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    Amendment: SEC Form SC 13G/A filed by Willdan Group Inc.

    10/3/24 1:42:04 PM ET
    $WLDN
    Military/Government/Technical
    Consumer Discretionary
    Get the next $WLDN alert in real time by email
    SC 13G/A 1 willdangroup93020204.htm FORM 13G/A
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549

    SCHEDULE 13G*
    (Rule 13d-102)

    INFORMATION TO BE INCLUDED
    IN STATEMENTS FILED PURSUANT
    TO RULES 13d-1(b), (c), AND
    (d) AND AMENDMENTS THERETO
    FILED PURSUANT TO RULE 13d-2
    (AMENDMENT NO. 3)*

    Name of issuer:  Willdan Group, Inc.

    Title of Class of Securities:  Shares

    CUSIP Number:  96924N100

    Date of Event Which Requires Filing of this Statement: September 30, 2024

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

    ☒ 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 page 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).

    1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

    Amundi

    2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)☐
    (b)☐

    3.  SEC USE ONLY

    4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    Republic of France

    (For questions 5-8, report the number of shares beneficially owned by each reporting person with:)

    5.  SOLE VOTING POWER

    0

    6.  SHARED VOTING POWER

    726,301

    7.  SOLE DISPOSITIVE POWER

    0

    8.  SHARED DISPOSITIVE POWER

    847,284

    9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    847,284

    10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

    ☐ Not Applicable

    11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    6.1%

    12.  TYPE OF REPORTING PERSON

    HC

    1.  NAME OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

    Amundi Asset Management

    2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)☐
    (b)☐

    3.  SEC USE ONLY

    4.  CITIZENSHIP OR PLACE OF ORGANIZATION

    Republic of France

    (For questions 5-8, report the number of shares beneficially owned by each reporting person with:)

    5.  SOLE VOTING POWER

    0

    6.  SHARED VOTING POWER

    726,301

    7.  SOLE DISPOSITIVE POWER

    0

    8.  SHARED DISPOSITIVE POWER

    847,284

    9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    847,284

    10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

    ☐ Not Applicable

    11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    6.1%

    12.  TYPE OF REPORTING PERSON

    FI

    Item 1(a) - Name of Issuer:

    Willdan Group, Inc.

    Item 1(b) - Address of Issuer's Principal Executive Offices:

    2401 EAST KATELLA AVENUE, SUITE 300,
    ANAHEIM, CA, 92806

    Item 2(a) - Name of Person Filing:

    Amundi
    Amundi Asset Management

    Item 2(b) – Address of Principal Business Office or, if none, Residence:

    Amundi
    91-93 boulevard Pasteur
    75015 Paris, France

    Amundi Asset Management
    90 boulevard Pasteur
    75015 Paris, France

    Item 2(c) – Citizenship:

    Both Amundi and Amundi Asset Management are organized under the laws of the Republic of France.

    Item 2(d) - Title of Class of Securities:

    Shares

    Item 2(e) - CUSIP Number

    96924N100

    Item 3 - If This Statement Is Filed Pursuant to Sections 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing Is a(n):

    (a) ☐ Broker or dealer registered under Section 15 of the Act;
    (b) ☐ Bank as defined in Section 3(a)(6) of the Act;
    (c) ☐ Insurance company as defined in Section 3(a)(19) of the Act;
    (d) ☐ Investment company registered under Section 8 of the Investment Company Act of 1940;
    (e) ☐ Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
    (f) ☐ Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
    (g) ☐ Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
    (h) ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
    (i) ☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940;
    (j) ☑ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
    (k) ☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of
    institution: ____________________________ .

    Item 4 - Ownership:
    Amundi is a majority-owned affiliate of Credit Agricole S.A., a French bank. Amundi Asset Management is a wholly-owned subsidiary of Amundi.

    (a) Amount beneficially owned: See Item 9 of each cover page.
    (b) Percent of class: See Item 11 of each cover page.
    (c) Number of shares as to which the person has:
    (i) Sole power to vote or to direct the vote: See Item 5 of each cover page.
    (ii) Shared power to vote or to direct the vote: See Item 6 of each cover page.
    (iii) Sole power to dispose or to direct the disposition of: See Item 7 of each cover page.
    (iv) Shared power to dispose or to direct the disposition of: See Item 8 of each cover page.
     
    Item 5 - Ownership of Five Percent or Less of a Class:

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☐

    Item 6 - Ownership of More Than Five Percent on Behalf of Another Person:

    Not Applicable

    Item 7 - Identification and Classification of the Subsidiary Which Acquired The Security Being Reported on by the Parent Holding Company:

    See Attached Appendix A

    Item 8 - Identification and Classification of Members of Group:

    Not Applicable

    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 and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in
    connection with or as a participant in any transaction having that 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.

    Dated: Executed as a sealed instrument this 2nd day of October, 2024.

    Company Name
    Amundi
    By: /s/ Lisa M. Jones
    Name: Lisa M. Jones
    Title: President and Chief Executive Officer
    Head of the Americas
    Amundi US, Inc.
    By Power of Attorney

    Company Name
    Amundi Asset Management
    By: /s/ Lisa M. Jones
    Name: Lisa M. Jones
    Title: President and Chief Executive Officer
    Head of the Americas
    Amundi US, Inc.
    By Power of Attorney


    AGREEMENT

    Each of the undersigned, pursuant to Rule 13d-1(k)(l) under the Securities Exchange Act of 1934, as amended, hereby agrees that only one statement containing the information required by Schedule 13G needs be filed with respect to the ownership by each of the undersigned of the shares of Willdan Group, Inc. that the Schedule 13G to which this Agreement is appended as Exhibit 1 is to be filed with the Securities and Exchange Commission on behalf of each of the undersigned on or about the date hereof.

    EXECUTED as a sealed instrument this 2nd day of October, 2024.

    Company Name
    Amundi
    By: /s/ Lisa M. Jones
    Name: Lisa M. Jones
    Title: President and Chief Executive Officer
    Head of the Americas
    Amundi US, Inc.
    By Power of Attorney

    Company Name
    Amundi Asset Management
    By: /s/ Lisa M. Jones
    Name: Lisa M. Jones
    Title: President and Chief Executive Officer
    Head of the Americas
    Amundi US, Inc.
    By Power of Attorney


    Appendix A

    Subsidiary:

    AMUNDI IRELAND LIMITED
    KBI Global Investors (North America) Ltd
    KBI Global Investors Ltd



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