Zoetis Inc. — Director's Dealing 2014

Mar 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zoetis Inc. (ZTS)
CIK: 0001555280
Period of Report: 2014-03-04

Reporting Person: PARENT LOUISE M (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-04	Deferred Stock Unit	$	A	4532.211	Acquired		Common Stock (4532.211)	Direct
2014-03-04	Phantom Stock Unit	$	A	3.6851	Acquired		Common Stock (3.6851)	Direct

Footnotes

F1: Grant of deferred stock units pursuant to Zoetis Inc. 2013 Equity and Incentive Plan. The deferred stock units were fully vested on the date of the grant and will be settled in shares of Zoetis Inc. common stock upon the reporting person's separation from service as a director at Zoetis.

F2: Each deferred stock unit represents a contingent right to receive one share of Zoetis Inc. common stock.

F3: Each deferred stock unit will be settled in shares of Zoetis Inc. common stock upon the reporting person's separation from service as a director of Zoetis Inc.

F4: These phantom stock units represent dividend equivalent units, which were automatically issued pursuant to phantom stock units previously granted to the reporting person under the Zoetis Non-Employee Director Deferred Compensation Plan.

F5: Each phantom stock unit represents one share of Zoetis Inc. common stock.

F6: These phantom stock units will be 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.