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John Wiley (NYSE: WLY) director receives dividend-linked phantom stock grant

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Singh Inder M reported acquisition or exercise transactions in this Form 4 filing.

John Wiley & Sons, Inc. director Inder M Singh received a grant of 114 Phantom Stock Units tied to Class A Common stock at a reference value of $48.72 per unit. The award reflects additional units from a quarterly dividend under the Deferred Compensation Plan for Directors and will settle 1-for-1 in Class A Common shares upon separation from the Board, bringing his phantom unit balance to 15,615.

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Insider Singh Inder M
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units F1, F2 114 $48.72 $6K
Holdings After Transaction: Phantom Stock Units — 15,615 shares (Direct)
Footnotes (2)
  1. F1. 1-for-1.
  2. F2. Represents additional Phantom Stock Units as a result of a quarterly dividend and deferred under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors (the "Plan"). Shares settle upon separation of service from the Board in 100% John Wiley & Sons, Inc. Class A Common stock.
Phantom Stock Units granted 114 units Grant of additional Phantom Stock Units from quarterly dividend
Reference value per unit $48.72 Per-unit value used for the 114 Phantom Stock Units on 2026-07-23
Total Phantom Stock Units after grant 15,615 units Director’s Phantom Stock Unit balance following the reported transaction
Conversion ratio 1-for-1 Each Phantom Stock Unit settles into one Class A Common share
Phantom Stock Units financial
"Represents additional Phantom Stock Units as a result of a quarterly dividend"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Compensation Plan for Directors financial
"deferred under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors"
A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.
Class A Common financial
"Shares settle upon separation of service from the Board in 100% John Wiley & Sons, Inc. Class A Common stock"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What transaction did WLY director Inder M Singh report on this Form 4?

Inder M Singh reported an acquisition of 114 Phantom Stock Units on July 23, 2026. These units are linked 1-for-1 to Class A Common shares and arise from a quarterly dividend under the Deferred Compensation Plan for Directors.

How many Phantom Stock Units does Inder M Singh hold in WLY after this grant?

After the reported grant, Inder M Singh holds 15,615 Phantom Stock Units. These units are deferred under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors and are designed to mirror the value of the company’s Class A Common stock.

What are the key terms of the Phantom Stock Units granted to the WLY director?

The grant covers 114 Phantom Stock Units valued at $48.72 per unit on the transaction date. They convert on a 1-for-1 basis into John Wiley & Sons, Inc. Class A Common stock upon the director’s separation of service from the Board.

Why did Inder M Singh receive additional Phantom Stock Units from WLY?

The additional 114 Phantom Stock Units represent amounts attributable to a quarterly dividend and were deferred under the company’s Deferred Compensation Plan for Directors. This mechanism credits directors with dividend-equivalent units instead of immediate cash, aligning with share-based compensation.

When will the Phantom Stock Units reported by the WLY director be settled into shares?

The Phantom Stock Units will be settled upon the director’s separation of service from the Board. At that time, they are scheduled to settle in 100% John Wiley & Sons, Inc. Class A Common stock on a 1-for-1 basis according to the plan terms.

Are the WLY Phantom Stock Units held directly or indirectly by Inder M Singh?

The reported Phantom Stock Units are held as a direct ownership position by Inder M Singh. The Form 4 indicates ownership type code “D,” meaning direct, with no separate entity or trust listed for this particular award.
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Singh Inder M

(Last)(First)(Middle)
111 RIVER STREET

(Street)
HOBOKEN NEW JERSEY 07030

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
JOHN WILEY & SONS, INC. [ WLY, WLYB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)07/23/2026A114 (2) (2)Class A Common114$48.7215,615D
Explanation of Responses:
1. 1-for-1.
2. Represents additional Phantom Stock Units as a result of a quarterly dividend and deferred under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors (the "Plan"). Shares settle upon separation of service from the Board in 100% John Wiley & Sons, Inc. Class A Common stock.
Remarks:
/s/ Deirdre P. Silver, Attorney-In-Fact07/24/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)