H2O AMERICA — Director's Dealing 2021

Jan 6, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SJW GROUP (SJW)
CIK: 0000766829
Period of Report: 2021-01-04

Reporting Person: Johnson A Kristen (Chief Administrative Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-04	Common Stock	A	1509	—	Acquired	18784	Direct
2021-01-04	Common Stock	F	181	$68.29	Disposed	18603	Direct

Footnotes

F1: Represents 1,509 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 (i) 4,383 shares subject to RSUs that will vest over a period of service and be settled in accordance with the terms of the awards subject to accelerated vesting under certain prescribed circumstances and (ii) 14,401 shares subject to DSUs that are vested and will be settled in accordance with an election previously made by the reporting person. Each RSU and DSU will entitle the reporting person to one share of common stock upon settlement.

F3: Represents 181 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 4, 2021 pursuant to the terms of the January 2, 2020 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 (i) 321 shares of the issuer's common stock, (ii) 3,881 shares subject to RSUs that will vest over a period of service and be settled in accordance with the terms of the awards subject to accelerated vesting under certain prescribed circumstances, and (iii) 14,401 shares subject to DSUs that are vested and will be settled in accordance with an election previously made by the reporting person. Each RSU and DSU will entitle the reporting person to one share of common stock upon settlement.