You should read the following discussion and analysis of our financial condition
and results of operations in conjunction with our consolidated financial
statements and notes thereto appearing elsewhere in this report. In addition to
historical consolidated financial information, the following discussion and
analysis contains forward-looking statements that involve risks, uncertainties,
and assumptions. Our actual results could differ materially from those
anticipated by these forward-looking statements as a result of many factors. We
discuss factors that we
                                                  Veeva Systems Inc. | Form 10-K   39

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believe could cause or contribute to these differences below and elsewhere in
this report, including those set forth under "Risk Factors" and "Special Note
Regarding Forward-Looking Statements."

Overview

Veeva is the leading provider of industry cloud solutions for the global life
sciences industry. We were founded in 2007 on the premise that industry-specific
cloud solutions could best address the operating challenges and regulatory
requirements of life sciences companies. Our offerings span cloud software,
data, analytics, professional services, and business consulting and are designed
to meet the unique needs of our customers and their most strategic business
functions-from research and development to commercialization. Our solutions help
life sciences companies develop and bring products to market faster and more
efficiently, market and sell more effectively, and maintain compliance with
government regulations.

In our fiscal year ended January 31, 2022, we derived approximately 59% and 41%
of our subscription services revenues and 56% and 44% of our total revenues from
our Commercial Solutions and R&D Solutions, respectively. For the fiscal year
ended January 31, 2021, we derived approximately 63% and 37% of our subscription
services revenues and 61% and 39% of our total revenues from our Commercial
Solutions and R&D Solutions, respectively. The contribution of subscription
services revenues and total revenues associated with our R&D Solutions are
expected to continue to increase as a percentage of subscription services
revenues and total revenues in the future. We also offer certain of our R&D
Solutions to industries outside the life sciences industry primarily in North
America and Europe.

For our fiscal years ended January 31, 2022, 2021, and 2020, our total revenues
were $1,851 million, $1,465 million, and $1,104 million, respectively,
representing year-over-year growth in total revenues of 26% in our fiscal year
ended January 31, 2022, and 33% in our fiscal year ended January 31, 2021. For
our fiscal years ended January 31, 2022, 2021, and 2020, our subscription
services revenues were $1,484 million, $1,179 million, and $896 million,
respectively, representing year-over-year growth in subscription services
revenues of 26% in our fiscal year ended January 31, 2022, and 32% in our fiscal
year ended January 31, 2021. Please note that our total revenues and
subscription services revenues for our fiscal year ended January 31, 2020 only
included revenue contribution from the acquired Crossix and Physicians World
businesses in the fourth quarter of that fiscal year. We expect the growth rate
of our total revenues and subscription services revenues to decline in the
future. We generated net income of $427 million, $380 million, and $301 million
for our fiscal years ended January 31, 2022, 2021, and 2020, respectively.

As of January 31, 2022, 2021, and 2020, we served 1,205, 993, and 861,
customers, respectively. As of January 31, 2022, 2021, and 2020, we had 653, 572
and 523 Commercial Solutions customers, respectively, and 860, 664, and 538 R&D
Solutions customers, respectively. These customer count totals are net of
customer attrition during each period. The combined customer counts for
Commercial Solutions and R&D Solutions exceed the total customer count in each
year because some customers subscribe to products in both areas. Commercial
Solutions consist of our cloud software, data, and analytics products built
specifically to more efficiently and effectively commercialize our customers'
products. R&D Solutions consist of our clinical, quality, regulatory, and safety
products. Many of our applications for R&D are used by smaller, earlier stage,
pre-commercial companies, some of which may not reach the commercialization
stage. Thus, the potential number of R&D Solutions customers is higher than the
potential number of Commercial Solutions customers.

Prior to the fiscal quarter ended October 31, 2021, we grouped our revenues into
two product areas: Commercial Cloud and Vault. During the fiscal quarter ended
October 31, 2021, we changed the product areas under which we group revenues to
Commercial Solutions and R&D Solutions to better align with how we manage our
business and to reflect the principal functions served by our products.
Specifically, revenues attributable to Vault PromoMats and Vault MedComms,
applications used for commercial operations, are now reflected in Commercial
Solutions. Prior period revenue balances have been adjusted to reflect the
current period presentation of our product areas. There were no changes to the
aggregate amounts reported within our consolidated statements of comprehensive
income.
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Our Conversion to PBC



On February 1, 2021, we became a Delaware public benefit corporation (PBC), and
we amended our certificate of incorporation to include the following public
benefit purpose: "to provide products and services that are intended to help
make the industries we serve more productive, and to create high-quality
employment opportunities in the communities in which we operate." When making
decisions, our directors have a fiduciary duty to balance the financial
interests of stockholders, the best interests of other stakeholders materially
affected by our conduct (including customers, employees, partners, and the
communities in which we operate), and the pursuit of our public benefit purpose.
For more information on our conversion to a PBC and associated risks, see "Risk
Factors."

The Continuing Impact of the COVID-19 Pandemic



The worldwide outbreak of COVID-19 has had and continues to have a widespread
and unpredictable worldwide impact on our business operations, the life sciences
industry, healthcare systems, financial markets, and the global economy. While
the impact of COVID-19 on our operational and financial performance has not been
materially negative to date, the future impact is uncertain and will depend on
future developments, including the duration and spread of the outbreak,
government responses to the pandemic, the rate of vaccinations, the impact on
our customers, the impact on our employees, the extent of further adverse
impacts to the economy, and the scale and pace of economic recovery and
resumption of normal business activities, including the rollout of COVID-19
vaccines, the lifting of restrictions on movement, and the results of outbreaks
and variants, all of which cannot be predicted with certainty.

In response to the COVID-19 outbreak, we shifted most of our customer, employee,
and industry events to virtual-only experiences. We have also adopted a "Work
Anywhere" policy, which generally gives employees the flexibility to work in an
office or at home on any given day, with certain job-specific restrictions. Many
of our customers continue to have travel restrictions and remote work measures,
which may limit our ability to sell or provide professional services to them in
the future. We continue to monitor and evaluate the impact of COVID-19 on our
business, including when larger in-person events should resume. We expect to
resume large in-person customer, employee, and industry events during the fiscal
year ending January 31, 2023 but our plans could be disrupted.

Certain of our businesses were negatively impacted by COVID-19 in the past, and
certain of our businesses may be negatively impacted by COVID-19 in the future.
We may also experience requests from customers for lengthened payment terms or
less favorable billing terms that could adversely impact our financial
performance. Such requests to date have not been significant but may increase in
the future. Due to our subscription-based business model, the effect of
COVID-19, and any impact to our sales efforts, may not be fully reflected in our
results of operations until future periods, if at all.

At the same time, COVID-19 has necessitated the adoption of digital
communication channels and remote working technology within the life sciences
industry at a rapid pace. This transition has accelerated the use and adoption
of certain of our applications, including Veeva CRM Engage Meeting and Veeva CRM
Approved Email, and that may continue in the future with respect to these and
other of our Commercial Solutions and R&D Solutions that enable remote
interactions.

Certain impacts of the COVID-19 pandemic and resulting changes in business
practice may be enduring over the long term and may result in significant
changes in business practice within the technology industry, the life sciences
industry, and the world economy generally. For example, the extent to which
remote work will remain common practice or become increasingly prevalent after
the COVID-19 pandemic ends is not certain and may have significant impacts on
hiring practices, management practices, expense structures and investments, and
other aspects of our business and the businesses of our customers. Similarly,
the extent to which virtual meetings and interactions continue to be used or
preferred in lieu of in-person interactions may significantly change business
practices for us and our customers, and, in turn, may impact demand for our
products and services. For example, if our customers reduce sales
representatives in response to an increasing preference for virtual meetings
with doctors, demand for our core CRM application may decline. In the quarter
ended October 31, 2020, we disclosed that we expected life sciences companies to
reduce the number of sales representatives that they employ by roughly 10%. We
currently expect most of these reductions to take place during our fiscal year
ending January 31, 2023, with some reductions still occurring in our fiscal year
ending January 31, 2024. Such reductions could negatively impact sales of our
solutions, including Veeva CRM and certain of our other Commercial Solutions,
but we cannot be certain such reductions will happen or of the timing or
magnitude of such reductions. At the same time, demand for our products that
enable virtual interactions with doctors and clinical trial participants may
increase. We cannot accurately predict how such changes may impact Veeva's
results over the long term.
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Key Factors Affecting Our Performance



Investment in Growth. We have invested and intend to continue to invest
aggressively in expanding the breadth and depth of our product portfolio,
including through acquisitions. We expect to continue to invest in research and
development to expand existing solutions and build new solutions; in sales and
marketing to promote our solutions to new and existing customers and in existing
and expanded geographies and industries; in professional services and business
consulting to help ensure customer success; and in other operational and
administrative functions to support our expected growth. We expect that our
headcount will increase as a result of these investments. We also expect our
total operating expenses will continue to increase over time, which could have a
negative impact on our operating margin.

Adoption of Our Solutions by Existing and New Customers. Most of our customers
initially deploy our solutions to a limited number of end users within a
division or geography and may only initially deploy a limited set of our
available solutions. Our future growth is dependent upon our existing customers'
continued success and their renewals of subscriptions to our solutions, expanded
deployment of our solutions within their organizations, and their purchase of
subscriptions to additional solutions. Our growth is also dependent on the
adoption of our solutions by new customers.

Subscription Services Revenue Retention Rate. A key factor to our success is the
renewal and expansion of our existing subscription agreements with our
customers. We calculate our annual subscription services revenue retention rate
for a particular fiscal year by dividing (i) annualized subscription revenue as
of the last day of that fiscal year from those customers that were also
customers as of the last day of the prior fiscal year by (ii) the annualized
subscription revenue from all customers as of the last day of the prior fiscal
year. Annualized subscription revenue is calculated by multiplying the daily
subscription revenue recognized on the last day of the fiscal year by 365. This
calculation includes the impact on our revenues from customer non-renewals,
deployments of additional users or decreases in users, deployments of additional
solutions or discontinued use of solutions by our customers, and price changes
for our solutions. Historically, the impact of price changes on our subscription
services revenue retention rate has been minimal. For our fiscal years ended
January 31, 2022, 2021, and 2020, our subscription services revenue retention
rate was 119%, 124%, and 121%, respectively.

Components of Results of Operations

Revenues



We derive our revenues primarily from subscription services fees and
professional services fees. Subscription services revenues consist of fees from
customers accessing our cloud-based software solutions and fees for our data
solutions. Professional services and other revenues consist primarily of fees
from implementation services, configuration, data services, training, and
managed services related to our solutions and services related to our Veeva
Business Consulting offering. For the fiscal year ended January 31, 2022,
subscription services revenues constituted 80% of total revenues and
professional services and other revenues constituted 20% of total revenues.

We generally enter into master subscription agreements with our customers and
count each distinct master subscription agreement that has not been terminated
or expired and that has orders for which we have recognized revenue in the
quarter as a distinct customer for purposes of determining our total number of
current customers as of the end of that quarter. We generally enter into a
single master subscription agreement with each customer, although in some
instances, affiliated legal entities within the same corporate family may enter
into separate master subscription agreements. Conversely, affiliated legal
entities that maintain distinct master service agreements may choose to
consolidate their orders under a single master service agreement, and, in that
circumstance, our customer count would decrease. Divisions, subsidiaries, and
operating units of our customers often place distinct orders for our
subscription services under the same master subscription agreement, and we do
not count such distinct orders as new customers for purposes of determining our
total customer count. For purposes of determining customers of Veeva Crossix
that do not contract under a master subscription agreement, we count each entity
that has a statement of work or services agreement and a recurring known payment
obligation as a distinct customer if such entity is not otherwise a customer of
ours. For Veeva Crossix, we do not count as distinct customers agencies
contracting with us on behalf of brands within life sciences companies.

New subscription orders for our core Veeva CRM application generally have a
one-year term. If a customer adds end users or additional Commercial Solutions
to an existing order for our core Veeva CRM application, such additional orders
will generally be coterminous with the anniversary date of the core Veeva CRM
order, and as a
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result, orders for additional end users or additional Commercial Solutions will commonly have an initial term of less than one year.



Particularly with respect to our R&D Solutions, we have entered into a number of
orders with multi-year terms. The fees associated with such orders are typically
not based on the number of end-users and typically escalate over the term of
such orders at a pre-agreed rate to account for, among other factors,
implementation and adoption timing and planned increased usage by the customer.
There are timing differences between billings and revenue recognition with
respect to certain of our multi-year orders with escalating fees which will
result in fluctuations in deferred revenue and unbilled accounts receivable
balances. For instance, when the amounts we are entitled to invoice in any
period pursuant to multi-year orders with escalating fees are less than the
revenue recognized in accordance with relevant accounting standards, we will
accrue an unbilled accounts receivable balance (a contract asset) related to
such orders. In the same scenario, the net deferred revenue we would record in
connection with such orders will be less because we will be recognizing more
revenue earlier in the term of such multi-year orders.

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
revenue at any single point in time. Also, particularly with respect to orders
for our Commercial Solutions, because the term of orders for additional end
users or applications is commonly less than one year, the annualized value of
such orders may not be completely reflected in deferred revenue at any single
point in time. We have also agreed from time to time, and may agree in the
future, to allow customers to change the renewal dates of their orders to, for
example, align more closely with a customer's annual budget process or to align
with the renewal dates of other orders placed by other entities within the same
corporate control group, or to change payment terms from annual to quarterly, or
vice versa. Such changes typically result in an order of less than one year as
necessary to align all orders to the desired renewal date and, thus, may result
in a lesser increase to deferred revenue than if the adjustment had not
occurred. Additionally, changes in renewal dates may change the fiscal quarter
in which deferred revenue associated with a particular order is booked.
Accordingly, we do not believe that changes on a quarterly basis in deferred
revenue, unbilled accounts receivable, or calculated billings, a metric commonly
cited by financial analysts, are accurate indicators of future revenues for any
given period of time. We define the term calculated billings for any period to
mean revenue for the period plus the change in deferred revenue from the
immediately preceding period minus the change in unbilled accounts receivable
(contract asset) from the immediately preceding period.

Subscription services revenues are recognized ratably over the respective
non-cancelable subscription term because of the continuous transfer of control
to the customer. Our subscription services agreements are generally
non-cancelable during the term, although customers typically have the right to
terminate their agreements for cause in the event of material breach. Our
agreements typically provide that orders will automatically renew unless notice
of non-renewal is provided in advance. Subscription services revenues are
affected primarily by the number of customers, the scope of the subscription
purchased by each customer (for example, the number of end users or other
subscription usage metric) and the number of solutions subscribed to by each
customer.

We utilize our own personnel to perform our professional services and business
consulting engagements with customers. In certain cases, we may utilize
third-party subcontractors to perform professional services engagements. The
majority of our professional services arrangements are billed on a time and
materials basis and revenues are recognized over time based on time incurred and
contractually agreed upon rates. Certain professional services and business
consulting arrangements are billed on a fixed fee basis and revenues are
typically recognized over time as the services are delivered based on time
incurred. Data services and training revenues are generally recognized as the
services are performed. Professional services revenues are affected primarily by
our customers' demands for implementation services, configuration, data
services, training, speakers bureau logistics, and managed services in
connection with our solutions. Our business consulting revenues are affected
primarily by our customers' demands for services related to a particular
customer success initiative, strategic analysis, or business process change, and
not a cloud software implementation.

Allocated Overhead

We accumulate certain costs such as building depreciation, office rent, utilities, and other facilities costs and allocate them across the various departments based on headcount. We refer to these costs as "allocated overhead."

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Cost of Revenues



Cost of subscription services revenues for all of our solutions consists of
expenses related to our computing infrastructure provided by third parties,
including salesforce.com and Amazon Web Services, personnel related costs
associated with hosting our subscription services and providing support,
including our data stewards, data acquisition and third-party contractor costs
related to the development of our data products, expenses associated with
computer equipment and software, and allocated overhead. We intend to continue
to invest additional resources in our subscription services to enhance our
product offerings and increase our delivery capacity. We may add or expand
computing infrastructure capacity in the future, migrate to new computing
infrastructure service providers, make additional investments in the
availability and security of our solutions, and make continued investments in
data sources.

Cost of professional services and other revenues consists primarily of
employee-related expenses associated with providing these services. The cost of
providing professional services is significantly higher as a percentage of the
related revenues than for our subscription services due to the direct labor
costs and costs of third-party subcontractors.

Operating Expenses



Research and Development. Research and development expenses consist primarily of
employee-related expenses, third-party consulting fees, hosted infrastructure
costs, and allocated overhead. We continue to focus our research and development
efforts on adding new features and applications and increasing the functionality
and enhancing the ease of use of our cloud-based applications.

Sales and Marketing. Sales and marketing expenses consist primarily of
employee-related expenses, sales commissions, marketing program costs,
amortization expense associated with purchased intangibles related to our
customer contracts, customer relationships and brand development, travel-related
expenses and allocated overhead. Marketing program costs include advertising,
customer events, corporate communications, brand awareness, and product
marketing activities. Sales commissions are costs of obtaining customer
contracts, which are capitalized and then amortized over a period of benefit
that we have determined to be one to three years.

General and Administrative. General and administrative expenses consist of employee-related expenses for our executive, finance and accounting, legal, employee success, management information systems personnel, and other administrative employees. In addition, general and administrative expenses include fees related to third-party legal counsel, fees related to third-party accounting, tax and audit services, other corporate expenses, and allocated overhead.

Other Income, Net



Other income, net, consists primarily of transaction gains or losses on foreign
currency, net of hedging costs, interest income, and amortization of premiums
paid on investments.

Provision for Income Taxes

Provision for income taxes consists of federal and state income taxes in the
United States and income taxes in certain foreign jurisdictions. See note 9 of
the notes to our consolidated financial statements.

New Accounting Pronouncements Adopted in Fiscal 2022



Refer to   note 1   of the notes to our consolidated financial statements for a
full description of the recent accounting pronouncements adopted during the
fiscal year ended January 31, 2022.
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Recent Accounting Pronouncements

Reference Rate Reform



In March 2020, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848):
Facilitation of the Effects of Reference Rate Reform on Financial Reporting,
which provides accounting relief from the future impact of the cessation of the
London Interbank Offered Rate ("LIBOR") by, among other things, providing
optional expedients to treat contract modifications resulting from such
reference rate reform as a continuation of the existing contract and for hedging
relationships to not be de-designated resulting from such changes provided
certain criteria are met. The guidance is effective beginning on March 12, 2020,
and the amendments apply prospectively through December 31, 2022. We are
currently in the process of incorporating fallback language in negotiated
contracts and incorporating non-LIBOR reference rate and/or fallback language in
new contracts to prepare for these changes. We do not expect the adoption of ASU
2020-04 to have a material impact on our consolidated financial statements.

Business Combinations



In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic
805): Accounting for Contract Assets and Contract Liabilities from Contracts
with Customers, which requires contract assets and contract liabilities acquired
in a business combination to be recognized and measured in accordance with Topic
606, Revenue from Contracts with Customers, as if the acquirer had originated
the contracts. Under current GAAP, such assets and liabilities are recognized by
the acquirer at fair value on the acquisition date. The new standard is
effective for our fiscal year beginning on February 1, 2023, with early adoption
permitted. We are currently evaluating the accounting, transition, and
disclosure requirements of this standard.


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Results of Operations



The following tables set forth selected consolidated statements of operations
data and such data as a percentage of total revenues for each of the periods
indicated:

                                                                            Fiscal year ended
                                                                               January 31,
                                                                                      2022                 2021

                                                                                           (in thousands)

Consolidated Statements of Comprehensive Income Data: Revenues: Subscription services

$ 1,483,976          $ 1,179,486
Professional services and other                                                      366,801              285,583
Total revenues                                                                     1,850,777            1,465,069
Cost of revenues(1):
Cost of subscription services                                                        224,911              184,589
Cost of professional services and other                                              278,767              224,339
Total cost of revenues                                                               503,678              408,928
Gross profit                                                                       1,347,099            1,056,141
Operating expenses(1):
Research and development                                                             382,035              294,220
Sales and marketing                                                                  288,061              235,014
General and administrative                                                           171,507              149,113
Total operating expenses                                                             841,603              678,347
Operating income                                                                     505,496              377,794
Other income, net                                                                      6,815               16,199
Income before income taxes                                                           512,311              393,993
Provision for income taxes                                                            84,921               13,995
Net income                                                                       $   427,390          $   379,998


(1) Includes stock-based compensation as follows:
Cost of revenues:
Cost of subscription services                                     $   4,795      $   4,840
Cost of professional services and other                              36,293         27,698
Research and development                                             83,837         63,541
Sales and marketing                                                  56,830         40,574
General and administrative                                           52,881         48,348
Total stock-based compensation                                    $ 234,636

$ 185,001

Fiscal Year Ended January 31, 2022 and 2021



The following is a discussion of our results of operations for the year ended
January 31, 2022 compared to the year ended January 31, 2021. For a discussion
of our results of operations for the year ended January 31, 2021 compared to the
year ended January 31, 2020, please refer to Part II, Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in our
Annual Report on Form 10-K for the year ended January 31, 2021, which is hereby
incorporated by reference.
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Revenues

                                                                      Fiscal year ended
                                                                         January 31,
                                                                                2022                 2021               % Change

                                                                                            (dollars in thousands)

Revenues:


Subscription services                                                      $ 1,483,976          $ 1,179,486                26%
Professional services and other                                                366,801              285,583                28%
Total revenues                                                             $ 1,850,777          $ 1,465,069                26%
Percentage of revenues:
Subscription services                                                               80  %                81  %
Professional services and other                                                     20                   19
Total revenues                                                                     100  %               100  %


Total revenues for the fiscal year ended January 31, 2022 increased
$386 million, of which $304 million was from growth in subscription services
revenues. The increase in subscription services revenues consisted of
$173 million of subscription services revenue attributable to R&D Solutions and
$132 million of subscription services revenue attributable to Commercial
Solutions. The geographic mix of subscription services revenues was 57% from
North America, 27% from Europe, and 16% from other locations, primarily Asia
Pacific, for the fiscal year ended January 31, 2022, as compared to subscription
services revenues of 56% from North America, 27% from Europe, and 17% from other
locations, primarily Asia Pacific, for the fiscal year ended January 31, 2021.

Professional services and other revenues for the fiscal year ended January 31,
2022 increased $81 million. The increase was primarily due to new customers
requesting implementation and deployment related professional services and
existing customers requesting professional services related to expanding
deployments or the deployment of newly purchased solutions. The increased demand
for professional services and the resulting increase in professional services
revenues was weighted heavily towards implementation and deployments of our R&D
Solutions. Demand for our Veeva Business Consulting services also contributed to
the growth for the period. The geographic mix of professional services and other
revenues was 61% from North America, 30% from Europe, and 9% from other
locations, primarily Asia Pacific, for the fiscal year ended January 31, 2022 as
compared to 62% from North America, 30% from Europe, and 8% from other
locations, primarily Asia Pacific, for the fiscal year ended January 31, 2021.

Over time, we expect the proportion of our total revenues from professional
services to decrease.

Costs and Expenses

                                                                       Fiscal year ended
                                                                          January 31,
                                                                                 2022                 2021              % Change

                                                                                            (dollars in thousands)
Cost of revenues:
Cost of subscription services                                               $   224,911          $   184,589               22%
Cost of professional services and other                                         278,767              224,339               24%
Total cost of revenues                                                      $   503,678          $   408,928               23%
Gross margin percentage:
Subscription services                                                                85  %                84  %
Professional services and other                                                      24  %                21  %
Total gross margin percentage                                                        73  %                72  %
Gross profit                                                                $ 1,347,099          $ 1,056,141               28%


Cost of revenues for the fiscal year ended January 31, 2022 increased
$95 million, of which $40 million was related to cost of subscription services.
The increase in cost of subscription services was primarily due to an increase
of $14 million in other computing infrastructure costs, the vast majority of
which was for computing infrastructure provided by Amazon Web Services, and an
increase of $7 million in data acquisition costs related to the Veeva Data Cloud
product offering. Additionally, there was an increase of $6 million in costs of
third-party contractors related to the development of our data products and an
increase of $5 million in fees paid to salesforce.com, driven by an increase in
the number of end users of our Veeva CRM solutions, and an increase of
$5 million employee
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compensation-related costs. We expect cost of subscription services to increase
in absolute dollars in the near term due to increased usage of our subscription
services and increased data costs related to our Veeva Data Cloud offering.

Cost of professional services and other for the fiscal year ended January 31,
2022 increased $54 million, primarily due to an increase of $50 million in
employee compensation-related costs (which includes an increase of $9 million in
stock-based compensation and the impact of a 5% increase in salaries that we
implemented for the majority of our employees on September 1, 2021 in response
to unusual inflationary pressure and the demand environment for skilled
employees). We expect cost of professional services and other to increase in
absolute dollars in the near term as we add personnel to our global professional
services organization and as a result of compensation increases in response to
labor market conditions and inflationary pressure.

Gross margin for the fiscal years ended January 31, 2022 and 2021 was 73% and
72%, respectively. The slight increase compared to the prior period is due
primarily to a more favorable mix of products and services, including increased
revenue from R&D Solutions products and services that have a higher gross margin
profile.

Operating Expenses and Operating Margin



Operating expenses include research and development, sales and marketing, and
general and administrative expenses. As we continue to invest in our growth
through hiring, we expect operating expenses and stock-based compensation to
increase in absolute dollars and to slightly increase as a percentage of revenue
in the future.

Research and Development

                                               Fiscal year ended January 31,
                                                                        2022            2021         % Change

                                                                              (dollars in thousands)
Research and development                                            $ 382,035       $ 294,220           30%
Percentage of total revenues                                               21  %           20  %


Research and development expenses for the fiscal year ended January 31, 2022
increased $88 million, primarily due to an increase of $83 million in employee
compensation-related costs (which includes an increase of $20 million in
stock-based compensation). The increase in employee compensation-related costs
is primarily driven by the increase in headcount during the period, as well as
the 5% increase in salaries discussed above. The expansion of our headcount in
research and development is to support development work for the products that we
offer or may offer in the future.

We expect research and development expenses to increase in absolute dollars and
as a percentage of revenue in the future, primarily due to higher headcount and
compensation increases for the reasons discussed above as we continue to invest
in our product offerings.

Sales and Marketing

                                                 Fiscal year ended January 31,
                                                                          2022            2021         % Change

                                                                                (dollars in thousands)
Sales and marketing                                                   $ 288,061       $ 235,014           23%
Percentage of total revenues                                                 16  %           16  %


Sales and marketing expenses for the fiscal year ended January 31, 2022
increased $53 million, due to an increase in employee compensation-related costs
(which includes an increase of $16 million in stock-based compensation). The
increase in employee compensation-related costs is primarily driven by the
increase in headcount during the period, as well as the 5% increase in salaries
discussed above.

We expect sales and marketing expenses to grow in absolute dollars in the
future, primarily due to employee-related expenses as we increase our headcount
to support our sales and marketing efforts associated with our product
offerings, the impact of changes to our sales compensation plans, our continued
expansion of our sales
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capacity across all our solutions, and as a result of compensation increases for
the reasons discussed above. Additionally, we expect travel and entertainment
costs to start to increase in the fiscal year ending January 31, 2023.

General and Administrative



                                               Fiscal year ended January 31,
                                                                        2022            2021         % Change

                                                                              (dollars in thousands)
General and administrative                                          $ 171,507       $ 149,113           15%
Percentage of total revenues                                                9  %           10  %


General and administrative expenses for the fiscal year ended January 31, 2022
increased $22 million, primarily due to an increase of $13 million in employee
compensation-related costs (which includes an increase of $5 million in
stock-based compensation). The increase in employee compensation-related costs
is primarily driven by the increase in headcount during the period, as well as
the 5% increase in salaries discussed above. Additionally, there was an increase
of $5 million in professional services that primarily consisted of fees
associated with on-going litigation.

We expect general and administrative expenses to continue to grow in absolute
dollars in the future, primarily due to higher headcount, compensation increases
for the reasons discussed above, investments in information technology
infrastructure, and third-party fees, including fees associated with on-going
litigation.

Other Income, Net

                                     Fiscal year ended January 31,
                                                               2022          2021        % Change

                                                                     (dollars in thousands)
Other income, net                                            $ 6,815      $ 16,199         (58)%


Other income, net, for the fiscal year ended January 31, 2022 decreased
$9 million, primarily due to a decrease in interest income, net, of $3 million,
reflecting the lower interest rates on short-term investments, increases in
amortization on investments of $3 million, and increases of foreign currency
loss of $3 million.

We continue to experience foreign currency fluctuations primarily due to the
impact resulting from the periodic re-measurement of our foreign currency
balances that are denominated in currencies other than the functional currency
of the entities in which they are recorded. Our results of operations are
subject to fluctuations due to changes in foreign currency exchange rates,
particularly changes in the Euro, Japanese Yen, Canadian Dollar, British Pound
Sterling, Hungarian Forint, and Chinese Yuan. We may continue to experience
favorable or adverse foreign currency impacts due to volatility in these
currencies.

Provision for Income Taxes

                                              Fiscal year ended January 31,
                                                                       2022            2021         % Change

                                                                             (dollars in thousands)
Income before income taxes                                         $ 512,311       $ 393,993           30%
Provision for income taxes                                         $  84,921       $  13,995          507%
Effective tax rate                                                      16.6  %          3.6  %


The provision for income taxes differs from the tax computed at the U.S. federal
statutory income tax rate due primarily to state taxes, tax credits, equity
compensation, and foreign income subject to taxation in the United States.
Future tax rates could be affected by changes in tax laws and regulations or by
rulings in tax related litigation, as may be applicable. We will continue to
identify and analyze other applicable changes in tax laws in the United States
and abroad.
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For the fiscal years ended January 31, 2022 and 2021, our effective tax rates
were 16.6% and 3.6%, respectively. During the fiscal year ended January 31, 2022
as compared to the prior year period, our effective tax rate increased primarily
due to a reduction in excess tax benefits related to equity compensation and an
increase in valuation allowance within certain jurisdictions. We recognized such
tax benefits in our provision for income taxes of $56 million and $81 million
for the fiscal years ended January 31, 2022 and 2021, respectively.

Non-GAAP Financial Measures



In our public disclosures, we have provided non-GAAP measures, which we define
as financial information that has not been prepared in accordance with generally
accepted accounting principles in the United States, or GAAP. In addition to our
GAAP measures, we use these non-GAAP financial measures internally for budgeting
and resource allocation purposes and in analyzing our financial results.

For the reasons set forth below, we believe that excluding the following items
provides information that is helpful in understanding our operating results,
evaluating our future prospects, comparing our financial results across
accounting periods, and comparing our financial results to our peers, many of
which provide similar non-GAAP financial measures.

•Stock-based compensation expenses. We exclude stock-based compensation expenses
primarily because they are non-cash expenses that we exclude from our internal
management reporting processes. We also find it useful to exclude these expenses
when we assess the appropriate level of various operating expenses and resource
allocations when budgeting, planning, and forecasting future periods. Moreover,
because of varying available valuation methodologies, subjective assumptions and
the variety of award types that companies can use under FASB ASC Topic 718, we
believe excluding stock-based compensation expenses allows investors to make
meaningful comparisons between our recurring core business operating results and
those of other companies.

•Amortization of purchased intangibles. We incur amortization expense for
purchased intangible assets in connection with acquisitions of certain
businesses and technologies. Amortization of intangible assets is a non-cash
expense and is inconsistent in amount and frequency because it is significantly
affected by the timing, size of acquisitions, and the inherent subjective nature
of purchase price allocations. Because these costs have already been incurred
and cannot be recovered, and are non-cash expenses, we exclude these expenses
for internal management reporting processes. We also find it useful to exclude
these charges when assessing the appropriate level of various operating expenses
and resource allocations when budgeting, planning, and forecasting future
periods. Investors should note that the use of intangible assets contributed to
our revenues earned during the periods presented and will contribute to our
future period revenues as well.

•Income tax effects on the difference between GAAP and non-GAAP costs and
expenses. The income tax effects that are excluded relate to the imputed tax
impact on the difference between GAAP and non-GAAP costs and expenses due to
stock-based compensation and purchased intangibles for GAAP and non-GAAP
measures.

Limitations on the Use of Non-GAAP Financial Measures

There are limitations to using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with GAAP and may be different from non-GAAP financial measures provided by other companies.



The non-GAAP financial measures are limited in value because they exclude
certain items that may have a material impact upon our reported financial
results. In addition, they are subject to inherent limitations as they reflect
the exercise of judgments by management about which items are adjusted to
calculate our non-GAAP financial measures. We compensate for these limitations
by analyzing current and future results on a GAAP basis as well as a non-GAAP
basis and also by providing GAAP measures in our public disclosures.

Non-GAAP financial measures should not be considered in isolation from, or as a
substitute for, financial information prepared in accordance with GAAP. We
encourage investors and others to review our financial information in its
entirety, not to rely on any single financial measure to evaluate our business,
and to view our non-GAAP financial measures in conjunction with the most
directly comparable GAAP financial measures.
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The following table reconciles the specific items excluded from GAAP metrics in the calculation of non-GAAP metrics for the periods shown below:



                                                                          Fiscal year ended
                                                                             January 31,
                                                                                    2022               2021

                                                                                        (in thousands)
Operating income on a GAAP basis                                                $ 505,496          $ 377,794
Stock-based compensation expense                                                  234,636            185,001
Amortization of purchased intangibles                                              18,520             20,007
Operating income on a non-GAAP basis                                            $ 758,652          $ 582,802
Net income on a GAAP basis                                                      $ 427,390          $ 379,998
Stock-based compensation expense                                                  234,636            185,001
Amortization of purchased intangibles                                              18,520             20,007
Income tax effect on non-GAAP adjustments(1)                                      (75,827)          (111,795)
Net income on a non-GAAP basis                                                  $ 604,719          $ 473,211
Diluted net income per share on a GAAP basis                                    $    2.63          $    2.36
Stock-based compensation expense                                                     1.45               1.15
Amortization of purchased intangibles                                                0.11               0.12
Income tax effect on non-GAAP adjustments(1)                                        (0.46)             (0.69)
Diluted net income per share on a non-GAAP basis                            

$ 3.73 $ 2.94 (1) For the fiscal years ended January 31, 2022 and 2021, we used an estimated annual effective non-GAAP tax rate of 21%

Liquidity and Capital Resources



                                                                   Fiscal year ended January 31,
                                                                         2022               2021               2020

                                                                                       (in thousands)
Net cash provided by operating activities                            $ 764,463          $ 551,246          $ 437,375
Net cash used in investing activities                                 (346,152)          (333,634)          (516,910)
Net cash (used in) provided by financing activities                     (4,140)            33,818             10,010
Effect of exchange rate changes on cash and cash
equivalents                                                             (4,657)               484             (2,856)
Net change in cash and cash equivalents                              $ 

409,514 $ 251,914 $ (72,381)

Our principal sources of liquidity continue to be comprised of our existing cash, cash equivalents, and short-term investments, as well as cash flows generated from our operations. As of January 31, 2022, our cash, cash equivalents, and short-term investments totaled $2.4 billion, of which $97 million represented cash and cash equivalents held outside of the United States.



Our primary use of cash is payment of our operating costs, which consist
primarily of employee-related expenses, such as compensation and benefits, as
well as general operating expenses for marketing, facilities, and overhead
costs. Long-term cash requirements for items other than normal operating
expenses could include the following: the acquisition of businesses, software
products, or technologies complementary to our business; and capital
expenditures, including the purchase and implementation of internal-use software
applications.

Our non-U.S. cash and cash equivalents have been earmarked for indefinite
reinvestment in our operations outside the United States, except in certain
designated jurisdictions that have an immaterial impact to our financial
statements. As of January 31, 2022, we have not recorded any taxes, such as
withholding taxes, associated with the foreign earnings that are indefinitely
reinvested outside of the United States. We believe our U.S. sources of cash and
liquidity are sufficient to meet our business needs in the United States and do
not expect that we will need to repatriate additional funds we have designated
as indefinitely reinvested outside the United States. Under currently enacted
tax laws, should our plans change and we were to choose to repatriate some or
all of the funds we have designated as indefinitely reinvested outside the
United States, such amounts may be subject to certain jurisdictional taxes.
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We have financed our operations primarily through cash generated from
operations. We believe our existing cash, cash equivalents, and short-term
investments generated from operations will be sufficient to meet our working
capital and capital expenditure needs over at least the next 12 months. Our
future capital requirements will depend on many factors including our revenue
growth rate, subscription renewal activity, the timing and extent of spending to
support product development efforts, the expansion of sales and marketing
activities, the ongoing investments in technology infrastructure, the
introduction of new and enhanced solutions, and the continuing market acceptance
of our solutions. We may in the future enter into arrangements to acquire or
invest in complementary businesses, services and technologies, and intellectual
property rights. We may be required to seek additional equity or debt financing
for those arrangements or for other reasons. In the event that additional
financing is required from outside sources, we may not be able to raise it on
terms acceptable to us or at all. If we are unable to raise additional capital
when desired, our business, operating results, and financial condition would be
adversely affected.

The following is a discussion of our cash flows for the year ended January 31,
2022 compared to the year ended January 31, 2021. For a discussion of our cash
flows for the year ended January 31, 2021 compared to the year ended January 31,
2020, please refer to Part II, Item 7, "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in our Annual Report on Form 10-K
for the year ended January 31, 2021, which is hereby incorporated by reference.

Cash Flows from Operating Activities



Our largest source of operating cash inflows is cash collections from our
customers for subscription services. We also generate significant cash flows
from our professional services arrangements. The first quarter of our fiscal
year is seasonally the strongest quarter for cash inflows due to the timing of
our annual subscription billings and related collections. Our primary uses of
cash from operating activities are for employee-related expenditures, expenses
related to our computing infrastructure (including salesforce.com and Amazon Web
Services), building infrastructure costs (including leases for office space),
fees for third-party legal counsel and accounting services, and data acquisition
costs. Note that our net income reflects the impact of excess tax benefits
related to equity compensation.

Net cash provided by operating activities was $764 million for the fiscal year
ended January 31, 2022 compared to $551 million provided by operating activities
for the fiscal year ended January 31, 2021. The $213 million increase in
operating cash flow was primarily due to increased sales and the related cash
collections. These increases were partially offset by larger operating expenses
due to increases in headcount.

Our future cash flows from operating activities may be materially impacted as a
result of the Tax Cuts and Jobs Act of 2017. The Tax Cuts and Jobs Act of 2017
eliminates the option to deduct research and development expenditures currently
and requires taxpayers to capitalize and amortize them over five or fifteen
years. Although Congress is considering legislation that would defer the
amortization requirement to later years, we have no assurance that the provision
will be so deferred, repealed or otherwise modified. If the requirement is not
modified, it will materially reduce our cash flows beginning in fiscal 2023.

Cash Flows from Investing Activities



The cash flows from investing activities primarily relate to cash used for the
purchase of marketable securities, net of maturities. We also use cash to invest
in capital assets to support our growth.

Net cash used in investing activities was $346 million for the fiscal year ended
January 31, 2022 compared to $334 million used in investing activities for the
fiscal year ended January 31, 2021. The $13 million increase in cash used in
investing activities was primarily due to business acquisitions and an increase
in investment in long-term assets of $8 million and $5 million, respectively.

Cash Flows from Financing Activities



The cash flows from financing activities relate primarily to stock option
exercises offset by taxes paid on behalf of employees related to the net share
settlement of RSUs. In June 2021, we began funding withholding taxes due on
employee RSU awards by net share settlement, rather than our previous approach
of requiring employees to either
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sell shares of our Class A common stock or pay the withholding taxes in cash to cover taxes due upon vesting of such awards.



Net cash used in financing activities was $4 million for the fiscal year ended
January 31, 2022 compared to $34 million provided by financing activities for
the fiscal year ended January 31, 2021. The $38 million decrease is primarily
related to $55 million of cash used to pay employee taxes related to the net
share settlement of RSUs, partially offset by an increase of $52 million in
proceeds from employee stock option exercises due to increased stock option
activity during the period.

Critical Accounting Policies and Estimates



Our consolidated financial statements are prepared in accordance with generally
accepted accounting principles in the United States (GAAP). In the preparation
of these consolidated financial statements, we are required to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenues, costs and expenses, and related disclosures. On an ongoing basis, we
evaluate our estimates and assumptions. Our actual results may differ from these
estimates under different assumptions or conditions.

We believe that of our significant accounting policies, which are described in


  note 1   of the notes to the consolidated financial statements, the following
accounting policies involve a greater degree of judgment and complexity.
Accordingly, these are the policies we believe are the most critical to aid in
fully understanding and evaluating our consolidated financial condition and
results of operations.

Revenue Recognition



We derive our revenues primarily from subscription services and professional
services. Some of our contracts with customers contain multiple performance
obligations. The transaction price is allocated to the distinct performance
obligations on a relative standalone selling price basis. Significant judgment
is sometimes required in developing an estimate of the standalone selling price
for each distinct performance obligation based on our overall pricing
objectives, market conditions, and other factors, including other groupings such
as customer type and geography. The standalone selling prices of our distinct
performance obligations are reviewed on a periodic basis or when there are
significant changes in facts and circumstances. Our pricing objectives, market
conditions or other factors may change in the future resulting in changes to
standalone selling prices that could impact the timing or amount of revenue
recognition.

Business Combinations and Valuation of Acquired Intangible Assets



We allocate the purchase price of acquired companies to tangible and intangible
assets acquired and liabilities assumed based upon their estimated fair values
at the acquisition date. The purchase price allocation process requires
management to make significant estimates and assumptions with respect to the
valuation of intangible assets. Examples of critical estimates in valuing
certain of the intangible assets we have acquired or may acquire in the future
include but are not limited to future expected cash flows, future revenue
growth, margins, customer retention rates, technology life, royalty rates,
expected use of acquired assets, and discount rates. These factors are also
considered in determining the useful life of the acquired intangible assets.
These estimates are based in part on historical experience, market conditions
and information obtained from management of the acquired companies and are
inherently uncertain. Goodwill represents the future economic benefits arising
from other assets acquired in a business combination that are not individually
identified and separately recorded.
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