BIEBER MICHAEL A 4

What Happened
Michael A. Bieber, President, CEO and a director of Willdan Group, received 18,810 shares when performance-based restricted stock units (RSUs) vested on March 11, 2026. To satisfy tax withholding obligations on the vesting, 7,697 shares were withheld at an indicated price of $83.98 per share (value ≈ $646,394). The award entry is coded as an acquisition (A); the withholding is coded as a disposition for tax purposes (F).

Key Details

• Transaction date: March 11, 2026; Form 4 filed March 12, 2026 (appears timely).
• Award/acquisition: 18,810 shares issued at $0.00 (vesting of performance RSUs).
• Tax withholding/disposition: 7,697 shares withheld at $83.98/share; total value reported ≈ $646,394.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Relevant footnotes:
  • F1: These were performance-based RSUs granted March 7, 2023; performance targets were deemed met effective March 11, 2026, triggering vesting.
  • F2: The filing also discloses additional unvested RSU tranches (18,000; 19,250; 11,667 shares) that vest on future dates subject to continued service.
  • F3: The 7,697-share disposition represents shares withheld to satisfy tax withholding on the vested RSUs (a common, non-open-market withholding method).
• Transaction codes: A = award/vesting; F = tax withholding/cashless share-for-taxes (not an open-market sale).

Context
This was not an open-market sale of shares expressing a trading view; it reflects the vesting of previously granted performance RSUs and the routine withholding of shares to cover tax obligations. For retail investors, vested RSUs increase insider equity alignment with shareholders, while tax-withheld shares are administrative and do not necessarily indicate a decision to liquidate for investment reasons.