Zoetis (ZTS) EVP Rimma Driscoll Reports Phantom Stock Unit Grant

Rhea-AI Filing Summary

Zoetis Inc. Executive Vice President Rimma Driscoll reported an acquisition of 141.4427 phantom stock units on January 9, 2026. These units were credited at a reference value of $42.42 per unit under the Zoetis Supplemental Savings Plan, bringing her total phantom stock unit balance to 5,367.8047 units held as a direct interest. The phantom stock units are settled in cash after her separation from service, and their value is determined by the market value of Zoetis common stock plus a small portion in cash-equivalent investments, which typically represent around 5% of each unit’s total value.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Driscoll Rimma

(Last) (First) (Middle)

C/O ZOETIS INC.

10 SYLVAN WAY

(Street)

PARSIPPANY NJ 07054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zoetis Inc. [ ZTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2026

4. If Amendment, Date of 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

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

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 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: 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
Phantom Stock Unit(1)	(2)	01/09/2026		A		141.4427		(1)	(1)	Common Stock	47.1809	$42.42	5,367.8047	D

Explanation of Responses:

1. These phantom stock units, which were acquired pursuant to the Zoetis Supplemental Savings Plan, are settled in cash following the reporting person's separation from service and may be transferred by the reporting person into an alternative investment fund at any time, provided Zoetis may limit the timing, frequency and permissibility of transfers from one investment fund to another at any time.

2. Each phantom stock unit represents a fraction of a phantom share of Zoetis common stock, plus a small amount of cash-equivalent investments (the cash-equivalent investments typically represent around 5% of the total value of the phantom stock unit). Accordingly, the value of each phantom stock unit is determined by reference to the market value of Zoetis common stock and the value of the cash-equivalent investments.

Remarks:

	/s/ Brenda Santuccio, as Attorney-in-Fact	01/12/2026
	** 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 Number.

FAQ

What insider transaction did Zoetis (ZTS) report for Rimma Driscoll?

Zoetis reported that Executive Vice President Rimma Driscoll acquired 141.4427 phantom stock units on January 9, 2026 as a derivative securities transaction.

At what reference value were the new Zoetis (ZTS) phantom stock units credited?

The newly acquired phantom stock units were credited at a reference value of $42.42 per unit, as shown in the derivative securities table.

How many Zoetis (ZTS) phantom stock units does Rimma Driscoll hold after this transaction?

Following this transaction, Rimma Driscoll beneficially owns a total of 5,367.8047 phantom stock units, reported as direct ownership.

What is a Zoetis (ZTS) phantom stock unit in this context?

Each phantom stock unit represents a fraction of a phantom share of Zoetis common stock plus a small amount of cash-equivalent investments. The cash-equivalent portion typically represents around 5% of the unit’s total value, and the overall value is determined by the market value of Zoetis common stock and the cash-equivalent investments.

How and when are Zoetis (ZTS) phantom stock units for Rimma Driscoll settled?

The phantom stock units acquired under the Zoetis Supplemental Savings Plan are settled in cash following the reporting person’s separation from service, rather than in actual Zoetis shares.

Can Zoetis (ZTS) phantom stock units be reallocated among investment options?

The filing states that the reporting person may transfer the phantom stock units into an alternative investment fund at any time, although Zoetis may limit the timing, frequency, and permissibility of transfers between investment funds.