-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BygV3Dl61RFKS9LKvtMCtu+RIihx2bM4JZRzhjDS9X1AJfSjHvLN0gTwKYKoUm/Z kX2FXvbZvSQxe/DoitZZ6Q== 0000766829-10-000005.txt : 20100129 0000766829-10-000005.hdr.sgml : 20100129 20100128195859 ACCESSION NUMBER: 0000766829-10-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100128 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100129 DATE AS OF CHANGE: 20100128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SJW CORP CENTRAL INDEX KEY: 0000766829 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 770066628 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08966 FILM NUMBER: 10555394 BUSINESS ADDRESS: STREET 1: 110 W. TAYLOR STREET CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 4082797800 MAIL ADDRESS: STREET 1: 110 W. TAYLOR STREET CITY: SAN JOSE STATE: CA ZIP: 95110 8-K 1 sjw8k4q2009form.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 27, 2010 ------------------ SJW Corp. - ------------------------------------------------------------------ (Exact name of registrant as specified in its charter) California 1-8966 77-0066628 - ------------------------------------------------------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 110 W. Taylor Street, San Jose, California 95110 - ------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (408) 279-7800 - ------------------------------------------------------------------ Registrant's telephone number, including area code Not Applicable - ------------------------------------------------------------------ (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) On January 27, 2010, the Board of Directors of San Jose Water Company, the registrant's wholly owned subsidiary, approved an amendment (the "Amendment") to San Jose Water Company's Executive Supplemental Retirement Plan. The Amendment is intended to: (i) clarify the definition of "Year of Service" for purposes of applying the retirement benefit formula under such plan; and (ii) increase, for each participant credited with an hour of service on or after January 1, 2010, the one and six tenths percent (1.6%) component of such retirement benefit formula to two and two tenths percent (2.2%) of his or her Final Average Compensation for each Year of Service, whether completed on or before January 1, 2010, in excess of 20 years (but not to exceed in total the additional number of Years of Service necessary to reach the maximum 60% of Final Average Compensation retirement benefit). Accordingly, the maximum retirement benefit shall continue to be limited to sixty percent (60%)of Final Average Compensation. A copy of the Amendment is attached hereto as Exhibit 10.1 and incorporated into this Form 8-K by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description of Document - -------- ------------------------ 10.1 Plan Amendment No. 1 to San Jose Water Company's Executive Supplemental Retirement Plan, as amended and restated effective October 28, 2009. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SJW Corp. ----------------------------- January 27, 2010 /s/ David A. Green - --------------------- ----------------------------- David A. Green, Chief Financial Officer and Treasurer Exhibit Number Description of Document - -------- ------------------------ 10.1 Plan Amendment No. 1 to San Jose Water Company's Executive Supplemental Retirement Plan, as amended and restated effective October 28, 2009. EX-10.1 2 exhibit-101serp.txt EXHIBIT 10.1 SERP EXHIBIT 10.1 SAN JOSE WATER COMPANY EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN (As Amended and Restated Effective October 28, 2009) PLAN AMENDMENT NO. 1 The San Jose Water Company Executive Supplemental Retirement Plan, as amended and restated effective October 28, 2009 (the "Plan"), is hereby further amended as follows, effective as of the respective dates indicated below: 1. Section 1.34 of the Plan is hereby amended in its entirety to read as follows, effective as of the original effective date of the Plan in order to conform the provisions of the Plan to the actual manner in which the Plan has been administered in practice: "1.34 Year of Service means a Year of Credited Service, as defined and calculated in accordance with Section 2.74 of the March 31, 2008 restatement of the San Jose Water Company Retirement Plan (or any predecessor version of such plan)." 2. Section 3.1 of the Plan is hereby amended in its entirety to read as follows, effective as of January 1, 2010: "3.1 Retirement Benefit Formula. The actual Retirement Benefit to be paid under this Plan to a vested Participant beginning on his or her Benefit Commencement Date determined in accordance with Section 3.2 shall be calculated on the basis of the following formula for determining a Participant's normal retirement benefit and shall be adjusted so that it is the Actuarial Equivalent of such normal retirement benefit after taking into account any Benefit Commencement Date prior to the Participant's Normal Retirement Date and/or any form of payment other than a Single Life Annuity for the Participant: - The normal retirement benefit is a Single Life Annuity for the Participant commencing on his or her Normal Retirement Date in a monthly dollar amount equal to two and two tenths percent (2.2%) of the Final Average Compensation of such Participant multiplied by his or her Years of Service (including any partial Year of Service determined in accordance with Section 2.74 of the San Jose Water Company Retirement Plan, but not to exceed twenty (20) Years of Service in total) plus one and one-tenth percent (1.1%) of the Final Average Compensation of such Participant multiplied by his or her Years of Service in excess of 20 years (including any partial Year of Service determined in accordance with Section 2.74 of the San Jose Water Company Retirement Plan, but not to exceed an additional ten (10) years in total), up to a total not to exceed fifty-five percent (55%) of such Participant's Final Average Compensation; less the monthly retirement benefit payable to such Participant from the San Jose Water Company Retirement Plan. However, the following percentage increases shall be in effect with respect to such benefit formula: (a) The one and one-tenth percent (1.1%) and fifty-five percent (55%) of Final Average Compensation percentages of such formula shall be increased to one and six tenths percent (1.6%) and sixty percent (60%) of Final Average Compensation respectively for Participants who are credited with an Hour of Service, as defined in the San Jose Water Company Retirement Plan, on or after November 1, 1999. (b) For each Participant credited with an Hour of Service, as defined in the San Jose Water Company Retirement Plan, on or after January 1, 2010, the one and six tenths percent (1.6%) component of the revised benefit formula in subparagraph (a) above shall be further increased to two and two tenths percent (2.2%) of Final Average Compensation for each Year of Service, whether completed on or before January 1, 2010, in excess of 20 years (including any partial Year of Service determined in accordance with Section 2.74 of the San Jose Water Company Retirement Plan, but not to exceed in total the additional number of Years of Service necessary to reach the maximum 60% of Final Average Compensation retirement benefit). Accordingly, the maximum retirement benefit for any such Participant under the Plan shall continue to be limited to sixty percent (60%) of his or her Final Average Compensation. The amount of the offset for the monthly retirement benefit paid from the San Jose Water Company Retirement Plan shall be calculated on the basis of the single life monthly annuity under such Plan commencing on the Participant's Normal Retirement Date which is the Actuarial Equivalent of his or her normal retirement benefit under such plan." 3. Except as modified by this Plan Amendment No. 1, all the terms and provisions of the Plan shall continue in full force and effect. IN WITNESS WHEREOF, San Jose Water Company has caused this Plan Amendment No. 1 to be executed on its behalf by its duly-authorized officer on this 27th day of January 2010. SAN JOSE WATER COMPANY By: /s/ W. Richard Roth ------------------------------- W. Richard Roth, President and -----END PRIVACY-ENHANCED MESSAGE-----