Zoetis Inc. — Director's Dealing 2021

Feb 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zoetis Inc. (ZTS)
CIK: 0001555280
Period of Report: 2021-02-13

Reporting Person: McFarland James Michael (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-13	Common Stock	M	370	—	Acquired	2346	Direct
2021-02-13	Common Stock	F	123	$166.71	Disposed	2223	Direct
2021-02-13	Common Stock	M	539	—	Acquired	2762	Direct
2021-02-13	Common Stock	F	215	$166.71	Disposed	2547	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-13	Restricted Stock Unit	$	M	370.5526	Disposed		Common Stock (370.5526)	Direct
2021-02-13	Performance Award Unit	$	M	539.541	Disposed		Common Stock (539.541)	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.

F2: Acquisition of common stock upon vesting and settlement of performance award units. Each performance award unit represents a right to receive one share of Zoetis Inc. common stock upon vesting of the performance award unit.

F3: Restricted stock units previously granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon (each an "RSU" and collectively, "RSUs"). The RSUs vest as follows and are settled in Zoetis common stock upon vesting: 370.5526 RSUs vested on February 13, 2021; 230.6444 RSUs will vest on February 12, 2022; 567.2125 RSUs will vest on February 11, 2023; and 505 RSUs will vest on February 10, 2024.

F4: Performance award units having a three-year performance period covering 2018-2020 previously granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon. The performance award units reported herein were deemed acquired on February 9, 2021, which is the date the Zoetis Human Resources Committee certified the level of achievement of the applicable performance goal for these performance award units. The performance award units (and dividend equivalent units issued thereon) vested on February 13, 2021 and were settled in shares of Zoetis common stock.