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H2O AMERICA Director's Dealing 2013

Apr 25, 2013

31819_dirs_2013-04-25_240b30cf-090c-4b1d-895d-0e6c6ada892e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW CORP (SJW)
CIK: 0000766829
Period of Report: 2013-04-23

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-04-23 Common Stock A 5748 $0.00 Acquired 219900 Direct
2013-04-23 Common Stock F 2114 $26.10 Disposed 217786 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 18300 Indirect

Footnotes

F1: Represents 5,748 fully-vested shares of the Issuer's common stock awarded to the reporting person in recognition of his services in obtaining certain governmental permits for Texas Water Alliance Limited, the Issuer's wholly-owned subsidiary.

F2: Includes 56,603 shares of the Issuer's common stock. Also includes 56,901 shares of the Issuer's common stock underlying restricted stock units and 106,396 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: Represents 2,114 shares of common stock of the Issuer withheld by the Issuer in satisfaction of the applicable withholding taxes on certain shares of common stock. The issuable shares were granted on April 23, 2013 and are reported in Table I of this filing.

F4: Includes 54,489 shares of the Issuer's common stock. Also includes 56,901 shares of the Issuer's common stock underlying restricted stock units and 106,396 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).