Statement of Changes in Beneficial Ownership (4)
May 25 2023 - 04:14PM
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 |
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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
|
|
1. Name
and Address of Reporting Person * PECK
KRISTIN C |
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
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Executive Officer |
(Last)
(First)
(Middle)
C/O ZOETIS INC., 10 SYLVAN WAY |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/23/2023
|
(Street)
PARSIPPANY, NJ 07054 |
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 |
(City)
(State)
(Zip)
|
Rule 10b5-1(c) Transaction Indication
☒ Check this box to indicate
that a transaction was made pursuant to a contract, instruction or
written plan that is intended to satisfy the affirmative defense
conditions of Rule 10b5-1(c). See Instruction 10. |
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 |
Common Stock |
5/23/2023 |
|
M(1) |
|
13000 |
A |
$41.83 |
69843 |
D |
|
Common Stock |
5/23/2023 |
|
S |
|
8665 |
D |
$176.149 (2) |
61178 |
D |
|
Common Stock |
5/23/2023 |
|
S |
|
2235 |
D |
$176.9376 (3) |
58943 |
D |
|
Common Stock |
5/23/2023 |
|
S |
|
2100 |
D |
$177.88 |
56843 |
D |
|
Common Stock (4) |
|
|
|
|
|
|
|
793.228 (4) |
I |
401(k) |
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 |
Stock Option (5) |
(6) |
5/23/2023 |
|
M |
|
|
13000 |
(7) |
(8) |
Common Stock |
13000.0 |
$0 |
309014 (9) |
D |
|
Stock Option (10) |
$162.07 |
|
|
|
|
|
|
(11) |
(8) |
Common Stock |
67148.0 |
|
67148 |
D |
|
Explanation of
Responses: |
(1) |
The transactions reported in
this Form 4 were effected pursuant to a Rule 10b5-1 trading plan
adopted by the reporting person on February 15, 2023. |
(2) |
The Price reported in Table
I, Column 4 is a weighted average price. These shares were sold in
multiple transactions at prices ranging from $175.595 to $176.5871,
inclusive. The Reporting Person undertakes to provide to the
Issuer, any security holder of the Issuer, or the staff of the SEC,
upon request, full information regarding the number of shares sold
at each separate price within the range set forth in this
footnote. |
(3) |
The Price reported in Table
I, Column 4 is a weighted average price. These shares were sold in
multiple transactions at prices ranging from $176.6465 to $177.58,
inclusive. The Reporting Person undertakes to provide to the
Issuer, any security holder of the Issuer, or the staff of the SEC,
upon request, full information regarding the number of shares sold
at each separate price within the range set forth in this
footnote. |
(4) |
Represents the common stock
equivalents held in the Zoetis Inc. Savings Plan, a 401(k) plan, as
of March 31, 2023. |
(5) |
Stock options (right to buy
Zoetis Inc. common stock) granted pursuant to the Zoetis Inc. 2013
Equity and Incentive Plan. |
(6) |
13,000 options granted
February 19, 2016 at an exercise price of $41.83 per
option. |
(7) |
Each option vests on the
third anniversary of the date of grant. |
(8) |
Each option expires on the
tenth anniversary of the date of grant. |
(9) |
37,132 options granted
February 27, 2015 at an exercise price of $46.09 per option; 22,250
options granted February 19, 2016 at an exercise price of $41.83
per option; 32,634 options granted February 14, 2017 at an exercise
price of $55.02 per option; 24,642 options granted February 13,
2018 at an exercise price of $73.24 per option; 20,661 options
granted February 12, 2019 at an exercise price of $87.51 per
option; 55,866 options granted February 11, 2020 at an exercise
price of $144.03 per option; 61,078 options granted February 10,
2021 at an exercise price of $160.62 per option; and 54,751 options
granted February 8, 2022 at an exercise price of $201.30 per
option. |
(10) |
Stock options (right to buy
Zoetis Inc. common stock) granted pursuant to the Zoetis Inc.
Amended and Restated 2013 Equity and Incentive Plan. |
(11) |
One-third of each option
will vest on the first, second and third anniversaries of the date
of grant. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
PECK KRISTIN C
C/O ZOETIS INC.
10 SYLVAN WAY
PARSIPPANY, NJ 07054 |
X |
|
Chief Executive Officer |
|
Signatures
|
/s/ Brenda Santuccio, as
Attorney-in-Fact |
|
5/25/2023 |
**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. |
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