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Veeva Systems (NYSE: VEEV) director converts 298 RSUs, reports large indirect holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Veeva Systems director Gordon Ritter reported equity activity involving Class A Common Stock and Restricted Stock Units. He exercised 298 RSUs into 298 shares of Class A Common Stock at a stated price of $0.00 per share, bringing his directly held shares to 595.

The filing also lists large indirect holdings through entities associated with him, including Emergence Capital Partners II, L.P., GABACOR Holdings LLC, and the Ritter-Metzler Revocable Trust. Footnotes explain he may be deemed to share voting and dispositive power but disclaims beneficial ownership beyond any pecuniary interest.

Footnotes further note that 1,191 RSUs were granted on June 18, 2025, with one quarter vesting on September 1, 2025 and the remainder vesting quarterly, subject to continued board service. No open-market purchases or sales are reported in this filing.

Positive

  • None.

Negative

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Insider Ritter Gordon
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 298 $0.00 --
Exercise Class A Common Stock 298 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 595 shares (Direct, null); Class A Common Stock — 575,576 shares (Indirect, By the Ritter-Metzler Revocable Trust dated November 6, 2000)
Footnotes (1)
  1. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act. Shares held by The Ritter-Metzler Revocable Trust dated November 6, 2000 (the "Trust"). The Reporting Person is a trustee and beneficiary of the Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the Trust. The Reporting Person disclaims beneficial ownership of the reported shares held by the Trust, except to the extent, if any, of his pecuniary interest therein. Shares held by GABACOR Holdings LLC ("GABACOR"). The Reporting Person is a controlling person of GABACOR and may be deemed to share voting and dispositive power with regard to the reported shares held by GABACOR. The Reporting Person disclaims beneficial ownership of the reported shares held by GABACOR, except to the extent, if any, of his pecuniary interest therein. The sole general partner of Emergence Capital Partners II, L.P. ("Emergence") is Emergence Equity Partners II, L.P. ("EEP II"), and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP", and together with Emergence and EEP II, the "Emergence Entities"), and each of EEP II and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by Emergence, and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by EEP II. The Reporting Person is a partner of EEP II and a member of EGP and serves on the Issuer's board of directors. The Reporting Person disclaims beneficial ownership of the reported shares held by the Emergence Entities except to the extent of his pecuniary interest therein, if any, by virtue of the limited liability company interest he owns in EGP and the partnership interest he owns in EEP II. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of the Issuer. On June 18, 2025, the Reporting Person was granted 1,191 RSUs under the Issuer's Amended & Restated 2013 Equity Incentive Plan, of which 1/4 of the RSUs vested on September 1, 2025, with the remaining RSUs vesting equally on a quarterly basis thereafter, subject to continued service on the Issuer's board of directors on the applicable vesting date.
RSUs exercised 298 shares Converted into Class A Common Stock at $0.00 per share
Direct Class A shares after exercise 595 shares Direct holdings following the RSU conversion
Trust indirect holdings 575,576 shares Held by the Ritter-Metzler Revocable Trust
Emergence Capital indirect holdings 500,000 shares Held by Emergence Capital Partners II, L.P.
GABACOR indirect holdings 92,000 shares Held by GABACOR Holdings LLC
RSUs granted 1,191 RSUs Grant on June 18, 2025 under 2013 Equity Incentive Plan
Initial vesting portion 1/4 of 1,191 RSUs Vested on September 1, 2025, remaining vest quarterly
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A Common Stock"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Section 16(b) regulatory
"Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
voting and dispositive power financial
"may be deemed to share voting and dispositive power with regard to the reported shares"
pecuniary interest financial
"disclaims beneficial ownership of the reported shares ... except to the extent, if any, of his pecuniary interest therein"
Equity Incentive Plan financial
"granted 1,191 RSUs under the Issuer's Amended & Restated 2013 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Ritter Gordon

(Last)(First)(Middle)
C/O EMERGENCE CAPITAL
PIER 5, SUITE 102

(Street)
SAN FRANCISCO CALIFORNIA 94111

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
VEEVA SYSTEMS INC [ VEEV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock06/01/2026M(1)298A$0595D
Class A Common Stock575,576IBy the Ritter-Metzler Revocable Trust dated November 6, 2000(2)
Class A Common Stock92,000IBy GABACOR Holdings LLC(3)
Class A Common Stock500,000IBy Emergence Capital Partners II, L.P.(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(5)06/01/2026M(1)298 (6) (6)Class A Common Stock298$00D
Explanation of Responses:
1. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
2. Shares held by The Ritter-Metzler Revocable Trust dated November 6, 2000 (the "Trust"). The Reporting Person is a trustee and beneficiary of the Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the Trust. The Reporting Person disclaims beneficial ownership of the reported shares held by the Trust, except to the extent, if any, of his pecuniary interest therein.
3. Shares held by GABACOR Holdings LLC ("GABACOR"). The Reporting Person is a controlling person of GABACOR and may be deemed to share voting and dispositive power with regard to the reported shares held by GABACOR. The Reporting Person disclaims beneficial ownership of the reported shares held by GABACOR, except to the extent, if any, of his pecuniary interest therein.
4. The sole general partner of Emergence Capital Partners II, L.P. ("Emergence") is Emergence Equity Partners II, L.P. ("EEP II"), and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP", and together with Emergence and EEP II, the "Emergence Entities"), and each of EEP II and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by Emergence, and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by EEP II. The Reporting Person is a partner of EEP II and a member of EGP and serves on the Issuer's board of directors. The Reporting Person disclaims beneficial ownership of the reported shares held by the Emergence Entities except to the extent of his pecuniary interest therein, if any, by virtue of the limited liability company interest he owns in EGP and the partnership interest he owns in EEP II.
5. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of the Issuer.
6. On June 18, 2025, the Reporting Person was granted 1,191 RSUs under the Issuer's Amended & Restated 2013 Equity Incentive Plan, of which 1/4 of the RSUs vested on September 1, 2025, with the remaining RSUs vesting equally on a quarterly basis thereafter, subject to continued service on the Issuer's board of directors on the applicable vesting date.
Remarks:
/s/ Liang Dong, attorney-in-fact06/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did VEEVA SYSTEMS INC director Gordon Ritter report on this Form 4?

Gordon Ritter reported exercising 298 Restricted Stock Units into 298 shares of Class A Common Stock at $0.00 per share. After this derivative exercise, he directly holds 595 Class A shares, with no open-market purchases or sales disclosed in the filing.

How many VEEV shares does Gordon Ritter hold directly and indirectly after this Form 4?

After the reported transactions, Gordon Ritter directly holds 595 Class A Common shares. The filing also lists indirect holdings of 575,576 shares via a revocable trust, 500,000 shares via Emergence Capital Partners II, L.P., and 92,000 shares via GABACOR Holdings LLC, subject to footnote disclaimers.

What are the terms of Gordon Ritter’s Restricted Stock Units from Veeva Systems (VEEV)?

The footnotes state Ritter was granted 1,191 RSUs on June 18, 2025 under Veeva’s 2013 Equity Incentive Plan. One quarter vested on September 1, 2025, and the remaining RSUs vest in equal quarterly installments, contingent on continued service on Veeva’s board of directors.

How does the Form 4 describe Gordon Ritter’s indirect ownership interests in VEEV shares?

Indirect holdings are reported through the Ritter-Metzler Revocable Trust, GABACOR Holdings LLC, and Emergence Capital Partners II, L.P. The footnotes say Ritter may share voting and dispositive power, but he disclaims beneficial ownership beyond any pecuniary interest in these entities’ Veeva share positions.

Does this Veeva Systems (VEEV) Form 4 include any open-market stock sales or purchases?

The Form 4 does not report any open-market purchases or sales of Veeva shares. It mainly records a derivative exercise of 298 Restricted Stock Units into Class A Common Stock and updates indirect ownership entries held through various entities associated with Gordon Ritter.

What regulatory exemption is referenced for Gordon Ritter’s VEEV equity transaction?

A footnote explains the reported transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-6(b). Section 16(b) addresses short-swing profits by insiders, and this exemption applies specifically to the type of derivative-related transaction disclosed.