Hello, and welcome to the Annual Meeting of Stockholders of Willdan Group, Inc. Please note that today's meeting is being recorded. During the meeting, we will have a question and answer session. You can submit questions or comments at any time by clicking on the Q&A tab.
It is now my pleasure to turn today's meeting over to Kate Nguyen, Vice President, Treasurer, and Secretary. Ms. Nguyen, the floor is yours.
Thank you. Good morning, ladies and gentlemen. I want to welcome you and thank you for attending the 2026 Annual Meeting of Stockholders of Willdan Group, Inc. I am Kate Nguyen, Secretary. At this time, I call the meeting to order. The agenda for today's meeting is available for viewing on your screen during the webcast. The rules of conduct for this meeting can be accessed under the Meeting Materials section of the webcast. Stockholders who possess a control number and a desire to ask a question during the meeting may do so by clicking the message icon and typing the question into the appropriate box where indicated on the webcast portal for this meeting. We will respond to appropriate questions about the proposals being voted on today after all the proposals have been presented. Only stockholders who possess a control number will be permitted to ask questions.
The polls are open, and you may vote by electronic ballot at any time during the annual meeting until the polls close. There are four items of business on today's agenda. First, the Election of Directors. Second, the ratification of the appointment of Crowe LLP as the company's independent auditors for the 2026 fiscal year. Third, the approval on a non-binding advisory basis of the company's named executive officer compensation. Fourth, the approval of an amendment to the company's 2008 Performance Incentive Plan, which we refer to as the 2008 Plan, including an increase in the number of shares available for grant under the 2008 Plan. I will act as Secretary of this meeting. I'd like to take this opportunity to introduce the director nominees, officers, and other invited guests of the company who are present on the call today.
The directors are Tom Brisbin, Chairman; Mike Bieber, President and CEO; Steve Cohen, Lead Independent Director; Cynthia Downes, Dennis McGinn, Wanda Reder, and Mohammad Shahidehpour. Our officers, Kim Early and Micah Chen. Invited guests, Nicole D'Arcy from Crowe. She'll be available during the question and answer session to respond to appropriate questions. Logan Tiari from Cooley. The Board of Directors has appointed Christine Abbey, a representative of Computershare Trust Company N.A., to act as Inspector of Elections. She will tabulate the voting results for today's meeting. I have received an affidavit that on April 30th, 2026, we began mailing the notice of internet availability of proxy materials to all stockholders of record as of April 21st, 2026, the record date for the meeting. A copy of the notice and the affidavit will be included in the minutes of this meeting.
The Inspector of Elections for this meeting has examined the proxies received and the register of individual presence on this call and report that holders of a majority of the shares of common stock outstanding on the record date are represented by presence or by proxy at this meeting. Therefore, a quorum is present, and we may proceed with the business portion of our meeting. The proposals to be voted on have been described in detail in the proxy statement. If you've already voted by proxy by telephone, internet or mail and do not wish to change your vote, you do not need to vote here at the meeting. Your vote has already been recorded.
If you provided control number when logging in and wish to vote while participating in this meeting, or if you wish to revoke your proxy and change your vote, you should vote today by going to the Vote tab on the webcast portal and following the instructions. To vote at today's meeting, you must be the record owner of the shares you are voting as of April 21st, 2026, which is the record date, or you must have a valid proxy from such record owner. After I describe each item to be voted on, we will close the polls. We will not accept ballots, proxies, revocations, or changes after the closing of the polls. If you intend to vote today at this meeting but are having technical difficulties with the webcast portal, please call toll-free 1-888-724-2416 for assistance. Please note that you will not be able to submit your vote via telephone.
I will now proceed with introducing each of the items of business at today's meeting. You will have an opportunity to complete and submit your electronic ballot after all items have been introduced. The first item of business is the election of seven directors. The Board of Directors has named in the proxy statement the following nominees for election as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their respective successor is duly elected and qualified, or until their earlier death, resignation, or removal. Thomas D. Brisbin, Michael A. Bieber, Steven A. Cohen, Cynthia A. Downes, Dennis V. McGinn, Wanda K. Reder, and Mohammad Shahidehpour. Because no other nominations were received in accordance with advance notice provision of our bylaws, all nominations are now closed.
The Board of Directors recommends a vote for all of the director nominees. The next item of business will be the ratification of the appointment by the Board of Directors of Crowe LLP as the company's independent registered public accounting firm for fiscal year 2026. Nicole D'Arcy, representing Crowe LLP, is present and available to answer appropriate questions. The Board of Directors recommends a vote for the ratification of the appointment of Crowe LLP as the company's independent registered public accounting firm for fiscal year 2026. The next item of business will be to consider the approval on a non-binding advisory basis of the company's named executive officer compensation. The Board of Directors recommends a vote for the approval on a non-binding advisory basis of the company's named executive officer compensation.
The next item of business will be to consider the approval and amendment to the company's 2008 Performance Incentive Plan, including an increase in the number of shares available for grants under the 2008 Plan. The Board of Directors recommends a vote for the approval and amendment to the company's 2008 Performance Incentive Plan, including an increase in the number of shares available for grants under the 2008 Plan. That concludes the introduction of all matters requiring a stockholder vote today. We anticipate taking questions on the proposal for approximately 15 minutes. Are there any questions on any of the proposals? Okay. There are no questions. The polls are open. As stated earlier, if you have already submitted a proxy by telephone, Internet or mail and do not wish to change your vote, you do not need to do anything else at this time.
Any stockholder who has yet not voted or wish to change his or her vote may do so by clicking on the Vote tab on the webcast portal and following the instructions. If you have not yet submitted a proxy or electronic ballot, you must submit your electronic ballot now in order for your vote to be counted by the Inspector of Elections. We'll leave the polls open for approximately two more minutes to allow anyone who chooses to vote electronically to cast their ballot. Proposals must be made in advance of the meeting to be considered. Accordingly, the polls are now closed, and voting on the matters set forth in the notice of our annual meeting is now concluded. All ballots will now be counted by the Inspector of Elections. Now that we have concluded the business report, let's proceed with reporting the voting results.
The votes have been calculated, and the Inspector of Elections has informed me that on a preliminary basis, Mr. Brisbin, Mr. Bieber, Mr. Cohen, Ms. Downes, Mr. McGinn, Ms. Reder, and Mr. Shahidehpour have been elected as directors. The appointment by the Board of Directors of Crowe LLP as the company's independent registered public accounting firm for fiscal year 2026 has been ratified. The non-binding advisory vote on the company's named executive officer compensation was approved, and the amendment to the company's 2008 Performance Incentive Plan, including an increase in the number of shares available for grants under the 2008 Plan, was approved. The Inspector of Elections will furnish to me a written report of the final vote count with respect to the matters voted on today, which should be included in the meeting minutes.
The final results of today's vote will be reported in Form 8-K to be filed with the Securities and Exchange Commission within the next four business days. On behalf of the company, thank you again for your participation and continued support. There being no further business before the meeting, the meeting is now adjourned.
This concludes the meeting. You may now disconnect.