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H2O AMERICA Director's Dealing 2014

May 1, 2014

31819_dirs_2014-05-01_6bf0bcbb-8545-40ce-b412-cd4ae3ce7bf1.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: 2014-01-28

Reporting Person: CALI MARK L (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-01-28 Common Stock G 4947 $0.00 Disposed 20171 Direct
2014-01-28 Common Stock G 4947 $0.00 Acquired 28586 Indirect
2014-04-30 Common Stock A 1286 $0.00 Acquired 21457 Direct
2014-04-30 Common Stock G 381 $0.00 Disposed 21076 Direct
2014-04-30 Common Stock G 381 $0.00 Acquired 28967 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 76998 Indirect
Common Stock 170096 Indirect
Common Stock 1200 Indirect
Common Stock 27000 Indirect
Common Stock 288 Indirect

Footnotes

F1: Represents shares of the issuer's common stock issued in the name of The Mark Cali Revocable Trust upon settlement of deferred stock previously reported by the reporting person in Table I as directly owned.

F2: Includes 19,790 shares of deferred stock which will be distributed as actual shares of the issuer's common stock at a specified time and 381 shares of the issuer's common stock underlying restricted stock units.

F3: Represents 1,286 restricted stock units granted to the reporting person under the Issuer's Long-Term Incentive Plan. Each restricted stock unit will entitle the reporting person to receive one share of the Issuer's common stock when that unit vests. The units will vest in full upon the reporting person's continuation in Board service through the day immediately preceding the date of the Issuer's 2015 annual shareholders meeting, subject to accelerated vesting under certain prescribed circumstances.

F4: Includes 19,790 shares of deferred stock which will be distributed as actual shares of the issuer's common stock at a specified time and 1,667 shares of the issuer's common stock underlying restricted stock units.

F5: Represents shares of the issuer's common stock issued in the name of The Mark Cali Revocable Trust upon settlement of restricted stock units previously reported by the reporting person in Table I as directly owned.

F6: Includes 19,790 shares of deferred stock which will be distributed as actual shares of the issuer's common stock at a specified time and 1,286 shares of the issuer's common stock underlying restricted stock units.