JACOBS SOLUTIONS INC. — Proxy Solicitation & Information Statement 2024

Dec 16, 2024

DEFA14A 1 d824438ddefa14a.htm DEFA14A DEFA14A

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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Your Vote Counts! JACOBS SOLUTIONS INC. 2025 Annual Meeting Vote by January 28, 2025 11:59 PM ET. For shares held in a Plan, vote by January 24, 2025 11:59 PM ET. JACOBS SOLUTIONS INC. 1999 BRYAN STREET SUITE 3500 DALLAS, TX 75201 V60108-P21175 You invested in JACOBS SOLUTIONS INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on January 29, 2025. Get informed before you vote View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to January 15, 2025. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. For complete information and to vote, visit www.ProxyVote.com Control# Smartphone users Vote in Person or Virtually at the Point your camera here and Meeting vote without entering a January 29, 2025 control number 12:30 PM CST In person at: 1999 Bryan Street, First Floor Dallas, Texas 75201 Virtually at: www.virtualshareholdermeeting.com/J2025 Please check the meeting materials for any special requirements for meeting attendance. If you are attending the meeting in person, you will need to request a ballot to vote these shares.

Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters. Board Voting Items Recommends 1. Election of Directors Nominees: 1a. Robert V. Pragada For 1b. Louis V. Pinkham For 1c. Priya Abani For 1d. Michael Collins For 1e. Manny Fernandez For 1f. Mary M. Jackson For 1g. Georgette D. Kiser For 1h. Robert A. McNamara For 1i. Peter J. Robertson For 1j. Julie A. Sloat For 2. Advisory vote to approve the Company’s executive compensation. For 3. To approve the amendment of the Company’s Amended and Restated Certificate of Incorporation (Charter) to remove For the supermajority voting requirement for changes to the authorized number of shares of preferred stock. 4. To approve the amendment of the Company’s Charter to remove the supermajority voting requirement for amendments For to the Company’s bylaws. 5. To approve the amendment of the Company’s Charter to remove the supermajority voting requirement for certain For significant transactions. 6. To approve the amendment of the Company’s Charter to remove the supermajority voting requirement for certain For Charter amendments. 7. To approve the amendment of the Company’s Charter to remove the voluntary reorganization provision. For 8. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm. For NOTE: Such other business as may properly come before the meeting or any adjournment thereof. Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V60109-P21175