Sec Form 4 Filing - Wheelock Charles E. @ Williams Industrial Services Group Inc. - 2022-03-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Wheelock Charles E. 2. Issuer Name and Ticker or Trading Symbol Williams Industrial Services Group Inc. [ WLMS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Chief Admin Off, GC, Sec (Last) (First) (Middle) C/O WILLIAMS INDUSTRIAL SRVS GRP INC., 200 ASHFORD CENTER NORTH STE 425 3. Date of Earliest Transaction (MM/DD/YY) 03/31/2022 (Street) ATLANTA, GA30338 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, $0.01 par value per share 03/31/2022 M( 1 ) 8,940 A 97,722 D Common Stock, $0.01 par value per share 03/31/2022 M( 2 ) 14,326 A 112,048 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 1 ) 03/31/2022 M 8,940 ( 1 ) ( 1 ) Common Stock 8,940 $ 0 0 D Restricted Stock Units ( 2 ) 03/31/2022 M 14,326 ( 2 ) ( 2 ) Common Stock 14,326 $ 0 14,327 D Restricted Stock Units ( 3 ) 03/31/2022 A 27,466 ( 3 ) ( 3 ) Common Stock 27,466 $ 0 27,466 D Restricted Stock Units ( 4 ) ( 4 ) ( 4 ) Common Stock 22,759 22,759 D Performance-Based Restricted Stock Units ( 5 ) ( 5 ) ( 5 ) Common Stock 18,000 18,000 D Performance-Based Restricted Stock Units ( 6 ) ( 6 ) ( 6 ) Common Stock 4,102 4,102 D Performance-Based Restricted Stock Units ( 7 ) ( 7 ) ( 7 ) Common Stock 30,333 30,333 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Wheelock Charles E. C/O WILLIAMS INDUSTRIAL SRVS GRP INC. 200 ASHFORD CENTER NORTH STE 425 ATLANTA, GA30338 SVP, Chief Admin Off, GC, Sec Signatures /s/ Charles E. Wheelock 04/04/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On April 3, 2019, the reporting person was granted 26,818 time-based restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the issuer's common stock and which vest in three equal installments on March 31 of each of 2020, 2021 and 2022, subject to continued employment through the vesting date. The RSUs may be settled in shares of the issuer's common stock or cash (at the election of the issuer). The issuer's Compensation Committee elected to settle the RSUs that vested on March 31, 2022 in shares of the issuer's common stock. ( 2 )On March 31, 2020, the reporting person was granted 42,979 time-based RSUs, each of which represents a contingent right to receive one share of the issuer's common stock and which vest in three equal installments on March 31 of each of 2021, 2022 and 2023, subject to continued employment through the vesting date. The RSUs may be settled in shares of the issuer's common stock or cash (at the election of the issuer). The issuer's Compensation Committee elected to settle the RSUs that vested on March 31, 2022 in shares of the issuer's common stock. ( 3 )On March 31, 2022, the reporting person was granted 27,466 time-based RSUs, each of which represents a contingent right to receive one share of the issuer's common stock and which vest in three equal installments on March 31 of each of 2023, 2024 and 2025, subject to continued employment through the vesting date. The RSUs may be settled in shares of the issuer's common stock or cash (at the election of the issuer). ( 4 )On March 31, 2021, the reporting person was granted 22,759 time-based RSUs, each of which represents a contingent right to receive one share of the issuer's common stock and which vest in full on March 31, 2024, subject to continued employment through the vesting date. The RSUs may be settled in shares of the issuer's common stock or cash (at the election of the issuer). ( 5 )Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the issuer's common stock. The applicable performance goal will be satisfied if the issuer's common stock achieves a specified per share market price for any period of 30 consecutive trading days prior to December 31, 2022 (the "2016 performance goal"). If the 2016 performance goal is met, the PRSUs will vest on December 31, 2022, subject to continued employment through the vesting date. ( 6 )Each PRSU represents a contingent right to receive one share of the issuer's common stock. The applicable performance goal will be satisfied if the issuer's common stock achieves a specified per share market price for any period of 30 consecutive trading days prior to December 31, 2022 (the "2017 performance goal"). If the 2017 performance goal is met, the PRSUs will vest on December 31, 2022, subject to continued employment through the vesting date. ( 7 )Each PRSU represents a contingent right to receive one share of the issuer's common stock. The applicable performance goal has been met and, accordingly, the PRSUs will vest on December 31, 2022, subject to continued employment through the vesting date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.