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.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Other
Additional SEC filing notes
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.
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.