Zoetis Inc.·4

Feb 10, 4:31 PM ET

Sarbaugh Keith 4

4 · Zoetis Inc. · Filed Feb 10, 2026

Research Summary

AI-generated summary of this filing

Updated

Zoetis (ZTS) EVP Keith Sarbaugh Receives RSU Vesting; Shares Withheld

What Happened
Keith Sarbaugh, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) vest and be converted into common shares on Feb 6, 2026. The filing shows 119 shares were acquired upon vesting, and 48 of those shares were withheld/disposed to cover tax withholding at $127.42 per share, totaling $6,116. The net result is roughly 71 shares retained by the insider from this vesting event. The filing also lists a separate derivative conversion line of ~119.45 shares (recorded as disposed) related to RSU/derivative settlement.

Key Details

  • Transaction date: February 6, 2026; Form 4 filed February 10, 2026 (appears 4 days after the transaction; this may exceed the typical 2-business-day reporting window).
  • Primary codes: M = exercise/conversion of derivative (RSU settlement); F = shares withheld to satisfy tax withholding.
  • Shares acquired on vesting: 119 (converted from RSUs).
  • Shares withheld/disposed for taxes: 48 at $127.42 each = $6,116.
  • Net shares received (approx.): 119 - 48 = ~71 shares retained.
  • Shares owned after transaction: Not disclosed in the provided filing excerpts.
  • Notable footnotes: RSUs represent contingent rights to receive one share upon vesting (see F1–F4, F6–F7 for grant and vesting schedules); withholding is a routine tax-payment mechanism rather than an open‑market sale.

Context

  • The "M" derivative entries reflect RSU vesting/settlement (not an exercise of tradable stock options) and the "F" entry reflects shares retained/forfeited to satisfy tax withholding — a common, non-market-sale method to pay withholding tax.
  • Such vesting/withholding transactions are typically compensation-related and do not necessarily signal a change in the insider's market view; outright purchases are generally considered more informative about bullish sentiment.
  • If timely reporting is important to you, note the filing date relative to the transaction date and check the full Form 4 for any late-reporting designation or explanations.

Insider Transaction Report

Form 4
Period: 2026-02-06
Sarbaugh Keith
Executive Vice President
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-06+1192,158 total
  • Tax Payment

    Common Stock

    2026-02-06$127.42/sh48$6,1162,110 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F2][F3][F1][F4][F5]
    2026-02-06119.45120 total
    Common Stock (119.45 underlying)
Holdings
  • Restricted Stock Unit

    [F2][F3][F6][F5]
    Common Stock (1,528.017 underlying)
    1,528.017
  • Restricted Stock Unit

    [F2][F3][F7][F5]
    Common Stock (1,159.71 underlying)
    1,159.71
Footnotes (7)
  • [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]Represents restricted stock units granted pursuant to the Zoetis Inc. Amended and Restated 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon (each an "RSU" and collectively, "RSUs").
  • [F3]Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
  • [F4]One-third of each RSU vests and is settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, February 6, 2024; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
  • [F5]Not applicable.
  • [F6]One-third of each RSU vests and is settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, March 31, 2023; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
  • [F7]One-third of each RSU will vest and be settled in shares of Zoetis Inc. common stock on the first, second and third anniversaries of the date of grant, February 19, 2025; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
Signature
/s/ Brenda Santuccio, as Attorney-in-Fact|2026-02-10

Documents

1 file
  • 4
    wk-form4_1770759077.xmlPrimary

    FORM 4