,860						14,730
Miscellaneous income															—						572						—
Other income, net															$	158,689					$	50,005					$	6,815

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.

On October 15, 2023, all of our outstanding shares of Class B common stock automatically converted into the same number of shares of Class A common stock pursuant to the terms of our then effective Amended and Restated Certificate of Incorporation. See note 11 Stockholders’ Equity for additional details related to the conversion of Class B common stock. Because shares of Class B common stock were outstanding for a portion of the fiscal year ended January 31, 2024, we have disclosed earnings per share for Class A and Class B common stock for the fiscal year January 31, 2024. For the fiscal year ended January 31, 2024, 2023, and 2022 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,
												2024												2023												2022
																								Class A						Class B**(1)**						Class A						Class B						Class A						Class B
Basic
Numerator
Net income, basic																											$	491,747					$	33,958					$	441,425					$	46,281					$	386,180					$	41,210
Denominator
Weighted average shares used in computing net income per share, basic																											150,162						10,370						140,640						14,745						138,474						14,777
Net income per share, basic																											$	3.27					$	3.27					$	3.14					$	3.14					$	2.79					$	2.79
Diluted
Numerator
Net income, basic																											$	491,747					$	33,958					$	441,425					$	46,281					$	386,180					$	41,210
Reallocation as a result of conversion of Class B to Class A common stock:
Net income, basic																											33,958						—						46,281						—						41,210						—
Reallocation of net income to Class B common stock																											—						8,887						—						19,163						—						21,480
Net income, diluted																											$	525,705					$	42,845					$	487,706					$	65,444					$	427,390					$	62,690
Denominator
Number of shares used for basic net income per share computation																											150,162						10,370						140,640						14,745						138,474						14,777
Conversion of Class B to Class A common stock																											10,370						—						14,745						—						14,777						—
Effect of potentially dilutive common shares																											2,954						2,954						7,052						7,052						9,026						9,026
Weighted average shares used in computing net income per share, diluted																											163,486						13,324						162,437						21,797						162,277						23,803
Net income per share, diluted																											$	3.22					$	3.22					$	3.00					$	3.00					$	2.63					$	2.63
(1)Net income per share attributable to Class B common stock was determined for the relevant periods through October 15, 2023. See note 11 Stockholders’ Equity.

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

									Fiscal year ended January 31,
												2024						2023						2022
Options and awards															6,083,281						3,945,110						958,476

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 expert discovery was completed in October 2023. While it is not possible at this time to predict with any degree of certainty the ultimate outcome of this lawsuit, and we are unable to make a meaningful estimate of the amount or range of gain or loss, if any, that could result from it, we believe that we have substantial defenses against IQVIA’s claims, which we intend to vigorously contest, 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 expert discovery was completed in October 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.

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. We are unable to make an estimate of any liability we may have in connection with this arrangement and accordingly have not accrued any related liability at this time.

The federal district court judge presiding over all of the IQVIA Litigation Matters described above has set a trial date of February 10, 2025. However, the parties have been asked to brief whether certain claims should be bifurcated for the purposes of trial and whether all cases should be consolidated. The parties have completed briefing, but the court has not yet ruled.

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. 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 filed an appeal in the Second Circuit Court of Appeals on January 3, 2023. On January 10, 2024, Veeva and Medidata filed a joint stipulation to dismiss Medidata’s appeal, which was granted by the court on January 18, 2024.

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. A trial date has not been set, but could be as early as late 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 we have substantial defenses against Mednet’s claims and will continue to vigorously defend ourselves against them.

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, Veeva Data 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,
															2024						2023						2022
Subscription services
Commercial Solutions															$	995,803					$	946,252					$	876,458
R&D Solutions															905,790						786,750						607,518
Total subscription services															1,901,593						1,733,002						1,483,976
Professional services
Commercial Solutions															185,981						177,188						165,086
R&D Solutions															276,099						244,870						201,715
Total professional services															462,080						422,058						366,801
Total revenues															$	2,363,673					$	2,155,060					$	1,850,777

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,
															2024						2023						2022
Revenues by geography
North America															$	1,387,425					$	1,253,760					$	1,063,770
Europe															662,560						598,828						509,127
Asia Pacific															250,600						244,655						225,968
Middle East, Africa, and Latin America															63,088						57,817						51,912
Total revenues															$	2,363,673					$	2,155,060					$	1,850,777

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

			January 31,
			2024						2023
Long-lived assets by geography
North America			$	49,725					$	42,003
Europe			6,885						5,336
Asia Pacific			751						963
Middle East, Africa, and Latin America			1,171						1,515
Total long-lived assets			$	58,532					$	49,817

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

78			Veeva Systems Inc. | Form 10-K

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 employee per year. For the fiscal years ended January 31, 2024, 2023, and 2022, total expense related to these plans was $9 million, $8 million, and $7 million, respectively.