FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Gassner Peter P
2. Issuer Name and Ticker or Trading Symbol

VEEVA SYSTEMS INC [ VEEV ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O VEEVA SYSTEMS INC., 4280 HACIENDA DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

1/10/2018
(Street)

PLEASANTON, CA 94588
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   $60.00   1/10/2018     A      2128975         (1) 1/9/2028   Class A Common Stock   2128975   $0.00   2128975   D    
Stock Option (right to buy)   $60.00   1/10/2018     A      177415         (2) (3) 1/9/2028   Class A Common Stock   177415   $0.00   2306390   D    
Stock Option (right to buy)   $60.00   1/10/2018     A      177415         (2) (4) 1/9/2028   Class A Common Stock   177415   $0.00   2483805   D    
Stock Option (right to buy)   $60.00   1/10/2018     A      177415         (2) (5) 1/9/2028   Class A Common Stock   177415   $0.00   2661220   D    
Stock Option (right to buy)   $60.00   1/10/2018     A      177415         (2) (6) 1/9/2028   Class A Common Stock   177415   $0.00   2838635   D    

Explanation of Responses:
(1)  The option vests and becomes exercisable in 60 equal installments between February 1, 2020 and February 1, 2025, subject to the reporting person's continued service as the Issuer's Chief Executive Officer.
(2)  Each option is subject to the same service-based vesting schedule described in Footnote 1 above and is additionally subject to a stock price appreciation target which must be sustained for at least 60 consecutive trading days. Each option becomes vested and exercisable only once the service-based vesting condition is satisfied and the applicable stock price appreciation target is achieved.
(3)  The applicable stock price appreciation target is $90/share.
(4)  The applicable stock price appreciation target is $100/share.
(5)  The applicable stock price appreciation target is $110/share.
(6)  The applicable stock price appreciation target is $120/share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Gassner Peter P
C/O VEEVA SYSTEMS INC.
4280 HACIENDA DRIVE
PLEASANTON, CA 94588
X X Chief Executive Officer

Signatures
/s/ Meaghan S. Nelson, attorney-in-fact 1/12/2018
** Signature of Reporting Person Date


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 control number.
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