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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE13G*
Under the Securities Exchange Act of 1934
(Amendment No. 2)
WILLDAN Group, Inc.
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(Name of Issuer)
Common Stock, par value $0.01
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(Title of Class of Securities)
96924N100
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(CUSIP Number)
December 31, 2013
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
/x/ Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover shall not
be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to
the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
Potential persons who are to respond to the collection of
information contained in this form are not required to respond
unless the form displays a currently valid OMB control number.
SEC 1745 (3-98)
CUSIP No. 96924N100
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
JEREMY Q. ZHU
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2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) /x/
(b) / /
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3. SEC Use Only
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6. Citizenship or Place of Organization
Delaware
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Number of Shares 5. Sole Voting Power 18,656
Beneficially by ----------------------------------------------
Owned by Each 6. Shared Voting Power 1,066,074
Reporting ----------------------------------------------
Person With: 7. Sole Dispositive Power 18,656
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8. Shared Dispositive Power 1,066,074
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,084,730
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10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
/ /
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11. Percent of Class Represented by Amount in Row (9)
14.7%
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12. Type of Reporting Person (See Instructions)
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IN
CUSIP No. 96924N100
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Wedbush Opportunity Capital, LLC
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2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) /x/
(b) / /
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3. SEC Use Only
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6. Citizenship or Place of Organization
Delaware
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Number of Shares 5. Sole Voting Power 0
Beneficially by ----------------------------------------------
Owned by Each 6. Shared Voting Power 1,066,074
Reporting ----------------------------------------------
Person With: 7. Sole Dispositive Power 0
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8. Shared Dispositive Power 1,066,074
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,066,074
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10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
/ /
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11. Percent of Class Represented by Amount in Row (9)
14.5%
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12. Type of Reporting Person (See Instructions)
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IA
CUSIP No. 96924N100
--------------------
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Wedbush Opportunity Partners, LP
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2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) /x/
(b) / /
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3. SEC Use Only
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6. Citizenship or Place of Organization
Delaware
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Number of Shares 5. Sole Voting Power 0
Beneficially by ----------------------------------------------
Owned by Each 6. Shared Voting Power 1,066,074
Reporting ----------------------------------------------
Person With: 7. Sole Dispositive Power 0
----------------------------------------------
8.Shared Dispositive Power 1,066,074
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,066,074
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10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
/ /
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11. Percent of Class Represented by Amount in Row (9)
14.5%
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12. Type of Reporting Person (See Instructions)
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PN
Cusip No. 96924N100 13G WILLDAN Group, Inc..
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Item 1. Name and Address of Issuer.
(a) This statement relates to the shares of the common stock of
WILLDAN Group, Inc. ("Issuer").
(b) Issuer's address: 2401 East Katella Avenue, Suite 300
Anaheim CA 92806
Item 2. Filers
(a) This statement is filed by Jeremy Q. Zhu, Wedbush Opportunity
Capital, LLC ("WOC"), and Wedbush Opportunity Partners, LP
("WOP").
(b) Business address of the above filers are as follows:
Jeremy Q. Zhu - 1000 Wilshire Blvd., Los Angeles, CA 90017-2457
WOC - 1000 Wilshire Blvd., Los Angeles, CA 90017-2457
WOP - 1000 Wilshire Blvd., Los Angeles, CA 90017-2457
(c) WOC is a limited liability corporation
organized under the laws of the State of Delaware. WOP is
a limited partnership organized under the laws of the State
of Delaware.
(d) Common stock
(e) 96924N100
Item 3. Classification of Filers
(d) WOC is an investment company registered under Section * of the
Investment Company Act of 1940
Item 4. Ownership
The securities reported on this Schedule 13G are held directly by
Jeremy Zhu, as well as Wedbush Opportunity Partners, L.P. (the Fund),
for the benefit of the Funds investors. Such securities may be deemed
to be indirectly beneficially owned by Wedbush Opportunity Capital,
LLC (the General Partner), as the general partner of the Fund, and
Jeremy Q. Zhu as a Managing Director of the General Partner and
lead member of the General Partners investment team that manages
the Funds portfolio. Mr. Zhu, the Fund and the General Partner
are the Filers.
The Filers and their affiliates report beneficial ownership in
conformity with the guidelines articulated by the SEC in
Release No. 34-39538 (January 12, 1998) relating to organizations,
such as that of the Filers and their affiliates, where related
entities exercise voting and investment powers over securities
that they hold independently from each other. The General
Partners and Mr. Zhus voting and investment powers over
the securities held by the Fund are exercised independently
from all of the Filers other affiliates. The members of
the Funds investment team are also compensated separately from the
investment professionals of such affiliates. Further, internal
policies and procedures of the Filers and their affiliates
establish informational barriers that prevent the flow between
the Filers and such affiliates of information that relates
to the voting and investment powers over the securities held
by the Fund and the voting and investment powers held by such
affiliates. Consequently, the Filers and such affiliates
report the securities over which they hold investment and
voting power separately from each other for purposes of
Section 13 of the Act. Wedbush Opportunity Capital, LLC
and Jeremy Zhu disclaim beneficial ownership of shares
owned by Wedbush Opportunity Partners, L.P., except
to the extent of any pecuniary interest therein.
(a) Together, the Reporting Persons beneficially own a
total of 1,084,730 shares of Common Stock of the Issuer.
(b) Together, the Reporting Persons beneficially own
approximately 14.7% of the outstanding shares of the Issuer.
(c) Number of Shares as to which the filer has:
(i) Sole power to vote: Jeremy Q. Zhu has 18,656
sole Shares, WOC has 0 sole shares; and WOP
has 0 sole Shares.
(ii) Shared power to vote: Jeremy Q. Zhu has 1,066,074
Shares, WOC has 1,066,074 Shares; and WOP has
1,066,074 Shares.
(iii) Sole power to dispose: Jeremy Q. Zhu has 18,656
Shares to dispose, WOC has 0 Shares to dispose;
and WOP has 0 Shares to dispose.
(iv) Shared power to dispose; Jeremy Q. Zhu has
1,066,074 Shares, WOC has 1,066,074 Shares;
and WOP has 1,066,074 Shares.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another.
Not applicable.
Item 7. Identification and Classification of Subsidiary which
Acquired the Securities Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of a Group.
Name Category
Jeremy Q. Zhu IN
Wedbush Opportunity Capital, LLC IA
Wedbush Opportunity Partners, LP PN
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the Issuer of such securities and were not acquired in
connection with or as a participant in any transaction having
such purpose or effect.
Signature
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.
Jeremy Q. Zhu
02/14/14
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Date
JEREMY Q. ZHU
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JEREMY Q. ZHU
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Signature
Wedbush Opportunity Capital, LLC
02/14/14
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Date
JEREMY Q. ZHU
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JEREMY Q. ZHU
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Signature
JEREMY Q. ZHU
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JEREMY Q. ZHU/ Managing Director
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Name/Title
Wedbush Opportunity Partners, LP
02/14/14
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Date
JEREMY Q. ZHU
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JEREMY Q. ZHU
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Signature
JEREMY Q. ZHU
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JEREMY Q. ZHU/ Managing Director
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Name/Title