JACOBS SOLUTIONS INC. — Director's Dealing 2020

Dec 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JACOBS ENGINEERING GROUP INC /DE/ (J)
CIK: 0000052988
Period of Report: 2020-11-27

Reporting Person: DEMETRIOU STEVEN J. (Director, CHAIR AND CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-27	Common Stock	S	19800	$105.97	Disposed	431461	Direct
2020-11-27	Common Stock	S	200	$106.53	Disposed	431261	Direct
2020-11-27	Common Stock	M	83296	—	Acquired	514557	Direct
2020-11-27	Common Stock	F	32777	$105.86	Disposed	481780	Direct
2020-11-27	Common Stock	M	83296	—	Acquired	565076	Direct
2020-11-27	Common Stock	F	32777	$105.86	Disposed	532299	Direct
2020-11-27	Common Stock	F	5463	$105.86	Disposed	526836	Direct
2020-11-30	Common Stock	S	26314	$106.52	Disposed	500522	Direct
2020-11-30	Common Stock	S	13686	$107.42	Disposed	486836	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-27	Performance Stock Units	$0.00	M	83296	Disposed		Common Stock (83296)	Direct
2020-11-27	Performance Stock Units	$0.00	M	83296	Disposed		Common Stock (83296)	Direct

Footnotes

F1: The sale was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 4, 2020.

F2: This transaction was executed in multiple trades at prices ranging from $105.44 to $106.42. The price reported above reflects the weighted average sale price.
The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: This transaction was executed in multiple trades at prices ranging from $106.49 to $106.57. The price reported above reflects the weighted average sale price.
The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: Represents distribution of Jacobs common stock upon vesting of performance stock units awarded on November 29, 2017 pursuant to the Company's 1999 Stock Incentive Plan.

F5: The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 200% of the number of performance stock units initially awarded, with such percentage based on the Company's average return on invested capital (ROIC) over the three year performance period.

F6: Represents number of shares of Jacobs common stock tendered for tax withholding on distribution of Jacobs common stock upon vesting of performance stock units.

F7: The number of performance stock units that vested, and therefore the number of shares of Jacobs common stock issued upon vesting, represents 200% of the number of performance stock units initially awarded, with such percentage based on the Company's earnings per share (EPS) growth over the three year performance period.

F8: Represents number of shares of Jacobs common stock tendered for tax withholding upon vesting of restricted stock units.

F9: This transaction was executed in multiple trades at prices ranging from $105.87 to $106.87. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F10: This transaction was executed in multiple trades at prices ranging from $106.87 to $107.84. The price reported above reflects the weighted average sale price.
The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F11: Each performance stock unit award represented a contingent right to receive one share of Jacobs common stock.

F12: The performance stock units awarded vested on November 27, 2020.