Lagano Roxanne 4
4 · Zoetis Inc. · Filed Feb 23, 2026
Research Summary
AI-generated summary of this filing
Zoetis (ZTS) EVP Roxanne Lagano Exercises RSUs; 258 Shares Withheld
What Happened
- Roxanne Lagano, Executive Vice President of Zoetis (ZTS), had restricted stock units (RSUs) convert/vest on Feb 19, 2026. The Form 4 shows an acquisition (conversion) of 750 shares (derivative conversion, code M). To cover tax withholding, 258 shares were surrendered/withheld at $127.28 each, totaling $32,838 (code F). The filing also reports a conversion/disposition line of 750.426 derivative shares (code M) with no dollar amount listed for that line in the provided data.
Key Details
- Transaction date: February 19, 2026.
- Actions reported: conversion/settlement of RSUs (code M) and shares surrendered for tax withholding (code F).
- Tax withholding: 258 shares withheld at $127.28 per share = $32,838.
- Footnotes: F1 explains acquisition of stock upon RSU vesting; F3–F4 describe the RSUs and dividend equivalents; F5, F7 and F8 note typical one‑third annual vesting schedules for different grants. F2 references common stock equivalents in the company 401(k) plan (not directly part of these transactions).
- Shares owned after the transactions: not specified in the supplied data.
- Timeliness: The report was filed Feb 23, 2026 for a Feb 19 transaction (filed after the standard 2‑business‑day Form 4 deadline), so this appears to be a late filing.
Context
- These entries reflect RSU vesting and routine tax withholding rather than an open‑market buy or sell decision. The code M lines report conversion/exercise of derivative awards (RSUs), and the code F line shows shares used to satisfy tax obligations. No open‑market sale price or cash proceeds (other than the withholding value) are specified for the derivative disposal line in the provided data.
Insider Transaction Report
Form 4
Zoetis Inc.ZTS
Lagano Roxanne
Executive Vice President
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-19+750→ 15,890 total - Tax Payment
Common Stock
2026-02-19$127.28/sh−258$32,838→ 15,632 total - Exercise/Conversion
Restricted Stock Unit
[F3][F4][F1][F5][F6]2026-02-19−750.426→ 1,500 total→ Common Stock (750.426 underlying)
Holdings
- 833.684(indirect: By 401(k))
Common Stock
[F2] - 3,664
Restricted Stock Unit
[F3][F4][F7][F6]→ Common Stock (3,664 underlying) - 545
Restricted Stock Unit
[F3][F4][F8][F6]→ Common Stock (545 underlying)
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 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