AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION
JACOBS ENGINEERING GROUP INC.
This is the Amended and Restated Certificate of Incorporation of JACOBS ENGINEERING GROUP INC., formerly named JEC
ACQUISITION CO. The original Certificate of Incorporation was filed with the Delaware Secretary of State on January 8, 1987.
This Amended and Restated Certificate of Incorporation was duly adopted in accordance with the General Corporation Law of
Delaware §§ 242 and 245.
Name Mailing Address:
Joseph J. Jacobs
251 South Lake Avenue
Pasadena, CA 91101
The name of the Corporation is JACOBS ENGINEERING GROUP INC.
The name and address of the registered agent of the Corporation in the State of Delaware is The Corporation Trust
Company, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801.
The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under
the General Corporation Law of Delaware.
The name and mailing address of the incorporator of the Corporation is as follows:
5. (a) The Corporation is authorized to issue two classes of capital stock, designated Common Stock and Preferred Stock.
The total amount of authorized capital stock of the Corporation is 241,000,000 shares, divided into 240,000,000 shares
of Common Stock, par value $1.00 per share, and 1,000,000 shares of Preferred Stock, par value $1.00 per share.
(b) The Preferred Stock may be issued in one or more series. The Board of Directors is hereby authorized to issue the
shares of Preferred Stock in such series and to fix from time to time before issuance the number of shares to be
included in any series and the designation, relative powers, preferences and rights and qualifications, limitations or
restriction of all shares of such series. The authority of the Board of Directors with respect to each series shall
include, without limiting the