Lagano Roxanne 4

4 · Zoetis Inc. · Filed Feb 10, 2026

AI-generated summary of this filing

Updated Feb 10, 2026

Zoetis (ZTS) EVP Roxanne Lagano Exercises RSUs, Shares Withheld

What Happened

Roxanne Lagano, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) vest and convert to common stock on Feb 6 and Feb 8, 2026. She was credited with a total of 1,149 shares (544 + 605). To satisfy tax withholding, 217 shares (Feb 6) and 221 shares (Feb 8) were surrendered at $127.42 per share, generating withholding of $27,650 and $28,160 respectively (total ~$55,810). Net shares retained from these settlements were 711 shares (1,149 received minus 438 withheld).
These were not open-market sales or purchases but routine RSU vesting and tax withholding (code M = exercise/conversion of derivative; code F = payment of tax liability via share surrender).

Key Details

Transaction dates: Feb 6, 2026 and Feb 8, 2026. Form filed Feb 10, 2026.
Prices reported for withholding: $127.42 per share; RSU conversions show no exercise price (N/A).
Shares received (gross): 544 and 605 (total 1,149). Shares withheld for taxes (disposed): 217 and 221 (total 438). Net added shares: 711.
Total cash value withheld for taxes: $27,650 + $28,160 = $55,810.
Footnotes: These shares arose from RSU grants under Zoetis’ equity plan (see notes F1, F3–F8). Vesting tied to grant anniversaries (e.g., Feb 6, 2024 and Feb 8, 2023 grants).
Shares owned after the transaction are not specified in the provided filing.
Timeliness: Filed Feb 10 covering Feb 6–8 events; Form 4 was filed within the typical two-business-day window.

Context

This is a standard vesting/settlement of RSUs with a cashless-type tax withholding (company retains/shares surrendered to pay taxes), not a discretionary open-market sale or purchase. Such filings reflect executive compensation settling into stock and do not by themselves indicate a change in insider sentiment.

Form 4

Period: 2026-02-06

Executive Vice President

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-06+544→ 14,973 total
Tax Payment
Common Stock
2026-02-06$127.42/sh−217$27,650→ 14,756 total
Exercise/Conversion
Common Stock
[F1]
2026-02-08+605→ 15,361 total
Tax Payment
Common Stock
2026-02-08$127.42/sh−221$28,160→ 15,140 total
Exercise/Conversion
Restricted Stock Unit
[F3][F4][F1][F5][F6]
2026-02-06−544.701→ 545 total
→ Common Stock (544.701 underlying)
Exercise/Conversion
Restricted Stock Unit
[F3][F4][F1][F7][F6]
2026-02-08−605.728→ 0 total
→ Common Stock (605.728 underlying)

Holdings

Common Stock
[F2]
(indirect: By 401(k))
833.684
Restricted Stock Unit
[F3][F4][F8][F6]
→ Common Stock (2,250.426 underlying)
2,250.426

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 Zoetis Inc. Savings Plan, a 401(k) 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

1 file