Forager Fund Amends Willdan Group Stake Filing

TL;DR

Forager Fund updated its Willdan Group filing, watch for ownership changes.

AI Summary

Forager Fund, L.P. and its affiliates, including Robert MacArthur and Edward Kissel, have filed an amendment (No. 1) to their Schedule 13D concerning Willdan Group, Inc. The filing, dated May 3, 2024, indicates a change in beneficial ownership of the company's common stock. Specific details on the percentage of ownership or dollar amounts are not explicitly stated in this excerpt but are implied by the filing type.

Why It Matters

This filing signals a potential shift in major shareholder influence or strategy for Willdan Group, Inc., which could impact its stock performance and corporate direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, introducing uncertainty.

Key Players & Entities

• Forager Fund, L.P. (company) — Filing entity
• Robert MacArthur (person) — Authorized to receive notices
• Edward Kissel (person) — Group member
• Willdan Group, Inc. (company) — Subject company
• Forager Capital Management, LLC (company) — Affiliated entity

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
• $28.66 — ple transactions at prices ranging from $28.66 to $29.15, inclusive. The Reporting Per
• $29 — ctions at prices ranging from $28.66 to $29.15, inclusive. The Reporting Persons un
• $28.50 — ple transactions at prices ranging from $28.50 to $28.70, inclusive. The Reporting Per
• $28 — ctions at prices ranging from $28.50 to $28.70, inclusive. The Reporting Persons un
• $31.06 — ple transactions at prices ranging from $31.06 to $32.03, inclusive. The Reporting Per
• $32 — ctions at prices ranging from $31.06 to $32.03, inclusive. The Reporting Persons un
• $32.07 — ple transactions at prices ranging from $32.07 to $32.52, inclusive. The Reporting Per

Filing Documents

• dla_sc13da.htm (SC 13D/A) — 87KB
• 0001654954-24-005572.txt ( ) — 89KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration The reported securities were acquired with the Fund's working capital generated from capital contributions by the Fund limited partners. No borrowed funds were used to acquire the reported securities. The information set forth in Items 4 and 5 of this Schedule 13D is incorporated by reference herein. 2. Paragraphs (a), (b), and (c) of Item 5 of the Schedule 13D shall hereby be amended and restated in full as follows:

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a)-(b) The percentages of beneficial ownership reported in this Item 5, and on each Reporting Person's cover page to this Schedule 13D, are based on a total of 13,817,074 shares of Common Stock issued and outstanding as of May 1, 2024, as reported in the Issuer's quarterly report on Form 10-Q for the quarterly period ended March 29, 2024. All of the share numbers reported herein are as of May 3, 2024, unless otherwise indicated. Each Reporting Person's cover page to this Schedule 13D is incorporated by reference into this Item 5(a, b). The Reporting Persons, in the aggregate, beneficially own 1,652,931 shares of Common Stock of the Issuer, representing approximately 12.0% of such class of securities. The beneficial ownership of each Reporting Person is as follows: (i) the Fund beneficially owns 1,641,258 shares of Common Stock representing approximately 11.9% of the class; (ii) the GP, as the sole general partner of the Fund, beneficially owns 1,641,258 shares of Common Stock representing approximately 11.9% of the class; (iii) Mr. Kissel, as the managing partner of the GP, beneficially owns 1,652,660 shares of Common Stock representing approximately 12.0% of the class; and (iv) Mr. MacArthur, as the managing partner of the GP, beneficially owns 1,641,529 shares of Common Stock representing approximately 11.9% of the class. Each of the Fund and the GP has the sole power to vote and dispose of the shares of Common Stock beneficially owned by such entity (as described above). Mr. Kissel has the sole power to vote and dispose of 11,402 shares of Common Stock, and has the shared power to vote and dispose of 1,641,258 shares of Common Stock. Mr. MacArthur has the sole power to vote and dispose of 271 shares of Common Stock, and has the shared power to vote and dispose of 1,641,258 shares of Common Stock. (c) No Reporting Person, other than the Fund as set forth in the table below, effected any transaction in shares of th

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: May 3, 2024 FORAGER FUND, L.P. By: Forager Capital Management, LLC, its General Partner By: /s/ Robert MacArthur Name: Robert MacArthur Title: Managing Partner FORAGER CAPITAL MANAGEMENT, LLC By: /s/ Robert MacArthur Name: Robert MacArthur Title: Managing Partner EDWARD KISSEL /s/ Edward Kissel Edward Kissel ROBERT MACARTHUR /s/ Robert MacArthur Robert MacArthur

View Full Filing

View this SC 13D/A filing on SEC EDGAR