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John Wiley & Sons (NYSE: WLY) director receives 462 phantom stock units

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Form Type
4

Rhea-AI Filing Summary

MCDANIEL RAYMOND W reported acquisition or exercise transactions in this Form 4 filing.

John Wiley & Sons, Inc. director Raymond W. McDaniel received a grant of 462 Phantom Stock Units on July 23, 2026, at a reference value of $48.72 per unit. The award reflects additional units from a quarterly dividend under the directors’ deferred compensation plan and increases his direct deferred holdings to 63,407 units, which are 1-for-1 settled in Class A Common stock upon separation from the Board.

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Insider MCDANIEL RAYMOND W
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units F1, F2 462 $48.72 $23K
Holdings After Transaction: Phantom Stock Units — 63,407 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 Units Granted 462 Phantom Stock Units Grant/award acquisition on July 23, 2026
Reference Value per Unit $48.72 per unit Transaction price per Phantom Stock Unit for this grant
Total Phantom Units Held 63,407 units Director’s direct deferred holdings following the 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.
separation of service financial
"Shares settle upon separation of service from the Board"
Class A Common financial
"settle upon separation of service 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 insider transaction did John Wiley & Sons (WLY) report for Raymond W. McDaniel?

John Wiley & Sons reported that director Raymond W. McDaniel received 462 Phantom Stock Units on July 23, 2026. These units were credited under the directors’ deferred compensation plan and settle in Class A Common stock upon separation from the Board.

How many deferred Phantom Stock Units does the WLY director hold after this Form 4 transaction?

After the latest grant, director Raymond W. McDaniel holds 63,407 Phantom Stock Units. These units represent deferred compensation tied 1-for-1 to John Wiley & Sons Class A Common stock and are payable when he leaves the Board.

What is the value per Phantom Stock Unit in the WLY director’s recent award?

Each of the newly credited Phantom Stock Units carries a reference value of $48.72 per unit. The units track the value of John Wiley & Sons Class A Common stock and are part of the company’s Deferred Compensation Plan for Directors.

Why did Raymond W. McDaniel receive additional Phantom Stock Units at John Wiley & Sons (WLY)?

The 462 Phantom Stock Units represent additional units credited due to a quarterly dividend and deferred under the directors’ compensation plan. Instead of receiving cash, the director chose to defer value into phantom units linked to Class A Common stock.

How and when are the WLY Phantom Stock Units for the director settled?

The Phantom Stock Units are settled upon separation of service from the Board in 100% John Wiley & Sons Class A Common stock. Each unit converts on a 1-for-1 basis into a share of Class A Common at settlement.
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*
MCDANIEL RAYMOND W

(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)07/23/2026A462 (2) (2)Class A Common462$48.7263,407D
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)