0001555280-22-000280.txt : 20221110 0001555280-22-000280.hdr.sgml : 20221110 20221110163852 ACCESSION NUMBER: 0001555280-22-000280 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221101 FILED AS OF DATE: 20221110 DATE AS OF CHANGE: 20221110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Driscoll Rimma CENTRAL INDEX KEY: 0001952575 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35797 FILM NUMBER: 221377955 MAIL ADDRESS: STREET 1: C/O ZOETIS INC. STREET 2: 10 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Zoetis Inc. CENTRAL INDEX KEY: 0001555280 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 460696167 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 BUSINESS PHONE: 973-822-7000 MAIL ADDRESS: STREET 1: 10 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 3 1 wf-form3_166811631263490.xml FORM 3 X0206 3 2022-11-01 0 0001555280 Zoetis Inc. ZTS 0001952575 Driscoll Rimma C/O ZOETIS INC. 10 SYLVAN WAY PARSIPPANY NJ 07054 0 1 0 0 Executive Vice President Common Stock 3824 D Phantom Stock Unit Common Stock 1141.0021 D Restricted Stock Unit Common Stock 836.6188 D Stock Option Common Stock 5271.0 D Represents 1,141.0021 phantom stock units. These phantom stock units, which were acquired pursuant to the Zoetis Supplemental Savings Plan, are settled in cash following the reporting person's separation from service and may be transferred by the reporting person into an alternative investment fund at any time, provided Zoetis may limit the timing, frequency and permissibility of transfers from one investment fund to another at any time. Each phantom stock unit represents a fraction of a phantom share of Zoetis common stock, plus a small amount of cash-equivalent investments (the cash-equivalent investments typically represent around 5% of the total value of the phantom stock unit). Accordingly, the value of each phantom stock unit is determined by reference to the market value of Zoetis common stock and the value of the cash-equivalent investments. 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"). Restricted stock units vest and are settled in shares of Zoetis common stock on the third 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. Dividend equivalent units vest and are settled in shares of Zoetis common stock on the third anniversary of the date of grant of the underlying restricted stock units, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events. Each RSU will vest and be settled in shares of Zoetis Inc. common stock on the third 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. Not applicable. The RSUs vest as follows: 300.0143 RSUs will vest on February 11, 2023; 287.1915 RSUs will vest on February 10, 2024; and 249.4130 RSUs will vest on February 8, 2025. Each restricted stock unit represents a contingent right to receive one share of Zoetis Inc. common stock. Stock options (right to buy Zoetis Inc. common stock) granted pursuant to the Zoetis Inc. Amended and Restated 2013 Equity and Incentive Plan. Each option vests on the third anniversary of the date of grant. Each option expires on the tenth anniversary of the date of grant. 1,836 options granted February 12, 2019 at an exercise price of $87.51 per option; 1,252 options granted February 11, 2020 at an exercise price of $144.03 per option; 1,206 options granted February 10, 2021 at an exercise price of $160.62; and 977 options granted February 8, 2022 at an exercise price of $201.30. /s/ Brenda Santuccio, as Attorney-in-Fact 2022-11-10 EX-24 2 oct2022poadriscoll.htm R. DRISCOLL POA (OCT 2022)

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Heidi Chen, Christine DiFabio, Salvatore Gagliardi, Lauren Luptak and Brenda Santuccio, each with full power of substitution and re-substitution, as the undersigned's true and lawful attorney-in-fact and agent (each of such persons and their substitutes being referred to herein as the "Attorney-in-Fact"), and grants each Attorney-in-Fact full power to act on behalf of the undersigned and in the undersigned's name, place and stead, in any and all capacities, for the purpose of completing and signing, on behalf of the undersigned,
  any Form 3, Form 4 or Form 5 required or permitted to be filed by the undersigned pursuant to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
  any Form 144 required to be filed by the undersigned under the Securities Act of 1933, as amended (the "Securities Act"), and Rule 144 promulgated thereunder, and
  any and all other documents, including, without limitation, Form ID, necessary or desirable to facilitate the filing by the undersigned of Form 144 and forms under Section 16 of the Exchange Act,
with regard to the undersigned's ownership of or transactions in securities of Zoetis Inc., including, without limitation, the power to complete and sign any and all amendments to such forms and documents, if any, and to file such forms and documents and amendments thereto with the Securities and Exchange Commission, and to do and perform each and every act and thing requisite or necessary to be done in connection with such forms and documents and amendments thereto, as fully and to all intents and purposes as the undersigned might or could do in person.

The authority of each Attorney-in-Fact under this Power of Attorney shall continue until the undersigned is no longer required to file Form 3, Form 4, Form 5 or Form 144 with regard to the undersigned's ownership of or transactions in securities of Zoetis Inc., unless earlier revoked in writing. The authority of each Attorney-in-Fact under this Power of Attorney shall terminate on the date such person is no longer a Zoetis employee. The undersigned acknowledges that each Attorney-in-Fact is not assuming any of the undersigned's responsibilities to comply with Rule 144 under the Securities Act or Section 16 of the Exchange Act.

Signature:      /s/ Rimma Driscoll
        Rimma Driscoll

Date:                October 25, 2022