XML 47 R20.htm IDEA: XBRL DOCUMENT v3.24.3
Employee Stock Purchase and Stock Incentive Plans
12 Months Ended
Sep. 27, 2024
Share-Based Payment Arrangement [Abstract]  
Employee Stock Purchase and Stock Incentive Plans Employee Stock Purchase and Stock Incentive Plans
Employee Stock Purchase Plans
Under the Company's stock purchase plans, eligible employees who elect to participate in these plans are granted the right to purchase shares of the common stock of Jacobs at a discount that is limited to 5% of the per-share market value on the day shares are sold to employees.
The following table summarizes the stock issuance activity under the plans for the fiscal years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 For the Years Ended
 September 27, 2024September 29, 2023September 30, 2022
   
Aggregate Purchase Price Paid for Shares Sold (in thousands):$42,926 $40,195 $38,648 
   
Aggregate Number of Shares Sold:321,012 355,007 302,429 
At September 27, 2024, there remains 2,199,429 shares reserved for issuance under the Company's stock purchase plans.
Stock Incentive Plans
We also sponsor the 2023 Stock Incentive Plan, as amended and restated (the "2023 SIP") and the 1999 Outside Director Stock Plan, as amended and restated (the "1999 ODSP") as well as the StreetLight 2011 Stock Plan (the "StreetLight Plan"). The 2023 SIP provides for the issuance of incentive stock options, non-qualified stock options, share appreciation rights ("SARs"), restricted stock and restricted stock units to employees. The 1999 ODSP provides for awards of shares of common stock, restricted stock, restricted stock units and grants of non-qualified stock options to our outside (i.e., nonemployee) directors. Together the 2023 SIP and 1999 ODSP plans are known as the "Stock Incentive Plans". The StreetLight Plan provides for the issuance of incentive stock options, nonstatutory stock options and restricted stock to employees. The StreetLight Plan is frozen for new awards effective February 4, 2022. The following table sets forth certain information about the Stock Incentive Plans:
 2023 SIP1999 ODSPTotal
Number of shares authorized29,850,000 1,100,000 30,950,000 
Number of remaining shares reserved for issuance at September 27, 20243,185,803 117,108 3,302,911 
Number of shares relating to outstanding stock options at September 27, 202424,615 4,314 28,929 
Number of shares available for future awards:  
At September 27, 20243,161,188 112,794 3,273,982 
At September 29, 20233,090,407 147,056 3,237,463 
Effective September 28, 2012 until January 23, 2023, all grants of shares under the predecessor to the 2023 SIP were issued on a fungible basis. An award other than an option or SAR was granted on a 1.92-to-1.00 basis (“Fungible”). An award of an option or SAR is granted on a 1-to-1 basis (“Not Fungible”). Effective January 24, 2023, at which time the 2023 SIP was adopted, all awards are granted on a 1-to-1 basis.
In connection with the Separation Transaction, outstanding awards under the Stock Incentive Plans were converted into adjusted Jacobs awards for employees who continued employment with Jacobs after the closing and all employees who separated from employment prior to the closing or Amentum awards for CMS and C&I employees who transferred to Amentum and, in each case, the adjustment methodology was intended to preserve the value of the awards immediately prior to the Separation Transaction when measured immediately after the Separation Transaction. The outstanding Jacobs awards will continue to have the same terms and conditions. The adjustment to the awards did not result in material incremental compensation expense.
At September 27, 2024, the amount of compensation cost relating to non-vested awards not yet recognized in the financial statements is approximately $80.3 million. The majority of these unrecognized compensation costs will be recognized by the first quarter of fiscal 2027. The weighted average remaining contractual term of options currently exercisable is 2.2 years.
Stock Options
The following table summarizes the stock option activity for the years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 Number of Stock OptionsWeighted Average
Exercise Price
Outstanding at October 1, 2021573,984 $45.65 
Granted (1)150,951 $12.79 
Exercised(284,502)$43.56 
Cancelled or expired(1,084)$21.34 
Outstanding at September 30, 2022439,349 $35.77 
Exercised(215,649)$40.61 
Cancelled or expired(6,219)$19.73 
Outstanding at September 29, 2023217,481 $31.43 
Exercised(132,898)$37.25 
Cancelled or expired(7,608)$20.44 
Adjustment to Jacobs awards related to the Separation Transaction (2)13,821 $— 
Outstanding at September 27, 202490,796 $19.03 
(1)Included in the fiscal 2022 amounts granted are options issued related to a recent business combination with strike prices lower than the then-current share price in order to derive a certain value.
(2)Represents the additional Jacobs stock options issued as a result of the equitable adjustments. The related exercise prices were also equitably adjusted.
Cash received from the exercise of stock options, net of tax remitted, during the year ended September 27, 2024 was $3.9 million.
Stock options outstanding at September 27, 2024 consisted of incentive stock options and non-qualified stock options. The following table presents the total intrinsic value of stock options exercised for the fiscal years ended September 27, 2024, September 29, 2023 and September 30, 2022 (in thousands):
For the Years Ended
September 27, 2024September 29, 2023September 30, 2022
$13,790$17,635$28,149
The total intrinsic value of stock options exercisable at September 27, 2024 was approximately $8.9 million. The following table presents certain other information regarding our 2023 SIP, 1999 OSDP and StreetLight Plan for the fiscal years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 September 27, 2024September 29, 2023September 30, 2022
At fiscal year end:   
Range of exercise prices for options exercisable (1)
$9.55–$36.73
$5.64–$60.43
$5.64–$60.43
Number of options exercisable80,509 180,911 367,624 
For the fiscal year:   
Range of prices relating to options exercised
$5.64–$60.43
$7.05-$60.43
$11.27-$60.43
(1)Included in the fiscal 2022 amounts granted are options issued related to a recent business combination with strike prices lower than the then-current share price in order to derive a certain value.
The following table presents certain information regarding stock options outstanding at September 27, 2024:
 September 27, 2024
 Options Outstanding
Range of Exercise PricesNumberWeighted Average Remaining Contractual Life (years)Weighted Average Price
$0.00 - $31.38
61,870 6.01$11.13 
$31.38 - $39.05
28,926 0.90$35.93 
 90,796 4.38$19.03 
The 1999 ODSP, the 2023 SIP, and the StreetLight Plan allow participants to satisfy the exercise price of stock options by tendering shares of Jacobs common stock that have been owned by the participants for at least six months. Shares tendered are retired, canceled, and shown as repurchases of common stock in the accompanying Consolidated Statements of Stockholders’ Equity. The weighted average remaining contractual term of options currently exercisable is 4.0 years.
Restricted Stock
The following table presents the number of shares of restricted stock and restricted stock units issued as common stock under the 2023 SIP and the StreetLight Plan for the years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 
 For the Years Ended
 September 27, 2024September 29, 2023September 30, 2022
Restricted stock— — 818 
Restricted stock units (service condition)258,720 996,345 290,582 
Restricted stock units (service and performance conditions)115,582 126,595 176,470 
The amount of restricted stock units issued for awards with performance conditions in the above table are issued based on performance against the target amount. The number of shares ultimately issued, which could be greater or less than target, will be based on achieving specific performance conditions related to the awards as well as achieving the service condition required for the restricted stock units to vest.
The following table presents the fair value of shares of the 2023 SIP and the StreetLight Plan (of restricted stock and restricted stock units) vested for the years ended September 27, 2024, September 29, 2023 and September 30, 2022 (in thousands):
 For the Years Ended
 September 27, 2024September 29, 2023September 30, 2022
Restricted Stock and Restricted Stock Units (service condition)$75,625 $32,255 $23,077 
Restricted Stock Units (service, market, and performance conditions at target)23,286 22,060 22,678 
Total$98,911 $54,315 $45,755 
The following table presents the number and weighted average grant-date fair value of restricted stock and restricted stock units at September 27, 2024:
Number of SharesWeighted Average Grant-Date Fair Value
Outstanding at September 29, 20231,890,148 $119.71 
Granted 383,427 $135.14 
Vested (843,877)$119.52 
Cancelled(83,326)$128.58 
Awards transferred to Amentum in the Separation Transaction(66,950)$135.07 
Adjustment to Jacobs awards related to the Separation Transaction (1)295,465 $— 
Outstanding at September 27, 20241,574,887 $104.73 
(1)Represents the additional Jacobs restricted stock and restricted stock units issued as a result of the equitable adjustments.
The following table presents the number of shares of restricted stock and restricted stock units canceled and withheld for taxes under the 2023 SIP for the years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 For the Years Ended
 September 27, 2024September 29, 2023September 30, 2022
Restricted stock— — — 
Restricted stock units (service condition)277,869 94,249 57,366 
Restricted stock units (service and performance conditions)101,397 39,295 31,966 
The amount of unvested restricted stock units canceled for awards with service and performance conditions in the above table is based on the service period achieved and performance against the target amount.
The restrictions attached to restricted stock and restricted stock units generally relate to the recipient’s ability to sell or otherwise transfer the stock or stock units. There are also restrictions that subject the stock and stock units to forfeiture back to the Company until earned by the recipient through continued employment or service.
The following table provides the number of restricted stock units outstanding at September 27, 2024 under the 2023 SIP.
 September 27, 2024
Restricted stock— 
Restricted stock units (service condition)1,080,637 
Restricted stock units (service and performance conditions)423,895 
The following table presents the number of shares of restricted stock and restricted stock units issued under the 1999 ODSP for the years ended September 27, 2024, September 29, 2023 and September 30, 2022:
 
 For the Years Ended
 September 27, 2024September 29, 2023September 30, 2022
Restricted stock units (service condition)15,647 14,031 13,785 
No shares of restricted stock were issued under the 1999 ODSP during such periods.
The following table provides the number of shares of restricted stock and restricted stock units outstanding at September 27, 2024 under the 1999 ODSP:
 September 27, 2024
Restricted stock— 
Restricted stock units (service condition)70,355 
All shares granted under the 1999 ODSP are issued on a 1-to-1 basis.