Zoetis Inc. — Director's Dealing 2021

May 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zoetis Inc. (ZTS)
CIK: 0001555280
Period of Report: 2021-05-20

Reporting Person: STEERE WILLIAM C JR (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-20	Common Stock	M	10468	—	Acquired	29372	Direct
2021-05-20	Common Stock	M	5702	—	Acquired	35074	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-20	Deferred Stock Unit	$	M	10469.5783	Disposed		Common Stock (10469.5783)	Direct
2021-05-20	Restricted Stock Unit	$	M	5702.937	Disposed		Common Stock (5702.937)	Direct

Footnotes

F1: Acquisition of common stock upon vesting and settlement of deferred stock units (DSUs) in connection with Mr. Steere's retirement from the Zoetis Board of Directors. Each DSU represents a right to receive one share of Zoetis Inc. common stock upon settlement of the DSU.

F2: Acquisition of common stock upon vesting and settlement of restricted stock units (RSUs) in connection with Mr. Steere's retirement from the Zoetis Board of Directors. Each RSU represents a right to receive one share of Zoetis Inc. common stock upon vesting of the RSU.

F3: Represents deferred stock units granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon (each a "DSU" and collectively, "DSUs"). The DSUs 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.

F4: Each DSU represents a contingent right to receive one share of Zoetis Inc. common stock.

F5: Each DSU will be settled in shares of Zoetis Inc. common stock upon the reporting person's separation from service as a director of Zoetis Inc.

F6: Represents restricted stock units granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon (each an "RSU" and collectively, "RSUs"). Restricted stock units vest and are settled in shares of Zoetis common stock on the third anniversary of the date of grant, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events. Dividend equivalent units vest and are settled in shares of Zoetis common stock on the third anniversary of the date of grant of the underlying restricted stock units, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

F7: Each restricted stock unit represents a contingent right to receive one share of Zoetis Inc. common stock.

F8: Each RSU will vest and be settled in shares of Zoetis Inc. common stock on the third anniversary of the date of grant, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

F9: Not applicable.