| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AMTM | Common Stock | Other | $0 | -124M | -80.95% | $0.00 | 29.2M | Sep 23, 2024 | See footnote | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | On September 18, 2024, Jacobs Solutions Inc. ("Jacobs") reported that it owned, indirectly through Jacobs Engineering Group Inc. ("JEG"), 100 shares of common stock of Amazon Holdco Inc. ("SpinCo"), which at the time was all of the issued and outstanding shares of common stock of SpinCo, par value $0.01 per share (the "SpinCo Common Stock"). Pursuant to a Separation and Distribution Agreement by and among Jacobs, SpinCo, Amentum Parent Holdings LLC and Amentum Joint Venture LP (the "Separation & Distribution Agreement"), the Jacobs Board of Directors has declared a pro rata distribution to its stockholders who hold shares of Jacobs common stock as of the close of business on September 23, 2024 (the "Record Date"), of approximately 81% of the outstanding SpinCo Common Stock (the "Distribution"). Prior to the Distribution, which is expected to occur at 4:05 p.m. Eastern time on September 27, 2024, |
| F2 | (Continued from footnote 1) SpinCo is expected to effect a stock split (the "Stock Split") of all of the issued and outstanding shares of SpinCo Common Stock, with the Stock Split resulting in 153,280,369 shares of SpinCo Common Stock issued and outstanding, all of which will be owned directly by JEG and indirectly by Jacobs. |
| F3 | Subject to the conditions set forth in the Separation & Distribution Agreement, Jacobs will distribute 124,084,108 shares of SpinCo Common Stock in the Distribution to shareholders who held shares of Jacobs common stock as of the close of business on the Record Date. Jacobs will retain, indirectly through JEG, the remaining 29,196,261 shares of SpinCo Common Stock at the time of the Distribution. |
| F4 | The shares of SpinCo Common Stock retained by Jacobs are owned directly by JEG. Jacobs is an indirect beneficial owner of the retained securities. |
Legal name of issuer is Amazon Holdco Inc. and will change to Amentum Holdings, Inc. upon the completion of the transactions contemplated in the Separation & Distribution Agreement.