Form 4: Veeva Systems Director Mark Carges Acquires Shares Through Scheduled RSU Vesting

Veeva Systems Inc. Director Mark T. Carges acquired 357 shares of Class A Common Stock on June 1, 2025, through the vesting of Restricted Stock Units as part of a pre-arranged 10b5-1 plan.

Summary

• Veeva Systems Inc. Director Mark T. Carges acquired 357 shares of Class A Common Stock on June 1, 2025.
• The acquisition resulted from the vesting of 357 Restricted Stock Units (RSUs) at a price of $0 per share.
• This transaction was conducted pursuant to a Rule 10b5-1 pre-arranged trading plan.
• The transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-6(b).
• Following this transaction, Mr. Carges directly holds 357 shares of Class A Common Stock.
• Mr. Carges indirectly holds 11,512 shares of Class A Common Stock through the Mark Carges Revocable Trust dated January 30, 2019, which reflects a transfer of 356 shares from the Reporting Person to the Trust.
• Mr. Carges was initially granted 1,427 RSUs on June 19, 2024, with 1/4 vesting on September 1, 2024, and the remainder vesting equally on a quarterly basis thereafter.

Sentiment

Score: 7

Explanation: The acquisition of shares by a director through RSU vesting, especially under a 10b5-1 plan, is a routine and generally positive event as it increases the director's stake in the company, aligning their interests with shareholders. There are no negative implications from this filing.

Positives

• Director Mark T. Carges increased his direct beneficial ownership in Veeva Systems Inc. by 357 shares, demonstrating continued alignment with shareholder interests.
• The transaction was executed under a Rule 10b5-1 plan, indicating a pre-scheduled and non-discretionary acquisition, which is a sound corporate governance practice.

Future Outlook

The remaining Restricted Stock Units (RSUs) granted on June 19, 2024, are scheduled to vest equally on a quarterly basis thereafter, subject to continued service on the Issuer's board of directors on the applicable vesting date.

Industry Context

This Form 4 filing details a routine insider transaction related to equity compensation, which is common across publicly traded companies, particularly in the technology and software sectors where equity incentives are a significant component of executive and director compensation.

Comparison to Industry Standards

• The vesting of Restricted Stock Units (RSUs) as a form of equity compensation for directors is a standard practice across many industries, including the software and life sciences technology sectors where Veeva Systems operates.
• The use of a Rule 10b5-1 plan for such transactions is also a common corporate governance practice to mitigate concerns about insider trading by establishing pre-arranged trading schedules.

Related Party Transactions

• Transfer of 356 shares of Class A Common Stock from Mark T. Carges to the Mark Carges Revocable Trust dated January 30, 2019, where Mr. Carges is a trustee and beneficiary.

Stakeholder Impact

• Shareholders: Increased alignment of a director's interests with shareholders due to increased beneficial ownership in the company.

Next Steps

• Remaining Restricted Stock Units (RSUs) granted on June 19, 2024, will continue to vest equally on a quarterly basis, subject to continued service on the Issuer's board of directors.

Key Dates

Recommendation

Keywords

Veeva Systems, VEEV, Form 4, insider transaction, beneficial ownership, stock acquisition, RSU vesting, Mark T. Carges, director, equity incentive plan, 10b5-1 plan