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 25, 2007
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SJW Corp.
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(Exact name of registrant as specified in its charter)
California 1-8966 77-0066628
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
374 W. Santa Clara Street, San Jose, California 95113
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(Address of principal executive offices) (Zip Code)
(408) 279-7800
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Registrant's telephone number, including area code
Not Applicable
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(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 2.02 Results of Operations and Financial Condition.
On January 28, 2007, SJW Corp. (the "Company") announced its
financial results for the quarter ended December 31, 2006. A
copy of the press release announcing these financial results is
attached hereto as Exhibit 99.1 and incorporated into this Form
8-K by reference.
Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
(e) On January 25, 2007, the Executive Compensation Committee of
the Board of Directors of the Company awarded performance-based
restricted stock units covering 7,000 shares of the Company's
Common Stock to W. Richard Roth, the Company's President and
Chief Executive Officer, under the Company's Long-Term Incentive
Plan. Each unit will entitle Mr. Roth to receive one share of
the Company's Common Stock when that unit vests. The vesting
schedule is tied to the Company's attainment of a pre-defined
level of total shareholder return measured over a three-year
performance period commencing January 1, 2007. If such
performance objective is attained, the 7,000 underlying shares of
Common Stock will be issued to Mr. Roth in January 2010.
However, such units will be automatically converted into straight
service-vesting units upon certain changes in control prior to
the completion of the performance period. In addition, the units
will vest in full on an accelerated basis upon Mr. Roth's
termination of employment with the Company under certain
prescribed circumstances. The award does not include dividend
equivalent rights. The Executive Compensation Committee of the
Board of Directors of the Company also awarded Mr. Roth
Restricted Stock Units covering an aggregate of 14,000 shares of
the Company's Common Stock, which vest in three successive equal
annual installments upon his completion of each year of service
with the Company over the three-year period measured from the
January 25, 2007 award date.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit
Number Description of Document
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99.1 Press Release issued by SJW Corp., dated January 28,
2007, announcing a Dividend Increase and the Fourth
Quarter Financial Results.
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.
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January 30, 2007 /s/Angela Yip
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Angela Yip, Chief Financial Officer
and Treasurer
Exhibit
Number Description of Document
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99.1 Press Release issued by SJW Corp., dated January 28,
2007, announcing a Dividend Increase and the Fourth
Quarter Financial Results.