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WLYB Insider Report: 223 Shares Acquired via Dividend Reinvestment; Late Filing Noted

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Deirdre P. Silver, EVP and General Counsel of John Wiley & Sons, Inc., reported a purchase of Class A common stock under a dividend reinvestment plan. The Form 4 shows acquisition of 223 shares at a reported price of $39.63 each on 07/24/2025, increasing the reporting person’s direct beneficial ownership to 25,143 Class A shares. The filing explains the shares resulted from a dividend reinvestment plan administered by the reporting person’s broker-dealer and were not previously reported. The filer also discloses this Form 4 was submitted late due to an administrative error discovered during an internal quarterly review.

Positive

  • Transaction disclosed: Acquisition of 223 Class A common shares through a dividend reinvestment plan is reported
  • Updated ownership: Reporting person’s direct beneficial ownership increased to 25,143 Class A shares
  • Clear cause disclosed: Filing states the late submission resulted from an identified administrative error during an internal quarterly review

Negative

  • Late filing: The Form 4 was filed late and the filing explicitly acknowledges the tardiness
  • Compliance control weakness implied: Administrative error in reporting automation suggests internal monitoring missed the active dividend reinvestment plan

Insights

TL;DR: Insider acquired shares via DRIP and filed late due to an administrative error; ownership updated to 25,143 shares.

The filing is a routine disclosure of a dividend reinvestment plan acquisition by an officer who is also EVP and General Counsel. The transaction is non-derivative and relatively small (223 shares). The explicit admission of a late filing is a control-and-compliance disclosure; the company acknowledges an internal review identified the oversight. For governance teams, this is a reminder to verify automated plans are monitored and reporting controls are effective. No other material changes to holdings or derivative positions are reported.

TL;DR: Acquisition via dividend reinvestment increases direct holdings modestly; the late filing is noted but the trade itself is immaterial.

The transaction recorded is 223 Class A shares purchased at $39.63 per share on 07/24/2025 through a dividend reinvestment plan, bringing direct beneficial ownership to 25,143 shares. There are no derivative transactions disclosed. From a market-impact perspective, the size of the purchase is immaterial to the company’s float and capitalization. The late filing is a disclosure risk but the form documents that the cause was administrative and identified in a quarterly internal review.

SEC Form 4
FORM 4 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
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*
Silver Deirdre P.

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

(Street)
HOBOKEN NJ 07030

(City) (State) (Zip)
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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Class A Common 07/24/2025 A 223(1) A $39.63 25,143 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 (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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Reflects shares acquired through a dividend reinvestment plan administered by the reporting person's broker dealer and not previously reported.
Remarks:
This Form 4 is being filed late due to an inadvertent administrative error. The late filing resulted from the initial understanding the automatic dividend reinvestment was not active, and was identified during an internal quarterly review.
/s/ Deirdre P. Silver 08/29/2025
** Signature of Reporting Person 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.

FAQ

What did Deirdre P. Silver report on the Form 4 for WLYB?

The Form 4 reports acquisition of 223 Class A shares at a reported price of $39.63 per share on 07/24/2025 via a dividend reinvestment plan.

How many Wiley (WLY / WLYB) shares does the reporting person own after the transaction?

The reporting person’s direct beneficial ownership is reported as 25,143 Class A shares following the transaction.

Why was the Form 4 filed late?

The filing states it was filed late due to an inadvertent administrative error; the late filing was identified during an internal quarterly review.

What is the relationship of the reporting person to John Wiley & Sons?

The reporting person, Deirdre P. Silver, is listed as an Officer (EVP, General Counsel) and a Director.

Was this transaction part of a trading plan or other contract?

The form indicates the shares were acquired through a dividend reinvestment plan administered by the reporting person’s broker-dealer; no 10b5-1 trading plan is referenced.
Wiley (JOHN) & Sons, Inc.

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1.74B
40.16M
94.13%
2.57%
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