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PA Consulting Redeemable Noncontrolling Interests | 9 Months Ended
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Jun. 26, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
PA Consulting Redeemable Noncontrolling Interests | PA Consulting Redeemable Noncontrolling Interests In connection with the Company's strategic investment in PA Consulting on March 2, 2021, the Company recorded redeemable noncontrolling interests, including subsequent purchase accounting adjustments, representing the noncontrolling interest holders' equity interests in the form of preferred and common shares of PA Consulting, with substantially all of the value associated with these interests allocable to the preferred shares. Since the March 2, 2021 investment date, PA Consulting has been accounted for as a consolidated subsidiary and as a separate operating segment of the Company. 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, in accordance with the terms of the Implementation Deed, in fiscal 2028, the Company is obligated to 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 June 26, 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 12- Borrowings for discussion on the financing for the transaction. All of the shares of Company Common Stock issued for the initial consideration in connection with the PA Consulting Transaction (2,043,537 shares of Company Common Stock) are subject to a contractual lockup period that restricts any sale, assignment, pledge, or other transfer of those shares until March 20, 2027. The locked-up shares have the same voting, dividend, and other rights as Jacobs’ other outstanding common shares. The lockup restriction affects only the sale, assignment, pledge or other transfer of those shares and will expire by its terms on March 20, 2027, at which time such transfer restriction will lapse. As of June 26, 2026, 2,043,537 shares remain subject to the lockup. Also, in connection with the PA Consulting Transaction, approximately $113.5 million of initial consideration was paid on March 20, 2026 in cash to the PA Consulting employee benefit trust ("PA Consulting EBT"), a consolidated entity of Jacobs, for PA Consulting shares held by the PA Consulting EBT and reported as restricted cash within Prepaid expenses and other on the Consolidated Balance Sheets as of March 27, 2026. Based on the terms of the agreements, this amount represents compensation expense incurred related to the transaction with associated charges of $113.5 million reflected in Selling, general and administrative expense on the accompanying Consolidated Statements of Earnings and related accruals reported in Accrued liabilities on the Consolidated Balance Sheets as of March 27, 2026. Further, upon the recommendation of the PA Consulting shareholder representatives, in the current quarter, substantially all of the restricted cash was distributed by the trustees of the PA Consulting EBT to specified PA Consulting employees that were employed by PA Consulting as of the March 20, 2026 transaction completion date. The remaining amount of this distribution is expected to take place in the second quarter of fiscal year 2027 (also see the Restricted Cash section of this footnote below for more information). In addition, approximately $10.4 million of the deferred consideration discussed above is also payable to the PA Consulting EBT, which will be distributed to PA Consulting employees. Similar to the terms and conditions described above, this amount represents compensation expense incurred as of the transaction date and is also reflected in Selling, general and administrative expense on the accompanying Consolidated Statements of Earnings and in Other deferred liabilities on the Consolidated Balance Sheets as of and for the period ended June 26, 2026. Other transaction costs accrued in connection with the PA Consulting Transaction were reflected within Retained earnings and presented in the Consolidated Statements of Stockholders' Equity for the three and nine months ended June 26, 2026 with cash payments for these accrued costs reflected in Repurchase of redeemable noncontrolling interests and related costs within Net cash used for financing activities on the Consolidated Statements of Cash Flows. Prior to the PA Consulting Transaction, during the first half of fiscal 2026 and nine months ended June 27, 2025, PA Consulting repurchased certain shares of the redeemable noncontrolling interest holders for $0.4 million and $8.5 million respectively, in cash. The difference between the cash purchase prices and the recorded book values of these repurchased and issued interests was recorded in the Company’s consolidated retained earnings. The Company held approximately 71% of the outstanding ownership of PA Consulting prior to the PA Consulting Transaction completion date and as of September 26, 2025. Prior to the PA Consulting Transaction, during the nine months ended June 26, 2026 and June 27, 2025, there were adjustments of $0.11 and $0.10, respectively, to consolidated earnings per share resulting from adjustments to the redeemable noncontrolling interests to reflect the excess of redemption values over fair values of the B common shares component of the redeemable noncontrolling interests. The redemption value adjustments associated with redeemable noncontrolling interests preference share repurchase and reissuance activities that were recorded had an immaterial impact to earnings per share for the nine months ended June 26, 2026 and June 27, 2025. As a result of the PA Consulting Transaction, these shares were redeemed at fair value therefore there was no cumulative impact to EPS. The changes above had no impact on the Company’s overall results of operations, financial position or cash flows. See Note 6- Earnings Per Share and Certain Related Information for more information. Changes in the redeemable noncontrolling interests d uring the nine months ended June 26, 2026 are as follows (in thousands):
Balance at September 26, 2025 | $ | 1,018,694 |  |  |  |  |  |  |
Accrued Preferred Dividend to Preference Shareholders | 42,290 |  |  |  |  |  |  |
Attribution of Preferred Dividend to Common Shareholders | (42,290) |  |  |  |  |  |  |
Net loss attributable to redeemable noncontrolling interests to Common Shareholders | (25,943) |  |  |  |  |  |  |
Redeemable Noncontrolling interests redemption value adjustment | 129,413 |  |  |  |  |  |  |
Repurchase of redeemable noncontrolling interests | (622) |  |  |  |  |  |  |
Cumulative translation adjustments and other | (2,125) |  |  |  |  |  |  |
Redemption of redeemable noncontrolling interests relating to the PA Consulting Transaction | (1,119,417) |  |  |  |  |  |  |
Balance at June 26, 2026 | $ | — |  |  |  |  |  |  |
In addition, certain employees and non-employees of PA Consulting were eligible to receive equity-based incentive grants since the March 2, 2021 original investment date. Under the terms of the applicable agreements, these grants reached vested status on a tranche basis of approximately 40% through July 2025, and the remaining 60% vested on March 20, 2026 upon completion of the PA Consulting Transaction. The previously recorded accrued liabilities in connection with the vested grants under these agreements (reported in Other deferred liabilities on our Consolidated Balance Sheets at fair value) were settled with transaction proceeds in connection with the PA Consulting Transaction on March 20, 2026. No remaining unrecognized compensation costs are expected to be incurred in connection with these agreements in the future. As of September 26, 2025, the liabilities for the vested grants associated with these equity-based incentive agreements were reported at fair value in the amount of $103.8 million and reflected in Other deferred liabilities in our Consolidated Balance Sheets. Further, during the nine months ended June 26, 2026 and June 27, 2025, the Company has recorded $237.5 million and $20.6 million, respectively, in expenses associated with these agreements, which were reflected in Selling, general and administrative expenses in the Consolidated Statements of Earnings. Restricted Cash The Company's Consolidated Balance Sheets include restricted cash amounts of $16.1 million and $1.4 million at June 26, 2026 and September 26, 2025, respectively, in PA Consulting subsidiaries that is restricted from general use and is reflected in Prepaid expenses and other, with the increase due primarily to the PA Consulting Transaction as described above.

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