Veeva Systems (VEEV) Risk Factor Changes

•the economy as a whole and market conditions within our industry and the industries of our customers, including economic and regulatory uncertainty, as well as market perception of the software industry generally;

The trading price of our common stock has been, and will likely continue to be, volatile for the foreseeable future.

Standards for tracking and reporting ESG matters continue to evolve on a state, national, and international level.

While we do not view the additional reporting obligations of a PBC to be onerous, Delaware’s PBC statute may be amended in the future to require more explicit or burdensome periodic reporting requirements and that cou…

In the event of a conflict between the interests of our stockholders, our stakeholders, and our public benefit purpose, our directors must only make an informed and disinterested decision, and not such that no person…

In addition, in order to protect our intellectual property rights, we may also be required to spend significant resources to maintain, monitor and protect these rights.

There is considerable patent and other intellectual property development activity in our industry.

Some of our international agreements provide for payment denominated in local currencies, and the majority of our local costs are denominated in local currencies.

may not be completely reflected in deferred revenue at any single point in time.

•developing new solutions and enhancing our existing solutions, and investment in our product development teams;

We may not be able to sustain the level of profitability we have achieved in the past.

For example, certain of our contracting terms include an annual inflation adjustment that raises the price to each customer upon renewal by the lower of 4% or the Consumer Price Index (All Urban Consumer, U.S.

quarterly results should not be relied upon as an indication of future performance.

Our solutions include software covered by open-source licenses.

We are currently dependent upon the Salesforce platform to deliver Veeva CRM.

Problems faced by our computing infrastructure service providers could adversely affect the experience of our customers.

Veeva AI, an initiative that adds AI to our applications across all major areas, including clinical, regulatory, safety, quality, medical, and commercial, presents new risks and challenges that could affect the adopti…

Incorporating AI in our solutions or other uses of AI may result in reputational harm and increased liability.

These various laws, regulations, and legislative developments have potentially far-reaching consequences and have and may continue to require us to modify our solutions, our global support business, and our data manag…

We expect these laws and regulations to continue to evolve, and that there will continue to be new, modified, and re-interpreted laws, regulations, standards, and other obligations relating to privacy, data protection…

As we increase the number of products we offer, increase the number of countries in which we operate, and incorporate new technologies and capabilities into our products (including the use of AI and machine learning t…

•Changes in trade policy or geopolitical conditions that impact the life sciences industry, changes in the ability to sell healthcare treatments in certain locations, and the global availability of healthcare treatmen…

•Regulatory changes, government policies, and government funding decisions related to the life sciences industry—Changes in regulations could negatively impact the business environment for our life sciences customers…

Our business depends on our ability to satisfy our customers, both with respect to our solutions and the professional services that are performed in connection with the implementation of our solutions, including train…

Moreover, a significant portion of the purchase price of companies we acquire may be allocated to acquired intangible assets and goodwill, which we must assess for impairment at least annually.

Acquisitions could also use substantial portions of our available cash and result in dilutive issuances of equity securities or the incurrence of debt, which could adversely affect our operating results.

•the possibility of investigation by, or the failure to obtain required approvals from, governmental authorities on a timely basis, if at all, under various regulatory schemes, including competition laws, which could,…

Our corporate headquarters are located in Pleasanton, California and our primary third-party hosted computing infrastructure is located in the United States, the European Union, Japan, and South Korea.

We use the Salesforce platform to deliver our Veeva CRM application, but we have begun to migrate our CRM customers to our Vault CRM solutions, which are built on our Veeva Vault platform.

The migration of our CRM customers to our Vault CRM applications built on our own Veeva Vault platform could cause business disruptions for customers and adversely affect our operating results.

Some of our business partners also have international operations and are subject to the risks described above.

In our fiscal year ended January 31, 2026, customers outside North America accounted for approximately 40% of our total revenues.

Since our customers use our solutions for important aspects of their businesses, any errors, defects, disruptions, service degradations, or other performance problems with our solutions, could hurt our reputation and…

As we transition from our legacy Veeva CRM application to our Vault CRM application, as discussed in more detail below, certain customers have chosen, and other customers may in the future choose, to purchase CRM solu…

The markets for our solutions are highly competitive.

We face intense competition in markets in which we operate and if we do not compete effectively, we may lose customers and our business and operating results could be adversely affected.

Any or all of these circumstances or issues, or the perception that any of them have occurred or are present (including any actual or perceived cyberattacks or other security breaches or incidents), could adversely af…

•We have been and may in the future be sued for infringement or misappropriation of third-party intellectual property.

•The migration of our customers to our Vault CRM applications built on our own Veeva Vault platform could cause business disruptions for customers and adversely affect our operating results.

•Nearly all of our revenues are generated by sales to customers in the life sciences industry, and factors that adversely affect this industry (including government funding and staffing of relevant agencies and resear…

foreseeable future.

In the event of a conflict between the interests of our stockholders, our stakeholders, and our public benefit purpose, our directors must only make an informed and disinterested decision, and not such that no person…

There is considerable patent and other intellectual property development activity in our industry.

to address the tax challenges arising from the digitalization of the economy, including a global minimum effective corporate tax rate of 15% for certain large multinational companies, referred to as Pillar Two.

Any changes in taxing jurisdictions' administrative interpretations, decisions, policies, and positions could also impact our tax liabilities.

Our income tax provision could also be impacted by changes in accounting principles and changes in U.S.

Some of our international agreements provide for payment denominated in local currencies, and the majority of our local costs are denominated in local currencies.

professional services subcontracted to our third-party systems integrator partners.

•pending, threatened, or future legal proceedings, certain of which are described in Part I, Item 3.

Our solutions include software covered by open-source licenses.

In addition, current or potential customers may choose a competitor, such as Salesforce or IQVIA, or build their own custom solutions on the Salesforce platform rather than buy from us.

Salesforce, Inc.

We are currently dependent upon the Salesforce platform to deliver Veeva CRM.

of which could adversely affect our reputation.

Many of our customers license healthcare professional and healthcare organization data and data regarding the sales of prescription drugs from third parties such as IQVIA.

If the third-party providers of healthcare professional and healthcare organization data and prescription drug sales data do not allow our customers to upload and use such data in our solutions, the demand for our sol…

U.S.

In the United States, the U.S.

Other countries have imposed or may in the future impose data localization obligations, cross-border data transfer restrictions, and other country specific privacy and security requirements which could be problematic…

Under the European General Data Protection Regulation (EU GDPR) and the United Kingdom’s General Data Protection Regulation (UK GDPR), we act as a data controller for our data products and a data processor with respec…

Our customers use our solutions to collect, use, store, disclose, and otherwise process personal data regarding their employees, healthcare professionals, and patients.

even if our estimate of the market size is accurate, we cannot assure you that our business will serve a significant portion of this estimated market for our solutions.

•the possibility of investigation by, or the failure to obtain required approvals from, governmental authorities on a timely basis, if at all, under various regulatory schemes, including competition laws,

The markets in which we participate are highly competitive, and if we do not compete effectively, our business and operating results could be adversely affected.

adequate to cover losses associated with such events, and such insurance may not cover all of the types of costs, expenses, and losses we could incur to respond to and remediate a security breach or incident.

•If the third-party providers of healthcare professional and healthcare organization data and prescription drug sales data, such as IQVIA for instance, do not allow our customers to upload and use such data in our sol…

Repurchasing our common stock will reduce the amount of cash we have available to fund working capital, capital expenditures, strategic acquisitions or business opportunities, and other general corporate purposes, and…

Any failure to repurchase stock after we have announced our intention to do so may negatively impact our reputation and investor confidence in us and may negatively impact our stock price.

In January 2026, our board of directors authorized a share repurchase program of up to $2 billion of our outstanding shares of common stock.

Our share repurchase program may not enhance long-term shareholder value.

•our ability to execute on our share repurchase program as planned, including whether we meet internal or external expectations around the timing or price of share repurchases, and any changes to the program;

•factors that impact the life sciences industry (including government funding and staffing of relevant agencies and research, drug pricing regulation, healthcare funding and eligibility reforms, or other regulatory or…

stockholders, that perception could negatively affect our reputation, which could adversely affect our business and results of operations.

decision by us to initiate such enforcement actions against a customer or former customer, regardless of its accuracy, may adversely impact our other customer relationships or prospective customer relationships, harm…

Our ability to enforce our patent rights is subject to significant risks and uncertainties.

Any changes in taxing jurisdictions’ administrative interpretations, decisions, policies, and positions could also impact our tax liabilities.

Our income tax provision could also be impacted by changes in accounting principles and changes in U.S.

Our subscription orders are generally billed at the beginning of the subscription period in annual or quarterly increments, which means the annualized value of such orders may not be completely reflected in deferred r…

•data acquisition costs associated with our Veeva Compass offering and costs incurred with our use of large language models associated with our Veeva AI offering;

Our results of operations, including our revenues, gross margin, operating margin, profitability, cash flows, normalized billings, and deferred revenue, as well as other metrics we may report, have in the past and may…

trademarks and we do not remedy such infringement in accordance with the agreement.

Salesforce also has the right, in certain circumstances, to terminate the wind-down period early, including in the event of a material breach of the agreement by us, or if Salesforce is subjected to third-party intell…

may become subject to new and evolving legal and other obligations.

As we expand our data product offerings into new jurisdictions, we are required to assess, monitor, and comply with additional laws and regulations related to our collection and processing of data, which may include n…

These laws and regulations impose significant data protection obligations and carry substantial penalties for noncompliance.

countries).

In 2025, the U.S.

In addition, certain laws and regulations impose data localization obligations, cross-border data transfer restrictions, and other country-specific privacy and security requirements, which could be problematic to clou…

These laws and regulations impose data subject notice or transparency requirements, mandated privacy and security standards, and registration obligations.

Many countries and governmental bodies have adopted or may adopt laws and regulations governing our processing of personal and other data, making compliance an increasingly complex task.

We process personal data on behalf of our customers, who use our solutions to manage personal data of their employees, healthcare professionals, patients, and related individuals.

used in compliance with applicable laws and regulations, customers may be unwilling to use our solutions, and any such non-compliance could result in the termination of our customer agreements or claims arising from s…

acquisitions do not yield expected returns, we may be required to take charges to our operating results based on this impairment assessment process, which could adversely affect our results of operations.

of data security, loss of key employees, and loss of critical data, all of which could have an adverse effect on our future operating results.

affected if our business partners are not able to successfully manage these risks, which could adversely affect our business.

other markets.

solutions, a reduction of our revenues, an increase in our bad debt expense or in collection cycles for accounts receivable, or could require us to incur the expense of litigation or substantial liability.

•We face intense competition in markets in which we operate—particularly in the CRM market as we transition customers from our legacy CRM application to our Vault CRM application—and if we do not compete effectively,…