=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-02-06
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Zoetis Inc. (ZTS)
CIK: 0001555280
--- Reporting Owner ---
Name: Esch Kevin
CIK: 0002099914
Role: Officer (Executive Vice President)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-02-06 | Code: M (Exercise of derivative)
Shares: +43
Shares Owned After: 310 | Ownership: D (Direct)
Footnotes:
[F1] 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.
[Transaction #2]
Security: Common Stock
Date: 2026-02-06 | Code: F (Payment of exercise/tax)
Shares: -15 | Price: $127.42
Total Value: $1,911.30
Shares Owned After: 295 | Ownership: D (Direct)
[Transaction #3]
Security: Common Stock
Date: 2026-02-08 | Code: M (Exercise of derivative)
Shares: +50
Shares Owned After: 345 | Ownership: D (Direct)
Footnotes:
[F1] 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.
[Transaction #4]
Security: Common Stock
Date: 2026-02-08 | Code: F (Payment of exercise/tax)
Shares: -18 | Price: $127.42
Total Value: $2,293.56
Shares Owned After: 327 | Ownership: D (Direct)
--- Derivative Transactions ---
[Transaction #1]
Security: Restricted Stock Unit
Date: 2026-02-06 | Code: M (Exercise of derivative)
Shares: -43.2572
Shares Owned After: 44 | Ownership: D (Direct)
Footnotes:
[F3] 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").
[F4] Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
[F1] 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.
[F5] 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.
[F6] Not applicable.
[Transaction #2]
Security: Restricted Stock Unit
Date: 2026-02-08 | Code: M (Exercise of derivative)
Shares: -50.7309
Shares Owned After: 0 | Ownership: D (Direct)
Footnotes:
[F3] 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").
[F4] Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
[F1] 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.
[F7] 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.
[F6] Not applicable.
--- Holdings ---
[Holding #1]
Security: Common Stock
Ownership: I (Indirect)
Footnotes:
[F2] Represents the common stock equivalents held in the Zoetis Inc. Savings Plan, a 401(k) plan, as of December 31, 2025.
[Holding #2]
Security: Restricted Stock Unit
Ownership: D (Direct)
Footnotes:
[F3] 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").
[F4] Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
[F8] 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.
[F6] Not applicable.
[Holding #3]
Security: Restricted Stock Unit
Ownership: D (Direct)
Footnotes:
[F3] 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").
[F4] Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
[F9] 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, April 30, 2025; subject to the reporting
person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
[F6] Not applicable.
--- Footnotes (Complete Index) ---
F1: 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.
F2: Represents the common stock equivalents held in the Zoetis Inc. Savings Plan, a 401(k) plan, as of December 31, 2025.
F3: 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").
F4: Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
F5: 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.
F6: Not applicable.
F7: 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.
F8: 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.
F9: 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, April 30, 2025; subject to the reporting
person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
--- Signature ---
/s/ /s/ Brenda Santuccio, as Attorney-in-Fact (2026-02-10)
