Willdan Group Inc.
06/18/2026 | Press release | Distributed by Public on 06/18/2026 14:39
Proxy Results (Form 8-K)
Item 5.07. Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders (the "Annual Meeting") on June 17, 2026. At the Annual Meeting, five proposals, which are described in detail in the Company's definitive proxy statement, dated April 24, 2026 for the Annual Meeting (the "Proxy Statement"), were submitted to a vote of the stockholders. At the Annual Meeting, stockholders (i) elected the seven director nominees named in the Proxy Statement; (ii) ratified the appointment of Crowe LLP ("Crowe") as the Company's independent registered public accounting firm for fiscal year 2026; (iii) approved, on a non-binding advisory basis, the Company's named executive officer compensation; and (iv) approved the amendment to the 2008 Plan described above. Based on the results of the advisory vote on the frequency of future advisory votes on executive officer compensation, the Board determined that the Company will hold an advisory vote on executive officer compensation every one year until the next required advisory vote on the frequency of such votes.
The total number of shares entitled to vote and represented by presence or by proxy was equal to 79.91% of the Company's total shares issued and outstanding as of the April 21, 2026 record date, thereby constituting a quorum for the purpose of the Annual Meeting. Abstentions and broker non-votes were counted for purposes of determining whether a quorum was present.
The results of the vote for each proposal are as follows:
Proposal 1
Each individual listed below was elected to serve on the Board until the 2026 annual meeting of stockholders and until his or her respective successor is duly elected and qualified, or until his or her earlier death, resignation or removal.
|
For |
Withheld |
Broker Non-Vote |
|||||
|
Thomas D. Brisbin |
8,839,288 |
|
438,007 |
|
2,682,651 |
||
|
Michael A. Bieber |
|
9,099,674 |
|
177,621 |
|
2,682,651 |
|
|
Steven A. Cohen |
|
8,918,743 |
|
358,552 |
|
2,682,651 |
|
|
Cynthia A. Downes |
9,226,015 |
|
51,280 |
|
2,682,651 |
||
|
Dennis V. McGinn |
8,991,602 |
|
285,693 |
|
2,682,651 |
|
|
|
Wanda K. Reder |
|
9,005,915 |
|
271,380 |
|
2,682,651 |
|
|
Mohammad Shahidehpour |
|
8,384,196 |
|
893,099 |
|
2,682,651 |
|
i
Proposal 2
Ratification of the Board's appointment of Crowe as the Company's independent registered public accounting firm for fiscal year 2026.
|
For |
Against |
Abstain |
|||
|
11,780,234 |
|
151,378 |
|
28,334 |
|
Proposal 3
Approval, on a non-binding advisory basis, of the Company's named executive officer compensation.
|
For |
Against |
Abstain |
Broker Non-Vote |
|||
|
8,650,776 |
|
409,216 |
|
217,303 |
|
2,682,651 |
Proposal 4
Approval of the amendments to the 2008 Plan.
|
For |
Against |
Abstain |
Broker Non-Vote |
|||
|
7,934,725 |
|
1,138,027 |
|
204,543 |
|
2,682,651 |
Willdan Group Inc. published this content on June 18, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 18, 2026 at 20:39 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]