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JACOBS SOLUTIONS INC.

For the period ended Mar 27, 2026. Filed May 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 27, 2026 · Filed May 5, 2026

J$148.90+0.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-12-26; filed 2026-02-03.

0001628280-26-005006

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-27; filed 2026-05-05.

0001628280-26-030528

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 98 previous paragraphs and 107 current paragraphs.

55 unchanged; 36 reworded; 11 added; 7 removed; 0 previous and 5 current paragraphs rearranged.

Tables are not compared: 11 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (11)

Current report

In March 2026, we completed the acquisition of the remaining stake in PA Consulting. Full ownership of PA Consulting strengthens our position as a comprehensive partner delivering integrated advisory and technology-enabled solutions at global scale. By more closely aligning our strategy, digital innovation and major program delivery capabilities, we are better positioned to support clients across the full project lifecycle — from early-stage strategy to implementation — enabling them to address complex challenges with greater speed, capital efficiency and confidence.

Current report

Clients often rely on multiple providers across advisory, digital innovation and program delivery. We bring these capabilities together by integrating PA Consulting's strengths in strategic advisory, innovation and transformation with our experience delivering advanced manufacturing and highly technical infrastructure programs. This approach enables us to support clients across the full project lifecycle—from early-stage strategy through implementation—delivering practical, scalable solutions to address complex challenges.

Current report

Overview – Three and Six Month Periods Ended March 27, 2026

Current report

Net loss attributable to the Company from continuing operations for the second fiscal quarter of 2026 was $(43.0) million (or $(0.32) per diluted share), a decrease of $54.2 million, from net earnings of $11.2 million (or $0.10 per diluted share) for the corresponding period last year. Favorable period over period underlying operating performance was seen in the second fiscal quarter of 2026, resulting from higher gross profit of $56.5 million compared to the corresponding period last year, primarily driven by stronger performance in our Infrastructure & Advanced Facilities ("I&AF") operating segment (mainly in our Global Operations, International and Americas sectors as discussed further below in the Segment Financial Information section). These favorable operating results were more than offset by unfavorable increases in SG&A expense associated with the PA Consulting Transaction, including $207.0 million in incremental expense mainly from the full vesting of remaining equity-based incentive grants, incremental compensation costs of $123.9 million in accrued distributions associated with the PA Consulting employee benefit trust, and other incentives, as well as restructuring charges and transaction costs incurred in connection with the PA Consulting Transaction. These net unfavorable impacts were partly offset by a decrease in restructuring and other charges and transaction costs associated with the Separation Transaction compared to the fiscal 2025 period (mainly professional services and employee separation costs), which are discussed in Note 16-Restructuring and Other Charges. The above net unfavorable impacts to our results were partly offset by a decrease in miscellaneous expense of $85.6 million primarily due to the absence of prior year 2025 mark-to-market losses of $109.5 million related to our former investment in Amentum stock in connection with the Separation Transaction as well as the absence of the prior year $20.5 million in discounts and expenses recorded to Loss on extinguishment of debt associated with our Equity-for-Debt Transaction on March 13, 2025, where the Company exchanged shares of our former investment in Amentum Holdings, Inc. for a principal amount of term loans under the 2021 Term Loan Facility that were immediately extinguished (see Note 12-Borrowings and Note 14-Discontinued Operations), partially offset by $20.5 million in losses on the settlement of the foreign exchange forward contract in connection with the PA Consulting Transaction in our current year results. Our results were also impacted by a $37.5 million increase in the Company's redeemable noncontrolling share of expense associated with equity-based incentive grants compared to the prior year period as mentioned above, partly offset by higher net earnings results in our PA Consulting segment.

Current report

Income tax benefit (expense) for the three and six months ended March 27, 2026 was $45.1 million and $(28.0) million, respectively, as compared to $(50.6) million and $(107.7) million in the corresponding periods last year. The changes in income taxes for the periods presented were due mainly to tax impacts associated with the PA Consulting Transaction and our former investment in Amentum Stock. See Consolidated Results of Operations below for further detail.

Current report

Loss on extinguishment of debt for the three and six months ended March 28, 2025 was $20.5 million, in discounts and expenses associated with the Equity-for-Debt Transaction executed on March 13, 2025, where the Company exchanged shares of our former investment in Amentum Holdings, Inc. for a principal amount of term loans under the 2021 Term Loan Facility, which term loans were immediately extinguished. See Note 12-Borrowings and Note 14-Discontinued Operations.

Current report

Net loss attributable to noncontrolling interests for the three and six months ended March 27, 2026 were $10.9 million and $8.4 million, respectively, as compared to $11.7 million and $5.7 million for the corresponding periods last year, due to lower comparative earnings results from our joint ventures in the current year period, partially offset by lower current period charges in connection with the Consolidated JV Matter.

Current report

Net loss attributable to redeemable noncontrolling interests for the three and six months ended March 27, 2026 were $31.7 million and $25.9 million, respectively, as compared to net earnings of $(5.8) million and $(12.9) million for the corresponding periods last year. These changes in redeemable noncontrolling interests primarily reflects unfavorable impacts in the Company's noncontrolling share of expense associated with equity-based incentive grant vesting activities compared to the prior year period as discussed in Note 15-PA Consulting Redeemable Noncontrolling Interests, partly offset by higher net underlying earnings results in our PA Consulting segment compared to the prior year period.

Current report

The Company also holds approximately $116.5 million in restricted cash as of March 27, 2026 (reported in Prepaid expenses and other in the Consolidated Balance Sheets), the majority of which relates to the PA Consulting employee benefit trust and was received in connection with the March 20, 2026 PA Consulting Transaction, with approximately $100 million expected to be paid out in the third fiscal quarter of 2026. See Note 15-PA Consulting Redeemable Noncontrolling Interests in the Consolidated Financial Statements.

Current report

Our net cash flow used for operations of $103.4 million during the six months ended March 27, 2026 was unfavorable by $114.4 million in comparison to the cash flow provided by operations of $11.0 million in the corresponding prior year period. The decline was largely due a one time payment of $232.5 million in relation to the PA Consulting Transaction associated with the settlement of the equity-based incentive grants within other deferred liabilities. These decreases were offset in part by lower cash income tax payments in the current year and other items.

Current report

On March 3, 2026, the Company issued the 4.75% Bonds and the 5.375% Bonds (see Note 12-Borrowings for further discussion relating to the terms of the bonds) and the Company immediately used the proceeds from these bonds to repay the then remaining outstanding 2025 Term Loan Facility principal equal to $200.0 million and £410.0 million.
Removed paragraphs (7)

Previous report

•uncertainties as to the possibility that the closing conditions for the proposed transaction with PA Consulting may not be satisfied or waived, on a timely basis or otherwise; the risks that any consents or approvals, including any regulatory approvals, required in connection with the proposed transaction may not be received; the risk that the proposed transaction may not be completed on the terms or in the time-frame expected by the parties; unexpected costs, liabilities, charges or expenses related to the proposed transaction and the actual terms of any financings that will be obtained for the transaction; our ability to fully integrate PA Consulting into our business; our ability to realize the estimated synergies of the proposed transaction; and our ability to retain and hire key personnel, customers or suppliers while the proposed transaction is pending or after it is completed;

Previous report

Through our strategic partnership with PA Consulting, we are expanding our high-end advisory services and deploying our collective strengths to help clients adapt, innovate and transform. Together, we deliver integrated support across the full project lifecycle — from early-stage strategy to implementation — enabling clients to tackle complex challenges, accelerate sustainable growth and shape a smarter, more resilient future.

Previous report

Income taxes for the three months ended December 26, 2025 were higher by $16.0 million from the corresponding period last year. Our income tax expense was unfavorably impacted by $16.6 million in additional tax expense related to non-deductible incentive compensation associated with the Company's PA Consulting investment.

Previous report

Net earnings attributable to noncontrolling interests including redeemable noncontrolling interests for the three months ended December 26, 2025 were $(8.2) million, as compared to $(13.1) million for the corresponding period last year. The decrease in total noncontrolling interests for the three months ended December 26, 2025 primarily reflects lower comparative earnings impacts of joint venture projects nearing completion in the current year period as well as an increase in the Company's noncontrolling share of expense associated with equity-based incentive grants as discussed in Note 15-PA Consulting Redeemable Noncontrolling Interests. These unfavorable items were partly offset by higher net earnings results in our PA Consulting investment compared to the prior year period.

Previous report

Our net cash flow provided by operations of $380.8 million during the three months ended December 26, 2025 was favorable by $273.3 million in comparison to the cash flow provided by operations of $107.5 million in the corresponding prior year period. The increase in cash from operations is driven by stronger year-over-year working capital performance primarily attributable to Receivables and contract assets, net of contract liabilities which included a favorable cash timing item at the end of the quarter that will reverse in the second quarter of fiscal 2026, as well as Accounts Payable. Additionally, there were fewer year-over-year cash tax and Restructuring and Other Charges payments.

Previous report

The upfront consideration, net of certain transaction expenses payable by the PA Consulting shareholders and after making payments with respect to certain PA Shares which the Company has agreed to acquire for 100% cash, will be paid 80% in cash and 20% in Jacobs’ shares. As discussed above, the PA Consulting Transaction also includes deferred consideration of £75 million which is payable in Jacobs’ shares as valued on the two-year anniversary following closing, cash, or a combination thereof, at Jacobs’ election. Jacobs intends to fund the cash portion of the upfront consideration through a combination of cash-on-hand and existing and incremental debt facilities.
Reworded paragraphs (36)

Previous wording

•our ability to fully execute on our corporate strategy, including the impact of acquisitions, strategic alliances, divestitures, and other strategic events resulting from evolving business strategies, including on our ability to maintain our culture and retain key personnel, customers or suppliers, or our ability to achieve the cost-savings and synergies contemplated by our recent acquisitions within the expected time frames or to achieve them fully and to successfully integrate acquired businesses while retaining key personnel, and our ability to invest in the tools needed to implement our strategy;

Current wording

•our ability to fully execute on our corporate strategy, including the impact of acquisitions (including the PA Consulting Transaction (as hereinafter defined), strategic alliances, divestitures, and other strategic events resulting from evolving business strategies, including on our ability to maintain our culture and retain key personnel, customers or suppliers, or our ability to achieve the cost-savings and synergies contemplated by our recent acquisitions within the expected time frames or to achieve them fully and to successfully integrate acquired businesses while retaining key personnel, and our ability to invest in the tools needed to implement our strategy;

Previous wording

•increased geopolitical uncertainty and risks, including policy risks and potential civil unrest, relating to the outcome of elections across our key markets and elevated geopolitical tension and conflicts, including the Russia-Ukraine and Israel-Hamas conflicts and the on-going tensions in the Middle East, among others; and

Current wording

•increased geopolitical uncertainty and risks, including policy risks and potential civil unrest, relating to the outcome of elections across our key markets and elevated geopolitical tension and conflicts, including the Russia-Ukraine conflict and on-going, escalated and/or future tensions and conflicts in the Middle East, among others; and

Previous wording

With a global team of approximately 43,000, we provide end-to-end capabilities across advanced manufacturing, cities & places, energy, environmental, life sciences, transportation and water. Our services span advisory and consulting, feasibility and planning, through to design, program delivery and lifecycle management — helping to create a more connected and sustainable world.

Current wording

With a global team of approximately 47,000, we provide end-to-end capabilities across advanced manufacturing, cities & places, energy, environmental, life sciences, transportation and water. Our services span advisory and consulting, feasibility and planning, through to design, program delivery and lifecycle management — helping to create a more connected and sustainable world.

Previous wording

The services we provide to our end markets fall into the following two operating segments: 1) Infrastructure & Advanced Facilities and 2) our majority investment in PA Consulting. For additional information regarding our segments, including information about our financial results by segment and financial results by geography, see Note 18-Segment Informationand Note 5-Revenue Accounting for Contracts of Notes to Consolidated Financial Statements.

Current wording

The services we provide to our end markets fall into the following two operating segments: 1) Infrastructure & Advanced Facilities and 2) PA Consulting. For additional information regarding our segments, including information about our financial results by segment and financial results by geography, see Note 18-Segment Informationand Note 5-Revenue Accounting for Contracts of Notes to Consolidated Financial Statements.

Previous wording

PA Consulting, the global innovation and transformation consultancy, accelerates new growth ideas from concept, through design and development and to commercial success, and revitalizes organizations, building leadership, culture, systems and processes to make innovation a reality. PA Consulting's global team of about 4,000, which includes strategists, innovators, designers, consultants, digital experts, scientists, engineers and technologists work across seven sectors: consumer and manufacturing, defense and security, energy and utilities, financial services, government, health and life sciences, and transport to make a positive impact alongside the clients it supports, bringing ingenuity to life.

Current wording

PA Consulting, a wholly owned subsidiary, is a global innovation and transformation consultancy that helps accelerate new growth ideas from concept, through design and development, to commercial success, while supporting organizations in strengthening leadership, culture, systems and processes to make innovation a reality. PA Consulting's global team of strategists, innovators, designers, consultants, digital experts, scientists, engineers and technologists serves clients across seven sectors: consumer and manufacturing, defense and security, energy and utilities, financial services, government, health and life sciences, and transport.

Previous wording

PA Consulting has a diverse mix of private and public sector clients. Private sector clients include global household names like Diageo, Microsoft, Pret A Manger and Unilever, and start-ups like NTx, which is accelerating access to life-changing therapies. PA's work includes applying data and analytics to improve punctuality of flights at Heathrow Airport, accelerating the energy transition with Invenergy and energyRe, creating new digital platforms for the American College of Emergency Physicians, pioneering medtech with Hubly Surgical, accelerating clinical trials with AI for a global life sciences consortium, and enhancing resiliency in banking with Bankomat. Public sector clients include the U.K.'s Ministry of Defence, National Highways, The Norwegian Labour and Welfare Administration, The Danish Tax Agency and The Swedish Environmental Protection Agency.

Current wording

PA Consulting serves a diverse mix of private and public sector clients. Private sector clients include global household names like Diageo, Microsoft, Pret A Manger and Unilever, and start-ups like NTx, which is accelerating access to life-changing therapies. Work for our clients includes applying data and analytics to improve airport operations at Heathrow Airport, supporting the energy transition with Invenergy and energyRe, creating new digital platforms for the American College of Emergency Physicians, pioneering medtech with Hubly Surgical, accelerating clinical trials with AI for a global life sciences consortium, and enhancing resiliency in banking with Bankomat. Public sector clients include the U.K.'s Ministry of Defence, National Highways, The Norwegian Labour and Welfare Administration, The Danish Tax Agency and The Swedish Environmental Protection Agency.

Previous wording

On a collective basis, we also benefit from the combined strengths of Jacobs and PA Consulting by deploying Jacobs' deep understanding of infrastructure delivery, capital asset cycles and highly technical program management together with PA Consulting's strategic advisory, innovation and transformation capabilities – enabling us to transform bold ideas into practical, optimized outcomes for our clients worldwide. In the U.S., we’re supporting the digital transformation of Dallas Fort Worth International Airport and contributing to the Baltimore & Potomac Tunnel Replacement Program — one of the nation's largest transportation infrastructure investments. In England, we provide engineering, technical advice and innovation services to National Highways. We’re building an AI blueprint for Hertfordshire County Council, one of England’s largest councils. Through the U.K.’s largest government management consultancy framework, we're providing public sector organizations with streamlined access to advisory services. We're also delivering technical project management for the U.K. Department for Energy Security & Net Zero’s Carbon Capture, Usage and Storage program, a cornerstone of the U.K.’s net-zero ambitions.

Current wording

In the U.S., we’re supporting the digital transformation of Dallas Fort Worth International Airport and contributing to the Baltimore & Potomac Tunnel Replacement Program — one of the nation's largest transportation infrastructure investments. We’re building an AI blueprint for Hertfordshire County Council, one of England’s largest councils. Through the U.K.’s largest government management consultancy framework, we're providing public sector organizations with streamlined access to advisory services. We're also delivering technical project management for the U.K. Department for Energy Security & Net Zero’s Carbon Capture, Usage and Storage program, a cornerstone of the U.K.’s net-zero ambitions.

Previous wording

Results of Operations for the three months ended December 26, 2025 and December 27, 2024

Current wording

Results of Operations for the three and six months ended March 27, 2026 and March 28, 2025

Previous wording

Net earnings attributable to the Company from continuing operations for the first fiscal quarter of 2026 were $125.0 million (or $1.11 per diluted share), an increase of $142.1 million, from net loss of $(17.1) million (or $(0.10) per diluted share) for the corresponding period last year. Our reported net earnings for the first fiscal quarter of 2026 were favorably impacted by pre-tax items, including higher gross profit of $44.0 million compared to the corresponding period last year, primarily driven by stronger performance in our Infrastructure & Advanced Facilities ("I&AF") operating segment, specifically in our International and Global Operations sectors, as discussed further below in the Segment Financial Information section. Current year results from continuing operations for fiscal 2026 were also favorably impacted by a decrease in miscellaneous expense of $130.4 million primarily due to the absence of prior year mark-to-market losses of $145.2 million related to our investment in Amentum stock in connection with the Separation Transaction, partly offset by a decrease in TSA-related income included in miscellaneous income (expense). Further, results were favorably impacted by a decrease in pre-tax Restructuring and other charges and transaction costs of $12.7 million reported in Selling, general & administrative ("SG&A") expenses compared to the fiscal 2025 period, primarily associated with the Separation Transaction (mainly professional services and employee separation costs), which are discussed in Note 16-Restructuring and Other Charges.

Current wording

For the six months ended March 27, 2026, net earnings attributable to the Company from continuing operations were $82.0 million (or $0.81 per diluted share), an increase of $87.9 million, from net loss of $(6.0) million (or $0.00 per diluted share) for the corresponding period last year. Our reported net earnings for the six months ended March 27, 2026 were favorably impacted by higher gross profit of $100.5 million compared to the corresponding period last year, primarily driven by stronger performance in our Infrastructure & Advanced Facilities ("I&AF") operating segment (mainly in our International and Global Operations sectors, as discussed further below in the Segment Financial Information section). These favorable operating results were offset by unfavorable increases in SG&A expense associated with the PA Consulting Transaction, including $223.7 million in incremental expense mainly from the full vesting of remaining equity-based incentive grants, incremental compensation costs of $123.9 million in accrued distributions associated with the PA Consulting employee benefit trust, and other incentives, as well as restructuring charges and other transaction costs incurred in connection with the PA Consulting Transaction. Our results were also favorably impacted by a decrease in miscellaneous expense of $216.0 million primarily due to the absence of prior year 2025 mark-to-market losses of $254.7 million related to our former investment in Amentum stock in connection with the Separation Transaction as well as absence of prior year $20.5 million in discounts and expenses recorded to Loss on extinguishment of debt associated with our Equity-for-Debt Transaction on March 13, 2025, where the Company exchanged shares of our former investment in Amentum Holdings, Inc. for a principal amount of term loans under the 2021 Term Loan Facility that were immediately extinguished (see Note 12-Borrowings and Note 14-Discontinued Operations), partially offset by $20.5 million in losses on the settlement of the foreign exchange forward contract in connection with the PA Consulting Transaction in our current year results. Our results were also impacted by a $38.8 million increase in the Company's redeemable noncontrolling share of expense associated with equity-based incentive grants compared to the prior year period as mentioned above, partly offset by higher net earnings results in our PA Consulting segment.

Previous wording

On January 2, 2026, Jacobs entered into an Implementation Deed (the “Implementation Deed”) with PA Consulting. Pursuant to the Implementation Deed and certain related agreements, and subject to the terms and conditions thereof, Jacobs will acquire from shareholders of PA Consulting all of the remaining issued share capital of PA Consulting ("PA Shares") owned by the PA Consulting shareholders other than Jacobs and its affiliates. The Company will acquire the PA Shares for an aggregate initial consideration of approximately £1.216 billion to be paid through a combination of cash and new shares of Jacobs' common stock, par value $1.00 per share (“Company Common Stock”), with the number of shares of Company Common Stock set at 20% of the aggregate initial consideration, net of certain PA Consulting shareholder expenses and after making payments with respect to certain PA Shares which the Company has agreed to acquire for 100% cash, and issued at a price of £100.20 per share, as set forth in the Implementation Deed. The initial consideration is subject to adjustment in accordance with the terms of the Implementation Deed. Assuming the transaction closes, on the second anniversary of the effective date as defined under the terms of the Implementation Deed, the Company will pay an additional £75 million in shares of Company Common Stock, cash or a combination thereof, as determined by the Company in its sole discretion (the transactions described in this paragraph, collectively, the “PA Consulting Transaction”). The completion of the PA Consulting Transaction is subject to the satisfaction or waiver of certain closing conditions, including approvals by the PA Consulting shareholders, the High Court of Justice in England and Wales, the UK Secretary of State and the Danish Business Authority, and the consummation of certain related transactions. The PA Consulting Transaction is expected to close in the second quarter of fiscal 2026.

Current wording

On January 2, 2026, Jacobs entered into the Implementation Deed with PA Consulting. Pursuant to the Implementation Deed and certain related agreements, and in accordance with the terms and conditions thereof, on March 20, 2026, Jacobs completed the transaction to acquire from shareholders of PA Consulting all of the remaining issued share capital of PA Consulting ("PA Shares") owned by the PA Consulting shareholders (excluding shares already held by Jacobs and its affiliates). The Company acquired the PA Shares for an aggregate initial consideration of approximately £1.21 billion which was paid through a combination of approximately £997.6 million in cash (net of certain PA Consulting shareholder expenses) and 2,043,537 newly issued shares of Jacobs' common stock, par value $1.00 per share (“Company Common Stock”). Also, on March 20, 2028, the Company will pay an additional £75 million in consideration with shares of Company Common Stock, cash or a combination thereof (as determined by the Company in its sole discretion), with accruals associated with this additional consideration reflected in Other deferred liabilities on the Consolidated Balance Sheet as of March 27, 2026. The transactions described in this paragraph, are collectively referred to as the “PA Consulting Transaction”. As a result of the PA Consulting Transaction, the Company no longer carries Redeemable Noncontrolling Interests on the Jacobs Consolidated Financial Statements. See Note 15-PA Consulting Redeemable Noncontrolling Interests for more discussion on the transaction and Note 12-Borrowings for more discussion on the financing for the transaction.

Previous wording

Revenues for the first fiscal quarter of 2026 were $3.29 billion, an increase of $360.3 million, or 12.3%, from $2.93 billion for the corresponding period last year. The increase in revenues was mainly driven by the Company's I&AF business, as well as year-over-year revenue growth in our PA Consulting business. The I&AF segment benefited primarily from stronger performance in our International and Global Operating sectors. Our revenues for the first fiscal quarter of 2026 were also favorably impacted by foreign currency translation of $37.9 million in our international businesses, as compared to a favorable impact of $16.4 million for the for the first fiscal quarter of 2025.

Current wording

Revenues for the second fiscal quarter of 2026 were $3.69 billion, an increase of $784.5 million, or 27.0%, from $2.91 billion for the corresponding period last year. For the six months ended March 27, 2026, revenues were $6.99 billion, an increase of $1,144.8 million, or 19.6%, from $5.84 billion for the corresponding period last year. Revenue increases for both the three and six month periods year over year were mainly driven by the Company's I&AF business, as well as year-over-year revenue growth in our PA Consulting business. The I&AF segment benefited primarily from stronger performance in our Global Operations, International and Americas sectors for both the quarterly and year to date comparative periods presented. Our revenues were also favorably impacted by foreign currency translation of $77.6 million and $115.4 million for the three and six months ended March 27, 2026, respectively, across our international businesses, as compared to unfavorable impacts of $18.8 million and $2.3 million for the for the three and six months ended March 28, 2025, respectively.

Previous wording

Gross profit for the first fiscal quarter of 2026 was $765.3 million, an increase of $44.0 million, or 6.1%, from $721.3 million for the corresponding period last year, with gross profit margins of 23.2% and 24.6% for the respective periods. The Company's increase in gross profit was mainly attributable to higher revenues as mentioned above, with unfavorable margin impacts from year-over-year project mix as well as increased personnel cost in PA Consulting.

Current wording

Gross profit for the second fiscal quarter of 2026 was $794.9 million, an increase of $56.5 million, or 7.7%, from $738.3 million for the corresponding period last year, with gross profit margins of 21.5% and 25.4% for the respective periods. Gross profit for the six months ended March 27, 2026 was $1,560.1 million, an increase of $100.5 million, or 6.9%, from $1,459.6 million for the corresponding period last year, with gross profit margins of 22.3% and 25.0% for the respective periods. The Company's increase in gross profit was mainly attributable to higher revenues as mentioned above, with overall margin impacts from year-over-year project mix, higher revenues associated with pass-through cost as well as lower utilization trends primarily in the PA Consulting business.

Previous wording

Selling, general & administrative expenses for the three months ended December 26, 2025 were $532.7 million, an increase of $19.8 million or 3.9% from $512.8 million for the corresponding period last year. SG&A expenses for the three months ended December 26, 2025 were impacted by decreases of $12.7 million in Restructuring and other charges associated with the Separation Transaction, mainly comprised of professional services, and reductions of $7.9 million expenses associated with the TSA with Amentum. These favorable items were more than offset by year-over-year increases in incentives of $21.6 million, and underlying personnel costs of $6.9 million, expenses associated with IT related software licensing and other IT costs of $3.8 million as well as other department spend. Lastly, SG&A expenses were further impacted by unfavorable foreign exchange of $7.8 million for the three months ended December 26, 2025, as compared to unfavorable impacts of $3.2 million for the first fiscal quarter of 2025.

Current wording

Selling, general & administrative expenses for the three and six months ended March 27, 2026 were $876.1 million and $1,408.8 million, respectively, as compared to $529.7 million and $1,042.5 million for the corresponding periods last year, representing an increase of $346.4 million or 65.4% and $366.2 million or 35.1%, respectively. SG&A expenses for the three and six months ended March 27, 2026 were impacted by increases in expense associated with the PA Consulting Transaction, including $207.0 million and $223.7 million, respectively, in incremental expense mainly from the full vesting of remaining equity-based incentive grants, incremental compensation costs of $123.9 million in accrued distributions associated with the PA Consulting Transaction employee benefit trust, and other incentives, and an increase in restructuring charges and other transaction costs of $1.3 million and $5.0 million, respectively. SG&A expenses were also impacted by increases in underlying personnel costs, expenses associated with IT related software licensing and other IT costs and other department spend. These incremental SG&A expenses were partly offset by decreases of $2.5 million and $15.3 million, respectively, in Restructuring and other charges associated with the Separation Transaction (mainly comprised of professional services), and reductions of $8.4 million and $16.3 million, respectively, in expenses associated with the TSA with Amentum. Lastly, SG&A expenses were further impacted by unfavorable foreign exchange of $38.1 million and $45.8 million for the three and six months ended March 27, 2026, as compared to favorable impacts of $4.9 million and $1.7 million for the corresponding periods last year.

Previous wording

Net interest expense for the three months ended December 26, 2025 was $26.6 million, an increase of $1.5 million from $25.2 million, or 5.8% for the corresponding periods last year. The increase in net interest expense for the three months ended December 26, 2025 was primarily due to a decrease in interest income driven by lower interest rates, partly offset by higher levels of cash in the current year compared to the prior year period.

Current wording

Net interest expense for the three and six months ended March 27, 2026 was $31.8 million and $58.4 million, respectively, an increase of $2.7 million and $4.2 million from $29.1 million and $54.2 million or 9.4% and 7.7%, respectively, for the corresponding periods last year. The increase in net interest expense for the three and six months ended March 27, 2026 was primarily a result of the Company's higher average levels of outstanding debt compared to the last fiscal year, partially offset by lower interest rates in the current year compared to the prior year period.

Previous wording

Miscellaneous income, net for the three months ended December 26, 2025 was $0.3 million, an increase of $130.4 million in comparison to net expense of $(130.1) million for the corresponding period last year. The favorability compared to the corresponding period last year was primarily due to the absence of first quarter fiscal 2025 mark-to-market losses and other related expenses associated with our investment in Amentum stock in connection with the Separation Transaction of $145.2 million. These favorable items were partially offset by a decrease of $11.3 million in TSA-related income associated with the Separation Transaction as discussed in Note 14-Discontinued Operations.

Current wording

Miscellaneous expense, net for the three and six months ended March 27, 2026 was $(17.7) million and $(17.4) million, respectively, a decrease of $85.6 million and $216.0 million from $(103.3) million and $(233.4) million, respectively, for the corresponding periods last year. The favorability compared to the corresponding period last year was primarily due to the absence of three and six month periods ended March 28, 2025 mark-to-market losses and other related expenses associated with our former investment in Amentum stock in connection with the Separation Transaction of $109.5 million and $254.7 million, respectively. These favorable items were partially offset for the three and six months ended March 27, 2026 by a decrease of $10.3 million and $21.6 million in TSA-related income associated with the Separation Transaction as discussed in Note 14-Discontinued Operations. In addition, the current year's three and six month results included $20.5 million in losses on the settlement of the foreign exchange forward contract in connection with the PA Consulting Transaction.

Previous wording

The Company’s effective tax rates from continuing operations for the three months ended December 26, 2025 and December 27, 2024 were 35.5% and 107.5%, 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 December 26, 2025 were $16.6 million of unfavorable tax impacts related to non-deductible incentive compensation associated with the Company's PA Consulting investment, as well as U.S. state income tax expense of $5.8 million and U.S. tax on foreign earnings of $4.6 million. These expense items are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year.

Current wording

The Company’s effective tax rates from continuing operations for the three months ended March 27, 2026 and March 28, 2025 were 34.5% and 90.6%, 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 March 27, 2026 included $13.0 million related to non-deductible incentive compensation associated with the Company's PA Consulting investment and $3.0 million of U.S. state income taxes. These items are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year.

Previous wording

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 of 107.5% for the three-month period ended December 27, 2024 were $37.0 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 $5.4 million and U.S. tax on foreign earnings of $4.9 million.

Current wording

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 of 90.6% 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 former 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.

Previous wording

During fiscal 2023, the Company implemented restructuring initiatives relating to the Separation Transaction. The Company incurred approximately $1.4 million during the three months ended December 26, 2025 and $28.2 million and $42.0 million in fiscal 2025 and fiscal 2024, respectively, in pre-tax cash charges in connection with these initiatives. These actions were substantially completed at the end of calendar year 2025 and are expected to result in estimated gross annualized pre-tax cash savings of approximately $165 million to $200 million.

Current wording

During fiscal 2023, the Company implemented restructuring initiatives relating to the Separation Transaction. The Company incurred approximately $9.4 million during the six months ended March 27, 2026 and $28.2 million and $42.0 million in fiscal 2025 and fiscal 2024, respectively, in pre-tax cash charges in connection with these initiatives. These actions were substantially completed at the end of calendar year 2025 and are expected to result in estimated gross annualized pre-tax cash savings of approximately $185 million to $225 million.

Previous wording

During third quarter fiscal 2023, the Company approved a plan to improve business processes and cost structures of our PA Consulting investment by reorganizing senior management and reducing headcount. In connection with these initiatives, which are substantially completed, the Company incurred approximately $0.4 million during the three months ended December 26, 2025 and $1.9 million, $6.4 million and $14.3 million in fiscal 2025, 2024 and 2023, respectively, in pre-tax cash charges. These activities are expected to result in estimated gross annualized pre-tax cash savings of approximately $50 million to $65 million.

Current wording

During third quarter fiscal 2023, the Company approved a plan to improve business processes and cost structures of our PA Consulting investment by reorganizing senior management and reducing headcount. In connection with these initiatives, which are substantially completed, the Company incurred approximately $0.4 million during the six months ended March 27, 2026 and $1.9 million, $6.4 million and $14.3 million in fiscal 2025, 2024 and 2023, respectively, in pre-tax cash charges. These activities are expected to result in estimated gross annualized pre-tax cash savings of approximately $50 million to $65 million.

Previous wording

Revenues for the I&AF segment for the three months ended December 26, 2025 were $2.9 billion, an increase of $312.6 million, or 12%, compared to $2.6 billion for the corresponding period last year. The increase in revenues for the three months ended December 26, 2025 was driven primarily from stronger performance in its International and Global Operating sectors. Additionally, foreign currency translation had approximately $25.0 million in favorable impacts on revenues for the three months ended December 26, 2025, as compared to $6.9 million in favorable impact in the corresponding prior year period.

Current wording

Revenues for the I&AF segment for the three and six months ended March 27, 2026 were $3.3 billion and $6.3 billion, respectively, an increase of $733.6 million and $1,046.2 million, or 28% and 20%, compared to $2.6 billion and $5.2 billion for the corresponding periods last year. The increase in revenues for the three and six months ended March 27, 2026 was driven primarily from stronger performance in its Global Operations, along with the Americas and International sectors performing strongly across markets and geographies. Revenues for the three and six months ended March 27, 2026 in comparison to the corresponding periods for fiscal 2025 reflected lower charges in connection with the Consolidated JV Matter. Additionally, foreign currency translation had approximately $54.9 million and $79.8 million in favorable impacts on revenues for the three and six months ended March 27, 2026, as compared to $17.6 million and $10.7 million in unfavorable impact in the corresponding prior year periods.

Previous wording

Operating profit for the I&AF segment for the three months ended December 26, 2025 was $214.7 million, an increase of $4.5 million, or 2%, from $210.3 million for the corresponding period last year. The increase for the three months ended December 26, 2025 was driven primarily by the revenue growth mentioned above, partially offset by an increase in Selling, general and administrative expenses. Foreign currency translation had approximately $3.2 million in favorable impacts on operating profit for three months ended December 26, 2025, as compared to $0.7 million in favorable impacts in the corresponding prior year period.

Current wording

Operating profit for the I&AF segment for the three and six months ended March 27, 2026 was $225.2 million and $440.0 million, respectively, an increase of $22.0 million and $26.4 million, or 11% and 6%, from $203.3 million and $413.5 million for the corresponding periods last year. The increase for the three and six months ended March 27, 2026 was driven primarily by the revenue growth mentioned above, with margin impacts from higher revenues associated with pass-through cost, partially offset by an increase in Selling, general and administrative expenses. Operating profit for the three and six months ended March 27, 2026 in comparison to the corresponding periods for fiscal 2025 reflected lower charges in connection with the Consolidated JV Matter. Foreign currency translation had approximately $4.9 million and $8.1 million in favorable impacts on operating profit for three and six months ended March 27, 2026, as compared to $1.4 million and $0.7 million in unfavorable impacts in the corresponding prior year periods.

Previous wording

Revenues for the PA Consulting segment for the three months ended December 26, 2025 were $354.4 million reflecting an increase of $47.7 million, or 16% from $306.7 million in the corresponding period last year. The increase in revenue was due primarily to growth in PA Consulting's public services businesses (through the public services and defence and security sectors). Foreign currency translation had approximately $12.9 million in favorable impacts on revenues for the three months ended December 26, 2025, as compared to $9.5 million in favorable impacts in the corresponding prior year period.

Current wording

Revenues for the PA Consulting segment for the three and six months ended March 27, 2026 were $358.6 million and $713.0 million, respectively, reflecting an increase of $50.9 million and $98.6 million, or 17% and 16% from $307.7 million and $614.4 million in the corresponding periods last year. The increase in revenues was due primarily to growth in PA Consulting's public services businesses (through the public services and defence and security sectors). Foreign currency translation had approximately $22.7 million and $35.6 million in favorable impacts on revenues for the three and six months ended March 27, 2026, as compared to $1.2 million in unfavorably and $8.3 million in favorable impacts in the corresponding prior year periods.

Previous wording

Operating profit for the segment for the three months ended was $84.9 million, an increase of $18.2 million, or 27% from $66.7 million in the corresponding period last year. The year-over-year increase was mainly attributable to improved revenues as mentioned above, as well as favorable impacts from reduced Selling, general and administrative expenses.

Current wording

Operating profit for the segment for the three and six months ended was $79.9 million and $164.8 million, an increase of $12.5 million and $30.7 million, or 19% and 23% from $67.3 million and $134.1 million in the corresponding periods last year. The year-over-year increase was mainly attributable to improved revenues as mentioned above.

Previous wording

The increase in backlog in I&AF from December 27, 2024 was predominantly driven by growth across Advanced Manufacturing, Life Sciences and Water markets.

Current wording

The increase in backlog in I&AF from March 28, 2025 was predominantly driven by growth across Advanced Manufacturing, Life Sciences, and Transportation markets.

Previous wording

At December 26, 2025, our principal sources of liquidity consisted of $1.55 billion in cash and cash equivalents and $1.61 billion of available borrowing capacity under our $2.25 billion revolving credit agreement (the "Revolving Credit Facility"). See Note 12- Borrowingsfor more information. We finance most of our operations and growth through cash generated by our operations.

Current wording

At March 27, 2026, our principal sources of liquidity consisted of $1.37 billion in cash and cash equivalents and $994.7 million of available borrowing capacity under our $1.50 billion revolving credit agreement (the "JSI Revolving Credit Facility"). See Note 12- Borrowingsfor more information. We finance most of our operations and growth through cash generated by our operations.

Previous wording

Cash and cash equivalents at December 26, 2025 were $1.55 billion, representing an increase of $317.5 million from $1.24 billion at September 26, 2025, the reasons for which are described below. The following table presents selected consolidated cash flow information of the Company for the respective periods shown below:

Current wording

Cash and cash equivalents at March 27, 2026 were $1.37 billion, representing an increase of $136.5 million from $1.24 billion at September 26, 2025, the reasons for which are described below.

Previous wording

Our net cash used for investing activities during the three months ended December 26, 2025 was $15.5 million, compared to cash used for investing activities of $7.9 million in the corresponding prior year period due to higher levels of additions to plant, property and equipment in the current year.

Current wording

Our net cash used for investing activities during the six months ended March 27, 2026 was $31.8 million, compared to cash used for investing activities of $24.3 million in the corresponding prior year period due to higher levels of additions to plant, property and equipment in the current year.

Previous wording

Our net cash used for financing activities during the three months ended December 26, 2025 was $59.8 million. This was driven by share repurchases of $252.1 million, $38.6 million in dividends to shareholders, and $16.3 million in taxes paid on vested restricted stock, partly offset by net proceeds from borrowings of $245.0 million. Net cash provided by financing activities in the corresponding prior year period was $112.2 million, due primarily to net proceeds from borrowings of $362.7 million, partly offset by share repurchases of $201.6 million, $36.5 million in dividends to shareholders, and $14.4 million in taxes paid on vested restricted stock.

Current wording

Our net cash provided by financing activities during the six months ended March 27, 2026 was $392.0 million. This was driven by net proceeds of borrowings of $1.9 billion, offset by $883.2 million in proceeds paid for the repurchase of the remaining redeemable noncontrolling interest shares in connection with the PA Consulting Transaction, common stock repurchases of $471.8 million, $81.2 million in dividends to shareholders, and $22.2 million in taxes paid on vested restricted stock. Net cash provided by financing activities in the corresponding prior year period was $106.6 million, due primarily to net proceeds from borrowings of $746.4 million, partly offset by common stock repurchases of $552.4 million, $75.9 million in dividends to shareholders, and $21.1 million in taxes paid on vested restricted stock.

Previous wording

At December 26, 2025, the Company had approximately $403.2 million in cash and cash equivalents held in the U.S. and $1.15 billion held outside of the U.S. (primarily in the U.K., the Eurozone, Australia, India, Canada, and the Middle East region). Other than the tax cost of repatriating funds to the U.S., there are no material impediments to repatriating these funds to the U.S.

Current wording

At March 27, 2026, the Company had approximately $161.8 million in cash and cash equivalents held in the U.S. and $1.21 billion held outside of the U.S. (primarily in the U.K., the Eurozone, Australia, India, Canada, and the Middle East region). Other than the tax cost of repatriating funds to the U.S., there are no material impediments to repatriating these funds to the U.S.

Previous wording

The Company had $250.1 million in letters of credit outstanding at December 26, 2025. Of this amount, $0.3 million was issued under the Revolving Credit Facility and $249.8 million was issued under separate, committed and uncommitted letter-of-credit facilities.

Current wording

The Company had $253.4 million in letters of credit outstanding at March 27, 2026. Of this amount, $0.3 million was issued under the JSI Revolving Credit Facility and $253.1 million was issued under separate, committed and uncommitted letter-of-credit facilities.

Previous wording

Long-term debt as of December 26, 2025 increased by $249.6 million compared to September 26, 2025 primarily due to an increased draw on the revolving credit facility of $245.0 million (see Note 12-Borrowings) used to fund share buybacks, dividends and taxes paid on vested restricted stock.

Current wording

Long-term debt as of March 27, 2026 increased by $1.8 billion compared to September 26, 2025 primarily due to the issuance of the 4.75% Bonds and 5.375% Bonds totaling $1.3 billion, partly offset by a decrease in outstanding Term Loan Facilities as a result of the current quarter refinancing activities (see Note 12-Borrowings). Proceeds from these financing activities were used to fund the PA Consulting Transaction, share buybacks, dividends and taxes paid on vested restricted stock.

Previous wording

On March 27, 2025, the Company, as guarantor, and JEGI, as borrower, entered into a term loan agreement (the “2025 Term Loan Facility”) with Bank of America, N.A., as administrative agent and sole lead arranger, and the lender party thereto. Under the 2025 Term Loan Facility, JEGI borrowed a $200.0 million term loan and £410.0 million term loan for a term of two-years from the date of initial funding, maturing on March 26, 2027. See Note 12- Borrowings for additional information.

Current wording

On March 27, 2025, the Company, as guarantor, and JEGI, as borrower, entered into a term loan agreement (the “2025 Term Loan Facility”) with Bank of America, N.A., as administrative agent and sole lead arranger, and the lender party thereto. Under the 2025 Term Loan Facility, JEGI borrowed a $200.0 million term loan and £410.0 million term loan for a term of two-years from the date of initial funding, maturing on March 26, 2027. The Company issued Bonds (as discussed below), the proceeds of which were used to extinguish the outstanding balances of the 2025 Term Loan Facilities. Please refer to Note 12- Borrowings for additional information.

Previous wording

On February 6, 2023 the Company refinanced its Revolving Credit Facility, and on February 16, 2023, the Company issued the 5.90% Bonds in the aggregate principal amount of $500.0 million. On August 18, 2023, the Company issued the 6.35% Bonds in the aggregate principal amount of $600.0 million. See Note 12 -Borrowings for further discussion relating to the terms of the 5.90% Bonds, the 6.35% Bonds, and the Revolving Credit Facility following the issuances and refinancing.

Current wording

On February 6, 2023 the Company refinanced its Revolving Credit Facility, and on February 16, 2023, the Company issued the 5.90% Bonds in the aggregate principal amount of $500.0 million. On August 18, 2023, the Company issued the 6.35% Bonds in the aggregate principal amount of $600.0 million. On March 16, 2026 the Revolving Credit Facility was repaid and a new revolving credit facility (the "JSI Revolving Credit Facility") was established with revised terms including those applicable to the Primary and Designated Borrowers as well as a reduced borrowing capacity. See Note 12-Borrowings for further discussion relating to the terms of the 5.90% Bonds, the 6.35% Bonds, and the Revolving Credit Facility following the issuances and refinancing.

Previous wording

On January 2, 2026, Jacobs entered into an Implementation Deed (the “Implementation Deed”) with PA Consulting. Pursuant to the Implementation Deed and certain related agreements, and subject to the terms and conditions thereof, Jacobs will acquire from shareholders of PA Consulting all of the remaining issued share capital of PA Consulting ("PA Shares") owned by the PA Consulting shareholders other than Jacobs and its affiliates. The Company will acquire the PA Shares for an aggregate initial consideration of approximately £1.216 billion to be paid through a combination of cash and new shares of Jacobs' common stock, par value $1.00 per share (“Company Common Stock”), with the number of shares of Company Common Stock set at 20% of the aggregate initial consideration, net of certain PA Consulting shareholder expenses and after making payments with respect to certain PA Shares which the Company has agreed to acquire for 100% cash, and issued at a price of £100.20 per share, as set forth in the Implementation Deed. The initial consideration is subject to adjustment in accordance with the terms of the Implementation Deed. Assuming the transaction closes, on the second anniversary of the effective date as defined under the terms of the Implementation Deed, the Company will pay an additional £75 million in shares of Company Common Stock, cash or a combination thereof, as determined by the Company in its sole discretion (the transactions described in this paragraph, collectively, the “PA Consulting Transaction”). The completion of the PA Consulting Transaction is subject to the satisfaction or waiver of certain closing conditions, including approvals by the PA Consulting shareholders, the High Court of Justice in England and Wales, the UK Secretary of State and the Danish Business Authority, and the consummation of certain related transactions. The PA Consulting Transaction is expected to close in the second quarter of fiscal 2026.

Current wording

On January 2, 2026, Jacobs entered into the Implementation Deed with PA Consulting. Pursuant to the Implementation Deed and certain related agreements, and in accordance with the terms and conditions thereof, on March 20, 2026, Jacobs completed the transaction to acquire from shareholders of PA Consulting all of the remaining issued share capital of PA Consulting ("PA Shares") owned by the PA Consulting shareholders (excluding shares already held by Jacobs and its affiliates). The Company acquired the PA Shares for an aggregate initial consideration of approximately £1.21 billion which was paid through a combination of approximately £997.6 million in cash (net of certain PA Consulting shareholder expenses) and 2,043,537 newly issued shares of Jacobs' common stock, par value $1.00 per share (“Company Common Stock”). Jacobs funded the cash portion of the upfront consideration through a combination of cash-on-hand and incremental debt proceeds as discussed above. Also, on March 20, 2028, the Company will pay an additional £75 million in consideration with shares of Company Common Stock, cash or a combination thereof (as determined by the Company in its sole discretion), with accruals associated with this additional consideration reflected in Other deferred liabilities on the Consolidated Balance Sheet as of March 27, 2026. The transactions described in this paragraph, are collectively referred to as the “PA Consulting Transaction”. As a result of the PA Consulting Transaction, the Company no longer carries Redeemable Noncontrolling Interests on the Jacobs Consolidated Financial Statements. See Note 15-PA Consulting Redeemable Noncontrolling Interests for more discussion on the transaction and Note 12-Borrowings for more discussion on the financing for the transaction.

Previous wording

We believe we have adequate liquidity and capital resources to fund our projected cash requirements for acquisitions including the PA Consulting Transaction as well as financing activities such as debt servicing, share buybacks and dividends for the next twelve months based on the liquidity provided by our cash and cash equivalents on hand, our borrowing capacity and our continuing cash generated from operations.

Current wording

We believe we have adequate liquidity and capital resources to fund our projected cash requirements for acquisitions including remaining amounts payable associated with the PA Consulting Transaction as well as financing activities such as debt servicing, share buybacks and dividends for the next twelve months based on the liquidity provided by our cash and cash equivalents on hand, our borrowing capacity and our continuing cash generated from operations.

Previous wording

On February 16, 2023, Jacobs Engineering Group Inc., a wholly-owned subsidiary of Jacobs Solutions Inc. (together, the "Obligor Group"), completed an offering of $500.0 million aggregate principal amount of 5.90% Bonds, due 2033 and on August 18, 2023, completed an offering of $600.0 million aggregate principal amount of 6.35% Bonds, due 2028 (collectively the “Bonds”). The Bonds are fully and unconditionally guaranteed by the Company (the “Guarantees”). The Bonds and the respective Guarantees were offered pursuant to prospectus supplements, dated February 13, 2023 and August 15, 2023, respectively, to the prospectus dated February 6, 2023, that forms a part of the Company and JEGI’s automatic shelf registration statement on Form S-3ASR (File Nos. 333-269605 and 333-269605-01) previously filed with the SEC.

Current wording

On February 16, 2023, Jacobs Engineering Group Inc. ("JEGI"), a wholly-owned subsidiary of Jacobs Solutions Inc. (together, the "Obligor Group"), completed an offering of $500.0 million aggregate principal amount of 5.90% Bonds, due 2033 (the "5.90% Bonds") and on August 18, 2023, completed an offering of $600.0 million aggregate principal amount of 6.35% Bonds, due 2028 (the "6.35% Bonds"). The 5.90% Bonds and 6.35% Bonds are fully and unconditionally guaranteed by the Company. The 5.90% Bonds and the 6.35% Bonds and the respective guarantees thereof were offered pursuant to prospectus supplements, dated February 13, 2023 and August 15, 2023, respectively, to the prospectus dated February 6, 2023, that forms a part of the Company and JEGI’s automatic shelf registration statement on Form S-3ASR (File Nos. 333-269605 and 333-269605-01, respectively) previously filed with the SEC.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

The Company’s effective tax rates from continuing operations for the six months ended March 27, 2026 and March 28, 2025 were 37.1% and 98.9%, respectively. 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 27, 2026 included unfavorable tax impacts of $7.5 million related to non-deductible incentive compensation associated with the Company's PA Consulting investment, as mentioned above, as well as $3.4 million related to other non-deductible expenses arising from the PA Consulting Transaction on March 20, 2026. These items are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year.

Current report — wording carried from elsewhere

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 98.9% 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 former 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.

Current report — wording carried from elsewhere

The following table presents selected consolidated cash flow information of the Company for the respective periods shown below:

Current report — wording carried from elsewhere

On March 16, 2026 the Company, as borrower, and JEGI, as guarantor, entered into a term loan agreement (the “2026 Term Loan Facility”) with a syndicate of financial institutions as lenders. Under the 2026 Term Loan Facility, Company borrowed a $700.0 million term loan for a term of three-years from the date of initial funding, maturing on March 16, 2029 and $500.0 million term loan for a term of five-years from the date of initial funding, maturing on March 14, 2031. The proceeds from the 2026 Term Loan Facility proceeds were used to fund the PA Consulting Transaction, as discussed below.

Current report — wording carried from elsewhere

On March 3, 2026, the Company completed an offering of $800.0 million aggregate principal amount of 4.75% Bonds due 2031 (the "4.75% Bonds") and $500.0 million aggregate principal amount of 5.375% Bonds due 2036 (the "5.375% Bonds"). The 4.75% Bonds and 5.375% Bonds are fully and unconditionally guaranteed by JEGI. The 4.75% Bonds and the 5.375% Bonds, and the guarantees thereof were offered pursuant to a prospectus supplements dated February 24, 2026, to the prospectus dated February 2, 2026, that forms a part of the Company and JEGI’s automatic shelf registration statement on Form S-3ASR (File No. 333-293127 and 333-293127-01, respectively) previously filed with the SEC.