What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-05 compared with 2025-05-06 · 223 added, 194 removed, 690 unchanged (38% of the section changed)

4 unchanged sentences

(In thousands, except share information)

March 28, 2025 September 27, 2024

June 27, 2025 September 27, 2024

Current Assets:

34 unchanged sentences

Common stock, $ 1 par value, authorized - 240,000,000 shares;

issued and outstanding - 120,379,245 shares and 124,253,511 shares as of March 28, 2025 and September 27, 2024, respectively

issued and outstanding - 119,704,769 shares and 124,253,511 shares as of June 27, 2025 and September 27, 2024, respectively

119,705 124,084

10 unchanged sentences

CONSOLIDATED STATEMENTS OF EARNINGS

Three and Six Months Ended March 28, 2025 and March 29, 2024

Three and Nine Months Ended June 27, 2025 and June 28, 2024

(In thousands, except per share information)

For the Three Months Ended For the Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

For the Three Months Ended For the Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Revenues $ 3,031,768 $ 2,883,384 $ 8,875,139 $ 8,540,791

7 unchanged sentences

Loss on extinguishment of debt — — ( 20,510 ) —

Miscellaneous expense ( 103,260 ) ( 3,705 ) ( 233,367 ) ( 6,668 )

Total other expense, net ( 152,825 ) ( 39,235 ) ( 308,095 ) ( 78,030 )

Miscellaneous income (expense), net 38,844 1,550 ( 194,523 ) ( 5,118 )

Total other income (expense), net 10,090 ( 34,521 ) ( 298,006 ) ( 112,551 )

Earnings from Continuing Operations Before Taxes 245,104 136,465 354,073 383,680

2 unchanged sentences

Net (Loss) Earnings of the Group from Discontinued Operations, net of tax ( 1,629 ) 67,703 ( 8,180 ) 187,232

Net (Loss) Earnings of the Group ( 303 ) 173,534 ( 5,305 ) 354,989

Net Loss (Earnings) Attributable to Noncontrolling Interests from Continuing Operations 11,731 ( 4,327 ) 5,651 ( 8,179 )

Net Earnings of the Group 189,723 158,896 184,416 513,886

Net (Earnings) Loss Attributable to Noncontrolling Interests from Continuing Operations ( 4,442 ) ( 4,858 ) 1,209 ( 13,037 )

Net Earnings Attributable to Redeemable Noncontrolling Interests ( 5,676 ) ( 3,411 ) ( 18,539 ) ( 10,112 )

Net Earnings (Loss) Attributable to Jacobs from Continuing Operations 11,162 92,236 ( 5,966 ) 220,580

Net Earnings Attributable to Jacobs from Continuing Operations 181,234 82,924 175,266 303,505

Net Earnings Attributable to Noncontrolling Interests from Discontinued Operations — ( 3,693 ) — ( 10,080 )

Net (Loss) Earnings Attributable to Jacobs from Discontinued Operations ( 1,629 ) 64,010 ( 8,180 ) 177,152

Net Earnings (Loss) Attributable to Jacobs $ 5,612 $ 162,112 $ ( 12,517 ) $ 333,722

Net Earnings Attributable to Jacobs $ 179,605 $ 146,934 $ 167,086 $ 480,657

Net Earnings Per Share:

1 unchanged sentence

Basic Net (Loss) Earnings from Discontinued Operations Per Share $ ( 0.01 ) $ 0.51 $ ( 0.07 ) $ 1.41

Basic Earnings (Loss) Per Share $ 0.06 $ 1.29 $ ( 0.05 ) $ 2.66

Basic Earnings Per Share $ 1.55 $ 1.17 $ 1.47 $ 3.84

Diluted Net Earnings from Continuing Operations Per Share $ 1.56 $ 0.66 $ 1.53 $ 2.42

Diluted Net (Loss) Earnings from Discontinued Operations Per Share $ ( 0.01 ) $ 0.51 $ ( 0.07 ) $ 1.40

Diluted Earnings (Loss) Per Share $ 0.06 $ 1.28 $ ( 0.05 ) $ 2.65

Diluted Earnings Per Share $ 1.55 $ 1.17 $ 1.46 $ 3.82

See the accompanying Notes to Consolidated Financial Statements - Unaudited.

2 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three and Six Months Ended March 28, 2025 and March 29, 2024

Three and Nine Months Ended June 27, 2025 and June 28, 2024

(In thousands)

For the Three Months Ended For the Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Net (Loss) Earnings of the Group $ ( 303 ) $ 173,534 $ ( 5,305 ) $ 354,989

For the Three Months Ended For the Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Net Earnings of the Group $ 189,723 $ 158,896 $ 184,416 $ 513,886

Other Comprehensive Income:

2 unchanged sentences

Change in pension plan liabilities ( 15,721 ) 2,245 1,783 ( 4,214 )

Other comprehensive income (loss) before taxes 51,139 ( 28,653 ) ( 79,012 ) 40,977

Other comprehensive income before taxes 117,751 4 38,739 40,983

Income Tax Benefit (Expense):

Foreign currency translation adjustments 4,558 4,390 4,558 4,390

Cash flow hedges 856 904 1,107 7,573

Change in pension plan liabilities ( 762 ) ( 470 ) ( 2,594 ) ( 1,407 )

Income Tax Benefit (Expense):

Income Tax Benefit:

4,652 4,824 3,071 10,556

Net other comprehensive Income (loss) 52,174 ( 29,652 ) ( 80,593 ) 46,711

Net Comprehensive Income (Loss) of the Group 51,871 143,882 ( 85,898 ) 401,700

Net Loss (Earnings) Attributable to Noncontrolling Interests 11,731 ( 7,340 ) 5,651 ( 14,567 )

Net other comprehensive Income 122,403 4,828 41,810 51,539

Net Comprehensive Income of the Group 312,126 163,724 226,226 565,425

Net (Earnings) Loss Attributable to Noncontrolling Interests ( 4,442 ) ( 8,551 ) 1,209 ( 23,117 )

Net Earnings Attributable to Redeemable Noncontrolling Interests ( 5,676 ) ( 3,411 ) ( 18,539 ) ( 10,112 )

Net Comprehensive Income (Loss) Attributable to Jacobs $ 57,786 $ 132,460 $ ( 93,110 ) $ 380,433

Net Comprehensive Income Attributable to Jacobs $ 302,008 $ 151,762 $ 208,896 $ 532,196

See the accompanying Notes to Consolidated Financial Statements - Unaudited.

2 unchanged sentences

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Three Months Ended March 28, 2025 and March 29, 2024

For the Three Months Ended June 27, 2025 and June 28, 2024

(In thousands)

Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Jacobs Stockholders’ Equity Noncontrolling Interests Total Group Stockholders’ Equity

Balances at December 29, 2023 $ 125,599 $ 2,729,416 $ 4,604,850 $ ( 781,591 ) $ 6,678,274 $ 56,576 $ 6,734,850

Balances at March 29, 2024 $ 125,216 $ 2,733,758 $ 4,576,383 $ ( 811,243 ) $ 6,624,114 $ 54,348 $ 6,678,462

Net earnings — — 146,934 — 146,934 8,551 155,485

Foreign currency translation adjustments

Foreign currency translation adjustments net of deferred taxes of $( 4,390 )

— — — 5,808 5,808 — 5,808

5 unchanged sentences

Redeemable Noncontrolling interests redemption value adjustment — — ( 2,796 ) — ( 2,796 ) — ( 2,796 )

Repurchase and issuance of redeemable noncontrolling interests — — ( 338 ) — ( 338 ) — ( 338 )

Noncontrolling interests - distributions and other — — — — — ( 3,262 ) ( 3,262 )

2 unchanged sentences

Repurchases of equity securities ( 1,073 ) ( 23,465 ) ( 126,381 ) — ( 150,919 ) — ( 150,919 )

Balances at March 29, 2024

Balances at June 28, 2024

$ 124,254 $ 2,741,750 $ 4,557,204 $ ( 806,415 ) $ 6,616,793 $ 59,637 $ 6,676,430

Balances at December 27, 2024 $ 122,912 $ 2,735,155 $ 2,179,509 $ ( 832,217 ) $ 4,205,359 $ 21,607 $ 4,226,966

Net earnings (loss)

Balances at March 28, 2025 $ 120,379 $ 2,699,690 $ 1,824,418 $ ( 780,043 ) $ 3,864,444 $ 8,716 $ 3,873,160

179,605 — 179,605 4,442 184,047

Foreign currency translation adjustments

Foreign currency translation adjustments, net of deferred taxes of $( 4,558 )

— — — 141,387 141,387 — 141,387

4 unchanged sentences

Dividends — — ( 39,731 ) — ( 39,731 ) — ( 39,731 )

Dividend in kind — — ( 159,266 ) — ( 159,266 ) — ( 159,266 )

Redeemable Noncontrolling interests redemption value adjustment — — ( 59,540 ) — ( 59,540 ) — ( 59,540 )

5 unchanged sentences

Repurchases of equity securities ( 810 ) ( 18,185 ) ( 81,850 ) — ( 100,845 ) — ( 100,845 )

Balances at March 28, 2025 $ 120,379 $ 2,699,690 $ 1,824,418 $ ( 780,043 ) $ 3,864,444 $ 8,716 $ 3,873,160

Balances at June 27, 2025 $ 119,705 $ 2,699,770 $ 1,660,186 $ ( 657,640 ) $ 3,822,021 $ 9,229 $ 3,831,250

See the accompanying Notes to Consolidated Financial Statements – Unaudited.

2 unchanged sentences

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Six Months Ended March 28, 2025 and March 29, 2024

For the Nine Months Ended June 27, 2025 and June 28, 2024

(In thousands)

2 unchanged sentences

Net earnings — — 480,657 — 480,657 23,117 503,774

Foreign currency translation adjustments

Foreign currency translation adjustments net of deferred taxes of $( 4,390 )

— — — 78,985 78,985 — 78,985

10 unchanged sentences

Repurchases of equity securities ( 2,502 ) ( 54,487 ) ( 289,393 ) — ( 346,382 ) — ( 346,382 )

Balances at March 29, 2024 $ 125,216 $ 2,733,758 $ 4,576,383 $ ( 811,243 ) $ 6,624,114 $ 54,348 $ 6,678,462

Balances at June 28, 2024 $ 124,254 $ 2,741,750 $ 4,557,204 $ ( 806,415 ) $ 6,616,793 $ 59,637 $ 6,676,430

Balances at September 27, 2024 $ 124,084 $ 2,758,064 $ 2,366,769 $ ( 699,450 ) $ 4,549,467 $ 17,836 $ 4,567,303

Net loss — — ( 12,517 ) — ( 12,517 ) ( 5,651 ) ( 18,168 )

Foreign currency translation adjustments

Net earnings — — 167,086 — 167,086 ( 1,209 ) 165,877

Foreign currency translation adjustments, net of deferred taxes of $( 4,558 )

— — — 45,279 45,279 — 45,279

4 unchanged sentences

Dividends — — ( 79,625 ) — ( 79,625 ) — ( 79,625 )

Dividend in kind — — ( 159,266 ) — ( 159,266 ) — ( 159,266 )

Redeemable Noncontrolling interests redemption value adjustment — — ( 68,031 ) — ( 68,031 ) — ( 68,031 )

5 unchanged sentences

Repurchases of equity securities ( 4,991 ) ( 111,170 ) ( 537,086 ) — ( 653,247 ) — ( 653,247 )

Balances at March 28, 2025 $ 120,379 $ 2,699,690 $ 1,824,418 $ ( 780,043 ) $ 3,864,444 $ 8,716 $ 3,873,160

Balances at June 27, 2025 $ 119,705 $ 2,699,770 $ 1,660,186 $ ( 657,640 ) $ 3,822,021 $ 9,229 $ 3,831,250

See the accompanying Notes to Consolidated Financial Statements – Unaudited.

2 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended March 28, 2025 and March 29, 2024

For the Nine Months Ended June 27, 2025 and June 28, 2024

(In thousands)

For the Six Months Ended

March 28, 2025 March 29, 2024

For the Nine Months Ended

June 27, 2025 June 28, 2024

Cash Flows from Operating Activities:

Net (loss) earnings of the Group $ ( 5,305 ) $ 354,989

Net earnings of the Group $ 184,416 $ 513,886

Adjustments to reconcile net earnings to net cash flows provided by operations:

26 unchanged sentences

Repayments of long-term borrowings ( 926,800 ) ( 2,194,423 )

Proceeds from short-term borrowings — 1,106

Repayments of short-term borrowings ( 656,981 ) ( 31,882 )

6 unchanged sentences

Repurchase of redeemable noncontrolling interests ( 8,472 ) ( 41,788 )

Net cash provided by (used for) financing activities 106,634 ( 230,796 )

Proceeds from issuances of redeemable noncontrolling interests — 19,761

Cash Impact from Distribution of SpinCo Business

Net cash used for financing activities

( 126,169 ) ( 492,567 )

Effect of Exchange Rate Changes 17,990 12,215

18 unchanged sentences

becoming the parent company of, and successor issuer to, JEGI (the "Holding Company Reorganization").

For purposes of this report, references to Jacobs and the "Company", "we", "us" or "our" or our management or business at any point prior to the Holding Company Implementation Date refer to JEGI, or JEGI and its consolidated subsidiaries as the predecessor to Jacobs Solutions Inc.

For purposes of this report, references to Jacobs and the "Company", "we", "us" or "our" or our management or business at any point prior to August 29, 2022 refer to JEGI, or JEGI and its consolidated subsidiaries as the predecessor to Jacobs Solutions Inc.

The accompanying consolidated financial statements and financial information included herein have been prepared pursuant to the interim period reporting requirements of Form 10-Q.

2 unchanged sentences

Readers of this Quarterly Report on Form 10-Q should also read our consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 27, 2024 (“2024 Form 10-K”).

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of our consolidated financial statements as of March 28, 2025, and for the three and six months ended March 28, 2025.

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of our consolidated financial statements as of June 27, 2025, and for the three and nine months ended June 27, 2025.

Our interim results of operations are not necessarily indicative of the results to be expected for the full fiscal year.

29 unchanged sentences

Please refer to Note 2- Significant Accounting Policies of Notes to Consolidated Financial Statements included in our 2024 Form 10-K for a more complete discussion of the various items within the consolidated financial statements measured at fair value and the methods used to determine fair value.

Please also refer to Note 18- Commitments and Contingencies and Derivative Financial Instruments for discussion regarding the Company's derivative instruments Note 15- Discontinued Operations for discussion regarding the Company's investment in Amentum ordinary shares.

Please also refer to Note 18- Commitments and Contingencies and Derivative Financial Instruments for discussion regarding the Company's derivative instruments and Note 15- Discontinued Operations for discussion regarding the Company's investment in Amentum common shares.

The net carrying amounts of cash and cash equivalents, trade receivables and payables and short-term debt approximate fair value due to the short-term nature of these instruments.

See Note 12- Borrowings for a discussion of the fair value of long-term debt.

JACOBS SOLUTIONS INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

New Accounting Pronouncements

ASU 2025-03, Business Combinations, (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity , clarifies the guidance in determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the acquiree is a variable interest entity that meets the definition of a business.

The standard is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years.

Early adoption is permitted, and the standard is to be applied prospectively to acquisitions after the adoption date.

ASU 2025-03 will be effective for the Company in the first quarter of fiscal 2027.

The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

ASU 2024-03, Income Statement, (Subtopic 220-40):

6 unchanged sentences

The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

JACOBS SOLUTIONS INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

ASU 2023-09, Income Taxes, (Topic 740):

4 unchanged sentences

ASU 2023-09 will be effective for the Company in the first quarter of fiscal 2026.

The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures and is implementing changes to processes and internal controls to meet the standard’s updated reporting and disclosure requirements.

The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

ASU 2023-07, Segment Reporting, (Topic 280):

28 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The following table further disaggregates our revenue by geographic area for the three and six months ended March 28, 2025 and March 29, 2024 (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

The following table further disaggregates our revenue by geographic area for the three and nine months ended June 27, 2025 and June 28, 2024 (in thousands):

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

United States $ 1,862,762 $ 1,809,939 $ 5,471,774 $ 5,316,903

8 unchanged sentences

Contract liabilities represent amounts billed to clients in excess of revenue recognized to date.

Revenue recognized for the three and six months ended March 28, 2025 that was previously included in the contract liability balance on September 27, 2024 was $ 172.2 million and $ 583.0 million, respectively.

Revenue recognized for the three and six months ended March 29, 2024 that was included in the contract liability balance on September 29, 2023 was $ 98.0 million and $ 437.4 million, respectively.

Revenue recognized for the three and nine months ended June 27, 2025 that was previously included in the contract liability balance on September 27, 2024 was $ 97.0 million and $ 680.0 million, respectively.

Revenue recognized for the three and nine months ended June 28, 2024 that was included in the contract liability balance on September 29, 2023 was $ 49.6 million and $ 487.0 million, respectively.

Remaining Performance Obligations

The Company’s remaining performance obligations as of March 28, 2025 represent a measure of the total dollar value of work to be performed on contracts awarded and in progress.

The Company had approximately $ 15.2 billion in remaining performance obligations as of March 28, 2025.

The Company’s remaining performance obligations as of June 27, 2025 represent a measure of the total dollar value of work to be performed on contracts awarded and in progress.

The Company had approximately $ 15.2 billion in remaining performance obligations as of June 27, 2025.

The Company expects to recognize approximately 51 % of its remaining performance obligations into revenue within the next twelve months and the remaining 49 % thereafter.

7 unchanged sentences

Net earnings used for the purpose of determining basic and diluted EPS is determined by taking net earnings, less earnings available to participating securities and the preferred redeemable noncontrolling interests redemption value adjustment associated with the PA Consulting transaction.

The following table reconciles the denominator used to compute basic EPS to the denominator used to compute diluted EPS for the three and six months ended March 28, 2025 and March 29, 2024 (in thousands):

The following table reconciles the denominator used to compute basic EPS to the denominator used to compute diluted EPS for the three and nine months ended June 27, 2025 and June 28, 2024 (in thousands):

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Numerator for Basic and Diluted EPS:

Net earnings (loss) attributable to Jacobs from continuing operations $ 11,162 $ 92,236 $ ( 5,966 ) $ 220,580

Preferred Redeemable Noncontrolling interests redemption value adjustment (See Note 16- PA Consulting Redeemable Noncontrolling Interests )

Net earnings attributable to Jacobs from continuing operations $ 181,234 $ 82,924 $ 175,266 $ 303,505

Redeemable Noncontrolling interests redemption value adjustment (See Note 16- PA Consulting Redeemable Noncontrolling Interests )

6,605 ( 20 ) 12,417 1,746

Net earnings (loss) from continuing operations allocated to common stock for EPS calculation $ 12,406 $ 92,236 $ ( 154 ) $ 222,346

Net earnings from continuing operations allocated to common stock for EPS calculation $ 187,839 $ 82,904 $ 187,683 $ 305,251

Net (loss) earnings from discontinued operations allocated to common stock for EPS calculation $ ( 1,629 ) $ 64,010 $ ( 8,180 ) $ 177,152

Net earnings (loss) allocated to common stock for EPS calculation $ 6,856 $ 162,112 $ ( 6,705 ) $ 335,488

Net earnings allocated to common stock for EPS calculation $ 186,210 $ 146,914 $ 179,503 $ 482,403

Denominator for Basic and Diluted EPS:

6 unchanged sentences

Basic Net (Loss) Earnings from Discontinued Operations Per Share $ ( 0.01 ) $ 0.51 $ ( 0.07 ) $ 1.41

Basic Earnings (Loss) Per Share $ 0.06 $ 1.29 $ ( 0.05 ) $ 2.66

Basic Earnings Per Share $ 1.55 $ 1.17 $ 1.47 $ 3.84

Diluted Net Earnings from Continuing Operations Per Share $ 1.56 $ 0.66 $ 1.53 $ 2.42

Diluted Net (Loss) Earnings from Discontinued Operations Per Share $ ( 0.01 ) $ 0.51 $ ( 0.07 ) $ 1.40

Diluted Earnings (Loss) Per Share $ 0.06 $ 1.28 $ ( 0.05 ) $ 2.65

Diluted Earnings Per Share $ 1.55 $ 1.17 $ 1.46 $ 3.82

Per share amounts may not add due to rounding.

(1) For the six months ended March 28, 2025, because net (loss) earnings from continuing operations was a loss, the effect of antidilutive securities of 472 was excluded from the denominator in calculating diluted EPS.

Share Repurchases

4 unchanged sentences

On January 30, 2025, the Company's Board of Directors authorized an incremental share repurchase program of up to $ 1.5 billion of the Company's common stock, to expire on January 30, 2028 (the "2025 Repurchase Authorization").

At March 28, 2025, the Company had $ 1.4 billion remaining under the 2025 Repurchase Authorization.

At June 27, 2025, the Company had $ 1.3 billion remaining under the 2025 Repurchase Authorization.

The following table summarizes repurchase ac tivity for fiscal 2025 un der the 2023 Repurchase Authorization through the third fiscal quarter of 2025:

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The following table summarizes repurchase ac tivity for fiscal 2025 un der the 2023 Repurchase Authorization through the second fiscal quarter of 2025:

Amount Authorized

2 unchanged sentences

(1) Includes commissions paid and excise tax due under the Inflation Reduction Act of 2022 and calculated at the average price per share.

The following table summarizes repurchase ac tivity for fiscal 2025 u nder the 2025 Repurchase Authorization through the second fiscal quarter of 2025:

The following table summarizes repurchase ac tivity for fiscal 2025 u nder the 2025 Repurchase Authorization through the third fiscal quarter of 2025:

Amount Authorized

8 unchanged sentences

Cash Dividends

On April 30, 2025, the Company’s Board of Directors declared a quarterly dividend of $ 0.32 per share of the Company’s common stock to be paid on June 20, 2025, to shareholders of record on the close of business on May 23, 2025.

On July 31, 2025, the Company’s Board of Directors declared a quarterly dividend of $ 0.32 per share of the Company’s common stock to be paid on September 19, 2025, to shareholders of record on the close of business on August 22, 2025.

Future dividend declarations are subject to review and approval by the Company’s Board of Directors.

Dividends paid through the second fiscal quarter of 2025 and the preceding fiscal year are as follows:

Dividends paid through the third fiscal quarter of 2025 and the preceding fiscal year are as follows:

Declaration Date Record Date Payment Date Cash Amount (per share)

April 30, 2025 May 23, 2025 June 20, 2025 $ 0.32

January 30, 2025 February 21, 2025 March 21, 2025 $ 0.32

8 unchanged sentences

Goodwill and Intangibles

The carrying value of goodwill appearing in the accompanying Consolidated Balance Sheets at March 28, 2025 and September 27, 2024 was as follows (in thousands):

The carrying value of goodwill appearing in the accompanying Consolidated Balance Sheets at June 27, 2025 and September 27, 2024 was as follows (in thousands):

Infrastructure & Advanced Facilities PA Consulting Total

1 unchanged sentence

Foreign currency translation adjustments and other ( 4,701 ) 36,693 31,992

Balance March 28, 2025 $ 3,347,041 $ 1,379,878 $ 4,726,919

The following table provides certain information related to the Company’s acquired intangibles in the accompanying Consolidated Balance Sheets at March 28, 2025 and September 27, 2024 (in thousands):

Balance June 27, 2025 $ 3,358,059 $ 1,462,114 $ 4,820,173

The following table provides certain information related to the Company’s acquired intangibles in the accompanying Consolidated Balance Sheets at June 27, 2025 and September 27, 2024 (in thousands):

Customer Relationships, Contracts and Backlog Developed Technology Trade Names Total

2 unchanged sentences

Foreign currency translation adjustments and other 8,106 7 4,080 12,193

Balance March 28, 2025 $ 570,730 $ 25,497 $ 178,369 $ 774,596

Balance June 27, 2025 $ 563,993 $ 22,536 $ 184,612 $ 771,141

The following table presents estimated amortization expense of intangible assets for the remainder of fiscal 2025 and for the succeeding years.

6 unchanged sentences

Receivables and Contract Assets

The following table presents the components of receivables and contract assets appearing in the accompanying Consolidated Balance Sheets at March 28, 2025 and September 27, 2024, as well as certain other related information (in thousands):

March 28, 2025 September 27, 2024

The following table presents the components of receivables and contract assets appearing in the accompanying Consolidated Balance Sheets at June 27, 2025 and September 27, 2024, as well as certain other related information (in thousands):

June 27, 2025 September 27, 2024

Components of receivables and contract assets:

10 unchanged sentences

Accumulated Other Comprehensive Income (Loss)

The following table presents the Company's roll forward of accumulated other comprehensive loss after-tax as of March 28, 2025 (in thousands):

The following table presents the Company's roll forward of accumulated other comprehensive loss after-tax as of June 27, 2025 (in thousands):

Change in Net Pension Obligation Foreign Currency Translation Adjustments (1)

2 unchanged sentences

$ ( 370,937 ) $ ( 369,516 ) $ 41,003 $ ( 699,450 )

Other comprehensive income (loss) 15,672 ( 96,108 ) 3,847 ( 76,589 )

Other comprehensive (loss) income ( 811 ) 45,279 3,274 47,742

Reclassifications from accumulated other comprehensive loss — — ( 5,932 ) ( 5,932 )

Balance at March 28, 2025

Balance at June 27, 2025

$ ( 371,748 ) $ ( 324,237 ) $ 38,345 $ ( 657,640 )

( 1) Included in foreign currency translation adjustments were $( 1.0 ) million and $( 21.2 ) million in unrealized losses on long-term foreign currency denominated intercompany loans not anticipated to be settled in the foreseeable future for the six months ended March 28, 2025 and March 29, 2024.

(2) Included in the Company’s cumulative net unrealized gains from interest rate and cross currency swaps recorded in accumulated other comprehensive loss as of March 28, 2025 were approximately $ 6.5 million in unrealized gains, net of taxes, which are expected to be realized in earnings during the twelve months subsequent to March 28, 2025.

( 1) Included in foreign currency translation adjustments were $( 1.0 ) million and $( 9.8 ) million in unrealized losses on long-term foreign currency denominated intercompany loans not anticipated to be settled in the foreseeable future for the nine months ended June 27, 2025 and June 28, 2024.

(2) Included in the Company’s cumulative net unrealized gains from interest rate and cross currency swaps recorded in accumulated other comprehensive loss as of June 27, 2025 were approximately $ 6.3 million in unrealized gains, net of taxes, which are expected to be realized in earnings during the twelve months subsequent to June 27, 2025.

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The Company’s effective tax rates from continuing operations for the three months ended March 28, 2025 and March 29, 2024 were 90.6 % and 30.1 %, respectively.

The most significant items contributing to the difference between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate for the three-month period ended March 28, 2025 were related to $ 33.1 million in unfavorable tax impacts associated with the non-deductibility of losses from the Company's investment in Amentum stock, as well as U.S.

state income tax expense of $ 4.0 million and U.S.

tax on foreign earnings of $ 4.5 million.

The Company’s effective tax rates from continuing operations for the three months ended June 27, 2025 and June 28, 2024 were 21.9 % and 33.2 %, respectively.

Significant items contributing to differences between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate for the three-month period ended June 27, 2025 were U.S.

state income tax expense and U.S.

tax on foreign earnings.

These expense items were offset by a return-to-provision income tax benefit, mainly attributable to additional research and development credits claimed on the U.S.

federal tax return.

The U.S state income tax and U.S.

tax on foreign earnings are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year.

The most significant item contributing to the difference between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate of 30.1 % for the three-month period ended March 29, 2024 was related to U.S.

state income tax expense of $ 2.4 million and U.S.

tax on foreign earnings of $ 3.3 million.

The Company’s effective tax rates from continuing operations for the six months ended March 28, 2025 and March 29, 2024 were 98.9 % and 4.8 %, respectively.

The most significant items contributing to the difference between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate for the six-month period ended March 28, 2025 were related to $ 70.1 million in unfavorable tax impacts associated with the non-deductibility of losses from the Company's investment in Amentum stock, as well as U.S.

state income tax expense of $ 9.4 million and U.S.

tax on foreign earnings of $ 9.4 million.

federal corporate tax rate of 21.0% and the Company's effective tax rate of 33.2 % for the three-month period ended June 28, 2024 were related to U.S.

state income tax expense, U.S.

tax on foreign earnings and income tax expense related to foreign exchange gains associated with change in assertion on intercompany loans that were previously indefinitely reinvested.

These expense items were partly offset by a return-to-provision income tax benefit, mainly attributable to additional research and development credits claimed on the U.S.

federal tax return.

The Company’s effective tax rates from continuing operations for the nine months ended June 27, 2025 and June 28, 2024 were 45.6 % and 14.9 %, respectively.

The most significant items contributing to the difference between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate for the nine-month period ended June 27, 2025 were related to $ 63.1 million in unfavorable tax impacts associated with the non-deductibility of losses from the Company's investment in Amentum stock, as well as U.S.

state income tax expense and U.S.

tax on foreign earnings.

These expense items were partly offset by a return-to-provision income tax benefit mainly attributable to additional research and development credits claimed on the U.S.

federal tax return.

The U.S state income tax and U.S.

1 unchanged sentence

The most significant item contributing to the difference between the statutory U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate of 4.8 % for the six-month period ended March 29, 2024 was related to the election to treat an Australian subsidiary as a corporation versus a partnership for U.S.

federal corporate tax rate of 21.0% and the Company's effective tax rate of 14.9 % for the nine-month period ended June 28, 2024 were related to the election to treat an Australian subsidiary as a corporation versus a partnership for U.S.

tax purposes, which resulted in the derecognition of a deferred tax liability and yielded a discrete income tax benefit of $ 61.6 million as the Company asserted that a component of the investment will be indefinitely reinvested.

This benefit was partly offset by U.S.

state income tax expense, U.S.

tax on foreign earnings and income tax related to foreign exchange gains associated with change in assertion on intercompany loans that were previously indefinitely reinvested.

On July 4, 2025, H.R.

1, also referred to as the “One Big Beautiful Bill Act” (“OBBBA”), was enacted in the U.S.

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act (“TCJA”), modifications to the international tax framework and pre-TCJA treatment for certain business provisions.

ASC 740, Income Taxes , requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted.

The OBBBA has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently assessing its impact on the consolidated financial statements which will be recorded during the fourth quarter of fiscal 2025.

In December 2021, the Organization for Economic Cooperation and Development ("OECD") released the Pillar Two Model Rules (also referred to as the global minimum tax or Global Anti-Base Erosion "GloBE" rules), which were designed to ensure large multinational enterprises pay a minimum 15 percent level of tax on the income arising in each jurisdiction in which they operate.

Several jurisdictions in which we operate have enacted these rules, which are effective for the first quarter of the fiscal year ending September 26, 2025.

Several jurisdictions in which we operate have enacted these rules, which were effective for the first quarter of the fiscal year ending September 26, 2025.

The Company is continually monitoring developments and evaluating the potential impacts.

1 unchanged sentence

The amount of income taxes the Company pays is subject to ongoing audits by tax jurisdictions around the world.

In the normal course o f business, the Company is subject to examination by tax authorities throughout the world, including such major jurisdictions as Australia, Canada, India, the United Kingdom and the United States.

In the normal course of business, the Company is subject to examination by tax authorities throughout the world, including such major jurisdictions as Australia, Canada, India, the United Kingdom and the United States.

Our estimate of the potential outcome of any uncertain tax issue is subject to our assessment of the relevant risks, facts, and circumstances existing at the time.

The Company believes that it has adequately provided for reasonably foreseeable outcomes related to these matters.

However, future resul ts may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, which may impact our effective tax rate.

Joint Ventures, VIEs and Other Investments

For the Company's consolidated variable interest entities ("VIE") joint ventures, the carrying value of assets and liabilities was $ 157.3 million and $ 134.2 million, respectively, as of March 28, 2025 and $ 161.9 million and $ 122.7 million, respectively, as of September 27, 2024.

There are no consolidated VIEs that have debt or credit facilities.

For the Company's proportionate consolidated VIEs, the carrying value of assets and liabilities was $ 126.6 million and $ 117.7 million, respectively, as of March 28, 2025, and $ 138.8 million and $ 138.0 million, respectively, as of September 27, 2024.

However, future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, which may impact our effective tax rate.

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Joint Ventures, VIEs and Other Investments

For the Company's consolidated variable interest entities ("VIE") joint ventures, the carrying value of assets and liabilities was $ 157.2 million and $ 132.9 million, respectively, as of June 27, 2025 and $ 161.9 million and $ 122.7 million, respectively, as of September 27, 2024.

There are no consolidated VIEs that have debt or credit facilities.

For the Company's proportionate consolidated VIEs, the carrying value of assets and liabilities was $ 141.0 million and $ 129.0 million, respectively, as of June 27, 2025, and $ 138.8 million and $ 138.0 million, respectively, as of September 27, 2024.

The carrying values of our investments in equity method joint ventures in the Consolidated Balance Sheets (reported in Other Noncurrent Assets:

Miscellaneous) as of March 28, 2025 and September 27, 2024 were $ 35.6 million and $ 36.6 million, respectively.

Additionally, net (loss) income from equity method joint ventures (reported in Revenues in the Consolidated Statements of Earnings) was $( 0.2 ) million and $ 3.8 million, respectively, during the three months ended March 28, 2025 and March 29, 2024, with $ 3.5 million and $ 6.5 million respectively, for the corresponding six month periods.

As of March 28, 2025, the Company's equity method investment carrying values do not include material amounts exceeding their share of the respective joint ventures' reported net assets.

Accounts receivable from unconsolidated joint ventures accounted for under the equity method was $ 20.7 million and $ 12.3 million as of March 28, 2025 and September 27, 2024, respectively.

At March 28, 2025 and September 27, 2024, long-term debt consisted of the following (principal amounts in thousands):

Interest Rate Maturity March 28, 2025 September 27, 2024

Miscellaneous) as of June 27, 2025 and September 27, 2024 were $ 36.4 million and $ 36.6 million, respectively.

Additionally, income from equity method joint ventures (reported in Revenue) was $ 2.6 million and $ 2.1 million, respectively, during the three months ended June 27, 2025 and June 28, 2024, with $ 6.1 million and $ 8.6 million, respectively, for the corresponding nine-month periods.

As of June 27, 2025, the Company's equity method investment carrying values do not include material amounts exceeding their share of the respective joint ventures' reported net assets.

Accounts receivable from unconsolidated joint ventures accounted for under the equity method was $ 14.7 million and $ 12.3 million as of June 27, 2025 and September 27, 2024, respectively.

At June 27, 2025 and September 27, 2024, long-term debt consisted of the following (principal amounts in thousands):

Interest Rate Maturity June 27, 2025 September 27, 2024

Revolving Credit Facility Benchmark + applicable margin (1) February 2028 $ 655,000 $ 140,000

16 unchanged sentences

The interest rate under the Revolving Credit Agreement also incorporates a modest sustainability-linked pricing adjustment, which resulted in a favorable interest rate adjustment to the Company in February 2025.

The applicable SOFR rates including applicable margins at March 28, 2025 and September 27, 2024 were approximately 5.50 % and 6.64 %.

The applicable SOFR rates, including applicable margins, at June 27, 2025 and September 27, 2024 were approximately 5.49 % and 6.64 %.

Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908 % and 1.658 % .

There were no amounts drawn in British pounds as of March 28, 2025.

dollar denominated borrowings under the 2021 Term Loan Facility bear interest at either a SOFR rate plus a margin of between 0.975 % and 1.725 % or a base rate plus a margin of between 0 % and 0.625 % depending on the Company’s Consolidated Leverage Ratio or Debt Rating (each as defined in the Amended and Restated Term Loan Agreement (defined below)).

The applicable SOFR rate including applicable margins for borrowings denominated in U.S.

dollars at September 27, 2024 was approximately and 6.52 %.

Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908 % and 1.658 %, which was approximately 6.23 % at September 27, 2024.

(3) Borrowings under the 2025 Term Loan Facility will bear interest at either a SONIA rate or term SOFR rate plus a margin of between 0.975 % and 1.60 % or a base rate plus a margin of between 0 % and 0.50 % depending on the Company’s Consolidated Leverage Ratio.

The applicable SOFR rate including applicable margins at March 28, 2025 was approximately 5.42 % for borrowings denominated in U.S.

dollars and 5.46 % for borrowings denominated in British pounds.

(4) The interest rate payable on the 5.90 % Bonds (as defined below) may be increased by an additional 12.5 basis points on each of September 1, 2028 and September 1, 2030, based on whether or not the Company achieves the key performance indicators set

There were no amounts drawn in British pounds as of June 27, 2025.

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

forth in the First Supplemental Indenture (as defined below).

dollar denominated borrowings under the 2021 Term Loan Facility bear interest at either a SOFR rate plus a margin of between 0.975 % and 1.725 % or a base rate plus a margin of betwee n 0 % and 0.625 % depending on the Company’s Consolidated Leverage Ratio or Debt Rating (each as defined in the Amended and Restated Term Loan Agreement (defined below)).

The applicable SOFR rate, including applicable margins, for borrowings denominated in U.S.

dollars at September 27, 2024 was approximately 6.52 %.

Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908 % and 1.658 %, which was approximately 6.23 % at September 27, 2024.

The applicable SOFR and SONIA rates, including applicable margins, at June 27, 2025 were approximately 5.43 % for borrowings denominated in U.S.

dollars and 5.22 % f or borrowings denominated in British pounds.

Each key performance indicator is independent of the other.

2 unchanged sentences

We believe the carrying values of the Revolving Credit Facility and the 2025 Term Loan Facility approximates fair value based on the interest rates and scheduled maturities applicable to the outstanding borrowings.

At March 28, 2025, the fair value of the 5.90 % Bonds and the 6.35 % bonds is estimated to be $ 511.4 million and $ 626.3 million , respectively, based on Level 2 inputs.

At June 27, 2025, the fair value of the 5.90 % Bonds and the 6.35 % bonds is estimated to be $ 516.3 million and $ 627.3 million , respectively, based on Level 2 inputs.

The fair value is determined by discounting future cash flows using interest rates available for issuances with similar terms and average maturities.

18 unchanged sentences

The proceeds from the 2025 Term Loan Facility were used to repay the remaining outstanding 2021 Term Loan Facility principal equal to $ 120.0 million and £ 410.2 million, or $ 531.6 million, with the remaining proceeds used for general corporate purposes.

We were in compliance with the covenants under the Revolving Credit Facility and 2025 Term Loan Facility at March 28, 2025.

We were in compliance with the covenants under the Revolving Credit Facility and 2025 Term Loan Facility at June 27, 2025.

JACOBS SOLUTIONS INC.

27 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The Company issu ed $ 0.5 million in letters of credit under the Revolving Credit Facility, leaving $ 1.44 billion of available borrowing capacity under the Revolving Credit Facility at March 28, 2025.

In addition, the Company had issued $ 255.8 million under various separate, committed and uncommitted letter-of-credit facilities for total issued letters of credit of $ 256.3 million at March 28, 2025.

The components of lease expense (reflected in selling, general and administrative expenses ("SG&A")) for th e three and six months ended March 28, 2025 and March 29, 2024 were as follows (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

The Company issued $ 0.3 million in letters of credit under the Revolving Credit Facility, leaving $ 1.59 billion of available borrowing capacity under the Revolving Credit Facility at June 27, 2025.

In addition, the Company had issued $ 229.5 million under various separate, committed and uncommitted letter-of-credit facilities for total issued letters of credit of $ 229.8 million at June 27, 2025.

The components of lease expense (reflected in selling, general and administrative expenses ("SG&A")) for th e three and nine months ended June 27, 2025 and June 28, 2024 were as follows (in thousands):

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Lease expense

3 unchanged sentences

Total lease expense $ 30,922 $ 30,173 $ 91,100 $ 95,484

Supplemental information related to the Company's leases for the six months ended March 28, 2025 and March 29, 2024 was as follows (in thousands):

Six Months Ended

March 28, 2025 March 29, 2024

Supplemental information related to the Company's leases for the nine months ended June 27, 2025 and June 28, 2024 was as follows (in thousands):

Nine Months Ended

June 27, 2025 June 28, 2024

Cash paid for amounts included in the measurements of lease liabilities $ 111,809 $ 113,916

2 unchanged sentences

Weighted average discount rate - operating leases 3.9 % 3.6 %

Total remaining lease payments under the Company's leases for the remainder of fiscal 2025 and for the succeeding years is as follows (in thousands):

Total remaining lease payments under the Company's leases for the remainder of fiscal 2025 and for the succeeding years are as follows (in thousands):

Fiscal Year Operating Leases

6 unchanged sentences

Pension and Other Postretirement Benefit Plans

The following table presents the components of net periodic pension benefit expense recognized in earnings during the three and six months ended March 28, 2025 and March 29, 2024 (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

The following table presents the components of net periodic pension benefit expense recognized in earnings during the three and nine months ended June 27, 2025 and June 28, 2024 (in thousands):

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Service cost $ 2,499 $ 2,261 $ 7,494 $ 6,783

5 unchanged sentences

The following table presents certain information regarding the Company’s cash contributions to our pension plans for fiscal 2025 (in thousands):

Cash contributions made during the first six months of fiscal 2025

Cash contributions made during the first nine months of fiscal 2025

Cash contributions projected for the remainder of fiscal 2025

13 unchanged sentences

The following table represents earnings from discontinued operations, net of tax (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Revenues $ ( 3,197 ) $ 1,348,196 $ ( 3,200 ) $ 4,119,108

7 unchanged sentences

Other income, net

— ( 167 ) — 314

(Loss) Earnings Before Taxes from Discontinued Operations

8 unchanged sentences

$ ( 2,085 ) $ 63,525 $ ( 8,647 ) $ 178,010

(1) The change year-over-year was primarily driven by prior year operating results of the SpinCo Business, which were divested and therefore are no longer in Company's financial results in fiscal year 2025.

(1) Changes year-over-year were primarily driven by prior year operating results of the SpinCo Business, which were divested and therefore are no longer in Company's financial results in fiscal year 2025.

Notable components included in our Consolidated Statements of Cash Flows for these discontinued operations are as follows (in thousands):

Three Months Ended For the Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Three Months Ended For the Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Depreciation and amortization:

13 unchanged sentences

Subsequently, on March 13, 2025, Jacobs completed the Equity-for-Debt Transaction (see Note 12- Borrowings for additional information).

After giving effect to the above transactions, the Company's remaining investment in Amentum represented the 9.7 million shares remaining in escrow at a fair value of $ 175.9 million reported on the Company's March 28, 2025 Consolidated Balance Sheet.

Further, on April 9, 2025, the parties agreed to a final determination of the Post-Closing Additional Merger Consideration Adjustment, pursuant to which Jacobs became entitled to receive approximately 7.3 million Amentum shares from the 9.7 million shares held in escrow, and former equity sponsors became entitled to receive the remainder of approximately 2.4 million shares.

These amounts were subsequently released to the respective parties.

The finalization of the shares deemed owed to the former Amentum equity sponsors resulted in approximately $ 21.9 million in charges to Miscellaneous Expense in the Company's three months ended March 28, 2025 Consolidated Statement of Earnings and a corresponding final liability balance of $ 44.0 million for the fair value of the shares owed to the former Amentum equity sponsors included in Accrued Liabilities as reported on the Company's March 28, 2025 Consolidated Balance Sheet.

Finally, on April 30th, 2025, the Jacobs Board of Directors declared an in kind dividend to distribute the remaining 7.3 million shares of Amentum's stock to Jacobs’ shareholders of record as of May 16, 2025, to be distributed on a pro rata basis on May 30, 2025.

The Company reported $ 109.5 million and $ 254.7 million in fair value mark-to-market and other related charges associated with the investment in Amentum shares for the three and six month periods ending March 28, 2025, respectively, which was included in Miscellaneous Expense as reported in Other Income (Expense) in the Company’s Consolidated Statement of Earnings.

After giving effect to the above transactions, the Company's remaining investment in Amentum represented the 9.7 million shares remaining in escrow.

Further, on April 7, 2025, the parties agreed to a final determination of the Post-Closing Additional Merger Consideration Adjustment, pursuant to which Jacobs became entitled to receive approximately 7.3 million Amentum shares from the remaining 9.7 million shares held in escrow mentioned above, and former Amentum equity sponsors became entitled to receive the remainder of approximately 2.4 million shares.

The finalization of the shares deemed owed to the former Amentum equity sponsors resulted in approximately $ 21.9 million in charges to Miscellaneous Expense in the Company's Consolidated Statement of Earnings in the second fiscal quarter of 2025.

These shares were subsequently released to the respective parties during the current quarter.

Finally, on April 30, 2025, the Jacobs Board of Directors declared a dividend in kind to distribute the remaining 7.3 million shares of Amentum's stock to Jacobs’ shareholders of record as of May 16, 2025, which were distributed on a pro rata basis on May 30, 2025, resulting in an impact on retained earnings as shown on the Company's Consolidated Statements of Shareholders' Equity for the three and nine months ended June 27, 2025.

Following the distribution, the Company no longer owns any shares of Amentum common stock.

The Company reported $ 27.4 million in net mark-to-market gains and other related transactions and $ 227.3 million in fair value mark-to-market and other related charges associated with the investment in Amentum shares for the three and nine month periods ending June 27, 2025, respectively, which was included in Miscellaneous Income (Expense), net as reported in Other Income (Expense) in the Company’s Consolidated Statement of Earnings.

Transition Services Agreement

Upon closing of the Separation Transaction, the Company entered into a Transition Services Agreement (the "TSA") with Amentum pursuant to which the Company, on an interim basis, will provide various services to Amentum including corporate, information technology, and project services.

The initial term of the TSA began immediately following the closing of the transaction on September 27, 2024 and expires in September 2025.

The initial term of the TSA began immediately following the closing of the transaction on September 27, 2024 and expires in September 2025, unless the parties agree to an extension.

Pursuant to the terms of the TSA, the Company will receive payments for the interim services.

Since inception of the TSA agreement, the Company has recognized costs recorded in SG&A expense incurred to perform the TSA, offset by $ 10.3 million and $ 21.7 million in TSA related income for such services that is reported in miscellaneous income (expense) for the three and six month periods ended March 28, 2025.

Since inception of the TSA agreement, the Company has recognized costs recorded in SG&A expense incurred to perform the TSA, offset by $ 9.8 million and $ 31.5 million in TSA related income for such services that is reported in miscellaneous income (expense) for the three and nine month periods ended June 27, 2025.

Sale of Energy, Chemicals and Resources ("ECR") Business

On April 26, 2019, Jacobs completed the sale of its Energy, Chemicals and Resources ("ECR") business to Worley Limited, a company incorporated in Australia ("Worley"), for a purchase price of $ 3.4 billion consisting of (i) $ 2.8 billion in cash plus (ii) $ 58.2 million ordinary shares of Worley, subject to adjustments for changes in working capital and certain other items.

For the three and six months ended March 29, 2024, $( 0.8 ) million and $( 1.3 ) million, respectively, were reported in Net Earnings Attributable to Jacobs from Discontinued Operations on the Consolidated Statement of Earnings related to ECR, with no significant activities during the fiscal 2025 periods presented .

For the three and nine month periods ended June 27, 2025, $ 0.5 million was reported in Net Earnings Attributable to Jacobs from Discontinued Operations on the Consolidated Statement of Earnings related to ECR, as compared to $ 0.5 million and $( 0.9 ) million for the corresponding periods last year.

JACOBS SOLUTIONS INC.

3 unchanged sentences

In connection with the Company's strategic investment in PA Consulting, the Company recorded redeemable noncontrolling interests, including subsequent purchase accounting adjustments, representing the noncontrolling interest holders' equity interests in the form of preferred and common shares of PA Consulting, with substantially all of the value associated with these interests allocable to the preferred shares.

During the first half of 2025 and 2024, PA Consulting repurchased certain shares of the redeemable noncontrolling interest holders for cash amounts of $ 4.1 million and $ 24.4 million , respectively.

The difference between the cash purchase prices and the recorded book values of these repurchased interests was recorded in the Company’s consolidated retained earnings.

The Company held approximately 71 % of the outstanding ownership of PA Consulting as of March 28, 2025 and September 27, 2024.

During the first half of 2025, there was a $ 0.05 increase in earnings per share resulting from adjustments to the redeemable noncontrolling interests to reflect the reduction of the excess in the redemption values over fair values of the B common shares component of the redeemable equity.

During the first half of 2024, there was a $ 0.01 increase in earnings per share resulting from redemption value adjustments associated with redeemable noncontrolling interests preference share repurchase and reissuance activities that were recorded.

During the nine months ended June 27, 2025 and June 28, 2024, PA Consulting repurchased certain shares of the redeemable noncontrolling interest holders for cash amounts of $ 8.5 million and $ 41.8 million , respectively.

Additionally, during the nine months ended June 28, 2024, PA Consulting issued certain shares of redeemable noncontrolling interest holders for cash amounts of $ 19.8 million.

The difference between the cash purchase prices and the recorded book values of these repurchased and issued interests was recorded in the Company’s consolidated retained earnings.

The Company held approximately 71 % and 70 % of the outstanding ownership of PA Consulting as of June 27, 2025 and September 27, 2024, respectively.

During the nine months ended June 27, 2025, there was a $ 0.10 increase in earnings per share resulting from adjustments to the redeemable noncontrolling interests to reflect the reduction of the excess in the redemption values over fair values of the B common shares component of the redeemable equity.

During the nine months ended June 28, 2024, there was a $ 0.01 increase in earnings per share resulting from redemption value adjustments associated with redeemable noncontrolling interests preference share repurchase and reissuance activities that were recorded.

The changes above had no impact on the Company’s overall results of operations, financial position or cash flows.

See Note 6- Earnings Per Share and Certain Related Information for more information.

Changes in the redeemable noncontrolling interests d uring the six months ended March 28, 2025 are as follows (in thousands):

Changes in the redeemable noncontrolling interests d uring the nine months ended June 27, 2025 are as follows (in thousands):

Balance at September 27, 2024 $ 820,182

5 unchanged sentences

Cumulative translation adjustments and other

Balance at March 28, 2025 $ 821,541

In addition, certain employees and non-employees of PA Consulting are eligible to receive equity-based incentive grants in the future under the terms of the applicable agreements.

During the first six months of fiscal 2025 and 2024, the Company recorded $ 13.9 million and $ 6.8 million, respectively, in expenses associated with these agreements which is reflected in selling, general and administrative expenses in the Consolidated Statements of Earnings.

The Company's investment in PA Consulting includes $ 0.8 million and $ 2.1 million at March 28, 2025 and September 27, 2024, respectively, in cash that is restricted from general use and is reflected in Prepaid expenses and other in the Company's Consolidated Balance Sheets.

Balance at June 27, 2025 $ 908,352

In addition, certain employees and non-employees of PA Consulting are eligible to receive equity-based incentive grants since the March 2, 2021 original investment date.

Under the terms of the applicable agreements, these grants have reached vested status on a tranche basis of approximately 40 % through June 2025, with the remaining 60 % anticipated to vest and result in associated expense recognition upon a liquidity event, as defined in the applicable agreements, which is expected to take place in 2026.

The Company has accrued cumulative expenses associated with the vested grants in the amounts of $ 50.6 million and $ 28.4 million reported in Other deferred liabilities in our Consolidated Balance Sheets as of June 27, 2025 and September 27, 2024, respectively.

Also, during the nine months ended June 27, 2025 and June 28, 2024, the Company has recorded $ 20.6 million and $ 11.5 million, respectively, in expenses associated with the vesting of these grants, which is reflected in selling, general and administrative expenses in the Consolidated Statements of Earnings.

The Company's investment in PA Consulting includes $ 2.7 million and $ 2.1 million at June 27, 2025 and September 27, 2024, respectively, in cash that is restricted from general use and is reflected in Prepaid expenses and other in the Company's Consolidated Balance Sheets.

JACOBS SOLUTIONS INC.

2 unchanged sentences

Restructuring and Other Charges

During fiscal 2023, the Company implemented restructuring and separation initiatives relating to the Separation Transaction which are expected to continue through fiscal 2025.

During fiscal 2023, the Company implemented restructuring and separation initiatives relating to the Separation Transaction which continued through fiscal years 2024 and 2025 year to date and are expected to be substantially completed by the end of calendar yea r 2025.

Restructuring initiatives were also implemented during fiscal 2023 relating to our investment in PA Consulting, which is substantially completed.

1 unchanged sentence

Collectively, the above-mentioned restructuring activities are referred to as “Restructuring and other charges.”

The following table summarizes the impacts of the Restructuring and other charges by operating segment for the three and six months ended March 28, 2025 and March 29, 2024 (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

The following table summarizes the impacts of the Restructuring and other charges by operating segment for the three and nine months ended June 27, 2025 and June 28, 2024 (in thousands):

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Infrastructure & Advanced Facilities

2 unchanged sentences

$ 22,254 $ 53,971 $ 47,657 $ 127,687

(1) The three and six months ended March 28, 2025 and March 29, 2024 included approximately $ 10.2 million and $ 25.1 million , respectively, and $ 32.4 million and $ 69.5 million, respectively, in restructuring and other charges mainly relating to the Separation Transaction (primarily professional services and employee separation costs), which were included in operating profit in the Company's Consolidated Statement of Earnings (mainly in SG&A).

The activity in the Company’s accruals for Restructuring and other charges for the six months ended March 28, 2025 is as follows (in thousands):

(1) The three and nine months ended June 27, 2025 and June 28, 2024 included approximately $ 22.0 million and $ 47.1 million, respectively, and $ 50.8 million and $ 120.3 million, respectively, in restructuring and other charges relating to the Separation Transaction (primarily professional services and employee separation costs), which were included in operating profit in the Company's Consolidated Statement of Earnings (mainly in SG&A).

The activity in the Company’s accruals for Restructuring and other charges for the nine months ended June 27, 2025 is as follows (in thousands):

Balance at September 27, 2024

1 unchanged sentence

Payments and other ( 72,701 )

Balance at March 28, 2025 $ 9,131

The following table summarizes the Restructuring and other charges by major type of costs for the three and six months ended March 28, 2025 and March 29, 2024 (in thousands):

Three Months Ended Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

Balance at June 27, 2025 $ 19,891

The following table summarizes the Restructuring and other charges by major type of costs for the three and nine months ended June 27, 2025 and June 28, 2024 (in thousands):

Three Months Ended Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Lease Abandonments and Impairments $ — $ — $ — $ 49

4 unchanged sentences

$ 22,254 $ 53,971 $ 47,657 $ 127,687

(1) Amounts in the three and six months ended March 28, 2025 and March 29, 2024 are comprised of professional services relating to the Separation Transaction.

(2) Amounts in the three and six months ended March 28, 2025 and March 29, 2024 are comprised of charges relating to the Separation Transaction.

(1) Amounts in the three and nine months ended June 27, 2025 and June 28, 2024 are mainly comprised of professional services relating to the Separation Transaction.

(2) Amounts in the three and nine months ended June 27, 2025 and June 28, 2024 are comprised of charges relating to the Separation Transaction.

JACOBS SOLUTIONS INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Cumulative amounts incurred to date for restructuring and other programs that were active as of March 28, 2025 by each major type of cost are as follows (in thousands):

Cumulative amounts incurred to date for restructuring and other programs that were active as of June 27, 2025 by each major type of cost are as follows (in thousands):

Terminations $ 99,732

9 unchanged sentences

See Note 12- Borrowings for further discussion relating to the terms of the 5.90 % Bonds .

The unrealized net gain on these instruments was $ 22.3 million and $ 23.6 million, net of tax, and is included in accumulated other comprehensive income as of March 28, 2025 and September 27, 2024, respectively.

The unrealized net gain on these instruments was $ 21.6 million and $ 23.6 million, net of tax, and is included in accumulated other comprehensive income as of June 27, 2025 and September 27, 2024, respectively.

In fiscal 2020 we entered into interest rate swap agreements to manage the interest rate exposure on our variable rate loans.

By entering into the swap agreements, the Company converted the LIBOR and SONIA rate based liabilities into fixed rate liabilities for a period of five to ten years .

As of March 28, 2025 and September 27, 2024, the Company has one , ten year , outstanding instrument with a notional value of $ 200.0 million.

The fair value of the interest rate swap at March 28, 2025 and September 27, 2024 was $ 24.5 million and $ 23.0 million, respectively, included within miscellaneous other assets on the Consolidated Balance Sheet.

The unrealized net gain on the interest rate swap as of March 28, 2025 and September 27, 2024 was $ 18.6 million and $ 17.4 million, respectively, net of tax, and was included in accumulated other comprehensive income.

During fiscal 2023, the aggregate liability amounts denominated in U.S.

dollars transitioned from underlying LIBOR benchmarked rates to the SOFR and the terms of the swaps were amended accordingly.

The swaps were designated as cash-flow hedges in accordance with ASC 815, Derivatives and Hedging .

Additionally, the Company held foreign exchange forward contracts in currencies that support our operations, including British Pound, Australian Dollar and other currencies, with notional values of $ 815.8 million at March 28, 2025 and $ 827.3 million at September 27, 2024.

The length of these contracts currently ranges from one to nine months .

The fair value of the foreign exchange contracts at March 28, 2025 was $ 11.3 million , of which $ 14.7 million is included within current assets and $( 3.4 ) million is included within current liabilities on the Consolidated Balance Sheet as of March 28, 2025.

By entering into the swap agreements, the Company converted the variable rate based liabilities into fixed rate liabilities for a period of five to ten years .

During the fiscal 2023 transition from LIBOR to SOFR, the terms of the swaps were amended accordingly and remained designated as cash-flow hedges in accordance with ASC 815, Derivatives and Hedging .

As of June 27, 2025 and September 27, 2024, the Company has one ten-year outstanding instrument with a notional value of $ 200.0 million.

The fair value of the interest rate swap at June 27, 2025 and September 27, 2024 was $ 22.0 million and $ 23.0 million, respectively, included within miscellaneous other assets on the Consolidated Balance Sheet.

The unrealized net gain on the interest rate swap as of June 27, 2025 and September 27, 2024 was $ 16.8 million and $ 17.4 million, respectively, net of tax, and was included in accumulated other comprehensive income.

Additionally, the Company held foreign exchange forward contracts in currencies that support our operations, including British Pound, Australian Dollar and other currencies, with notional values of $ 1.08 billion at June 27, 2025 and $ 827.3 million at September 27, 2024.

The length of these contracts currently ranges from one to six months .

The fair value of the foreign exchange contracts at June 27, 2025 was $ 15.3 million, of which $ 17.0 million is included within current assets and $( 1.7 ) million is included within current liabilities on the Consolidated Balance Sheet as of June 27, 2025.

The fair value of the contracts as of September 27, 2024 was $ 15.3 million, of which $ 15.8 million is included within current assets and $( 0.5 ) million is included within current liabilities on the Consolidated Balance Sheet as of September 27, 2024.

16 unchanged sentences

Guarantees are accounted for in accordance with ASC 460-10, Guarantees , at fair value at the inception of the guarantee.

At March 28, 2025 and September 27, 2024, the Company had issued and outstanding approximately $ 256.3 million and $ 306.2 million, respectively, in LOCs and $ 2.4 billion and $ 2.3 billion, respectively, in surety bonds.

At June 27, 2025 and September 27, 2024, the Company had issued and outstanding approximately $ 229.8 million and $ 306.2 million, respectively, in LOCs and $ 2.7 billion and $ 2.3 billion, respectively, in surety bonds.

We maintain insurance coverage for most insurable aspects of our business and operations.

27 unchanged sentences

GAAP operating profit by including certain corporate-level expenses, Restructuring and other charges (as defined in Note 17- Restructuring and Other Charges ) and transaction and integration costs (in thousands).

For the Three Months Ended For the Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

For the Three Months Ended For the Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Revenues from External Customers:

2 unchanged sentences

Total $ 3,031,768 $ 2,883,384 $ 8,875,139 $ 8,540,791

For the Three Months Ended For the Six Months Ended

March 28, 2025 March 29, 2024 March 28, 2025 March 29, 2024

For the Three Months Ended For the Nine Months Ended

June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024

Segment Operating Profit:

6 unchanged sentences

GAAP Operating Profit 235,014 170,986 652,079 496,231

Total Other Expense, net (3)

Total Other Income (Expense), net (3)

10,090 ( 34,521 ) ( 298,006 ) ( 112,551 )

Earnings from Continuing Operations Before Taxes $ 245,104 $ 136,465 $ 354,073 $ 383,680

(1) The three and six months ended March 28, 2025 I&AF revenue and operating profit were impacted by a reserve in connection with an unfavorable interim ruling against a consolidated joint venture in which the Company holds a 50 % interest (the "Consolidated JV Matter"), with the noncontrolling partner’s share included in noncontrolling interests in the Consolidated Statements of Earnings for the respective periods.

(2) The three and six months ended March 28, 2025 and March 29, 2024 include d $ 10.2 million and $ 25.1 million, respectively, and $32.4 million and $69.5 million, respectively, in restructuring and other charges mainly relating to the Separation Transaction (primarily professional services and employee separation costs), as well as certain subsidiary level compensation based agreements.

The three and six months ended March 28, 2025 included approximately $ 8.4 million and $ 16.2 million in charges associated with the Company's TSA with Amentum.

(3) The three and six months ended March 28, 2025 included $ 109.5 million and $ 254.7 million, respectively, mainly related to mark-to-market losses associated with our investment in Amentum stock in connection with the Separation Transaction, and $ 20.5 million in discounts and expenses associated with the Equity-for-Debt Transaction (see Note 12- Borrowings and Note 15- Discontinued Operations).

(1) The nine months ended June 27, 2025 I&AF revenue and operating profit were impacted by a reserve in connection with an unfavorable interim ruling against a consolidated joint venture in which the Company holds a 50 % interest (the "Consolidated JV Matter"), with the noncontrolling partner’s share included in noncontrolling interests in the Consolidated Statements of Earnings for the respective period.

(2) The three and nine months ended June 27, 2025 and June 28, 2024 included $ 22.0 million and $ 47.1 million, respectively, and $ 50.8 million and $ 120.3 million, respectively, in restructuring and other charges relating to the Separation Transaction (primarily professional services and employee separation costs), as well as certain subsidiary level compensation based agreements.

The three and nine months ended June 27, 2025 included approximately $ 4.7 million and $ 20.9 million, respectively, in charges associated with the Company's TSA with Amentum.

(3) The three and nine months ended June 27, 2025 included gains of $ 27.4 million and losses of $ 227.3 million, respectively, mainly related to mark-to-market adjustments and other related charges associated with our investment in Amentum stock in connection with the Separation Transaction, as well as $ 9.8 million and $ 31.5 million, respectively, in income associated with the Company's TSA with Amentum (see Note 15- Discontinued Operations ).

The nine months ended June 27, 2025 included $ 20.5 million in discounts and expenses associated with the Equity-for-Debt Transaction (see Note 12- Borrowings and Note 15- Discontinued Operations).

See also the further description o f results of operations for our operating segments in Item 2- Management’s Discussion and Analysis of Financial Condition and Results of Operations .

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements