Willdan Group Inc 2024年度报告

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes◻No⌧ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d) of the Securities ExchangeAct of 1934.Yes◻No⌧ Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required tofile such reports), and (2)has been subject to such filing requirements for the past 90days.Yes⌧No◻ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter periodthat the registrant was required to submit such files).Yes⌧No◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Largeacceleratedfiler◻Acceleratedfiler⌧Non-acceleratedfiler◻Smallerreportingcompany☐Emerging growth company☐If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No⌧ The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to theprice at which the common equity was last sold, as reported on the Nasdaq Global Market, as of the last business day of theregistrant’s most recently completed second fiscal quarter was $285.3million.On March 5, 2025 there were14,407,642shares of the registrant’s common stock issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCEDesignated portions of the Proxy Statement relating to registrant’s 2025 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission within 120 days after the end of fiscal year 2024, are incorporated by referenceinto Part III of this Report. TABLE OF CONTENTS PagePART IITEM 1.BUSINESS3ITEM1A.RISK FACTORS16ITEM1B.UNRESOLVED STAFF COMMENTS30ITEM1C.CYBERSECURITY30ITEM 2.PROPERTIES32ITEM 3.LEGAL PROCEEDINGS32ITEM 4.MINE SAFETY DISCLOSURES32PART IIITEM 5.MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATEDSTOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITYSECURITIES33ITEM 6.RESERVED35ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS36ITEM7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK52ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA53ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING AND FINANCIAL DISCLOSURE102ITEM9A.CONTROLS AND PROCEDURES102ITEM9B.OTHER INFORMATION103ITEM9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENTINSPECTIONS104PART IIIITEM10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE105ITEM11.EXECUTIVE COMPENSATION105ITEM12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT AND RELATED SHAREHOLDER MATTERS105ITEM13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, ANDDIRECTOR INDEPENDENCE105ITEM14.PRINCIPAL ACCOUNTING FEES AND SERVICES105PART IVITEM15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES106ITEM16.FORM 10-K SUMMARY108 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This Annual Report on Form 10-K (this “10-K”) contains statements that constitute forward-looking statements as that term is defined by the Private Securities Litigation Reform Act of 1995, asamended. These statements concern our business, operations and financial performance and conditionas well as our plans, objectives and expectations for our business operations and financialperformanc