Willdan Group (WLDN) CEO receives 17,326-share award, 7,090 withheld for taxes

Rhea-AI Filing Summary

Willdan Group, Inc. President and CEO Michael A. Bieber received 17,326 shares of Common Stock on March 16, 2026 through the vesting of previously granted performance-based restricted stock units. On the same date, 7,090 shares were withheld at $78.61 per share to cover tax obligations, leaving him with 245,231 directly held shares. He also continues to hold restricted stock units scheduled to vest in installments through March 2029, subject to continued service.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BIEBER MICHAEL A

(Last) (First) (Middle)

2401 EAST KATELLA AVENUE

SUITE 300

(Street)

ANAHEIM CA 92806

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Willdan Group, Inc. [ WLDN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT AND CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2026		A		17,326(1)	A	$0	252,321(2)	D
Common Stock	03/16/2026		F		7,090(3)	D	$78.61	245,231(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents performance-based restricted stock units previously granted to the Reporting Person by the Issuer on March 17, 2025. The performance conditions applicable to the award were determined to have been satisfied by the Issuer's Compensation Committee effective on March 16, 2026, resulting in the immediate vesting of the restricted stock units as to 17,326 shares of Common Stock.

2. Includes (i) 18,000 shares of restricted stock units that vest in three substantially equal installments on each of March 3, 2027, March 3, 2028 and March 3, 2029, (ii) 19,250 shares of restricted stock units that vest in three substantially equal installments on each of March 17, 2026, March 17, 2027 and March 17, 2028, and (iii) 11,667 shares of restricted stock units that vest in two substantially equal installments on each of March 20, 2026 and March 20, 2027, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.

3. Represents shares of the Issuer's Common Stock withheld to satisfy tax withholding obligations in connection with the vesting of the performance-based restricted stock units referenced in footnote (1).

	/s/ Creighton K. Early, Attorney-in-fact for Michael A. Bieber	03/17/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Willdan Group (WLDN) report for Michael A. Bieber?

Willdan Group reported that CEO Michael A. Bieber received 17,326 Common Stock shares from vesting performance-based restricted stock units, and 7,090 shares were withheld to satisfy related tax obligations. These transactions are compensation-related, not open-market purchases or sales.

How many Willdan Group (WLDN) shares does the CEO hold after this Form 4?

After these transactions, CEO Michael A. Bieber directly holds 245,231 shares of Willdan Group Common Stock. This figure reflects the vesting of 17,326 shares and the withholding of 7,090 shares to cover tax obligations tied to the restricted stock unit award.

What triggered the 17,326-share award to Willdan Group (WLDN) CEO Michael A. Bieber?

The 17,326-share award resulted from performance-based restricted stock units granted on March 17, 2025. Willdan’s Compensation Committee determined on March 16, 2026 that the performance conditions were satisfied, causing immediate vesting of those units into Common Stock for the CEO.

Why were 7,090 Willdan Group (WLDN) shares withheld from the CEO?

The 7,090 shares of Willdan Group Common Stock were withheld to satisfy tax withholding obligations arising from the vesting of performance-based restricted stock units. This tax-related disposition is not an open-market sale and is a standard mechanism for covering equity award tax liabilities.

Does the Willdan Group (WLDN) CEO have additional restricted stock units outstanding?

Yes. The CEO holds restricted stock units that are scheduled to vest in installments on March 3, 2027–2029, March 17, 2026–2028, and March 20, 2026–2027. These future vestings are conditioned on his continued service with Willdan Group.