Sec Form 4 Filing - AVILA-WALKER WENDY @ SJW GROUP - 2016-09-13

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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
AVILA-WALKER WENDY
2. Issuer Name and Ticker or Trading Symbol
SJW GROUP [ SJW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP of Finance, Controller
(Last) (First) (Middle)
110 W. TAYLOR STREET
3. Date of Earliest Transaction (MM/DD/YY)
09/13/2016
(Street)
SAN JOSE, CA95110
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 09/13/2016 S 321 D $ 42.57 1,030 ( 1 ) D
Common Stock 01/03/2017 F 75 ( 2 ) D $ 55.14 955 ( 3 ) D
Common Stock 01/03/2017 F 68 ( 4 ) D $ 55.14 887 ( 5 ) D
Common Stock 01/03/2017 A 291 ( 6 ) A $ 0 1,178 ( 7 ) D
Common Stock 01/04/2017 F 79 ( 8 ) D $ 55.3 1,099 ( 9 ) D
Common Stock 06/14/2017 S 288 D $ 52.41 1,083 ( 10 ) D
Common Stock 06/29/2017 S 272 D $ 52.31 811 ( 11 ) D
Common Stock 01/02/2018 F 68 ( 12 ) D $ 63.47 1,012 ( 13 ) D
Common Stock 01/02/2018 A 300 ( 14 ) A $ 0 1,312 ( 15 ) D
Common Stock 01/03/2018 F 42 ( 16 ) D $ 62.87 1,270 ( 17 ) D
Common Stock 01/04/2018 F 79 ( 8 ) D $ 61.82 1,191 ( 18 ) D
Common Stock 04/25/2018 A 352 ( 19 ) A $ 0 1,781 ( 20 ) D
Common Stock 01/02/2019 A 1,151 ( 21 ) A $ 0 3,131 ( 22 ) D
Common Stock 01/02/2019 F 40 ( 23 ) D $ 54.74 3,091 ( 24 ) D
Common Stock 01/03/2019 F 39 ( 25 ) D $ 55.05 3,052 ( 26 ) D
Common Stock 01/04/2019 F 74 ( 27 ) D $ 56.83 2,978 ( 28 ) D
Common Stock 01/31/2019 J V 245 ( 29 ) A $ 50.96 3,223 ( 30 ) D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AVILA-WALKER WENDY
110 W. TAYLOR STREET
SAN JOSE, CA95110
VP of Finance, Controller
Signatures
/s/ Wendy Avila-Walker 02/13/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the total securities beneficially owned by the Reporting Person as a result of various transactions occurred prior to September 13, 2016, which transactions consist of grants of restricted stock units ("RSUs"), issuance of shares under the Issuer's Employee Stock Purchase Plan (the "ESPP"), holdback of shares upon vesting of RSUs as payment for withholding taxes, and open market sales.
( 2 )Represents 75 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 2, 2014.
( 3 )Includes 857 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 98 shares of the Issuer's common stock.
( 4 )Represents 68 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 2, 2015.
( 5 )Includes 701 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 186 shares of the Issuer's common stock.
( 6 )Represents 291 shares of the common stock underlying RSUs granted to the Reporting Person under the Issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the Reporting Person's each year of services with the Issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.
( 7 )Includes 992 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 186 shares of the Issuer's common stock.
( 8 )Represents 79 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 4, 2016.
( 9 )Includes 811 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 288 shares of the Issuer's common stock.
( 10 )Includes 272 shares of the Issuer's common stock issued on January 31, 2017 to the Reporting person pursuant to the ESPP and 811 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms.
( 11 )Includes 811 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms.
( 12 )Represents 68 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 2, 2015.
( 13 )Includes 357 shares of the Issuer's common stock (including 269 shares of the Issuer's common stock issued on July 31, 2017 to the Reporting person pursuant to the ESPP) and 655 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms.
( 14 )Represents 300 shares of the common stock underlying RSUs granted to the Reporting Person under the Issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the Reporting Person's each year of services with the Issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.
( 15 )Includes 955 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 357 shares of the Issuer's common stock.
( 16 )Represents 42 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 3, 2017.
( 17 )Includes 858 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 412 shares of the Issuer's common stock.
( 18 )Includes 676 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 515 shares of the Issuer's common stock.
( 19 )Represents 352 shares of the common stock underlying RSUs granted to the Reporting Person under the Issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the Reporting Person's each year of services with the Issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.
( 20 )Includes 753 shares of the Issuer's common stock (including 238 shares of the Issuer's common stock issued on January 31, 2018 to the Reporting person pursuant to the ESPP) and 1,028 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms.
( 21 )Represents 1,151 shares of the common stock underlying RSUs granted to the Reporting Person under the Issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the Reporting Person's each year of services with the Issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.
( 22 )Includes 952 shares of the Issuer's common stock (including 199 shares of the Issuer's common stock issued on July 31, 2018 to the Reporting person pursuant to the ESPP) and 2,179 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms.
( 23 )Represents 40 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 2, 2018.
( 24 )Includes 2,079 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 1,012 shares of the Issuer's common stock.
( 25 )Represents 39 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 3, 2017.
( 26 )Includes 1,982 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 1,070 shares of the Issuer's common stock.
( 27 )Represents 74 shares of common stock withheld by the Issuer in satisfaction of the applicable withholding taxes on shares of common stock that became issuable pursuant to the vesting of RSUs granted on January 4, 2016.
( 28 )Includes 1,800 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 1,178 shares of the Issuer's common stock.
( 29 )Shares acquired in a transaction exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, under the ESPP.
( 30 )Includes 1,800 shares of the Issuer's common stock underlying RSU that will vest and become issuable in accordance with their terms and 1,423 shares of the Issuer's common stock.

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