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: Papazian Suzy (Gen. Counsel/Corp. Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-28	Common Stock	A	1488	—	Acquired	7639	Direct
2017-02-28	Common Stock	F	548	$48.53	Disposed	7091	Direct
2017-02-28	Common Stock	G	940	—	Disposed	6151	Direct
2017-02-28	Common Stock	G	940	—	Acquired	3985	Indirect

Footnotes

F1: Represents 1,488 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: Represents 3,151 shares of the issuer's common stock and 4,488 shares of the issuer's common stock underlying RSUs that will vest and become issuable in accordance with their terms.

F3: Represents 548 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: Represents 4,091 shares of the issuer's common stock and 3,000 shares of the issuer's common stock underlying RSUs that will vest and become issuable in accordance with their terms.

F5: Represents an aggregate of 940 shares of common stock that were issued and transferred to the John Affaki and Suzy Papazian Living Trust dated December 10, 2008 immediately following the vesting of the ROE RSU described in footnote 1 above.

F6: Represents 3,151 shares of the issuer's common stock and 3,000 shares of the issuer's common stock underlying RSUs that will vest and become issuable in accordance with their terms.

F7: Includes an aggregate of 940 shares of common stock that were issued and transferred to the John Affaki and Suzy Papazian Living Trust dated December 10, 2008 immediately following the vesting of the ROE RSU described in footnote 1 above.