STOCK TITAN

Zoetis (ZTS) EVP Jamie Brannan details RSU vesting, tax withholding and updated share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Zoetis Inc. Executive Vice President Jamie Brannan reported routine equity compensation activity. On February 6 and 8, 2026, restricted stock units (RSUs) vested and were settled in Zoetis common stock, resulting in acquisitions of 529 and 380 shares, respectively.

To cover tax withholding on these vestings, 249 shares on February 6 and 179 shares on February 8 were withheld at a price of $127.42 per share. After these transactions, Brannan directly owned 2,652 shares of Zoetis common stock and held 445 common stock equivalents indirectly through the UK Share Ownership Plan.

The filing also shows 3,614.0741 RSUs outstanding under the Zoetis Amended and Restated 2013 Equity and Incentive Plan and related dividend equivalents, which represent contingent rights to receive the same number of Zoetis common shares upon future vesting.

Positive

  • None.

Negative

  • None.
Insider Brannan Jamie
Role Executive Vice President
Type Security Shares Price Value
Exercise Restricted Stock Unit 380.482 $0.00 --
Exercise Common Stock 380 $0.00 --
Tax Withholding Common Stock 179 $127.42 $23K
Exercise Restricted Stock Unit 529.248 $0.00 --
Exercise Common Stock 529 $0.00 --
Tax Withholding Common Stock 249 $127.42 $32K
holding Restricted Stock Unit -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 2,831 shares (Direct); Common Stock — 445 shares (Indirect, UK Share Ownership Plan)
Footnotes (1)
  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. Represents the common stock equivalents held in the UK Share Ownership plan, as of December 31, 2025. 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"). Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock. 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. Not applicable. 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. 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.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Brannan Jamie

(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 529 A (1) 2,700 D
Common Stock 02/06/2026 F 249 D $127.42 2,451 D
Common Stock 02/08/2026 M 380 A (1) 2,831 D
Common Stock 02/08/2026 F 179 D $127.42 2,652 D
Common Stock 445(2) I UK Share Ownership Plan
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) 02/06/2026 M 529.248 (5) (6) Common Stock 529.248 (1) 529 D
Restricted Stock Unit(3) (4) 02/08/2026 M 380.4823 (7) (6) Common Stock 380.4823 (1) 0 D
Restricted Stock Unit(3) (4) (8) (6) Common Stock 3,614.0741 3,614.0741 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 the common stock equivalents held in the UK Share Ownership plan, as of December 31, 2025.
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 RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
5. 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.
6. Not applicable.
7. 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.
8. 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).
** 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 did Zoetis (ZTS) executive Jamie Brannan report in this Form 4?

Jamie Brannan reported RSU vesting into Zoetis common stock on February 6 and 8, 2026. Shares were acquired upon settlement, and some were withheld to cover taxes, updating his direct and indirect holdings and outstanding RSU balance.

How many Zoetis (ZTS) shares did Jamie Brannan acquire and withhold for taxes?

Brannan acquired 529 shares on February 6 and 380 shares on February 8 through RSU vesting. To satisfy tax withholding, 249 shares and 179 shares, respectively, were withheld at a price of $127.42 per share.

What is Jamie Brannan’s Zoetis (ZTS) share ownership after these transactions?

After the reported transactions, Brannan directly owned 2,652 shares of Zoetis common stock. He also held 445 common stock equivalents indirectly through the UK Share Ownership Plan, reflecting his updated beneficial ownership position.

How many Zoetis (ZTS) RSUs does Jamie Brannan hold after this Form 4?

Following the vesting events, Brannan held 3,614.0741 restricted stock units (RSUs). Each RSU represents a contingent right to receive one Zoetis common share, subject to time-based vesting conditions and continued service requirements.

What plan governs the RSUs reported by Zoetis (ZTS) executive Jamie Brannan?

The RSUs are granted under the Zoetis Inc. Amended and Restated 2013 Equity and Incentive Plan. This plan provides for stock-based awards, including RSUs and related dividend equivalents, that vest over time based on continued service.

How do the Zoetis (ZTS) RSUs held by Jamie Brannan vest over time?

The RSUs generally vest in one-third increments on the first, second, and third anniversaries of their respective grant dates, such as February 6, 2024, February 8, 2023, and February 19, 2025, subject to continued service and specified earlier vesting events.