J 10-K Annual Report Sept. 29, 2017 | Alphaminr
JACOBS ENGINEERING GROUP INC /DE/

J 10-K Fiscal year ended Sept. 29, 2017

JACOBS ENGINEERING GROUP INC /DE/
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TABLE OF CONTENTS
Item 1. BusinessItem 1A. R Isk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitat Ive Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesNote 2 Significant Accounting Policies

Exhibits

2.1 Agreement and Plan of Merger, dated August 1, 2017, by and among Jacobs Engineering Group Inc., CH2M HILL Companies, Ltd. and Basketball Merger Sub Inc.Filed as Exhibit 2.1 to the Registrants Current Report on Form 8-K on August 2, 2017 and incorporated herein by reference. 2.2 Voting and Support Agreement, dated August 1, 2017, by and among Jacobs Engineering Group Inc., Basketball Merger Sub Inc. and AP VIII CH2 Holdings, L.P.Filed as Exhibit 2.2 to the Registrants Current Report on Form 8-K on August 2, 2017 and incorporated herein by reference. 3.1 AmendedandRestatedCertificateofIncorporationofJacobs Engineering Group Inc.FiledasExhibit3.1totheRegistrantsCurrentReportonForm 8-K on January 28, 2014 and incorporated herein byreference. 3.2 Amended and Restated Bylaws of Jacobs Engineering Group Inc., dated January 19, 2017. Filed as Exhibit 3.1 to the Registrants Current Report on Form 8-K/A on May 15, 2017 and incorporated herein by reference. 4.1 See Sections 5 through 18 of Exhibit3.1. 4.2 SeeArticleII,Section3.03ofArticleIII,ArticleVIandSections8.04and 8.06ofArticleVIIIofExhibit3.2. 10.1 AmendedandRestatedCreditAgreementdatedasofFebruary7,2014amongJacobsEngineeringGroupInc.andcertainofitssubsidiariesasborrowers,andtheBankofAmerica,N.A.(asAdministrativeAgent)BankofAmerica,N.A.,BNPParibas,andWells Fargo Bank, N.A. (as Co-Syndication Agents) The Bank of Tokyo-Mitsubishi UFJ, LTD, and TD Bank, N.A. (as Co-DocumentationAgents)MerrillLynch,Pierce,Fenner&SmithIncorporated(asSoleBookManager)andMerrillLynch,Pierce,Fenner&SmithIncorporated,BNPParibasSecuritiesCorp,andWellsFargoSecurities,LLC(asJointLeadArrangers).FiledasExhibit 10.1 to the Registrants Current Report on Form 8-K on February 11, 2014 and incorporated herein byreference. 10.2 Amendment No. 1,datedasofMarch4,2015,amongJacobsEngineeringGroup,Inc. and the lenders thereto, andBankofAmerica,N.A.,asadministrativeagent, to the Amended and Restated Credit Agreement dated as of February 7, 2014, by and among Jacobs Engineering Group, Inc., the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.FiledasExhibit10.1totheRegistrantsCurrentReportonForm8-KonMarch5,2015andincorporatedherein byreference. 10.3 Amendment No. 2, dated as of September 28, 2017, among Jacobs Engineering Group Inc. and the lenders thereto, and Bank of America, N.A., as administrative agent, to the Amended and Restated Credit Agreement dated as of February 7, 2014, by and among Jacobs Engineering Group Inc., the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.Filed as Exhibit 10.1 to the Registrants Current Report on Form 8-K on September 29, 2017 and incorporated herein by reference. 10.4 Credit Agreement, dated as of September 28, 2017, among Jacobs Engineering Group Inc. and the lenders thereto, and BNP Paribas, as administrative agent.Filed as Exhibit 10.2 to the Registrants Current Report on Form 8-K on September 29, 2017 and incorporated herein by reference. 10.5 Term Loan Commitment Letter, dated August 1, 2017, by and among Jacobs Engineering Group Inc., BNP Paribas, BNP Paribas Securities Corp. and The Bank of Nova Scotia.Filed as Exhibit 10.1 to the Registrants Current Report on Form 8-K on August 2, 2017 and incorporated herein by reference. 10.6 Revolver Backstop Commitment Letter, dated August 1, 2017, by and among Jacobs Engineering Group Inc., BNP Paribas, BNP Paribas Securities Corp. and The Bank of Nova Scotia.Filed as Exhibit 10.2 to the Registrants Current Report on Form 8-K on August 2, 2017 and incorporated herein by reference. 10.7# OfferLetterby and between Jacobs Engineering Group Inc. andStevenJ.Demetriou,datedJuly10,2015.FiledasExhibit10.1totheRegistrantsCurrentReportonForm8-Kon July 16, 2015 and incorporated herein byreference. 10.8# Offer Letter by and between Jacobs Engineering Group Inc. and Kevin C. Berryman, effective November 12, 2014. Filed asExhibit 99.1toAmendmentNo.1totheRegistrantsCurrentReportonForm8-K/AonNovember17,2014andincorporatedhereinby reference. 10.9# EmploymentAgreementdatedDecember23,2010betweenJacobs Engineering Group Inc.andGaryMandel.FiledasExhibit10.6totheRegistrantsQuarterly Report on Form 10-Q for the second quarter of fiscal 2011 and incorporated herein byreference. 10.11# Offer letterby andbetweenJacobsEngineeringGroupInc.andMichaelTylerdatedMay28,2013.FiledasExhibit10.2totheRegistrants Quarterly Report on Form 10-Q for the third quarter of fiscal 2013 and incorporated herein byreference 10.12# Offer letter by and between Jacobs Engineering Group Inc. and William Benton Allen, Jr. dated October 4, 2016. Filed as Exhibit 10.1 to the Registrants Current Report on Form 8-K on October 14,2016and incorporated herein byreference. 10.13# RetirementAgreement by and between Jacobs Engineering Group Inc. andPhillipJ.StassidatedJune1,2016.FiledasExhibit10.1totheRegistrantsQuarterlyReportonForm10-Q for the third quarter of fiscal 2016 and incorporated herein by reference. 10.14# Amended and Restated Separation Agreement by and between Jacobs Engineering Group Inc. and Lori Sundberg, dated July 26, 2017.Filed as Exhibit 10.3 to the Registrants Quarterly Report on Form 10-Q for the third quarter of fiscal 2017 and incorporated herein by reference. 10.15# Form of Indemnification Agreement entered into between Jacobs Engineering Group Inc. and certain of its officers and directors.Filed as Exhibit10.1totheRegistrant'sQuarterlyReportonForm10-Qforthethirdquarteroffiscal2012andincorporatedhereinbyreference. 10.16# JacobsEngineeringGroupInc.401(k)PlusSavingsPlanandTrust,asamendedandrestatedApril1,2003.FiledasExhibit10.12tothe Registrants fiscal 2012 Annual Report on Form 10-K and incorporated herein byreference. 10.17# Jacobs Engineering Group Inc. 1989 Employee Stock Purchase Plan (as amended and restated on January 19, 2017).Filed as Exhibit 10.1 to the Registrants Current Report on Form 8-K on January 24, 2017 and incorporated herein by reference. 10.18# Jacobs Engineering Group Inc. Global Employee Stock Purchase Plan (as amended and restated on January 19, 2017).Filed as Exhibit 10.2 to the Registrants Current Report on Form 8-K on January 24, 2017 and incorporated herein by reference. 10.19# TheExecutiveSecurityProgramofJacobsEngineeringGroupInc.FiledasExhibit10.2totheRegistrantsfiscal2014AnnualReporton Form 10-K and incorporated herein byreference. 10.20# AmendmenttotheExecutiveSecurityProgramofJacobsEngineeringGroupInc.,datedDecember23,2008.FiledasExhibit10.3tothe Registrants fiscal 2014 Annual Report on Form 10-K and incorporated herein byreference. 10.21# AmendmenttotheExecutiveSecurityProgramofJacobsEngineeringGroupInc.,datedMay31,2009.FiledasExhibit10.4totheRegistrants fiscal 2014 Annual Report on Form 10-K and incorporated herein byreference. 10.22# JacobsEngineeringGroupInc.1991ExecutiveDeferralPlan,effectiveJune1,1991.FiledasExhibit10.5totheRegistrantsfiscal2012 Annual Report on Form 10-K and incorporated herein byreference. 10.23# Jacobs Engineering Group Inc. 1993 Executive Deferral Plan, effective December 1, 1993. Filed as Exhibit 10.6 to theRegistrantsfiscal 2012 Annual Report on Form 10-K and incorporated herein byreference. 10.24# JacobsEngineeringGroupInc.1995ExecutiveDeferralPlan,effectiveJanuary1,1995.FiledasExhibit10.7totheRegistrantsfiscal2014 Annual Report on Form 10-K and incorporated herein byreference. 10.25# JacobsEngineeringGroupInc.2005ExecutiveDeferralPlan,effectiveJanuary1,2005.FiledasExhibit10.1totheRegistrants Quarterly Report on Form 10-Q for the second quarter of fiscal 2010 and incorporated herein byreference. 10.26# JacobsEngineeringGroupInc.AmendedandRestatedExecutiveDeferralPlan.FiledasExhibit10.8totheRegistrantsfiscal2012Annual Report on Form 10-K and incorporated herein byreference. 10.27# Jacobs Engineering Group Inc. Executive Deferral Plan, effective January 1, 2018.Filed as Exhibit 10.1 to the Registrants Current Report on Form 8-K on October 2, 2017 and incorporated herein by reference. 10.29# JacobsEngineeringGroupInc.ManagementIncentivePlan,asamendedandrestatedeffectiveNovember19,2015.FiledasExhibit 10.50 to the Registrants fiscal 2015 Annual Report on Form 10-K and incorporated herein byreference. 10.30# JacobsEngineeringGroupInc.1999StockIncentivePlan,asamendedandrestated.FiledasExhibit10.1totheRegistrants CurrentReportonForm8-KonJanuary28,2014andincorporatedhereinbyreference. 10.31# Jacobs Engineering Group Inc. 1999 Outside Director Stock Plan, as Amended and Restated. Filed as Exhibit 10.3 to the Registrants Quarterly Report on Form 10-Q for the first quarter of fiscal 2016 and incorporated herein by reference. 10.32# FormofStockOptionAwardAgreement(awardedpursuanttotheJacobs Engineering Group Inc.1999OutsideDirectorsStockPlan).FiledasExhibit10.2totheRegistrantsQuarterlyReportonForm10-Qforthesecondquarteroffiscal2016andincorporatedhereinbyreference. 10.33# FormofNonqualifiedStockOptionAgreement(awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.3totheRegistrantsQuarterlyReportonForm10-Qfor the second quarter of fiscal 2015 and incorporated herein byreference. 10.34# FormofNonqualifiedStockOptionAgreement (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.1totheRegistrantsQuarterlyReportonForm10-Qforthethirdquarter of fiscal 2015 and incorporated herein byreference. 10.35# FormofNonqualifiedStockOptionAgreement(awarded pursuant to the Jacobs Engineering Group Inc. 1999StockIncentivePlan).FiledasExhibit10.49totheRegistrants fiscal 2015 Annual Report on Form 10-K and incorporated herein byreference. 10.36# FormofRestrictedStockUnitAwardAgreement (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.2totheRegistrantsQuarterlyReportonForm10-Qforthesecond quarter of fiscal 2012 and incorporated herein byreference. 10.37# FormofRestrictedStockUnitAgreement(awardedpursuanttotheJacobs Engineering Group Inc.1999StockIncentivePlan).FiledasExhibit10.45totheRegistrants fiscal 2015 Annual Report on Form 10-K and incorporated herein byreference. 10.38# Summary Description of Amendment to Restricted Stock Unit Award Agreement (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).Filed as Exhibit 10.4 to the Registrants Quarterly Report on Form 10-Q for the second quarter of fiscal 2017 and incorporated herein by reference. 10.39# Form of Restricted Stock Unit Agreement (with dividend equivalent rights) (awardedpursuanttotheJacobs Engineering Group Inc.1999StockIncentivePlan). 10.40# FormofRestrictedStockUnitAwardAgreement(PerformanceShares-NetEarningsGrowth-2014Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.1totheRegistrantsQuarterlyReportonForm10-Qforthethirdquarteroffiscal2014andincorporatedhereinbyreference. 10.41# FormofRestrictedStockUnitAwardAgreement(PerformanceShares-TSR-2014Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.2totheRegistrantsQuarterlyReportonForm10-Qforthethirdquarteroffiscal2014andincorporatedhereinbyreference. 10.42# FormofRestrictedStockUnitAwardAgreement(PerformanceShares-NetEarningsGrowth 2015 Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.2totheRegistrantsQuarterlyReportonForm10-Qforthethirdquarteroffiscal2015andincorporatedhereinbyreference. 10.43# FormofRestrictedStockUnitAgreement(PerformanceShares-EarningsPerShareGrowth 2016 Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.46totheRegistrants fiscal 2015 Annual Report on Form 10-K and incorporated herein byreference. 10.45# FormofRestrictedStockUnitAgreement(PerformanceSharesEarnings Per Share Growth 2017 Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan). 10.46# FormofRestrictedStockUnitAgreement(PerformanceSharesROIC 2017 Award) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan). 10.47# FormofRestrictedStockUnitAgreement(CashSettledNon-USEmployees) (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.48totheRegistrantsfiscal2015Annual Report on Form 10-K and incorporated herein byreference. 10.48# FormofRestrictedStockAwardAgreement (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.3totheRegistrantsCurrentReportonForm8-KonJune1,2011and incorporated herein byreference. 10.49# FormofRestrictedStockAgreement (awarded pursuant to the Jacobs Engineering Group Inc. 1999 Stock Incentive Plan).FiledasExhibit10.3totheRegistrant'sQuarterlyReportonForm 10-Q for the second quarter of fiscal 2012 and incorporated herein byreference. 10.50# FormofRestrictedStockAgreement(awardedpursuanttotheJacobs Engineering Group Inc.1999StockIncentivePlan).FiledasExhibit10.44totheRegistrantsfiscal 2015 Annual Report on Form 10-K and incorporated herein byreference. 10.51# FormofRestrictedStockUnitAwardAgreement(awardedpursuanttotheJacobs Engineering Group Inc.1999OutsideDirectorsStockPlan).FiledasExhibit10.1totheRegistrantsQuarterlyReportonForm10-Qforthesecondquarteroffiscal2016andincorporatedhereinbyreference. 10.52# Form of Restricted Stock Unit Award Agreement (awarded pursuant to theJacobs Engineering Group Inc.1999 Outside Directors Stock Plan).Filed as Exhibit 10.3 to the Registrants Quarterly Report on Form 10-Q for the second quarter of fiscal 2017 and incorporated herein by reference. 21 ListofSubsidiariesofJacobsEngineeringGroupInc. 23 Consent of Ernst & Young LLP, Independent Registered Public AccountingFirm. 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002. 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002. 32.1 CertificationofChiefExecutiveOfficerpursuantto18U.S.C.Section1350,asadoptedpursuanttoSection906oftheSarbanes-OxleyAct of2002. 32.2 CertificationofChiefFinancialOfficerpursuantto18U.S.C.Section1350,asadoptedpursuanttoSection906oftheSarbanes-OxleyAct of2002. 95. Mine SafetyDisclosure.