Zoetis (ZTS) director reports RSU conversion and 517-share cash transaction

Rhea-AI Filing Summary

Zoetis Inc. director Vanessa Broadhurst reported equity compensation activity involving restricted stock units (RSUs) and common shares. On February 19, 2026, RSUs covering about 1,619 shares were exercised and converted into 1,619 shares of Zoetis common stock at a price of $0.00 per share. A separate transaction involving 517 common shares at $127.28 per share was reported as an other acquisition or disposition, with a footnote explaining these shares were transferred back to Zoetis in exchange for cash based on the closing share price on the vesting date. After these movements, she directly holds 3,920 shares of Zoetis common stock and 1,936 RSUs that each represent a contingent right to receive one share of common stock, generally vesting on the first anniversary of the grant date if service conditions are met.

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^*

Broadhurst Vanessa

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Common Stock	02/19/2026		M		1,619	A	(1)	4,437	D
Common Stock	02/19/2026		J(2)		517	D	$127.28	3,920	D

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
Restricted Stock Unit(3)	(4)	02/19/2026		M			1,619.3325	(5)	(6)	Common Stock	1,619.3325	(1)	0	D
Restricted Stock Unit(3)	(4)							(7)	(6)	Common Stock	1,936		1,936	D

Explanation of Responses:

1. Acquisition of common stock upon vesting and settlement of restricted stock units (RSUs). Each RSU represents a right to receive one share of Zoetis Inc. common stock upon vesting of the RSU.

2. Disposition of shares to the Company in exchange for cash based on the closing share price of Zoetis Inc. common stock as of the vesting date.

3. Represents restricted stock units granted pursuant to the Zoetis Inc. Amended and Restated 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon (each an "RSU" and collectively, "RSUs").

4. Each restricted stock unit represents a contingent right to receive one share of Zoetis Inc. common stock.

5. Each RSU vests and is settled in shares of Zoetis Inc. common stock on the first anniversary of the date of grant, February 19, 2025.

6. Not applicable.

7. Each RSU will vest and be settled in shares of Zoetis Inc. common stock on the first anniversary of the date of grant, February 18, 2026; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

Remarks:

	/s/ Brenda Santuccio, as Attorney-in-Fact	02/23/2026
	** 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).
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FAQ

What insider transactions did Vanessa Broadhurst report for Zoetis (ZTS)?

Vanessa Broadhurst reported the exercise of Zoetis RSUs into 1,619 common shares at $0.00 and a separate transaction involving 517 common shares at $127.28, plus updated RSU and share holdings.

How many Zoetis (ZTS) shares did Vanessa Broadhurst acquire from RSUs?

She acquired 1,619 Zoetis common shares through the vesting and settlement of restricted stock units. Each RSU converted into one share of common stock upon vesting, reflecting equity compensation rather than an open-market purchase.

What happened to the 517 Zoetis (ZTS) shares in the Form 4 filing?

The Form 4 lists a transaction for 517 Zoetis common shares at $127.28 per share, described as an other acquisition or disposition, with footnotes stating the shares were transferred back to the company in exchange for cash at the vesting-date closing price.

What are Vanessa Broadhurst’s Zoetis (ZTS) holdings after these transactions?

After these transactions, Vanessa Broadhurst directly holds 3,920 shares of Zoetis common stock and 1,936 restricted stock units, each RSU representing a contingent right to receive one Zoetis common share upon vesting.

How do Zoetis (ZTS) restricted stock units work in this Form 4?

Each Zoetis restricted stock unit represents a right to receive one common share upon vesting. Footnotes explain that RSUs generally vest and settle in shares on the first anniversary of the grant date, subject to continued service and certain earlier-vesting events.

Under which plan were the Zoetis (ZTS) RSUs granted to Vanessa Broadhurst?

The restricted stock units reported were granted under the Zoetis Inc. Amended and Restated 2013 Equity and Incentive Plan, including dividend equivalent units that are automatically issued on the RSUs and share the same settlement mechanics.