Driscoll Rimma 4

What Happened

• Rimma Driscoll, Executive Vice President of Zoetis Inc. (ZTS), had restricted stock units (RSUs) converted/settled into common stock on Feb 19, 2026. The Form 4 reports derivative conversion/exercise entries of 454 and 454.634 RSU-related shares.
• To cover tax withholding, 179 shares were surrendered/disposed at a reported per-share amount of $127.28, totaling $22,783. The acquisition entries list no cash price (N/A), consistent with RSU vesting/settlement rather than an open-market purchase.

Key Details

• Transaction date: February 19, 2026 (reported on Form 4 filed Feb 23, 2026 — filing appears timely).
• Reported entries:
  • M (exercise/conversion of derivative): 454 shares acquired (price N/A).
  • M (exercise/conversion of derivative): 454.634 shares disposed (reported as derivative).
  • F (payment of exercise price or tax liability): 179 shares disposed at $127.28 each = $22,783 (tax withholding).
• Net effect implied by the filing: ~908.634 RSU-derived shares were settled and ~179 were withheld for taxes, implying roughly 729.6 net shares credited to Driscoll (908.634 − 179 ≈ 729.634). (Exact post-transaction beneficial ownership not provided in the excerpt.)
• Footnotes confirm these were RSU settlements under the company’s 2013 Equity and Incentive Plan and describe standard vesting schedules; F1–F7 explain that each RSU represents a contingent right to one share and note vesting schedules for different grants.
• The F-code withholding indicates shares were surrendered to cover taxes (not an open-market sale).

Context

• These entries reflect RSU vesting/settlement (award conversion), not a market purchase or discretionary sale. RSU-related conversions are common forms of executive compensation and tax withholding via share surrender is routine.
• Transaction codes: M = exercise/conversion of derivative (used here for RSU settlement); F = payment of tax liability via share surrender.
• No indication in the filing excerpt that this was a late report.