Sarbaugh Keith 4

What Happened

• Keith Sarbaugh, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) convert into common stock on February 19, 2026. The filing shows conversions totaling 772.71 RSU-derived shares (386 + 386.71). Of those, 154 shares were withheld to satisfy tax withholding obligations at $127.28 per share, totaling $19,601. The conversion entries are reported as derivative exercises (code M) and the withholding is reported as tax payment (code F).
• This was not an open-market sale or purchase by the executive—it's the routine vesting/settlement of equity awards with shares withheld for taxes (a neutral/administrative event rather than a directional buy or sell signal).

Key Details

• Transaction date: February 19, 2026; Form 4 filed February 23, 2026 (within the standard two-business-day reporting window).
• Conversion: two derivative conversion entries totaling 772.71 RSU-based shares (reported as M). No per-share price is applicable for the RSU-to-share conversion (N/A).
• Tax withholding: 154 shares withheld (code F) at $127.28 per share = $19,601.
• Shares owned after transaction: Not specified in the reported excerpt.
• Footnotes: These shares arose from RSU awards granted under Zoetis’s equity plan; each RSU represents a contingent right to one share and vests per the stated grant schedules. The F code denotes shares withheld to cover tax obligations on vesting.

Context

• Code explanations: M = exercise or conversion of a derivative (here, RSU settlement into common stock); F = shares disposed/withheld to satisfy tax withholding. This was a settlement of awards, not a market sale—common for executive compensation events.
• For retail investors: such filings typically reflect routine vesting and tax withholding and do not necessarily indicate the insider’s view on the company’s stock.