Zoetis (NYSE: ZTS) EVP nets 1,443 shares after RSU vesting

Rhea-AI Filing Summary

Zoetis Inc. Executive Vice President Ferran Astorga Jeannette reported routine equity compensation activity involving restricted stock units (RSUs) and common stock. On February 6 and 8, 2026, RSUs vested and were settled into 206 and 218 shares of Zoetis common stock, respectively, with no cash exercise price.

To cover withholding obligations, the company withheld 92 and 97 shares of common stock at a price of $127.42 per share. After these transactions, the executive directly held 1,443 shares of Zoetis common stock and 1,294.6543 RSUs, which each represent a contingent right to receive one share of common stock as they vest over future anniversaries of the original grant dates.

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^*

Ferran Astorga Jeannette

(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)
02/06/2026

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	02/06/2026		M		206	A	(1)	1,414	D
Common Stock	02/06/2026		F		92	D	$127.42	1,322	D
Common Stock	02/08/2026		M		218	A	(1)	1,540	D
Common Stock	02/08/2026		F		97	D	$127.42	1,443	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(2)	(3)	02/06/2026		M			206.9648	(4)	(5)	Common Stock	206.9648	(1)	207	D
Restricted Stock Unit(2)	(3)	02/08/2026		M			218.1431	(6)	(5)	Common Stock	218.1431	(1)	0	D
Restricted Stock Unit(2)	(3)							(7)	(5)	Common Stock	1,294.6543		1,294.6543	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. 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").

3. Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.

4. One-third of each RSU vests and is settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, February 6, 2024; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

5. Not applicable.

6. One-third of each RSU vests and is settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, February 8, 2023.

7. One-third of each RSU will vest and be settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, February 19, 2025; 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	02/10/2026
	** 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).
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FAQ

What insider activity did Zoetis (ZTS) report for Ferran Astorga Jeannette?

Zoetis reported RSU vesting and share withholding for taxes. RSUs vesting on February 6 and 8, 2026 were settled into common shares, with a portion of those shares withheld at $127.42 each to satisfy tax obligations, reflecting routine equity compensation activity.

How many Zoetis (ZTS) shares did the EVP receive from RSU vesting?

The executive received 424 Zoetis common shares from RSU vesting. Vesting events on February 6 and 8, 2026 delivered 206 and 218 shares, respectively, as previously granted restricted stock units converted into common stock under the company’s equity and incentive plan.

How many Zoetis (ZTS) shares were withheld for taxes in this Form 4?

Zoetis withheld 189 shares to cover tax obligations. Following RSU vesting, 92 shares on February 6, 2026 and 97 shares on February 8, 2026 were withheld at a price of $127.42 per share to satisfy applicable withholding requirements.

What is the Zoetis (ZTS) EVP’s direct common stock holding after these transactions?

After the reported transactions, the EVP directly held 1,443 common shares. This balance reflects shares received from RSU vesting on February 6 and 8, 2026, net of shares withheld by Zoetis to cover associated tax withholding obligations at the stated share price.

How many Zoetis (ZTS) RSUs does the EVP still hold after this Form 4?

The executive held 1,294.6543 Zoetis RSUs after the transactions. Each RSU represents a contingent right to receive one share of common stock as it vests on scheduled anniversaries of the grant dates, subject to continued service and certain specified events.

What do Zoetis (ZTS) restricted stock units represent for the reporting person?

Each Zoetis RSU represents a right to one share of common stock. RSUs are granted under the Zoetis Amended and Restated 2013 Equity and Incentive Plan, including dividend equivalent units, and vest in thirds on the first, second, and third anniversaries of their grant dates.