Robert J. Polzer - 08 Feb 2022 Form 4 Insider Report for Zoetis Inc. (ZTS)

Footnote F1

Represents performance award units with a three-year performance period covering 2019-2021 that were granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan, and dividend equivalent units automatically issued thereon. The performance award units reported herein were deemed acquired on February 8, 2022, which is the date the Zoetis Human Resources Committee certified the level of achievement of the applicable performance goal for these performance award units. The performance award units (and dividend equivalent units issued thereon) will vest and be settled in shares of Zoetis common stock on February 12, 2022, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

Footnote F2

Each performance award unit represents a contingent right to receive one share of Zoetis Inc. common stock.

Footnote F3

Each performance award unit will vest and be settled in shares of Zoetis Inc. common stock on February 12, 2022, subject to the reporting person's continued service through such vesting date and subject to earlier vesting and settlement upon certain specific events.

Footnote F4

Not applicable.

Footnote F5

Represents restricted stock units granted pursuant to the Zoetis Inc. 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.

Footnote F6

Each RSU represents a contingent right to receive one share of Zoetis Inc. common stock.

Footnote F7

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 toearlier vesting and settlement upon certain specific events.

Footnote F8

The RSUs vest as follows: 435.3491 RSUs will vest on February 12, 2022; 280.1123 RSUs will vest on February 11, 2023; 250.3717 RSUs will vest on February 10, 2024; and 1,385 RSUs will vest on February 8, 2025.

Footnote F9

Stock options (right to buy Zoetis Inc. common stock) granted pursuant to the Zoetis Inc. 2013 Equity and Incentive Plan. The options vest on the third anniversary of the date of grant.

Footnote F10

1,721 options granted February 12, 2019 at an exercise price of $87.51 per option; 1,179 options granted February 11, 2020 at an exercise price of $144.03 per option; 1,057 options granted February 10, 2021 at an exercise price of $160.62 per option; and 5,455 options granted February 8, 2022 at an exercise price of $201.30 per option.

Footnote F11

Each option vests on the third anniversary of the date of grant.

Footnote F12

Each option expires on the tenth anniversary of the date of grant.