JACOBS SOLUTIONS INC. - 13 Mar 2025 Form 4 Insider Report for Amentum Holdings, Inc. (AMTM)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
17 Mar 2025, 20:25:30 UTC
Prior SEC filing
25 Sep 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Justin Johnson, General Counsel, Executive Vice President & Secretary

Key filing fact

JACOBS SOLUTIONS INC. filed Form 4 for Amentum Holdings, Inc. (AMTM) on 17 Mar 2025.

Key facts

  • This page summarizes JACOBS SOLUTIONS INC.'s Form 4 filing for Amentum Holdings, Inc. (AMTM).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 17 Mar 2025, 20:25.

Change

  • Previous filing in this sequence was filed on 25 Sep 2024.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AMTM transaction

Common Stock

Other

Transaction value
Shares
-19,464,174
Change %
-100%
Price
Shares after
0
Date
13 Mar 2025
Ownership
See footnote
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

JACOBS SOLUTIONS INC. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

On March 13, 2025, Jacobs Engineering Group Inc. ("JEG"), a wholly-owned subsidiary of Jacobs Solutions Inc. (the "Company" or "Jacobs"), exchanged 19,464,174 shares of common stock, par value $0.01 per share, of Amentum Holdings, Inc. (the "Amentum Common Stock") for aproximately 240 million Pounds in aggregate principal amount of term loans under its Amended and Restated Term Loan Agreement, dated as of February 6, 2023, by and among inter alia JEG, as borrower, Jacobs, as guarantor, the lenders party thereto and Bank of America, N.A., as amended. The exchanged portion of term loans have been retired. After giving effect to such exchange and retirement, Jacobs' aggregate outstanding borrowings decreased by approximately 240 million Pounds, or the equivalent of approximately $312 million based on an exchange rate of $1.2990 per 1 Pound.

Footnote F2

An additional 9,732,087 shares of Amentum Common Stock remain in escrow, subject to final determination of certain performance milestones in connection with a post-closing adjustment to the merger consideration provided in the transaction documents relating to the combination of Jacobs' Critical Mission Solutions and Cyber & Intelligence businesses with Amentum Parent Holdings LLC on September 27, 2024. While such Amentum Common Stock remains in escrow, Jacobs does not beneficially own or have any pecuniary interest in such Amentum Common Stock. To the extent any such Amentum Common Stock is released to Jacobs, Jacobs will not have voting power over the Amentum Common Stock and Jacobs will distribute to Jacobs' shareholders, on a pro rata basis, any such shares received by it.

Footnote F3

The shares of Amentum Common Stock beneficially owned by Jacobs were owned directly by JEG. Jacobs was an indirect beneficial owner of the retained securities.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .