Driscoll Rimma 4

What Happened
Rimma Driscoll, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) vest and settle into common shares on Feb 6 and Feb 8, 2026. The filing shows 222 shares acquired on Feb 6 and 192 shares acquired on Feb 8 (total 414 shares). To cover tax obligations, 89 shares were withheld on Feb 6 (disposed) and 77 shares withheld on Feb 8 (disposed) at $127.42 per share, totaling $11,340 and $9,811 respectively (total $21,151). The Form 4 also reports the related derivative conversions (M codes) for 222.403 and 192.778 RSU units.

Key Details

• Transaction dates: Feb 6, 2026 and Feb 8, 2026.
• Acquired: 222 shares (2/6) + 192 shares (2/8) = 414 shares from RSU vesting.
• Withheld/disposed for taxes: 89 shares (2/6) worth $11,340; 77 shares (2/8) worth $9,811; total withheld = 166 shares, $21,151.
• Price used for withholding: $127.42 per share.
• Net change: +248 shares (414 acquired − 166 withheld).
• Footnotes: RSUs granted under Zoetis’ 2013 Equity and Incentive Plan; vesting schedules note one‑third vesting on anniversary dates (relevant grants dated Feb 8, 2023 and Feb 6, 2024).
• Filing date: Feb 10, 2026 (filed within the 2-business-day Form 4 window).
• Transaction codes: M = exercise/conversion of derivative (RSU settlement); F = shares withheld to pay tax liability.
• Shares owned after transaction: not specified in the filing.

Context
These transactions reflect routine RSU vesting and tax-withholding (common for executive equity compensation), not an open-market sale or purchase decision. The withholding to cover taxes is a non-discretionary disposition and does not necessarily signal the insider’s view on the company.