[Form 4] Willdan Group, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Willdan Group director Steven A. Cohen reported selling 2,500 shares of Willdan Group, Inc. common stock on 08/12/2025 at a weighted average price of $116.34 per share, reducing his beneficial ownership to 26,849 shares. The filing discloses that the post-transaction total includes 1,781 restricted shares vesting on June 11, 2026 and 1,124 restricted shares vesting on June 12, 2026, each subject to continued service through the vesting dates.

The Form 4 notes the weighted-average price range for the multiple transactions was $116.23 to $116.62 and that the reporting person will provide detailed per-price sale information on request. The sale was reported on a standard Section 16 Form 4 and executed by an attorney-in-fact on behalf of the reporting person.

Insights

Securities Analyst

TL;DR: Director sold a small portion of holdings; transaction is transparent and routine, with limited immediate market impact.

The reported sale of 2,500 shares at a weighted average of $116.34 is a straightforward Section 16 disclosure by a director. The residual beneficial ownership of 26,849 shares remains substantial for an individual director-level holder of this issuer. The filing includes explicit vesting schedules for restricted shares, which clarifies the composition of holdings and reduces ambiguity about future share availability. Absent additional context—such as company-level material events or a pattern of repeated large disposals—this single disclosure appears routine and informational.

Corporate Governance Expert

TL;DR: The Form 4 shows timely, detailed disclosure; vesting details improve transparency but do not indicate governance change.

The Form 4 supplies required transaction details, including the weighted-average sale price range and a commitment to provide per-price breakdowns on request, which supports regulatory transparency. The inclusion of restricted stock vesting dates (June 11 and June 12, 2026) is useful for governance monitoring because it identifies when additional shares may become eligible for sale or voting. There is no indication in this filing of a change in director status or other governance actions.

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^*

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		S		2,500	D	$116.34(1)	26,849(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. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $116.23 to $116.62, inclusive. The Reporting Person undertakes to provide to Willdan Group, Inc., any security holder of Willdan Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

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 Steven A. Cohen	08/14/2025
	** 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).
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