BIEBER MICHAEL A 4

What Happened

• Michael A. Bieber, President, CEO and Director of Willdan Group, had 17,326 performance-based restricted stock units (RSUs) vest on March 16, 2026 (award originally granted March 17, 2025). The vested RSUs had a gross value of about $1.36 million based on $78.61 per share.
• To satisfy tax withholding obligations, 7,090 of those vested shares were withheld (disposed) at $78.61 each, totaling $557,345. After withholding, Bieber retained a net of 10,236 vested shares (17,326 - 7,090).

Key Details

• Transaction dates: March 16, 2026 (vest and withholding); Form 4 filed March 17, 2026 (appears timely).
• Award (code A): 17,326 shares acquired at $0.00 (RSU vesting).
• Tax withholding (code F): 7,090 shares disposed at $78.61, proceeds ~$557,345.
• Net shares retained from this vesting: 10,236 shares.
• Notable footnotes:
  • F1: These were performance-based RSUs granted March 17, 2025; performance conditions were certified and awards vested March 16, 2026.
  • F3: The 7,090-shares disposition represents shares withheld to satisfy tax withholding on the vested RSUs.
  • F2: Bieber still holds additional unvested RSUs totaling 48,917 shares that vest on various dates through 2029, subject to continued service.
• Shares owned after the transaction: not disclosed in the supplied filing summary.

Context

• This was not an open-market sale or purchase by the insider; it was the scheduled vesting of performance RSUs, with shares withheld to cover taxes (a common, administrative action).
• The withholding is effectively a cashless tax settlement and does not necessarily signal a deliberate sale for investment reasons.