Willdan Group (WLDN) director gains 24,750 shares via award vesting

Rhea-AI Filing Summary

Brisbin Thomas Donald reported acquisition or exercise transactions in this Form 4 filing.

Willdan Group director Thomas Donald Brisbin received 24,750 shares of Common Stock through vesting of a prior performance-based equity award. These shares came from restricted stock units granted on March 7, 2023, after performance conditions were certified as met on March 11, 2026. Following this vesting, he directly owns 95,446 shares, which also include 1,781 restricted shares scheduled to vest on June 11, 2026 and 1,124 restricted shares scheduled to vest on June 12, 2026, 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^*

Brisbin Thomas Donald

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		A		24,750(1)	A	$0	95,446(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 7, 2023. The performance conditions applicable to the award were determined to have been satisfied by the Issuer's Compensation Committee effective on March 11, 2026, resulting in the immediate vesting of the restricted stock units as to 24,750 shares of Common Stock.

2. Includes (i) 1,781 shares of restricted stock that vest on June 11, 2026, and (ii) 1,124 shares of restricted stock that vest on June 12, 2026, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.

	/s/ Creighton K. Early, Attorney-in-Fact for Thomas D. Brisbin	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Willdan Group (WLDN) director Thomas Donald Brisbin report in this Form 4?

He reported acquiring 24,750 shares of Common Stock at no cost through vesting of previously granted performance-based restricted stock units. The units were granted on March 7, 2023 and vested once performance conditions were certified as satisfied on March 11, 2026.

How many Willdan Group (WLDN) shares does Thomas Donald Brisbin hold after this transaction?

After this transaction, he directly owns 95,446 shares of Willdan Group Common Stock. This total includes his newly vested 24,750 shares and other restricted shares that are still scheduled to vest in June 2026, assuming he continues to serve the company.

What triggered the vesting of 24,750 Willdan Group (WLDN) shares for Thomas Donald Brisbin?

The vesting was triggered when Willdan Group’s Compensation Committee determined that performance conditions tied to a March 7, 2023 restricted stock unit award were satisfied. Effective March 11, 2026, those performance-based units vested into 24,750 shares of Common Stock for Brisbin.

Was this Willdan Group (WLDN) Form 4 transaction an open-market purchase or sale?

It was neither an open-market purchase nor a sale. The Form 4 shows a grant or award acquisition coded as “A,” reflecting vesting of performance-based restricted stock units at a price of $0.00 per share instead of a market trade on an exchange.

Does Thomas Donald Brisbin have additional unvested Willdan Group (WLDN) restricted stock?

Yes. His holdings include 1,781 shares of restricted stock that vest on June 11, 2026 and 1,124 shares that vest on June 12, 2026. These future vestings are contingent on his continued service with Willdan Group through the respective vesting dates.

How is the 24,750-share award described in the Willdan Group (WLDN) Form 4 footnotes?

The footnotes describe it as performance-based restricted stock units granted March 7, 2023. The Compensation Committee determined the performance conditions were satisfied effective March 11, 2026, causing immediate vesting into 24,750 shares of Common Stock for the reporting person.