Combination Creates a Government Services Prime

Transaction Summary ▪ Reverse Morris Trust that is intended to be tax-free to shareholders for U.S. federal income tax purposes Jacobs and Jacobs shareholders to own up to 63% of combined company 14 Transaction Structure - Jacobs shareholders: 51% - ◉ Jacobs company retained stake: 7.5% - 12% based on achievement of operating profit targets prior to close $1.0B cash dividend to Jacobs at closing Management and Governance Timing ■ Combined FY24 Adj. EBITDA of approximately $1.1B including $50-70M of expected net cost synergies ■ Additional value to Jacobs through disposition of retained stake in combined company ■ ~$4.2B of expected net debt at close, implying ~3.8x net leverage at close with clear path to deleveraging below 3.0x ■ Steve Demetriou will serve as Executive Chair of the combined company ■ John Heller (current CEO of Amentum) will serve as CEO of the combined company ■ Dr. Steve Arnette (EVP and President of CMS) will serve as COO of the combined company ■ Board initially split 50/50 between Jacobs and Amentum nominees including John Heller ■ Additional members of the combined company's senior management team will be drawn from both companies ◉ Transaction expected to close in second half of FY2024 Closing will be subject to regulatory approvals and other customary closing conditions Post-closing, combined company will be publicly traded Jacobs 2023

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