Veeva Systems Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$VEEV
Computer Software: Prepackaged Software
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 18, 2025
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (925 ) 452-6500
Not Applicable
(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
par value $0.00001 per share | ||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | ||||||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | |||||||
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 18, 2025 at its Annual Meeting, Veeva’s shareholders voted on two proposals, each of which is described in more detail in the 2025 Proxy Statement.
Only shareholders of record as of the close of business on April 21, 2025 (the “Record Date”) were entitled to vote at the Annual Meeting. As of the Record Date, 162,954,468 shares of Veeva’s Class A common stock (“Common Stock”) were outstanding and entitled to vote at the Annual Meeting. In deciding all matters at the Annual Meeting, each holder of Common Stock was entitled to one vote for each share of Common Stock held as of the close of business on the Record Date.
The matters voted on at the Annual Meeting and the voting results with respect to each such matter are set forth below.
Proposal 1: Each of the director nominees named below were elected to serve as directors until the 2026 annual meeting of shareholders or until his or her successor is duly elected and qualified. The vote for each director nominee is set forth in the table below:
| NAME | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||||||||||||||
| Tim Cabral | 135,216,560 | 1,665,342 | 70,354 | 11,827,759 | ||||||||||||||||||||||
Mark Carges | 110,197,208 | 26,613,984 | 141,064 | 11,827,759 | ||||||||||||||||||||||
Peter P. Gassner | 135,505,045 | 1,377,778 | 69,433 | 11,827,759 | ||||||||||||||||||||||
Mary Lynne Hedley | 124,990,905 | 10,724,392 | 1,236,959 | 11,827,759 | ||||||||||||||||||||||
| Priscilla Hung | 130,837,297 | 5,999,553 | 115,406 | 11,827,759 | ||||||||||||||||||||||
| Marshall Mohr | 134,335,756 | 2,492,574 | 123,926 | 11,827,759 | ||||||||||||||||||||||
Gordon Ritter | 85,524,236 | 51,334,602 | 93,418 | 11,827,759 | ||||||||||||||||||||||
Paul Sekhri | 128,701,207 | 7,895,572 | 355,477 | 11,827,759 | ||||||||||||||||||||||
Matthew J. Wallach | 82,017,483 | 54,791,620 | 143,153 | 11,827,759 | ||||||||||||||||||||||
Proposal 2: The appointment of KPMG LLP as Veeva’s independent registered public accounting firm for the fiscal year ending January 31, 2026 was ratified by the shareholders based on the following results of voting:
| FOR | AGAINST | ABSTAIN | ||||||||||||
| 146,381,498 | 2,306,137 | 92,380 | ||||||||||||
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Veeva Systems Inc. | |||||||||||
| By: | /s/ Josh Faddis | ||||||||||
| Josh Faddis | |||||||||||
| Senior Vice President, General Counsel | |||||||||||
| Dated: June 23, 2025 | |||||||||||