Willdan (WLDN) CEO has shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

Willdan Group, Inc. president and CEO Michael A. Bieber reported a routine tax-related share disposition. On March 20, 2026, 2,387 shares of common stock were withheld to satisfy tax obligations triggered by the vesting of previously granted restricted stock units. After this tax-withholding event, he directly holds 240,219 shares of common stock. His holdings also include restricted stock units scheduled to vest in multiple installments between March 2027 and 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 CALIFORNIA 92806

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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

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

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

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	03/20/2026		F		2,387(1)	D	$75.52	240,219(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 shares of the Issuer's Common Stock withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units on March 20, 2026, which restricted stock was granted on March 20, 2024.

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) 12,834 shares of restricted stock units that vest in two substantially equal installments on each of March 17, 2027 and March 17, 2028, and (iii) 5,834 shares of restricted stock units that vest on March 20, 2027, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.

	/s/ Creighton K. Early, Attorney-in-fact for Michael A. Bieber	03/23/2026
	** 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.
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* Form 4: SEC 1474 (03-26)

FAQ

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

Willdan Group reported that CEO Michael A. Bieber had 2,387 common shares withheld to cover tax obligations from restricted stock unit vesting. This was a tax-withholding disposition, not an open-market sale, and reflects mechanics of equity compensation rather than an active trading decision.

Was the Willdan (WLDN) CEO’s Form 4 transaction an open-market sale?

No. The Form 4 shows a tax-withholding disposition, where 2,387 shares were withheld to satisfy tax liabilities from vesting restricted stock units. This type of transaction is part of compensation administration and does not represent the CEO selling shares in the open market.

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

After the reported tax-withholding transaction, CEO Michael A. Bieber directly holds 240,219 shares of Willdan Group common stock. This figure reflects his direct ownership position following the March 20, 2026 withholding related to restricted stock unit vesting.

What triggered the share withholding reported in Willdan Group (WLDN) CEO’s Form 4?

The share withholding was triggered by the vesting of restricted stock units on March 20, 2026. Shares were automatically withheld to pay required tax obligations arising from this vesting event, a standard feature of many stock-based compensation programs.

Does the Willdan (WLDN) CEO still have unvested restricted stock units outstanding?

Yes. The filing notes he holds several tranches of restricted stock units scheduled to vest on March 3, 2027, March 3, 2028, March 3, 2029, March 17, 2027, March 17, 2028, and March 20, 2027, contingent on continued service to the company.

What does a tax-withholding disposition mean for Willdan (WLDN) shareholders?

A tax-withholding disposition means shares are withheld to pay taxes due on vested equity awards. It is an administrative, non-market transaction and generally does not signal a change in the executive’s view of the stock or a discretionary decision to reduce exposure.