Ownership Submission
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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Armenante Mark
  2. Issuer Name and Ticker or Trading Symbol
VEEVA SYSTEMS INC [VEEV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O VEEVA SYSTEMS INC., 4280 HACIENDA DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
04/18/2016
(Street)

PLEASANTON, CA 94588
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Class A Common Stock 04/18/2016(1)   C   62,500 A $ 0 82,500 D  
Class A Common Stock 04/18/2016   S(2)   62,500 D $ 25.5783 (3) 20,000 D  
Class A Common Stock 04/19/2016(1)   C   62,500 A $ 0 82,500 D  
Class A Common Stock 04/19/2016   S(2)   62,500 D $ 25.6174 (4) 20,000 D  
Class A Common Stock 04/18/2016(1)   C   6,250 A $ 0 6,250 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class A Common Stock 04/18/2016   S(2)   6,250 D $ 25.5784 (6) 0 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class A Common Stock 04/19/2016(1)   C   6,250 A $ 0 6,250 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class A Common Stock 04/19/2016   S(2)   6,250 D $ 25.6221 (7) 0 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class A Common Stock 04/18/2016(1)   C   6,250 A $ 0 6,250 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)
Class A Common Stock 04/18/2016   S(2)   6,250 D $ 25.5854 (9) 0 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)
Class A Common Stock 04/19/2016(1)   C   6,250 A $ 0 6,250 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)
Class A Common Stock 04/19/2016   S(2)   6,250 D $ 25.621 (10) 0 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)

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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 Underlying Securities
(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
Class B Common Stock (11) 04/18/2016(1)   C     62,500   (11)   (11) Class A Common Stock 62,500 $ 0 6,888,088 D  
Class B Common Stock (11) 04/19/2016(1)   C     62,500   (11)   (11) Class A Common Stock 62,500 $ 0 6,825,588 D  
Class B Common Stock (11) 04/18/2016(1)   C     6,250   (11)   (11) Class A Common Stock 6,250 $ 0 581,456 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class B Common Stock (11) 04/19/2016(1)   C     6,250   (11)   (11) Class A Common Stock 6,250 $ 0 575,206 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (5)
Class B Common Stock (11) 04/18/2016(1)   C     6,250   (11)   (11) Class A Common Stock 6,250 $ 0 581,456 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)
Class B Common Stock (11) 04/19/2016(1)   C     6,250   (11)   (11) Class A Common Stock 6,250 $ 0 575,206 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Armenante Mark
C/O VEEVA SYSTEMS INC.
4280 HACIENDA DRIVE
PLEASANTON, CA 94588
    X    

Signatures

 /s/ Brian N. Savage, attorney-in-fact   04/20/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(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) The sales reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person.
(3) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4000 to $25.7100 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
(4) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4200 to $25.8300 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4).
(5) Shares held by the Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Mark Armenante GRAT"). The Reporting Person is a trustee and beneficiary of the Mark Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Mark Armenante GRAT.
(6) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4400 to $25.6750 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6).
(7) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4450 to $25.8100 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (7).
(8) Shares held by the Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Elizabeth Armenante GRAT"). The Reporting Person is a trustee and family member of Elizabeth Armenante, the beneficiary of the Elizabeth Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Elizabeth Armenante GRAT.
(9) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4900 to $25.6600 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (9).
(10) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.4300 to $25.8100 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (10).
(11) Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value, which occurs after the closing of the IPO, except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation. All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of Class B Common Stock or (b) October 15, 2023.

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