Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended
December 31, 2019
or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________

Commission File Number: 001-35797

Zoetis Inc.
(Exact name of registrant as specified in its charter)
Delaware46-0696167
(State or other jurisdiction of(I.R.S. Employer Identification No.)
incorporation or organization)
10 Sylvan Way,Parsippany,New Jersey07054
(Address of principal executive offices)(Zip Code)

(973)-822-7000

(Registrant’s telephone number, including area code)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareZTSNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of Securities Act. Yes x No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

The aggregate market value of the voting stock held by nonaffiliates of the registrant as of June 30, 2019, the last business day of the registrant's most recently completed second fiscal quarter, was $54,228 million. The registrant has no non-voting common stock.

The number of shares outstanding of the registrant's common stock as of February 7, 2020 was 474,933,945 shares.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the registrant’s Proxy Statement for the 2020 Annual Meeting of Shareholders (hereinafter referred to as the “2020 Proxy Statement”) are incorporated into Part III of this Form 10-K.

TABLE OF CONTENTS

PART IPage
Item 1.Business
Overview1
Operating Segments1
Products3
International Operations6
Sales and Marketing6
Customers7
Research and Development7
Manufacturing and Supply Chain7
Competition8
Intellectual Property9
Regulatory9
Employees11
Information about our Executive Officers11
Environmental, Health and Safety13
Available Information14
Item 1A.Risk Factors15
Item 1B.Unresolved Staff Comments32
Item 2.Properties32
Item 3.Legal Proceedings32
Item 4.Mine Safety Disclosures32
PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities33
Item 6.Selected Financial Data35
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations36
Item 7A.Quantitative and Qualitative Disclosures About Market Risk58
Item 8.Financial Statements and Supplementary Data59
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure103
Item 9A.Controls and Procedures103
Item 9B.Other Information103
PART III
Item 10.Directors, Executive Officers and Corporate Governance104
Item 11.Executive Compensation104
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters104
Item 13.Certain Relationships and Related Transactions, and Director Independence104
Item 14.Principal Accounting Fees and Services104
PART IV
Item 15.Exhibits, Financial Statement Schedules105
Item 16.Form 10-K Summary105
EXHIBIT INDEX106
SIGNATURES109

PART I

Next: Item 1. Business.