H2O AMERICA — Director's Dealing 2017

Mar 1, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW GROUP (SJW)
CIK: 0000766829
Period of Report: 2017-02-28

Reporting Person: Lynch James Patrick (CFO/Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-28	Common Stock	A	1908	—	Acquired	22282	Direct
2017-02-28	Common Stock	F	717	$48.53	Disposed	21565	Direct

Footnotes

F1: Represents 1,908 shares of common stock that became issuable pursuant to the vesting of Restricted Stock Units ("RSU") upon the attainment of certain performance goal based on return on equity ("ROE") measured over the 2016 calendar year period and continued service by the reporting person through December 31, 2016.

F2: Includes 1,665 shares of common stock, 11,877 shares of common stock held by Mr. Lynch and his spouse in joint tenancy, 2,500 shares of common stock held under a Roth IRA, and 6,240 shares of the issuer's common stock underlying restricted stock units.

F3: Represents 717 shares of common stock withheld by the issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of the ROE RSU reported herein.

F4: Includes 1,665 shares of common stock, 13,068 shares of common stock held by Mr. Lynch and his spouse in joint tenancy, 2,500 shares of common stock held under a Roth IRA, and 4,332 shares of the issuer's common stock underlying restricted stock units.