Brannan Jamie 4

4 · Zoetis Inc. · Filed Feb 10, 2026

AI-generated summary of this filing

Updated Feb 10, 2026

Zoetis (ZTS) EVP Jamie Brannan Exercises RSUs, Sells Shares for Taxes

What Happened

Jamie Brannan, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) convert to common shares on Feb 6 and Feb 8, 2026 (total ~909 shares: 529 + 380). To satisfy tax withholding, 249 shares (Feb 6) and 179 shares (Feb 8) were transferred/sold at $127.42 each for proceeds of $31,728 and $22,808, respectively (total $54,536). The filings show the RSU conversions (derivative exercises/conversions) and the related share dispositions for tax withholding — routine, not an open-market investment decision.

Key Details

Transaction dates: Feb 6, 2026 and Feb 8, 2026.
RSU conversions (code M): ~529 and ~380 shares converted into common stock.
Tax withholding/dispositions (code F): 249 shares on Feb 6 and 179 shares on Feb 8 at $127.42 each; proceeds $31,728 and $22,808 (total $54,536).
Shares owned after these transactions: not specified in the provided filing data.
Footnotes: RSUs settled upon vesting (each RSU = 1 share) and tied to prior grant dates/vesting schedules (see F1, F3–F5, F7–F8). The disposition entries reflect withholding to satisfy tax obligations.
Filing timeliness: Form filed Feb 10, 2026 reporting Feb 6 and Feb 8 activity; no explicit late-filing flag was provided in the supplied data.

Context

These entries reflect RSU vesting and share withholding to cover taxes (a routine administrative step). The filings show conversion of RSU derivatives and internal withholding rather than a discretionary open-market sale.
For retail investors: tax-withholding sales like this are common after RSU vesting and generally should not be interpreted as a deliberate bearish signal by the insider.

Form 4

Period: 2026-02-06

Executive Vice President

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-06+529→ 2,700 total
Tax Payment
Common Stock
2026-02-06$127.42/sh−249$31,728→ 2,451 total
Exercise/Conversion
Common Stock
[F1]
2026-02-08+380→ 2,831 total
Tax Payment
Common Stock
2026-02-08$127.42/sh−179$22,808→ 2,652 total
Exercise/Conversion
Restricted Stock Unit
[F3][F4][F1][F5][F6]
2026-02-06−529.248→ 529 total
→ Common Stock (529.248 underlying)
Exercise/Conversion
Restricted Stock Unit
[F3][F4][F1][F7][F6]
2026-02-08−380.482→ 0 total
→ Common Stock (380.482 underlying)

Holdings

Common Stock
[F2]
(indirect: UK Share Ownership Plan)
445
Restricted Stock Unit
[F3][F4][F8][F6]
→ Common Stock (3,614.074 underlying)
3,614.074

Footnotes (8)

[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 the common stock equivalents held in the UK Share Ownership plan, as of December 31, 2025.
[F3]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").
[F4]Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.
[F5]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.
[F6]Not applicable.
[F7]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 8, 2023.
[F8]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

3 files