H2O AMERICA — Director's Dealing 2019

Jan 4, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW GROUP (SJW)
CIK: 0000766829
Period of Report: 2019-01-02

Reporting Person: Lynch James Patrick (CFO/Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-02	Common Stock	A	1535	—	Acquired	25017	Direct
2019-01-02	Common Stock	F	190	$54.74	Disposed	24827	Direct

Footnotes

F1: Represents 1,535 shares of the common stock underlying restricted stock units ("RSUs") granted to the reporting person under the issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the reporting person's each year of service with the issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.

F2: Represents 2,314 shares of the issuer's common stock, 2,500 shares of the issuer's common stock held under a Roth IRA account, 15,335 shares of the issuer's common stock held by Mr. Lynch and his spouse in joint tenancy, and 4,868 shares of the issuer's common stock underling restricted stock units which will vest and become issuable in accordance with their terms.

F3: Represents 190 shares of common stock withheld of the issuer in satisfaction of the applicable withholding taxes on certain shares of common stock that became issuable on January 2, 2019 pursuant to the terms of the January 2, 2018 Restricted Stock Unit Issuance Agreement between the reporting person and the issuer. The issuable shares were previously reported as Table I securities at the time the restricted stock units were granted, and accordingly the issuance of those shares is not a reportable transaction on this Form 4.

F4: Represents 2,314 shares of the issuer's common stock, 2,500 shares of the issuer's common stock held under a Roth IRA account, 15,612 shares of the issuer's common stock held by Mr. Lynch and his spouse in joint tenancy, and 4,401 shares of the issuer's common stock underling restricted stock units which will vest and become issuable in accordance with their terms.