Zoetis issues $2B of 0.25% convertible notes due 2029; proceeds for stock buyback and capped calls

Zoetis Inc.

Aggregate principal $2.0B (including $250M option exercised); 0.25% semi-annual interest; matures June 15, 2029.
Initial conversion price ~$148.20/share, representing a 22.5% premium to December 15, 2025 closing price.
Capped calls with six counterparties cover ~13.5M shares; cap price $211.715/share to offset dilution.
Net proceeds ~$1.9696B: $186.6M for capped calls, $248M for concurrent share repurchases, remainder ~$1.535B for additional buybacks by Q1 2026.
Existing $6B share repurchase program used; technical provision in revolving credit facility waived to permit early conversions.

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