Amentum (AMTM) Prices 19.46M Share Secondary Offering at $16.50/sh

Amentum Holdings, Inc. (NYSE: AMTM) (“Amentum”) announced today the pricing of the previously announced secondary underwritten public offering (the “Offering”) of 19,464,174 shares of its common stock (the “Shares”) at a public offering price of $16.50 per share. The Offering is expected to close on March 13, 2025 subject to the satisfaction or waiver of customary closing conditions. Amentum is not selling any shares of common stock and will not receive any proceeds from the sale of the Shares in the Offering or from the debt-for-equity exchange (as described below).

In connection with the Offering, a subsidiary of Jacobs Solutions Inc. (NYSE: J) (“Jacobs”) is expected to exchange the Shares for indebtedness of such subsidiary held by an affiliate of BofA Securities, Inc. (the “Selling Shareholder”). Following the debt-for-equity exchange, if consummated, the Selling Shareholder intends to sell the Shares to the underwriters in the Offering. After the completion of the Offering, Jacobs will no longer own any shares of Amentum’s common stock, other than shares Jacobs may receive upon release of 9,732,087 shares of Amentum common stock that remain in escrow, subject to final determination of certain performance milestones in connection with post-closing adjustments to the merger consideration relating to the combination of Jacobs’ Critical Mission Solutions and Cyber & Intelligence businesses with Amentum Parent Holdings LLC.

BofA Securities, J.P. Morgan, Morgan Stanley, BNP Paribas and TD Cowen are acting as joint book-running managers for the Offering.

A registration statement on Form S-1 (the “Form S-1”) relating to these securities has been filed and declared effective by the Securities and Exchange Commission. The Offering is being made only by means of a prospectus supplement and prospectus forming part of the effective registration statement. A copy of the final prospectus supplement and prospectus relating to the Offering, when available, may be obtained from BofA Securities, Attention: Prospectus Department, 201 North Tryon Street, NC1-022-02-25 Charlotte, North Carolina 28255-0001, or by emailing: [email protected]; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or email: [email protected]; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, New York, New York 10014.

This press release is neither an offer to sell nor a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

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