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Willdan Group, Inc.

For the period ended Jan 2, 2026. Filed Feb 27, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Feb 27, 2026

WLDN$68.91+4.1%Stored close · as of Nov 9, 2026

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ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act, as controls and other procedures that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our President and Chief Executive Officer, Michael A. Bieber, and our Chief Financial Officer, Creighton K. Early, as appropriate to allow timely decisions regarding required disclosure.

In connection with the preparation of this Annual Report, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as of January 2, 2026. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at a reasonable assurance level, as of January 2, 2026.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended). Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of our internal control over financial reporting as of January 2, 2026. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013 Framework). Our management concluded that, as of January 2, 2026, our internal control over financial reporting was effective based on these criteria.

As discussed in Note 13, “Business Combinations”, to our consolidated financial statements, we acquired Alpha Inspections, Inc. (“Alpha”) on January 31, 2025, Alternative Power Generation, Inc. (“APG”) on March 3, 2025, and Compass Municipal Advisors, LLC (“Compass”), on January 2, 2026. As permitted by guidelines established by the SEC for newly acquired business, we excluded the acquisition from the scope of our assessment on internal controls over financial reporting for the fiscal year ended January 2, 2026. These acquisitions contributed $12.4 million of total assets and $13.0 million of total liabilities, respectively, to our consolidated balance sheet as of January 2, 2026, and $30.4 million to our consolidated revenues for the fiscal year ended January 2, 2026. We are in the process of integrating these businesses into our overall internal controls over financial reporting process and plan to include our assessment of the businesses’ internal control over financial reporting within one year of the applicable acquisition date.

Crowe LLP, the independent registered public accounting firm that audited the fiscal year 2025 consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on the effectiveness of our internal control over financial reporting as of January 2, 2026, which is included herein.

Changes in Internal Controls

On January 31, 2025, March 3, 2025, and January 2, 2026, we completed the acquisition of Alpha, APG, and Compass, respectively. Prior to their acquisition, Alpha, APG, and Compass were privately-held companies and were not subject to the Sarbanes-Oxley Act of 2002, the rules and regulations of the SEC, or other corporate governance requirements applicable to public reporting companies. As part of our ongoing integration activities, we are continuing to incorporate our controls and procedures into Alpha, APG, and Compass, and, if needed, to augment our company-wide controls to reflect the risks that may be inherent in the acquisitions of these privately-held companies.

Other than our integrations of Alpha, APG, and Compass, there have been no changes in our internal control over financial reporting during the quarter ended January 2, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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