AECOM Technology Corporation Employee Stock Purchase Plan Frequently Asked Questions

Transcription

1 AECOM Technology Corporation Employee Stock Purchase Plan Frequently Asked Questions United States This document presents some common questions and answers concerning the AECOM Technology Corporation Employee Stock Purchase Plan (ESPP). Q: Who is eligible to participate in the ESPP? A: You are eligible to participate in the ESPP if you work at least 20 hours a week and are 18 years of age or older. Contract, temporary, part-time variable employees and intern staff are not eligible to participate in the plan. Q: When can I enroll in the ESPP? A: Generally, there are six enrollment periods during the calendar year, each lasting approximately two months. Q: Do I need to re-enroll for each offering period? A: No. Once enrolled, you do not have to enroll again for subsequent offering periods. Your enrollment will automatically continue in future offering periods unless you cancel it. Q: How much of my compensation can I contribute to the ESPP? A: You may contribute a percentage of your eligible compensation during each offering period. (Visit Benefits OnLine at for the current plan contribution limit.) Your contributions are also subject to the annual IRS contribution limit of $25,000. No interest is earned on contributions. Your eligible compensation includes base salary or base wages, plus all overtime pay received from the company. Bonus compensation is not considered eligible compensation. Q: What happens if my employment with AECOM ends? A: If you cease to be an employee for any reason during an offering period, you will no longer be permitted to purchase shares under the ESPP, and all contributions you have already made during the offering period will be refunded to you. Q: Is Paid Time Off (PTO) considered to be base pay or base wages? A: PTO is considered part of your base pay from which contributions will be taken, except upon separation from employment when excess PTO accruals are paid out. Q: Do I need a separate Merrill Lynch brokerage account for the ESPP? A: Yes. Opening a Merrill Lynch brokerage account, called a Limited Individual Investor Account (LIIA), enables you to receive AECOM shares through the ESPP in such an account, and to sell those shares, if you choose. The LIIA is a limited, self-directed, non-interest bearing brokerage account used to receive shares acquired through the ESPP and to hold and sell AECOM stock. Even if you have an LIIA for a different AECOM plan with Merrill Lynch, you will need to open a separate LIIA for the ESPP. You cannot use the same account for both plans. Once you open your LIIA, it will be listed under the Employee Stock Purchase Plan on the Benefits OnLine home page to distinguish the account from any other LIIA or additional brokerage account you may have. You can link all of your other Merrill Lynch accounts with your LIIA so that you can manage them all together online. Call (800) , virtually 24 hours a day, seven days a week, and please have your account numbers available. For more information about the LIIA, review the brochure titled AECOM Technology Corporation Employee Stock Purchase Plan Services. This document is provided solely by AECOM. 1

2 Q: How do I open my Limited Individual Investor Account? A: You can open your LIIA easily at Just enter the information requested on the website. Keep in mind that it can take up to 72 hours for your account to be opened once your application has been received. See Step 6 on page 3 for more information. Participants will be prompted to complete a Form W-9 or Form W-8BEN, as applicable, as part of the LIIA opening process. Failure to do so may result in mandatory additional U.S. backup withholding tax on your transactions. If you have previously submitted a W-9 or W-8BEN for a different account with Merrill Lynch, you still must submit a new form for your ESPP LIIA. If you are a control person, Section 16 Insider, or an individual subject to a pre-clearance policy (e.g., executive officer or director), you must contact AECOM s Legal Department at 1 (213) before conducting any transactions. If you are subject to AECOM s Insider Trading windows, you will have full inquiry access to Benefits OnLine, but will need to contact Merrill Lynch by telephone as described below to enroll in the ESPP or open your LIIA. Further, AECOM has instructed Merrill Lynch not to accept enrollment requests during closed trading windows. Please consult AECOM s Insider Trading Policy, and call AECOM s Legal Department at 1 (213) or send an to tradingcompliance@aecom.com if you have any questions. Merrill Lynch s Global Corporate and Institutional Advisory Services (GCIAS) group is designated to serve the specific needs of individuals subject to pre-clearance procedures under the AECOM Insider Trading Policy. While these individuals will have full inquiry access to Benefits OnLine, they must contact GCIAS to open a Merrill Lynch brokerage account (LIIA) and conduct transactions. GCIAS can be reached Monday through Friday, from 5 a.m. to 3 p.m. U.S. Pacific Time, on days the New York Stock Exchange is open. From the U.S., Puerto Rico and Canada, dial (877) MER-4ACM [ ]. From other countries, use the AT&T country code plus (877) MER-4ACM [ ], or dial direct: (609) If you prefer, you can send an to ACM_CorpServTeam@ml.com. Q: Why are my contributions subject to an annual contribution limit of $25,000? A: Your annual contributions are capped at $25,000 because the IRS has a limitation that you can only purchase $25,000 worth of stock per year through the ESPP. Q: What if I choose not to enroll during a certain enrollment period, but change my mind later? A: You can enroll at any time. The date of your enrollment will determine the offering period to which your contributions will be credited. 2

3 Q: How do I enroll in the ESPP? A: You may enroll in the ESPP and manage your account easily through the Merrill Lynch website at The first time you visit the site, you will need a personal identification number (PIN), which Merrill Lynch mails to your address on record. Step 1. Log on Visit and enter your User ID and Password. If this is your first time visiting the site, you can create your User ID and Password by following the prompts from the Create User ID link. To create a User ID and Password, you will need your PIN and your Social Security number. If you need assistance logging in, view the Need help logging in? demo. Note: If you have already created a User ID and Password for a different AECOM plan with Merrill Lynch, you may use those to log in to the site for the ESPP. Step 2: Select Enroll Now Once you are logged in, you will come to the Home Page. Select Enroll Now next to AECOM Employee Stock Purchase Plan in the middle of the screen. Step 3: Select Get Started Now To continue the enrollment process, click Get Started Now on the next screen. Step 4: Make your contribution election On the next screen, you will make your contribution election. Under Set Contribution Amount, enter the percentage of your eligible compensation that you wish to contribute to the ESPP. Your election must be a whole percentage. Once you have made your election, click Continue. Step 5: Review your election You will receive a confirmation of your election. If you want to change your election, select Edit Contribution Elections at the bottom of the screen. Otherwise, select Open A Brokerage Account to continue. Step 6: Open your Merrill Lynch brokerage account When you click Open A Brokerage Account on the previous screen, the site will guide you through the brokerage account opening process. Or, if you have already enrolled in the Plan but have not yet opened an LIIA, you will be prompted on the Home Page to open your account. Click Continue in the pop-up window to proceed to the account opening page. For more information about enrollment and the LIIA, review the brochure titled AECOM Technology Corporation Employee Stock Purchase Plan Services. Q: Can I use the Benefits OnLine website in a language other than English? A: Yes. If you would like to use a different language, follow these instructions: 1. Go to 2. Select the Benefits OnLine International link at the top of the screen. 3. Enter the AECOM trading symbol: ACM. 4. From the dropdown menu, select your language preference and click the Go button. 3

4 Q: If I cancel my contributions to the ESPP during an offering period, can I resume my contributions during the same period? A: No. If you cancel your contributions, you cannot re-enroll for the same offering period. If you wish to resume contributions, you will have to re-enroll during a future enrollment period. Canceling contributions to the ESPP is allowed prior to the end of the offering period. In this case, deductions will end as soon as administratively possible. For contributions already made, you can elect to have these returned to you through payroll or used to purchase shares at the end of the current offering period. No interest is earned on contributions. Q: What happens to money left over after purchasing AECOM stock at the end of an offering period? A: Your contributions are subject to two limits: the plan limit of 1,300 shares per offering period, and the IRS limit of $25,000 worth of stock per year. The annual $25,000 limit is determined based on the fair market value of the stock on the first day of the offering period. If your contributions exceed $25,000 worth of stock or could purchase more than 1,300 shares, then only the amount of stock that does not exceed these limits will be purchased on your behalf, and any residual cash will be returned to you through payroll as soon as administratively possible. AECOM makes available a certain number of shares for purchase through the ESPP. If the total number of shares of common stock to be purchased through the plan exceeds the number of shares available for purchase, the available shares will be allocated on a pro-rata basis and any residual cash will be returned to you through payroll as soon as administratively possible. Q: How do I sell shares acquired through the ESPP? A: To sell shares online, select the ESPP tab, followed by Brokerage and Sell Shares. Then click AECOM Technology Corp. in the middle of the screen to continue. On the next screen, enter the requested information number of shares to be sold, order type and distribution method. Click Review Order. On the next screen, you will need to re-enter your Password and click Submit Order. For more information on selling shares, review the brochure titled AECOM Technology Corporation Employee Stock Purchase Plan Services. Q: Can I change my ESPP elections at any time? A: During an offering period, you can reduce or cancel your ESPP elections at any time, provided that payroll processing has not begun for the last pay cycle in the offering period. If this is the case, then your election change may not be accepted. Increasing your contributions is only permitted during an enrollment period. No increases are permitted during the offering period in which you are making contributions. 4

5 Q: How do I make changes to my account information? A: You can enroll, view account balances and modify your election online or on the telephone: Online Log on to the Merrill Lynch website at Telephone From the U.S., Puerto Rico and Canada, dial (877) MER-4ACM [ ]. From other countries, use the AT&T country code plus 1 (877) MER-4ACM [ ], or dial direct: 1 (609) Select 1 for the ESPP when prompted, and you will be transferred to a representative. The website and telephone support are available 24 hours a day, seven days a week.* For more information, review the brochure titled AECOM Technology Corporation Employee Stock Purchase Plan Services. *Subject to occasional downtime for system maintenance. Q: If I am subject to pre-clearance requirements, how do I sell shares or open a brokerage account? A: If you are a control person, Section 16 Insider, or an individual subject to a pre-clearance policy (e.g., executive officer or director), you must contact AECOM s Legal Department at 1 (213) before conducting any transactions. If you are subject to AECOM s Insider Trading windows, you will have full inquiry access to Benefits OnLine, but will need to contact Merrill Lynch by telephone as described below to enroll in the ESPP or open your LIIA. Further, AECOM has instructed Merrill Lynch not to accept enrollment requests during closed trading windows. Please consult AECOM s Insider Trading Policy, and call AECOM s Legal Department at 1 (213) or send an to tradingcompliance@aecom.com if you have any questions. Merrill Lynch s Global Corporate and Institutional Advisory Services (GCIAS) group is designated to serve the specific needs of individuals subject to pre-clearance procedures under the AECOM Insider Trading Policy. While these individuals will have full inquiry access to Benefits OnLine, they must contact GCIAS to open a Merrill Lynch brokerage account (LIIA) and conduct transactions. GCIAS can be reached Monday through Friday, from 5 a.m. to 3 p.m. U.S. Pacific Time, on days the New York Stock Exchange is open. From the U.S., Puerto Rico and Canada, dial (877) MER-4ACM [ ]. From other countries, use the AT&T country code plus (877) MER-4ACM [ ], or dial direct: (609) If you prefer, you can send an to ACM_CorpServTeam@ml.com. 5

6 Q. What is my tax liability when I sell my shares? A. Because the ESPP is a tax-qualified plan under Section 423 of the Internal Revenue Code, you are responsible for any taxes due on the sale of your AECOM shares when you sell them. You are advised to consult a tax advisor prior to selling shares. In general, depending on when you sell your shares, the tax implications vary as described here. Qualifying Disposition For your sale to be treated as a Qualifying Disposition, you must not sell the shares for at least two years after the beginning of the offering period in which you bought them. In addition, you must not sell the shares for at least one year after the date of their purchase. When you sell your shares in a Qualifying Disposition, your sale is eligible for special tax treatment, as illustrated in the following examples. In this example, assume the fair market value of AECOM stock on the first day of the offering period is $25 per share and the discount at the beginning of the purchase period is 12%; therefore, the discounted purchase price per share as of the beginning of the offering period is $22 (100% - 12% = 88% x $25). Note that this hypothetical stock price represents the price at the first day of the offering period, and is only relevant in determining U.S. tax treatment. It may not be the actual price at which your shares will be purchased. At the end of the offering period, the fair market value of AECOM common stock is $30 per share. Here, the discounted price at the purchase date is $26.40 per share (88% of $30), which is the price you will pay to acquire shares at the end of the offering period. The sale price varies in the three scenarios below. Example 1 Sale price of $32 per share: You sell your shares at a price that is higher than the discounted purchase price at the beginning of the period ($22) and higher than the market price at the end of the purchase period ($30). Example 2 Sale price of $29 per share: You sell your shares at a price that is higher than the discounted purchase price at the beginning of the period ($22) but lower than the market price at the end of the purchase period ($30). Example 3 Sale price of $20 per share: You sell your shares at a price that is lower than the discounted purchase price at the beginning of the period ($22). Examples of U.S. federal tax treatment: Discount at the beginning of the purchase period (12% of $25) Purchase price at the end of the purchase period (88% of $30) Price at time of sale Total income/ (loss) upon sale Ordinary income Tax reporting Capital gain/ (loss) Lesser of: A B C C B = D C-B or A = E D - E 1 $3/share $26.40/share $32/share $5.60/share $3/share $2.60/share 2 $3/share $26.40/share $29/share $2.60/share $2.60/share n/a 3 $3/share $26.40/share $20/share ($6.40)/share $0 ($6.40)/share This hypothetical example is for illustrative purposes only. Consult your personal tax advisor for specific tax advice. 6

7 Disqualifying Disposition A Disqualifying Disposition takes place when you sell shares purchased through the ESPP before meeting the holding period requirements specified for a Qualifying Disposition, as illustrated in the following examples. In this example, assume the AECOM shares are not held for at least two years after the beginning of the offering period or one year after the date of their purchase. The purchase price is $26.40 (12% of the stock price of $30) at the end of the purchase period. Example 1 Sale price of $32 per share: You sell your shares at a price that is higher than the discounted price at the end of the purchase period ($26.40). Example 2 Sale price of $29 per share: You sell your shares at a price that is higher than the discounted price at the end of the purchase period ($26.40) but lower than the market price at the end of the purchase period ($30). Example 3 Sale price of $20 per share: You sell your shares at a price that is lower than the discounted price at the end of the purchase period ($26.40). Examples of U.S. federal tax treatment: Discount price at the end of the purchase period (88% of $30) Fair market value at the end of the purchase period Price at time of sale Total income/ (loss) upon sale Ordinary income Tax reporting Capital gain/ (loss) A B C C A = D B A = E D - E 1 $26.40/share $30/share $32/share $5.60/share $3.60/share $2/share 2 $26.40/share $30/share $29/share $2.60/share $3.60/share ($1)/share 3 $26.40/share $30/share $20/share ($6.40)/share $3.60/share ($10)/share This hypothetical example is for illustrative purposes only. Consult your personal tax advisor for specific tax advice. Q: Why do participants have to wait two months until the shares are purchased? A: The ESPP provides an offering period that lasts approximately two months (pending Board of Directors approval), as described on page 2 of the plan prospectus. Q: Where can I obtain the plan prospectus for more information? A: The plan prospectus is available on myaecom in the North America/Human Resources/ Retirement Benefits section. 7

8 Q: Are there any participant fees for transactions, such as selling shares? A: Merrill Lynch will charge the following participant transaction fees in connection with the sale of shares of company stock. Additional fees may apply. See the brochure titled AECOM Technology Corporation Employee Stock Purchase Plan Services for information about additional fees. Service Channel Transaction Cost Postage & Handling Online $0.03 per share, subject to $24.95 minimum $5.35 Participant service representative or the Global Corporate and Institutional Advisory Services (GCIAS) Group 0 24,999 shares: $0.06 per share, subject to $29.95 minimum 25,000 49,999 shares: $0.05 per share 50,000 99,999 shares: $0.04 per share 100,000+ shares: $0.03 per share $5.35 Q: I understand the discount may vary from one offering period to another. How will I be notified of a change in discount? A: You will be notified via a message from Human Resources prior to future ESPP enrollment periods. Benefits OnLine is a registered trademark of Bank of America Corporation ARR6Z2P