Sec Form 4 Filing - Rudd Troy @ AECOM - 2022-12-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Rudd Troy 2. Issuer Name and Ticker or Trading Symbol AECOM [ ACM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CHIEF EXECUTIVE OFFICER (Last) (First) (Middle) C/O AECOM, 13355 NOEL RD, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2022 (Street) DALLAS, TX75240 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/16/2022 M( 1 ) 23,224 A $ 0( 1 ) 188,945 D Common Stock 12/16/2022 A( 2 ) 69,672 A $ 0( 2 ) 258,617 D Common Stock 12/16/2022 M( 3 ) 106,196 A $ 38.72 364,813 D Common Stock 12/16/2022 F( 4 ) 42,268 D $ 82.77 322,545 D Common Stock 12/16/2022 S 124,532 D $ 82.43( 5 ) 198,013 D Common Stock 12/16/2022 S 14,776 D $ 83.17( 6 ) 183,237 D Common Stock 1,208 I by Merrill Lynch under AECOM Retirement & S avings Plan (RSP)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 7 ) 12/15/2022 A 36,812 ( 7 ) ( 7 ) Common Stock 36,812 $ 0 36,812 D Restricted Stock Units ( 1 ) 12/16/2022 M 23,224 ( 1 ) ( 1 ) Common Stock 23,224 ( 1 ) 0 D Employee Stock Option $ 38.72 12/16/2022 M 106,196 ( 3 ) 08/15/2027 Common Stock 106,196 ( 3 ) 159,291 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Rudd Troy C/O AECOM 13355 NOEL RD, SUITE 400 DALLAS, TX75240 X CHIEF EXECUTIVE OFFICER Signatures Matt Benson, Attorney-in-Fact for Troy Rudd 12/19/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock. These restricted stock units were granted on December 16, 2019, and vested in full on December 16, 2022. The Form 4 filed on December 17, 2019, reported a grant date of December 15, 2019, in error. ( 2 )Represents shares acquired pursuant to AECOM's Performance Earnings Program under the 2016 Stock Incentive Plan. ( 3 )Represents the exercise of a stock option that was exercisable in tranches subject to (A) Mr. Rudd's continued employment with the Issuer through the first, second, third, fourth and fifth anniversaries of the 8/15/2020 option grant date, and (B) the volume-weighted average prices of AECOM's common stock on the New York Stock Exchange during any consecutive 20 trading day period exceeding certain price hurdles. The exercise of the stock options reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 29, 2022. ( 4 )Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations in connection with the vesting of the restricted stock units and shares acquired under the Performance Earnings Program. ( 5 )The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $81.92 to $82.91 the majority of which were sold to satisfy the option exercise price and related taxes. The Reporting Person undertakes to provide to the Issuer, any security holder, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the range noted in this footnote. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 29, 2022. ( 6 )The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $82.92 to $83.50 the majority of which were sold to satisfy the option exercise price and related taxes. The Reporting Person undertakes to provide to the Issuer, any security holder, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the range noted in this footnote. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 29, 2022. ( 7 )Represents annual grant of restricted stock units. Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock in accordance with the Issuer's 2020 Stock Incentive Plan. The restricted stock units vest in full on December 15, 2025, subject to continued service through the vesting date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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