SEC Form 4 · accession 0001555280-19-000065

Zoetis Inc. · ZTS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Represents 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.
• F10Represents performance award units with a three-year performance period covering 2016-2018 that were 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 12, 2019, which is the date the Zoetis Compensation 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) will vest and be settled in shares of Zoetis common stock on February 19, 2019, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
• F11Each performance award unit represents a contingent right to receive one share of Zoetis Inc. common stock.
• F12Each performance award unit will vest and be settled in shares of Zoetis Inc. common stock on February 19, 2019, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
• F2Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
• F3Each 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.
• F4Not applicable.
• F5The RSUs vest as follows: 8,951.3182 RSUs will vest on February 19, 2019; 8,593.1842 RSUs will vest on February 14, 2020; 6,869.2133 RSUs will vest on February 13, 2021; and 5,142.0000 RSUs will vest on February 12, 2022.
• F6Stock 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.
• F728,563 options granted February 27, 2015 at an exercise price of $46.09 per option; 32,767 options granted February 19, 2016 at an exercise price of $41.83 per option; 32,634 options granted February 14, 2017 at an exercise price of $55.02 per option; 24,642 options granted February 13, 2018 at an exercise price of $73.24 per option; and 20,661 options granted February 12, 2019 at an exercise price of $87.51.
• F8Each option vests on the third anniversary of the date of grant.
• F9Each option expires on the tenth anniversary of the date of grant.