The Board of Directors of Willdan Group, Inc. (the "Company") sets high standards for the Company's employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of the Company's business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in these guidelines. These guidelines are subject to modification from time to time as the Board of Directors deems appropriate in the best interests of the Company or as required by applicable laws and regulations.
Board of Directors
Thomas D. Brisbin has served as our Chairman of the Board since November 2016 and a member of the Board since 2007. Dr Brisbin also served as our Chief Executive Officer from April 2007 to December 2023 and as our President from 2007 to November 2016. Dr. Brisbin previously was vice president of and consultant for AECOM Technology Corporation, or AECOM, a company focused on infrastructure, environment and facilities engineering contracts, from spring 2004 until he joined us. Prior to joining AECOM, Dr. Brisbin was chief operating officer and executive vice president of Tetra Tech, Inc., or Tetra Tech, a leading provider of consulting, engineering and technical services, for five years. Prior to that, he was employed by Planning Research Corporation, or PRC, a systems analysis and management consulting company and wholly-owned subsidiary of The Black & Decker Corporation, from 1978 to 1995 and was co-founder and President of PRC Environmental Management, Inc. During his tenure at PRC, he was involved in all aspects of operations, marketing and finance. Before joining PRC, he was a research associate at Argonne National Laboratory. He has also served as an adjunct professor at the Illinois Institute of Technology. Dr. Brisbin holds a B.S. degree from Northern Illinois University and a Ph.D. in Environmental Engineering from Illinois Institute of Technology. He also completed Harvard Business School’s Advanced Management Program in 1988. Dr. Brisbin, as our current Chairman of the Board and Chief Executive Officer and our prior President, brings his in-depth knowledge of the day-to-day operations of the Company and its industry to the Board, providing valuable insight to the Board as it reviews our operations, growth and financial prospects. In addition, we believe that his experience as an executive officer at Tetra Tech, a publicly traded engineering and consulting company, benefits our Board by increasing his knowledge of our industry and effective public company corporate governance.
Michael A. Bieber was appointed Chief Executive Officer effective December 30, 2023. Mr. Bieber served as President of Willdan Group from November 2016 to December 2023. Mr. Bieber joined Willdan Group in December 2014 as Senior Vice President, Corporate Development. Previously, he served as Senior Vice President at Tetra Tech, where he served in a number of leadership roles for over 18 years. From March 2007 to December 2014, Mr. Bieber managed Tetra Tech’s mergers and acquisitions and investor relations functions, overseeing over fifty acquisitions. From 2005 to 2007, Mr. Bieber managed Tetra Tech’s corporate business development group, where he was responsible for overseeing internal business development, marketing and communications. From January 2000 to December 2014, Mr. Bieber also worked in Tetra Tech’s investor relations group. From 1996 to 2000, he was a proposal manager in Tetra Tech’s corporate marketing group. From 1994 to 1996, he served at CRC, Inc., and its successor, as a strategic business development consultant to large defense, infrastructure, and environmental firms. Prior to 1994, Mr. Bieber worked for IT Corporation (now CB&I) where he served as project manager and engineer on government nuclear and commercial environmental projects. Mr. Bieber holds a B.S. degree in Civil Engineering from the Tennessee Technological University.
Steven A. Cohen joined our Board in 2015, and serves as the chairperson of our Strategy, Mergers and Acquisitions Committee and is a member of our Nominating and Governance Committee. He is the Senior Vice Dean and COO of the School of Professional Studies at Columbia University. He also directs the School’s Master of Sustainability Management Program. Dr. Cohen is also a Professor in the Practice of Public Affairs at Columbia’s School of International and Public Affairs and Director of its Master of Public Administration Program in Environmental Science and Policy. From 1985 to 1998, he served as Director of Columbia’s Graduate Program in Public Policy and Administration. Dr. Cohen began his career at Columbia in 1981 after working as a policy analyst for the U.S. Environmental Protection Agency for two years. Over the past three decades, he has served at different times as a consultant to the U.S. Environmental Protection Agency, the most recent being from 2005 to 2010. From 2001 to 2004, he also served on the United States Environmental Protection Agency’s Advisory Council on Environmental Policy and Technology. Throughout his career, Dr. Cohen has written numerous articles on public management innovation, sustainability and environmental management. He received a B.A. in Political Science from Franklin College of Indiana in 1974, an M.A. in Political Science from State University of New York at Buffalo in 1977 and a Ph.D. in Political Science with a concentration in environmental policy and management from State University of New York at Buffalo in 1979. We believe Dr. Cohen’s extensive background in government policy and environmental sciences, as well as his substantial knowledge of our company through his prior service as a senior advisor to Willdan Energy Solutions, provides our board strategic insight to shape our growth strategy.
Vice Admiral Dennis V. McGinn, Ret. joined our Board in 2017, and serves as a member of our Strategy, Mergers and Acquisitions Committee and Nominating and Governance Committee. He served as Assistant Secretary of the Navy for Energy, Installations and Environment from September 2013 until January 2017. In this role, Vice Admiral McGinn, Ret., led the transformation of naval installations toward greater resiliency though energy efficiency, microgrids and other technologies. Previously, Vice Admiral McGinn, Ret., served in the United States Navy for 35 years attaining the rank of Vice Admiral. Vice Admiral McGinn, Ret., served as Deputy Chief of Naval Operations for Warfare Requirements and Programs, overseeing the development of future Navy capabilities, and previously commanded the United States Third Fleet. While in the Navy, he served as a naval aviator, test pilot, aircraft carrier commanding officer and national security strategist. Vice Admiral McGinn, Ret., is a former President of the American Council on Renewable Energy (ACORE) where he led efforts to communicate the economic, security and environmental benefits of renewable energy. Vice Admiral McGinn, Ret., is also a past member of the Steering Committee of the Energy Future Coalition, the United States Energy Security Council and the Bipartisan Center Energy Board and the past Co-Chairman of the CNA Military Advisory Board. He has also been an International Senior Fellow at the Rocky Mountain Institute. Vice Admiral McGinn, Ret., holds a BS in Naval Engineering from the U.S. Naval Academy. Vice Admiral McGinn, Ret., was also a participant in the National Security Program at Harvard University’s Kennedy School of Government. We believe that Vice Admiral McGinn, Ret.’s background in the energy and engineering fields, as well as his extensive government and military experience, make him an important contributor to our Board.
Mohammad Shahidehpour joined our Board in 2015, and serves as the chairperson of our Nominating and Governance Committee and is a member of our Compensation Committee and Strategy, Mergers and Acquisitions Committee. He is the Bodine Chair Professor in the Electrical and Computer Engineering Department at the Illinois Institute of Technology (IIT) in Chicago, where he also serves as Director of the Robert W. Galvin Center for Electricity Innovation. He has been a faculty member at IIT since 1983 and is a recipient of IIT’s Excellence in Teaching Award. Dr. Shahidehpour is the author of six books and 400 technical papers on electric power systems and has been awarded over $50 million in federal research and development grants on electricity grid modernization issues. Dr. Shahidehpour is the founding chair of the Institute of Electrical and Electronics Engineers (IEEE) Great Lakes Symposium on Smart Grid and the New Energy Economy. He has served as Editor-in-Chief of the IEEE Transactions on Smart Grid journal since 2009. Dr. Shahidehpour is an IEEE Distinguished Lecturer and has delivered over 100 invited lectures in several countries on electricity restructuring and smart grid issues. He has been a keynote speaker in 20 International Conferences since 2007 and counseled governments on electricity grid modernization bills throughout the world. Dr. Shahidehpour received a B.S. in Electrical Engineering 1977 from Iran’s Sharif University of Technology, an M.S. in Electrical Engineering in 1978 and a Ph.D. in 1981 from University of Missouri. We believe that Dr. Shahidehpour’s more than 35 years of work with government agencies and electric power companies provides the board valuable insight to guide our growth strategy and strategic vision.
Board Committees
| Director Name | Audit Committee | Compensation Committee | Nominating and Governance Committee | Strategy, Mergers and Acquisitions Committee |
|---|---|---|---|---|
| Thomas D. Brisbin, Ph.D. | ||||
| Steven A. Cohen | of the Audit CommitteeAudit Committee | of the Nominating and Governance CommitteeNominating and Governance Committee | of the Strategy, Mergers and Acquisitions CommitteeStrategy, Mergers and Acquisitions Committee | |
| Cynthia A. Downes | of the Audit CommitteeAudit Committee | of the Compensation CommitteeCompensation Committee | ||
| Vice Admiral Dennis V. McGinn, Ret. | of the Compensation CommitteeCompensation Committee | of the Nominating and Governance CommitteeNominating and Governance Committee | of the Strategy, Mergers and Acquisitions CommitteeStrategy, Mergers and Acquisitions Committee | |
| Wanda K. Reder | of the Audit CommitteeAudit Committee | of the Compensation CommitteeCompensation Committee | of the Nominating and Governance CommitteeNominating and Governance Committee | |
| Mohammad Shahidehpour | of the Compensation CommitteeCompensation Committee | of the Nominating and Governance CommitteeNominating and Governance Committee | of the Strategy, Mergers and Acquisitions CommitteeStrategy, Mergers and Acquisitions Committee |
Management
Michael A. Bieber was appointed Chief Executive Officer effective December 30, 2023. Mr. Bieber served as President of Willdan Group from November 2016 to December 2023. Mr. Bieber joined Willdan Group in December 2014 as Senior Vice President, Corporate Development. Previously, he served as Senior Vice President at Tetra Tech, where he served in a number of leadership roles for over 18 years. From March 2007 to December 2014, Mr. Bieber managed Tetra Tech’s mergers and acquisitions and investor relations functions, overseeing over fifty acquisitions. From 2005 to 2007, Mr. Bieber managed Tetra Tech’s corporate business development group, where he was responsible for overseeing internal business development, marketing and communications. From January 2000 to December 2014, Mr. Bieber also worked in Tetra Tech’s investor relations group. From 1996 to 2000, he was a proposal manager in Tetra Tech’s corporate marketing group. From 1994 to 1996, he served at CRC, Inc., and its successor, as a strategic business development consultant to large defense, infrastructure, and environmental firms. Prior to 1994, Mr. Bieber worked for IT Corporation (now CB&I) where he served as project manager and engineer on government nuclear and commercial environmental projects. Mr. Bieber holds a B.S. degree in Civil Engineering from the Tennessee Technological University.
Creighton K. (Kim) Early was appointed Executive Vice President and Chief Financial Officer of the Company, effective December 30, 2023. Mr. Early was appointed Chief Financial Officer of the Company effective April 16, 2021 and served as Executive Vice President and Chief Financial Officer of Willdan’s Energy Solutions group from 2015 to 2021. Prior to joining the Company, Mr. Early acted as Chief Financial Officer for Infrastructure and Energy Alternatives, a $700 million builder of utility-scale wind, solar, and biomass projects. Previously, he acted as the Chief Financial Officer for Earth Tech and helped the company grow over 14 years from a $37 million federal government geotechnical consulting firm into a $1.3 billion multi-national water, environmental, and transportation engineering leader. Mr. Early has participated in more than 50 M&A transactions as either a buyer, seller, or advisor. Mr. Early has a Master’s in Business Administration from the University of Michigan and a B.S. degree in Finance from Ohio State University.
Micah Chen was appointed Executive Vice President and General Counsel for Willdan Group, Inc. effective December 30, 2023 where he manages and mitigates all legal and regulatory risks for the organization. Mr. Chen served as General Counsel for Willdan Group, Inc., from March 2018 to December 2023 and was our Legal Counsel from July 2017 to March 2018. From 2006 to 2007, Mr. Chen served as Vice President of the Construction Risk Group at Willis Towers Watson. He held various positions, from Senior Vice President to Managing Director, at Aon Corporation from 2008 to 2017. In these roles, he developed risk management programs for Engineering News-Record Top 100 clients, contractors, and manufacturers. He received his B.A. in International Economics from the University of California, Los Angeles and earned his J.D. (Juris Doctor) from Western State University, College of Law. He is a member of the American Bar Association as well as the California Bar Association.