Statement of Changes in Beneficial Ownership (4)
February 19 2020 - 5:19PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Alaix Juan Ramon |
2. Issuer Name and Ticker or Trading Symbol
Zoetis Inc.
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ZTS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ZOETIS INC., 10 SYLVAN WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/14/2020 |
(Street)
PARSIPPANY, NJ 07054
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Unit | (1) | 2/14/2020 | | M | | | 45073.9908 | (2) | (2) | Common Stock | 45073.9908 | $0 | 64902.0496 (3) | D | |
Deferred Stock Unit (4) | (5) | 2/14/2020 | | A | | 45073.9908 | | (2) | (2) | Common Stock | 45073.9908 | (2) | 285705.2217 | D | |
Performance Award Unit | (6) | 2/14/2020 | | M | | | 66772.2058 | (7) | (7) | Common Stock | 66772.2058 | $0 | 0 | D | |
Deferred Stock Unit (4) | (5) | 2/14/2020 | | A | | 66772.2058 | | (7) | (7) | Common Stock | 66772.2058 | (7) | 352477.4275 | D | |
Explanation of Responses: |
(1) | Vesting of restricted stock units ("RSUs") granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon. Each RSU represents a right to receive one share of Zoetis Inc. common stock upon vesting of the RSU. |
(2) | Upon the vesting of the reporting person's restricted stock units on 2/14/2020, the reporting person received 45,073.9908 deferred stock units ("DSUs") pursuant to a voluntary deferral under the Zoetis Equity Deferral Plan. The DSUs are fully vested and will be settled in shares of Zoetis common stock in the January following the reporting person's termination of employment from Zoetis. |
(3) | The RSUs vest as follows: 37,316.1003 RSUs will vest on February 13, 2021; and 27,585.9493 RSUs will vest on February 12, 2022. |
(4) | Represents DSUs received pursuant to the Zoetis Equity Deferral Plan. DSUs are fully vested and are settled, together with dividend equivalent units automatically issued thereon, in shares of Zoetis common stock in the January following the reporting person's termination of employment from Zoetis. |
(5) | Each DSU represents the right to receive one share of Zoetis Inc. common stock in accordance with the terms of the Zoetis Equity Deferral Plan. |
(6) | Vesting of performance award units granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon. Each performance award unit represents a contingent right to receive one share of Zoetis Inc. common stock. |
(7) | Upon the vesting of the reporting person's performance award units on 2/14/2020, the reporting person received 66,772.2058 DSUs pursuant to a voluntary deferral under the Zoetis Equity Deferral Plan. The DSUs are fully vested and will be settled in shares of Zoetis common stock in the January following the reporting person's termination of employment from Zoetis. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Alaix Juan Ramon C/O ZOETIS INC. 10 SYLVAN WAY PARSIPPANY, NJ 07054 | X |
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Signatures
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/s/ Katherine H. Walden, as Attorney-in-Fact | | 2/19/2020 |
**Signature of Reporting Person | Date |
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