Welcome to our dedicated page for Wiley John & Sons SEC filings (Ticker: WLY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
John Wiley & Sons, Inc. filings document material events for a New York corporation with Class A and Class B common stock. Recent Form 8-K reports cover quarterly operating results, Regulation FD earnings presentation materials, board-authorized share repurchase activity, executive appointments and departures, and shareholder voting results from the annual meeting.
The filings also record governance matters such as director elections by share class and officer compensation or separation arrangements when disclosed. Capital-allocation filings address repurchase authorizations, while earnings-related filings furnish financial press releases and presentation exhibits for the company’s research publishing, research intelligence, and learning operations.
John Wiley & Sons, Inc. (WLY) reported a director’s acquisition of 395 phantom stock units on 10/23/2025, coded A. The filing lists a $36.98 price of derivative security. Following this transaction, the director beneficially owned 41,536 derivative securities, held directly.
The units convert on a 1-for-1 basis into Class A Common and were credited as additional phantom stock units resulting from a quarterly dividend and deferred under the company’s Deferred Compensation Plan for Directors. Shares settle upon separation from the Board.
John Wiley & Sons, Inc. (WLY) reported a director’s Form 4 showing an acquisition of 39 Phantom Stock Units on 10/23/2025, credited from a quarterly dividend under the company’s Deferred Compensation Plan for Directors. Each unit is 1-for-1 into Class A Common and will settle upon separation from the Board. The filing lists a derivative price of $36.98. Following this transaction, the director beneficially owned 4,098 derivative securities, held directly.
John Wiley & Sons reported shareholder voting results at its Annual Meeting in which Class A and Class B common shareholders elected all director nominees to serve until the 2026 annual meeting or until their successors qualify. Immediately after the meeting, the Board met and, following a Committee recommendation, decided not to accept Mr. Hemphill's resignation.
The Board said the voting outcome reflected proxy advisory firm recommendations that it characterized as unrelated to Mr. Hemphill's individual performance. The Board concluded that retaining Mr. Hemphill is in the company's and shareholders' best interests, citing his executive leadership experience in academia, his service as Governance Committee chair, institutional knowledge from his tenure, and the perspectives he adds to the Board. The filing also lists an Inline XBRL cover page exhibit.
William J. Pesce, a director of John Wiley & Sons, Inc. (WLY), reported awards and transactions in Class A common stock and restricted stock units (RSUs). The filing shows a non-derivative entry on 09/24/2025 for 2,758 shares at a reported price of $40.11. Table II discloses RSU activity: 2,758 RSUs noted with a grant/record date of 09/24/2025 and an additional 3,275 RSUs reported on 09/25/2025 with an indicated price of $39.69, resulting in 3,275 RSUs beneficially owned following that transaction. The explanatory note states the 2,758 RSUs were awarded on September 26, 2024 under the companys 2022 Omnibus Stock and Long-Term Incentive Plan and were scheduled to vest the day before the next annual meeting (September 24, 2025). The awards are described as the annual director stock award with standard vesting and change-in-control/death/disability provisions.
John Wiley & Sons director Katherine Dunn Andresen received a director equity award recorded on Form 4. The filing reports acquisition on 09/25/2025 of 3,275 phantom stock units that convert 1-for-1 into Class A common shares, with an underlying share equivalence of 3,275 and a reported unit price of $39.69. Following the grant, the reporting person beneficially owns 4,059 shares directly. The units were issued as the annual director stock award under the 2022 Omnibus Stock and Long-Term Incentive Plan and were deferred under the Director Deferred Compensation Plan; they vest on the earliest of the day before the next annual meeting, death/disability, or a change in control and will settle in Class A common stock upon separation from the board. Distribution elections may be lump sum or installments up to 10 years.
John Wiley & Sons, Inc. (WLY) director Mari Jean Baker was granted 3,275 phantom stock units on 09/25/2025 as her annual director stock award under the 2022 Omnibus Stock and Long-Term Incentive Plan and deferred under the Director Deferred Compensation Plan. The phantom units convert 1-for-1 into Class A common stock and are reported at an aggregate post-transaction beneficial ownership of 41,142 shares. The units vest on the earliest of the day before the next annual meeting, the director's death or disability, or a change in control, and will settle in Class A common stock upon separation from the Board. The award price per share is shown as $39.69.
David C. Dobson, a director of John Wiley & Sons, Inc. (WLY), received 3,275 phantom stock units as his annual director stock award under the 2022 Omnibus Stock and Long-Term Incentive Plan on 09/25/2025. The award was granted at an effective price of $39.69 per share and, after conversion on a 1-for-1 basis, represents 3,275 Class A common shares. These units are deferred under the Director Deferred Compensation Plan and will vest on the earliest of the day before the next annual meeting, the director's death or disability, or a change in control. Upon separation from the board the units settle in 100% Class A common stock; distribution elections allow lump sum or installments up to 10 years.
Brian O. Hemphill, a director of John Wiley & Sons, Inc. (WLY), was issued 3,275 phantom stock units on 09/25/2025 as his annual director stock award under the John Wiley and Sons, Inc. 2022 Omnibus Stock and Long-Term Incentive Plan. The award was deferred under the Director Deferred Compensation Plan and is reported at a per-share value of $39.69. The phantom units convert 1-for-1 into Class A common shares and will vest on the earliest of the day before the next annual meeting, the director's death or disability, or a change in control. Following the transaction, the reporting person beneficially owns 13,875 Class A common shares. Distributions of deferred compensation will be made per the director's election in a lump sum or ratable installments up to 10 years.
John Wiley & Sons director Raymond W. McDaniel received an annual director award of 3,275 phantom stock units on 09/25/2025, recorded as an acquisition on Form 4. The units equate 1-for-1 to Class A common shares and are reflected at an underlying price of $39.69 per share, increasing his beneficial ownership by 3,275 Class A shares to a total of 61,116 shares held directly. The units were granted under the company’s 2022 Omnibus Stock and Long-Term Incentive Plan and deferred under the Director Deferred Compensation Plan.
The phantom units vest the earlier of the day before the next annual meeting, the director’s death or disability, or a change in control, and settle upon separation of service in Class A common stock. Distributions of deferred compensation will follow the reporting person’s election: lump sum or ratable installments up to 10 years.
Karen N. Madden, a director of John Wiley & Sons, Inc. (WLY), received an award of 3,275 phantom stock units on 09/25/2025 under the company's 2022 Omnibus Stock and Long-Term Incentive Plan. The units are deferred under the Director Deferred Compensation Plan and are reported at a reference price of $39.69 per share. After the grant, the reporting person beneficially owns 5,181 Class A common shares directly.
The phantom units vest on the earliest of the day before the next annual meeting, the director's death or disability, or a change in control. Upon separation from the Board the deferred units settle in 100% Class A common stock, and distributions follow the director's election under the Deferred Compensation Plan (lump sum or installments up to 10 years).