H2O AMERICA — Director's Dealing 2015

Jan 5, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW CORP (SJW)
CIK: 0000766829
Period of Report: 2015-01-02

Reporting Person: Van Valer Robert A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-02	Common Stock	A	65	$28.22	Acquired	49209	Direct

Footnotes

F1: The securities represent deferred shares of the issuer's common stock credited to the reporting person's deferred compensation account pursuant to dividend equivalent rights. Those rights resulted initially in the addition of cash sums to the account equal to the dividends which would have been paid during the 2014 calendar year on the deferred stock credited to such account had that stock actually been issued and outstanding on each dividend payment date, and the accumulated sums were then converted into additional shares of deferred stock on January 2, 2015 based on the average of the closing selling prices of the issuer's common stock on each of the dates during the 2014 calendar year on which actual dividends on the common stock were paid. The resulting shares will be distributed as actual shares of the issuer's common stock following the reporting person's cessation of service as a member of the issuer's board of directors.

F2: Includes 45,381 shares of the issuer's common stock, 1,286 shares of the issuer's common stock underlying restricted stock units, and 2,542 shares of deferred stock which will be distributed as actual shares of the issuer's common stock following the reporting person's cessation of board service. 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.