Every material Form 8-K Zoetis has filed with the SEC since November 12, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Zoetis Inc. reported third-quarter 2026 revenue of $2.4 billion, down 1% reported, alongside an 18% decrease in net income to $591 million. The company narrowed its full-year 2026 revenue guidance to a range of $9.220 billion to $9.320 billion while raising its adjusted diluted EPS guidance to a range of $6.25 to $6.35.
Q3 2026 revenue decreased 1% reported to $2.4 billion.
Q3 2026 net income decreased 18% reported to $591 million.
Full-year 2026 revenue guidance narrowed to $9.220 billion to $9.320 billion.
Full-year 2026 adjusted diluted EPS guidance raised to $6.25 to $6.35.
Zoetis said its Board of Directors appointed Iris Knobloch as a director, effective December 1, 2026, and increased the Board from twelve to thirteen members. She will serve on the Corporate Governance Committee. The filing describes a board addition and does not include financial results or guidance.
Board appointed Iris Knobloch on October 8, 2026; her seat takes effect December 1, 2026.
Board size increases from twelve to thirteen members effective December 1, 2026.
Knobloch will serve on the Corporate Governance Committee and is eligible for the non-employee director compensation program.
She is President of the Festival de Cannes and Chair of the Board of Deezer S.A.; she also sits on the boards of Lazard, Inc. and Vail Resorts, Inc.
Zoetis appointed James (Jay) Saccaro, formerly CFO of GE HealthCare, as Executive Vice President, Chief Financial Officer and Chief Operating Officer, effective August 17, 2026. Current CFO Wetteny Joseph will move to a non-executive advisory role and remain with the company until February 28, 2027 or an earlier mutually agreed date. The change puts the finance function and Global Manufacturing and Supply under one executive.
Saccaro's offer letter, dated July 31, 2026, sets a base salary of $1 million and a target annual incentive of 100% of base salary.
Saccaro's annual target long-term incentive is $5 million, and he receives one-time make-whole awards of $6.25 million in restricted stock units and $1.25 million in cash.
Joseph's role as CFO ends after August 16, 2026, or a later date set by the company; his separation benefits follow the Executive Severance Plan.
Saccaro will serve as principal financial officer and principal accounting officer.
Zoetis reported flat second-quarter 2026 revenue of $2.5 billion and net income of $691 million, or $1.65 per diluted share, up 1% on a reported basis. The company also cut its full-year 2026 guidance: revenue is now $9.120 billion to $9.320 billion, down from $9.680 billion to $9.960 billion, and adjusted diluted EPS is now $6.15 to $6.25, down from $6.85 to $7.00. The cut reflects a weaker Companion Animal market, which the company said was affected by lower clinic visits, pet owner price sensitivity and heightened competition.
Q2 2026 revenue was $2.5 billion, flat versus Q2 2025; U.S. segment revenue fell 7% while International rose 8% on a reported basis.
Q2 2026 adjusted net income was $781 million, or $1.87 per diluted share, down 1% and up 5% respectively on a reported basis.
Full-year 2026 revenue guidance was revised to $9.120 billion to $9.320 billion, organic operational growth of (3)% to (1)%, versus prior guidance of 2% to 5%.
Full-year 2026 adjusted diluted EPS guidance was revised to $6.15 to $6.25, down from $6.85 to $7.00; reported diluted EPS guidance is $5.55 to $5.65.
At its annual meeting on May 20, 2026, Zoetis shareholders re-elected all twelve director nominees to one-year terms and approved, on a non-binding basis, the compensation program for its named executive officers. Shareholders also ratified KPMG LLP as the independent auditor for 2026 and rejected a shareholder proposal to allow shareholder action by written consent. Director Louise M. Parent retired from the board effective May 20, 2026, under the company's retirement policy.
All twelve director nominees were elected, each for a one-year term ending at the 2027 annual meeting.
Executive compensation was approved with 306,328,992 votes for and 51,638,692 against.
KPMG LLP was ratified as auditor for the fiscal year ending December 31, 2026, with 367,031,759 votes for and 11,450,123 against.
The written consent proposal failed, with 167,308,882 votes for and 190,220,865 against.
Zoetis reported first-quarter 2026 revenue of $2.3 billion, up 3% on a reported basis but flat on an organic operational basis, and net income of $601 million, or $1.42 per diluted share, flat from a year earlier. The company revised its full-year 2026 guidance, with adjusted diluted EPS of $6.85 to $7.00, and CEO Kristin Peck said the quarter unfolded in a more challenging operating environment than the company anticipated.
Q1 2026 revenue of $2.3 billion rose 3% reported and was flat organic operational; U.S. segment revenue fell 8% to $1.1 billion.
Q1 2026 net income was $601 million, or $1.42 per diluted share; adjusted diluted EPS was $1.53, up 9% on a reported basis.
Full-year 2026 revenue guidance is $9.680 billion to $9.960 billion; adjusted diluted EPS guidance is $6.85 to $7.00 and reported diluted EPS guidance is $6.35 to $6.50.
Acquisition of Neogen's animal genomics business is expected to close in the second half of 2026.
Zoetis reported fourth quarter 2025 revenue of $2.4 billion, up 3%, and full year 2025 revenue of $9.5 billion, up 2%. The company also guided 2026 revenue to $9.825 billion to $10.025 billion and adjusted diluted EPS to $7.00 to $7.10, compared with $6.41 in 2025, though part of the fourth quarter International sales growth reflects timing changes the company says will not recur at the end of 2026.
Q4 2025 net income $603 million, or $1.37 per diluted share, up 4% and 6% on a reported basis; adjusted diluted EPS $1.48
FY 2025 net income $2.7 billion, or $6.02 per diluted share, up 10%; adjusted diluted EPS $6.41
2026 guidance: reported diluted EPS $6.65 to $6.75; adjusted diluted EPS $7.00 to $7.10
Q4 2025 U.S. segment revenue fell 2% to $1.2 billion; International grew 8% to $1.1 billion, with 2.5% to 3.5% attributed to timing changes
Zoetis completed a private offering of $2.0 billion in 0.25% convertible senior notes due June 15, 2029, including a $250 million option that the initial purchasers exercised in full. The company estimates net proceeds of about $1,969.6 million and plans to use most of them to repurchase its common stock under its existing $6 billion repurchase program, with the remaining buybacks expected to be completed by the first quarter of 2026.
Notes total $2.0 billion principal, with a 0.25% annual interest rate payable semiannually starting June 15, 2026
Estimated net proceeds of $1,969.6 million: $186.6 million for capped call transactions, $248.0 million to buy about 2.1 million shares, and $1,535.0 million for further repurchases
Initial conversion price is about $148.20 per share, a 22.5% premium to the December 15, 2025 NYSE closing price
Notes mature June 15, 2029 and are senior unsecured obligations of Zoetis
Zoetis reported third quarter 2025 revenue of $2.4 billion, up 1% from a year earlier, and net income of $721 million, or $1.63 per diluted share, up 9%. The company revised its full year 2025 revenue guidance to $9.400 billion to $9.475 billion, citing broader macro trends and the operating environment, and kept its adjusted diluted EPS guidance at $6.30 to $6.40. The filing does not state the prior revenue guidance range, so the size of the change cannot be measured from this document.
Q3 2025 revenue was $2.4 billion, up 1% reported and up 4% on an organic operational basis.
Q3 2025 adjusted net income was $754 million, or $1.70 per diluted share, up 8% on a reported basis.
Full year 2025 revenue guidance is $9.400 billion to $9.475 billion, with organic operational growth of 5.5% to 6.5%.
Full year 2025 adjusted diluted EPS guidance is unchanged at $6.30 to $6.40; reported diluted EPS guidance is $5.90 to $6.00.
Zoetis Inc. said its Board appointed Stephanie Tilenius as a director, effective December 1, 2025, and will expand the Board from twelve to thirteen members at that time. The filing describes her background in digital health and technology, and it reports no arrangements with third parties and no reportable related party transactions. The change adds a director with digital health and AI experience and does not involve a change in financial results or guidance.
Board appointed Stephanie Tilenius on October 23, 2025; her term starts December 1, 2025.
Board size increases from twelve to thirteen members effective December 1, 2025.
She previously founded Vida Health, Inc. and served as its CEO from 2014 to 2023; she also held senior roles at Google, PayPal and eBay.
Company will enter into its standard indemnification agreement with her.
Zoetis signed a new five-year, $1.25 billion senior unsecured revolving credit agreement on August 27, 2025, which replaced its existing revolving facility. The company can request an increase in commitments to up to $1.75 billion, subject to conditions, and may prepay borrowings without penalty. The filing describes a leverage ratio covenant and other customary terms, but it does not report any new borrowings or financial results.
New $1.25 billion five-year senior unsecured revolving credit facility dated August 27, 2025, with JPMorgan Chase Bank, N.A. as administrative agent
Commitments can be increased to up to $1.75 billion, subject to certain conditions
Prior credit agreement dated December 21, 2022, was terminated on August 27, 2025; it was scheduled to expire in December 2027
Facility includes a maximum total leverage ratio covenant and voluntary prepayment without penalty or premium
Zoetis reported second-quarter 2025 revenue of $2.5 billion, up 4% on a reported basis and 8% on an organic operational basis, and net income of $718 million, or $1.61 per diluted share, up 15% and 18%. The company raised its full-year 2025 revenue guidance to $9.450 billion to $9.600 billion and its adjusted diluted EPS guidance to $6.30 to $6.40, which is the main change for shareholders.
Q2 2025 revenue was $2.5 billion, with U.S. segment revenue of $1.4 billion and International segment revenue of $1.1 billion.
Q2 2025 net income was $718 million, or $1.61 per diluted share; adjusted net income was $783 million, or $1.76 per diluted share.
Full-year 2025 revenue guidance rose to $9.450 to $9.600 billion from $9.425 to $9.575 billion.
Full-year 2025 adjusted diluted EPS guidance rose to $6.30 to $6.40 from $6.20 to $6.30; reported diluted EPS guidance is $5.90 to $6.00.
At its annual meeting on May 21, 2025, Zoetis shareholders elected twelve directors, including Dr. Mark Stetter, who joins the board effective that date. Robert Scully retired from the board effective May 21, 2025, under the company's director retirement policy. Shareholders also approved the advisory executive compensation vote, ratified KPMG LLP as auditor, and did not approve a shareholder proposal on a special shareholder meeting.
Robert Scully retired from the board effective May 21, 2025, under the company's director retirement policy.
Dr. Mark Stetter was elected to the board; he will serve on the Quality and Innovation Committee.
Non-binding say-on-pay vote passed with 334,181,202 votes for and 35,190,564 against.
Shareholder proposal on a special shareholder meeting failed with 50,420,440 votes for and 320,662,986 against.
Zoetis reported first-quarter 2025 revenue of $2.2 billion, up 1% on a reported basis and 9% on an organic operational basis, and net income of $631 million, or $1.41 per diluted share. The company raised its full-year 2025 revenue and adjusted diluted EPS guidance, but lowered its organic operational growth outlook for adjusted net income to 5% to 7% due to enacted tariffs.
Q1 2025 net income was $631 million, or $1.41 per diluted share, up 5% and 8% on a reported basis; adjusted diluted EPS was $1.48.
Full-year 2025 revenue guidance raised to $9.425 billion to $9.575 billion from $9.225 billion to $9.375 billion, reflecting foreign exchange.
Adjusted diluted EPS guidance raised to $6.20 to $6.30 from $6.00 to $6.10, reflecting foreign exchange and enacted tariffs.
Organic operational growth guidance for adjusted net income cut to 5% to 7% from 6% to 8%, reflecting enacted tariffs.
Zoetis reported fourth quarter and full year 2024 results and issued full year 2025 guidance. Fourth quarter revenue was $2.3 billion, up 5%, and full year revenue was $9.3 billion, up 8%, with reported diluted EPS of $5.47 for the year. For 2025, the company expects revenue of $9.225 billion to $9.375 billion and reported diluted EPS of $5.70 to $5.80, or adjusted diluted EPS of $6.00 to $6.10.
Fourth quarter 2024 net income was $581 million, or $1.29 per diluted share, up 11% and 13% on a reported basis.
Full year 2024 revenue was $9.3 billion, up 8%, and net income was $2.5 billion, or $5.47 per diluted share.
2025 guidance: revenue of $9.225 billion to $9.375 billion; reported diluted EPS of $5.70 to $5.80; adjusted diluted EPS of $6.00 to $6.10.
The medicated feed additive portfolio divestiture was completed on October 31, 2024.
Zoetis announced on November 11, 2024 a set of executive changes. Jamie Brannan was named to a newly created Chief Commercial Officer role overseeing commercial operations in the U.S. and all international markets, and Keith Sarbaugh was promoted to Chief Digital & Technology Officer. Two executives are departing in early 2025, and the filing does not include any financial results or guidance.
Jamie Brannan appointed to newly created Executive Vice President and Chief Commercial Officer role, effective immediately, overseeing all commercial markets.
Wafaa Mamilli, Executive Vice President and Chief Digital & Technology Officer, will leave in early 2025 to pursue an external opportunity.
Ester Banque, Executive Vice President and President, U.S. Operations, will leave and serve in an advisory capacity until early 2025.
Jared Shriver promoted to President, U.S. Operations, reporting to Mr. Brannan, effective immediately.
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