X0306 4 2017-12-15 1 0000777491 CH2M HILL COMPANIES LTD NONE 0001160116 MCINTYRE GREGORY T 9191 SOUTH JAMAICA STREET ENGLEWOOD CO 80112 1 1 0 0 Executive Vice President Common Stock 2017-12-15 4 D 0 47529.444 D 0 D Common Stock 2017-12-15 4 D 0 12765.692 D 0 I By 401(k) plan Common Stock 2017-12-15 4 D 0 54040.704 D 0 I By DCP Trust Stock Option (Right to Buy) 57.64 2017-12-15 4 D 0 3050 D Common Stock 3050 0 D Stock Option (Right to Buy) 69.43 2017-12-15 4 D 0 3241 D Common Stock 3241 0 D Stock Option (Right to Buy) 47.86 2017-12-15 4 D 0 13222 D Common Stock 13222 0 D Stock Option (Right to Buy) 62.89 2017-12-15 4 D 0 11449 D Common Stock 11449 0 D Includes 42,831.444 shares of common stock, par value $0.01 per share, of CH2M ("CH2M Common Stock") and 4,698 shares of Restricted Stock Units ("RSU") disposed of pursuant to the Agreement and Plan of Merger, dated as of August 1, 2017 (the "Merger Agreement"), by and among Jacobs Engineering Group Inc. ("Jacobs"), Basketball Merger Sub Inc. ("Merger Sub") and CH2M HILL Companies, Ltd. ("CH2M"), pursuant to which Merger Sub will merge with and into CH2M (the "Merger") with CH2M surviving the Merger as a wholly-owned direct subsidiary of Jacobs. On December 15, at the effective time of the Merger, each share of CH2M Common Stock was converted into the right to receive, at the election of the holder of such share and subject to proration and adjustment procedures, either (i) mixed consideration consisting of $52.85 in cash, without interest, and 0.6677 shares of common stock, par value $1.00 per share, of Jacobs ("Jacobs Common Stock"), (ii) cash consideration consisting of $88.08 in cash, without interest or (iii) stock consideration consisting of 1.6693 shares of Jacobs Common Stock (the "Merger Consideration"). Direct holders of CH2M Common Stock who did not make a timely election received the mixed consideration described in clause (i) above. Participants in the 401(k) Plan who did not submit a timely election instruction received the form of Merger Consideration determined by the independent fiduciary of the 401(k) Plan. Includes 12,765.692 shares of CH2M Common Stock held in the CH2M 401(k) Plan disposed of pursuant to the Merger Agreement. Includes 54,040.704 shares of CH2M Common Stock held in the CH2M Deferred Compensation Trust disposed of pursuant to the Merger Agreement. The administrator of the Deferred Compensation Plan determined the form of Merger Consideration to be credited to the reporting person's DCP Trust Account. Immediately prior to the effective time of the Merger, each option to purchase CH2M Common Stock was accelerated with respect to one hundred percent (100%) of the shares of CH2M Common Stock underlying and cancelled in exchange for a cash payment calculated in accordance to the Merger Agreement. Carrie Etherton - Attorney-in-Fact for Gregory T. McIntyre 2017-12-18