H2O AMERICA — Director's Dealing 2012

Dec 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW CORP (SJW)
CIK: 0000766829
Period of Report: 2012-12-19

Reporting Person: ROTH W RICHARD (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-19	Common Stock	M	15244	$14.85	Acquired	219119	Direct
2012-12-19	Common Stock	S	7653	$25.50	Disposed	211466	Direct
2012-12-19	Common Stock	S	300	$25.51	Disposed	211166	Direct
2012-12-19	Common Stock	S	3556	$25.52	Disposed	207610	Direct
2012-12-19	Common Stock	S	700	$25.53	Disposed	206910	Direct
2012-12-19	Common Stock	S	200	$25.55	Disposed	206710	Direct
2012-12-19	Common Stock	S	100	$25.56	Disposed	206610	Direct
2012-12-19	Common Stock	S	500	$25.59	Disposed	206110	Direct
2012-12-19	Common Stock	S	100	$25.60	Disposed	206010	Direct
2012-12-19	Common Stock	S	399	$25.61	Disposed	205611	Direct
2012-12-19	Common Stock	S	400	$25.63	Disposed	205211	Direct
2012-12-19	Common Stock	S	300	$25.64	Disposed	204911	Direct
2012-12-19	Common Stock	S	430	$25.65	Disposed	204481	Direct
2012-12-19	Common Stock	S	6	$25.67	Disposed	204475	Direct
2012-12-19	Common Stock	S	100	$25.69	Disposed	204375	Direct
2012-12-19	Common Stock	S	100	$25.70	Disposed	204275	Direct
2012-12-19	Common Stock	S	100	$25.72	Disposed	204175	Direct
2012-12-19	Common Stock	S	300	$25.93	Disposed	203875	Direct
2012-12-20	Common Stock	M	1100	$14.85	Disposed	204975	Direct
2012-12-20	Common Stock	S	700	$25.50	Disposed	204275	Direct
2012-12-20	Commont Stock	S	400	$25.57	Disposed	203875	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-19	Stock Option	$14.85	M	15244	Disposed	2014-01-01	Common Stock (15244)	Direct
2012-12-20	Stock Option	$14.85	M	1100	Disposed	2014-01-01	Common Stock (1100)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	18300	Indirect

Footnotes

F1: Includes 62,654 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F2: Includes 55,001 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F3: Includes 54,701 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F4: Includes 51,145 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F5: Includes 50,445 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F6: Includes 50,245 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F7: Includes 50,145 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F8: Includes 49,645 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F9: Includes 49,545 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F10: Includes 49,146 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F11: Includes 48,746 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F12: Includes 48,446 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F13: Includes 48,016 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F14: Includes 48,010 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F15: Includes 47,910 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F16: Includes 47,810 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F17: Includes 47,710 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F18: Includes 47,410 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F19: Includes 48,510 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F20: Includes 47,810 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F21: Includes 47,410 shares of the issuer's common stock. Also includes 53,171 shares of the issuer's common stock underlying restricted stock units and 103,294 shares of the issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the issuer either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).

F22: The stock options are exercisable according to the vesting schedule. The shares vest in four successive annual installments upon Mr. Roth's completion of each year of service with the Company over a four-year period measured from the January 2, 2004 issue date of the stock options. Therefore, 10,642 shares of Common Stock of the Company became exercisable on January 2, 2005, 10,642 shares of Common Stock of the Company became exercisable on January 2, 2006, 10,643 shares of Common Stock of the Company became exercisable on January 2, 2007, and 10,643 shares of Common Stock of the Company became exercisable on January 2, 2008.