Zoetis Inc.·4

Feb 23, 4:30 PM ET

Brannan Jamie 4

4 · Zoetis Inc. · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Zoetis (ZTS) EVP Jamie Brannan Receives RSUs, Withholds Shares

What Happened

  • Jamie Brannan, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) vest and convert into common shares on Feb 19, 2026. A total of 1,204.074 RSU-derived shares were issued; 566 of those shares were withheld to cover tax withholding at $127.28 per share (total withheld $72,040). Net shares added to Brannan’s holding were approximately 638.1 shares, with an approximate net value of ~$81,200 at the $127.28 withholding price.
  • This was a standard RSU vesting/settlement (not an open-market purchase or discretionary sale). The withholding of shares for taxes is routine and not a directional buy/sell signal.

Key Details

  • Transaction date: February 19, 2026 (reported on Form 4 filed Feb 23, 2026).
  • Reported transactions: conversion/exercise of derivative securities (RSU settlement) for ~1,204.074 shares; tax withholding disposition of 566 shares at $127.28/share = $72,040.
  • Shares owned after transaction: Not specified in the filing.
  • Relevant footnotes: F1/F3/F4/F5 indicate these were RSUs that vested/settled (one-third vesting schedule from a Feb 19, 2025 grant); F1 confirms shares were received upon RSU settlement; F (tax withholding) denotes shares withheld to satisfy tax liability.
  • Filing timeliness: Report covers 2/19/2026 and was filed 2/23/2026 per the Form 4 (filing date shown in accession).

Context

  • For retail investors: this was an RSU vest/settlement with shares withheld to meet tax obligations — a routine corporate compensation event rather than an active purchase or sale in the market. The M code indicates exercise/conversion of a derivative (RSU settlement); the F code reflects tax withholding.

Insider Transaction Report

Form 4
Period: 2026-02-19
Brannan Jamie
Executive Vice President
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-19+1,2043,856 total
  • Tax Payment

    Common Stock

    2026-02-19$127.28/sh566$72,0403,290 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F3][F4][F1][F5][F6]
    2026-02-191,204.0742,410 total
    Common Stock (1,204.074 underlying)
Holdings
  • Common Stock

    [F2]
    (indirect: UK Share Ownership Plan)
    445
  • Restricted Stock Unit

    [F3][F4][F7][F6]
    Common Stock (5,399 underlying)
    5,399
  • Restricted Stock Unit

    [F3][F4][F8][F6]
    Common Stock (529 underlying)
    529
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 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.
  • [F6]Not applicable.
  • [F7]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 18, 2026; subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.
  • [F8]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.
Signature
/s/ Brenda Santuccio, as Attorney-in-Fact|2026-02-23

Documents

1 file
  • 4
    wk-form4_1771882253.xmlPrimary

    FORM 4