Form 4 for J Jacobs Solutions
Accepted 2024-09-20 00:00:00 ET · period of report 2024-09-18 · accession 0000950170-24-108476 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2024-09-20 | 2024-09-18 | J | DEMETRIOU STEVEN J. | EXECUTIVE COB, Dir | M - OptEx | — | +28.1K | 555.3K | +5% | — |
| DM | 2024-09-20 | 2024-09-18 | J | DEMETRIOU STEVEN J. | EXECUTIVE COB, Dir | F - Tax | $145.54 | -27.5K | 527.8K | -5% | -$4.00M |
| DM | 2024-09-20 | 2024-09-18 | J | DEMETRIOU STEVEN J. | EXECUTIVE COB, Dir | M - OptEx | — | -28.1K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2024-09-18 | M | A | 15,646 | — | 542,784 | D | — | — | (F2) The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 63.2% of the number of performance stock units originally awarded on November 17, 2021, based on the Company's earnings per share (EPS) growth over the three-year performance period, with such percentages determined in accordance with the Employee Matters Agreement (the "EMA"), dated November 20, 2023, entered into by and between the issuer, Amazon Holdco Inc., and Amentum Parent Holdings LLC ("Amentum") in connection with the spin-off distribution of the issuer's Critical Mission Solutions and Cyber & Intelligence government services businesses and the merger of these businesses with Amentum (the "Transaction"). Per the EMA, performance stock units scheduled to vest in November 2024 received service credit for the full performance period. (F1) Represents distribution of Jacobs common stock upon vesting of performance stock units awarded on November 17, 2021 pursuant to the Jacobs Stock Incentive Plan. |
| 2 | Common | Common Stock | 2024-09-18 | F | D | 17,409 | $145.54 | 537,876 | D | — | — | (F4) Represents number of shares of Jacobs common stock tendered for tax withholding upon vesting of restricted stock units pursuant to the Jacobs Stock Incentive Plan. |
| 3 | Common | Common Stock | 2024-09-18 | M | A | 12,501 | — | 555,285 | D | — | — | (F3) The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 50.5% of the number of performance stock units originally awarded on November 17, 2021 based on the Company's average return on invested capital (ROIC) over the three-year performance period, with such percentage determined in accordance with the EMA entered into by the issuer, Amazon Holdco Inc., and Amentum in connection with the Transaction. Per the EMA, performance stock units scheduled to vest in November 2024 received service credit for the full performance period. (F1) Represents distribution of Jacobs common stock upon vesting of performance stock units awarded on November 17, 2021 pursuant to the Jacobs Stock Incentive Plan. |
| 4 | Common | Common Stock | 2024-09-18 | F | D | 10,050 | $145.54 | 527,826 | D | — | — | (F5) Represents number of shares of Jacobs common stock tendered for tax withholding on distribution of Jacobs common stock upon vesting of performance stock units. |
| 5 | Derivative | Performance Stock Units | 2024-09-18 | M | D | 15,646 | — | 0 | D | $0.00 · — to — | 15,646 Common Stock | (F2) The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 63.2% of the number of performance stock units originally awarded on November 17, 2021, based on the Company's earnings per share (EPS) growth over the three-year performance period, with such percentages determined in accordance with the Employee Matters Agreement (the "EMA"), dated November 20, 2023, entered into by and between the issuer, Amazon Holdco Inc., and Amentum Parent Holdings LLC ("Amentum") in connection with the spin-off distribution of the issuer's Critical Mission Solutions and Cyber & Intelligence government services businesses and the merger of these businesses with Amentum (the "Transaction"). Per the EMA, performance stock units scheduled to vest in November 2024 received service credit for the full performance period. (F1) Represents distribution of Jacobs common stock upon vesting of performance stock units awarded on November 17, 2021 pursuant to the Jacobs Stock Incentive Plan. (F6) Each performance stock unit represented a contingent right to receive one share of Jacobs common stock. (F7) The performance stock units vested on September 18, 2024. |
| 6 | Derivative | Performance Stock Units | 2024-09-18 | M | D | 12,501 | — | 0 | D | $0.00 · — to — | 12,501 Common Stock | (F3) The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 50.5% of the number of performance stock units originally awarded on November 17, 2021 based on the Company's average return on invested capital (ROIC) over the three-year performance period, with such percentage determined in accordance with the EMA entered into by the issuer, Amazon Holdco Inc., and Amentum in connection with the Transaction. Per the EMA, performance stock units scheduled to vest in November 2024 received service credit for the full performance period. (F1) Represents distribution of Jacobs common stock upon vesting of performance stock units awarded on November 17, 2021 pursuant to the Jacobs Stock Incentive Plan. (F6) Each performance stock unit represented a contingent right to receive one share of Jacobs common stock. (F7) The performance stock units vested on September 18, 2024. |