Statement of Changes in Beneficial Ownership (4)
February 14 2023 - 05:20PM
Edgar (US Regulatory)
FORM 4
[ ] 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
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * SCULLY
ROBERT W |
2. Issuer Name and Ticker or Trading
Symbol Zoetis Inc. [ ZTS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O ZOETIS INC., 10 SYLVAN WAY |
3. Date of Earliest Transaction (MM/DD/YYYY)
2/11/2023
|
(Street)
PARSIPPANY, NJ 07054
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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) |
2/11/2023 |
|
A |
|
1626.8438 |
|
(1) |
(3) |
Common Stock |
1626.8438 |
(4) |
2651.9299 (1) |
D |
|
Restricted Stock Unit (5) |
(2) |
|
|
|
|
|
|
(6) |
(3) |
Common Stock |
1480.0 |
|
1480 |
D |
|
Deferred Stock Unit (7) |
(8) |
2/11/2023 |
|
A |
|
1626.8438 |
|
(4) |
(3) |
Common Stock |
1626.8438 |
(4) |
4321.3527 (9) |
D |
|
Deferred Stock Unit (10) |
(8) |
|
|
|
|
|
|
(11) |
(3) |
Common Stock |
9802.0242 |
|
9802.0242 |
D |
|
Explanation of
Responses: |
(1) |
Restricted stock units
previously granted pursuant to the Zoetis Inc. 2013 Equity and
Incentive Plan, and dividend equivalent units automatically issued
thereon (each an "RSU" and collectively, "RSUs"). The RSUs vest as
follows and are settled in Zoetis common stock upon vesting:
1,450.3939 RSUs will vest on February 10, 2024; and 1,201.5360 RSUs
will vest on February 8, 2025. |
(2) |
Each restricted stock unit
represents a contingent right to receive one share of Zoetis Inc.
common stock. |
(3) |
Not applicable. |
(4) |
Upon the vesting of the
reporting person's restricted stock units on February 11, 2023, the
reporting person received 1,626.8438 deferred stock units ("DSUs")
pursuant to a voluntary deferral under the Zoetis Inc. Amended and
Restated Non-Employee Director Deferred Compensation Plan. The DSUs
are fully vested, accrue dividend equivalent units, and will be
paid in a single lump payment within 30 business days following the
earlier to occur of (i) a Termination Event, and (ii) a Change in
Control that constitutes a "change in ownership or control" for
purposes of Section 409A in accordance with the terms of the
Plan. |
(5) |
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"). RSUs vest and are settled in shares of Zoetis common stock
on the first anniversary of the date of grant, subject to the
reporting person's continued service through such vesting date and
subject to earlier vesting and settlement upon certain specific
events. The RSUs vest as follows and are settled in Zoetis common
stock upon vesting: 1,480 RSUs will vest on February 8,
2024. |
(6) |
Each RSU will vest and be
settled in shares of Zoetis Inc. common stock on the first
anniversary of the date of grant, subject to the reporting person's
continued service through such vesting date and subject to earlier
vesting and settlement upon certain specific events. |
(7) |
Represents deferred stock
units granted pursuant to a voluntary deferral under the Zoetis
Inc. Amended and Restated Non-Employee Director Deferred
Compensation Plan, and dividend equivalent units automatically
issued thereon (each a "DSU" and collectively, "DSUs"). The DSUs
are fully vested and will be settled in shares of Zoetis Inc.
common stock upon the reporting person's separation from service as
a director at Zoetis. |
(8) |
Each DSU represents the
right to receive one share of Zoetis Inc. common stock. |
(9) |
Includes 2,694.5089 of DSUs
previously granted under the Zoetis Inc. Amended and Restated
Non-Employee Director Deferred Compensation Plan, including
dividend units automatically issued thereon, and 1,626.8348 of DSUs
granted upon the vesting of the Reporting Person's RSUs on February
11, 2023. |
(10) |
Represents deferred stock
units granted pursuant to the Zoetis Inc. 2013 Equity and Incentive
Plan, and dividend equivalent units automatically issued thereon
(each a "DSU" and collectively, "DSUs"). The DSUs were fully vested
on the date of the grant and will be settled in shares of Zoetis
Inc. common stock upon the reporting person's separation from
service as a director at Zoetis. |
(11) |
Each DSU will be settled in
shares of Zoetis Inc. common stock upon the reporting person's
separation from service as a director of Zoetis Inc. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
SCULLY ROBERT W
C/O ZOETIS INC.
10 SYLVAN WAY
PARSIPPANY, NJ 07054 |
X |
|
|
|
Signatures
|
/s/ Brenda Santuccio, as
Attorney-in-Fact |
|
2/14/2023 |
**Signature of
Reporting Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
Zoetis (NYSE:ZTS)
Historical Stock Chart
From Aug 2023 to Sep 2023
Zoetis (NYSE:ZTS)
Historical Stock Chart
From Sep 2022 to Sep 2023