Zoetis Inc. — Director's Dealing 2021

Feb 13, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zoetis Inc. (ZTS)
CIK: 0001555280
Period of Report: 2021-02-10

Reporting Person: McFarland James Michael (Executive Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-10	Restricted Stock Unit	$	A	505	Acquired		Common Stock (505.0)	Direct
2021-02-10	Stock Option	$	A	2148	Acquired		Common Stock (2148.0)	Direct

Footnotes

F1: 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.

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

F3: 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.

F4: Not applicable.

F5: The RSUs vest as follows: 370.5526 RSUs will vest 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.

F6: Stock options (right to buy Zoetis Inc. common stock) granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan. The options vest on the third anniversary of the date of grant.

F7: 2,532 options granted February 19, 2016 at an exercise price of $41.83 per option; 1,934 options granted February 14, 2017 at an exercise price of $55.02 per option; 1,314 options granted February 13, 2018 at an exercise price of $73.24 per option; 918 options granted February 12, 2019 at an exercise price of $87.51 per option; 2,395 options granted February 11, 2020 at an exercise price of $144.03 per option; and 2,148 options granted February 10, 2021 at an exercise price of $160.62 per option.

F8: Each option vests on the third anniversary of the date of grant.

F9: Each option expires on the tenth anniversary of the date of grant.