Jacobs Solutions AGM: Shareholders Back Directors, Pay Plan and EY Auditor; CEO Highlights FY25 Focus

Key Points

• Shareholders overwhelmingly approved the slate of directors and advisory executive compensation, and ratified Ernst & Young as auditor, with preliminary proxy support of at least 97.03% for directors, 96.56% for pay, and 93.83% for auditor ratification.
• CEO Bob Pragada called fiscal 2025 an “inflection point,” outlining a strategic focus on three end markets—water & environmental, life sciences & advanced manufacturing, and critical infrastructure—driven by tailwinds like climate urgency, urbanization and AI, and announced an intent to acquire the remaining shares of PA Consulting (expected to close Q2 FY26, subject to regulatory conditions).
• Jacobs formalized an enterprise AI roadmap and emphasized workforce initiatives—including a hybrid work model, the launch of Jacobs University for skills and leadership development, and a Talent Work Marketplace—to scale delivery and develop talent across the company.

Jacobs Solutions NYSE: J held its 2026 Annual Meeting of Shareholders in a hybrid format, with investors attending both in person and online. Chief Executive Officer and Chair Bob Pragada presided over the meeting, which included director elections and votes on executive compensation and auditor ratification, followed by a brief business update covering fiscal year 2025.

Board changes and meeting administration

Pragada opened the meeting by thanking long-serving director Peter J. Robertson, who retired from the board after 16 years. Pragada highlighted Robertson’s contributions, including his work on the Sustainability and Risk Committee and his role as Chair of the Human Resource and Compensation Committee.

Pragada also welcomed Diane Bryant to the board, citing her background in global leadership, technology, digital transformation, and enterprise-scale innovation. Joanne Caruso, Jacobs’ Chief Legal and Administrative Officer, served as secretary of the meeting, and Scott Wren of Ernst & Young joined as the company’s outside auditor representative.

According to the secretary’s report, shareholders of record as of Dec. 3, 2025 were entitled to vote 118,088,311 shares. At least 104,035,217 shares were represented by proxy at the meeting, meeting the quorum requirement. Michael Barbera of First Coast Results was appointed independent inspector of election.

Shareholders vote on directors, executive compensation, and auditor ratification

Shareholders considered three proposals, as outlined in the 2026 proxy statement:

• Proposal 1: Election of 10 directors to one-year terms expiring at the 2027 annual meeting
• Proposal 2: Advisory vote on executive compensation
• Proposal 3: Ratification of Ernst & Young LLP as independent registered public accounting firm for the current fiscal year

For Proposal 1, a shareholder nominated the slate of directors: Bob Pragada, Louis Pinkham, Priya Abani, Diane Bryant, Michael Collins, Manny Fernandez, Vice Admiral Mary Jackson, Georgette Kiser, Robert McNamara, and Julie Sloat. The board recommended voting for each nominee.

Caruso provided preliminary voting results based on proxies received by the opening of the polls. For the director elections, proxies supported each nominee with at least 97.03% of votes cast, with no more than 2.96% voting against any nominee. For the executive compensation advisory proposal, approximately 96.56% of shares voting by proxy supported approval. For auditor ratification, approximately 93.83% of shares voting by proxy supported approval.

Based on the preliminary results, Pragada declared that all director nominees were elected and that Proposals 2 and 3 were approved, subject to final tabulation and confirmation by the inspector of election. He said the final voting results would be reported in a Form 8-K to be filed within four business days after the meeting.

Fiscal 2025 overview: strategic focus and market tailwinds

After the formal business portion concluded, Pragada delivered an overview of the company’s fiscal year 2025 performance and strategic direction. He described fiscal 2025 as “an inflection point” for Jacobs, driven by “organizational focus, strategic alignment, and positive momentum across markets with long-term tailwinds.” He pointed to external dynamics including “climate urgency, urbanization, geopolitical complexity, and AI-driven digital acceleration,” saying these trends are prompting clients to seek integrated solutions.

Pragada said Jacobs launched a client-focus strategy in 2025 and has become a more focused organization centered on three sectors:

• Water and environmental
• Life sciences and advanced manufacturing
• Critical infrastructure

He characterized these end markets as long-term opportunities requiring multidisciplinary solutions, spanning areas such as clean water systems, advanced pharmaceuticals, resilient transportation, and secure energy.

PA Consulting, AI strategy, and talent initiatives

Pragada also discussed Jacobs’ collaboration with PA Consulting, saying it continues to drive growth and deepen Jacobs’ role in advisory work, innovation, and transformation. He noted that Jacobs has announced its intention to acquire the remaining shares of PA that it does not already own, with the transaction expected to conclude in the second quarter of fiscal year 2026, subject to closing regulatory conditions.

On technology, Pragada said Jacobs has been deploying AI tools in client solutions for years, but formalized its enterprise approach in 2025 with an AI roadmap, governance model, and go-to-market strategy. He described AI as central to scaling delivery, enhancing client value, and improving internal efficiency.

On workforce priorities, Pragada said the company launched initiatives in 2025 aimed at talent development and employee experience, including a hybrid work model. He highlighted the launch of Jacobs University, described as a global learning hub for skill building and leadership development, and the Talent Work Marketplace, a digital platform intended to help employees explore growth opportunities across the company.

Q&A concludes without shareholder questions

Jacobs allotted 15 minutes for shareholder questions, with participation limited to shareholders of record or authorized proxies as of the Dec. 3, 2025 record date. Caruso said no online questions were received, and the company concluded the meeting without any Q&A submissions.

About Jacobs Solutions NYSE: J

Jacobs Solutions Inc, commonly known as Jacobs, is a global professional services firm that provides technical, engineering, scientific and project delivery expertise across a broad range of industries. Founded in 1947 by Joseph J. Jacobs in Pasadena, California, the company evolved from a regional engineering consultancy into a diversified provider of design, program and construction management, operations and maintenance, and scientific services for complex infrastructure and industrial programs.

This instant news alert was generated by narrative science technology and financial data from MarketBeat in order to provide readers with the fastest reporting and unbiased coverage. Please send any questions or comments about this story to contact@marketbeat.com.