Form 8-K

8-K — Zoetis Inc.

Accession: 0001555280-26-000044

Filed: 2026-10-13

Period: 2026-10-08

CIK: 0001555280

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — zts-20261008.htm (Primary)

EX-99.1 (exhibit9912026newdirectork.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 8, 2026

Zoetis Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-35797 46-0696167

(State or other jurisdiction (Commission File (I.R.S. Employer

of incorporation) Number) Identification No.)

10 Sylvan Way

Parsippany

New Jersey

07054

(Address of principal executive offices) (Zip Code)

(973) 822-7000

(Registrant's telephone number, including area code)

Not Applicable

(Former Name or Former Address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.01 per share ZTS New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 8, 2026, the Board of Directors (the "Board") of Zoetis Inc. (the “Company”) appointed Iris Knobloch to the Board, effective as of December 1, 2026, to serve in such capacity until her successor is appointed or qualified or until her resignation or removal. In connection with the appointment of Ms. Knobloch, the size of the Board will be increased from twelve to thirteen members effective as of December 1, 2026. Ms. Knobloch has been appointed to serve on the Board’s Corporate Governance Committee.

Ms. Knobloch was not appointed to the Board pursuant to any arrangements or understandings with any third party, and since the beginning of the last fiscal year, there have been no related party transactions between the Company and Ms. Knobloch that would be reportable under Item 404(a) of Regulation S-K. The Company’s non-employee director compensation program is described under the caption “Compensation of Directors” in the Company’s proxy statement for its 2026 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on April 8, 2026. Ms. Knobloch will be eligible for participation in such non-employee director compensation program.

In connection with her appointment as a member of the Board, the Company will enter into its standard form of indemnification agreement with Ms. Knobloch. The form of indemnification agreement was previously filed by the Company as Exhibit 10.19 to Amendment No. 4 to the Company’s Registration Statement on Form S-1 (File No. 333-183254), as originally filed with the Securities and Exchange Commission on August 13, 2012, and subsequently amended.

Item 7.01. Regulation FD Disclosure.

On October 13, 2026, the Company issued a press release announcing the appointment of Ms. Knobloch. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

The information set forth under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1

Press Release issued on October 13, 2026 regarding the appointment of Iris Knobloch

to the Zoetis Board

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ZOETIS INC.

Dated: October 13, 2026 By: /s/ Roxanne Lagano

Roxanne Lagano

Executive Vice President,

General Counsel and Corporate Secretary

EX-99.1

Filename: exhibit9912026newdirectork.htm · Sequence: 2

Document

Exhibit 99.1

Media Contacts:

Investor Contacts:

Jennifer Albano Mathieu Aussermeier

1-862-399-0810 (o) 1-862-460-0181 (o)

jennifer.albano@zoetis.com mathieu.aussermeier@zoetis.com

Laura Panza Nick Soonthornchai

1-973-975-5176 (o) 1-973-443-2792 (o)

laura.panza@zoetis.com

nick.soonthornchai@zoetis.com

Zoetis Appoints Iris Knobloch to its Board of Directors

Knobloch brings deep expertise in consumer strategy, digital transformation, international leadership, and global board experience, to the Zoetis Board

PARSIPPANY, N.J. – October 13, 2026 – Zoetis Inc. (NYSE:ZTS) today announced the appointment of Iris Knobloch to its Board of Directors, effective as of December 1, 2026. With decades of experience across global media and consumer businesses, Ms. Knobloch brings a distinct combination of international leadership, proven public company board experience across financial services, hospitality and media, and deep consumer and digital expertise to the Zoetis Board. She currently serves on the boards of Deezer S.A., Lazard, Inc. and Vail Resorts, Inc., and has built a track record of effective governance across complex, global organizations.

Ms. Knobloch has served as President of the Festival de Cannes, a leading international film festival, since July 2022 and is the first woman to hold the position. From 2021 to July 2022, she served as Chair and CEO of I2PO S.A. prior to its business combination with Deezer S.A., a global music streaming platform, when she transitioned to Deezer's Board of Directors where she has served as its Chair of the Board since January 2023. Ms. Knobloch previously held senior executive positions at WarnerMedia and its predecessor companies, global media and entertainment businesses, including as President of WarnerMedia in France, Germany, the Benelux, Austria and Switzerland.

"We are delighted to welcome Iris Knobloch to the Zoetis Board of Directors. Iris brings a rare combination of strengths: deep expertise in consumer strategy, extensive digital transformation and technology experience, and a disciplined approach to brand stewardship across global markets," said Kristin Peck, Chief Executive Officer of Zoetis. "Her experience leading businesses through meaningful transitions and navigating diverse regulatory environments will add meaningful perspective as we face evolving industry dynamics, explore new ways to connect with pet owners and continue to provide our innovative products to customers across the globe."

"We are pleased to welcome Iris to the Zoetis Board of Directors. The Board is committed to supporting the company’s strategy to innovate and deliver solutions that meet the evolving needs of its customers. Iris brings a global point of view shaped by decades of experience across media and consumer businesses, a track record of effective board service and a deep understanding of evolving consumer behavior that will be an asset to our Board," said Michael McCallister, Zoetis Board Chair.

Earlier in her career, Ms. Knobloch was responsible for Time Warner's International Relations and Strategic Policy for Europe and practiced law with O'Melveny & Meyers and Noerr, Stiefenhofer & Lutz. Ms. Knobloch brings extensive public company board experience across global consumer, financial services, media and digital businesses. She has served as a director of Lazard, Inc., a global financial advisory and asset management firm, since April 2018, and Vail Resorts, Inc., a global hospitality business, since February 2024. Ms. Knobloch has previously served on the boards of Accor S.A., LVMH Moet Hennessy Louis Vuitton, SE, Central European Media Enterprises N.V. and Axel Springer SE. She is also a Governor of the American Hospital of Paris and a member of the Supervisory Board of the BMW Foundation Herbert Quandt, a nonprofit foundation dedicated to advancing responsible leadership and contributing to peaceful, just and sustainable societies. She holds a Doctorate in Law from Ludwig-Maximilians-Universitaet and a Master of Laws from New York University.

"I am honored to be joining the Zoetis Board of Directors at such a compelling moment for the company. With a strong legacy as the leader in animal health, I was drawn to the strength of its strategy, commitment to innovation and the quality of its leadership," said Iris Knobloch. "I look forward to working with the Board to support the company as it explores new and innovative ways to continue creating value for customers and the animals in their care."

-2-

With Ms. Knobloch's appointment, Zoetis will increase the size of its Board of Directors from 12 to 13 members, effective as of December 1, 2026.

About Zoetis

Zoetis is the world’s leading animal health company, driven by a singular purpose: to nurture our world and humankind by advancing care for animals. With a legacy of nearly 75 years, Zoetis continues to pioneer ways to predict, prevent, detect, and treat animal illness, supporting veterinarians, livestock producers, and pet owners in over 100 countries. We integrate deep scientific expertise, data-driven R&D, advanced manufacturing, and commercial excellence to deliver meaningful innovation across medicines, vaccines, diagnostics, biopharmaceuticals, and digital solutions. Guided by our vision to be the most trusted and valued animal health company, Zoetis is committed to setting new standards for the future of animal care through innovation, customer obsession, and purpose-driven colleagues. To learn more, visit Zoetis.com

ZTS-COR

ZTS-IR

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