SEC Form 4 · accession 0001225208-17-008896
JOHN WILEY & SONS, INC. · WLY, WLYB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vincent Marzano
Officer — VP, Treasurer
Period of report
Apr 30, 2017
Accepted (ET)
May 2, 2017 · 7:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000107140
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A CommonF1 | Apr 30, 2017 | M | 695 | $0.00 | A | 1,694 | D | |
| Class A CommonF1 | Apr 30, 2017 | M | 275 | $0.00 | A | 1,969 | D | |
| Class A Common | Apr 30, 2017 | M | 230 | $0.00 | A | 2,199 | D | |
| Class A Common | Apr 30, 2017 | M | 105 | $0.00 | A | 2,304 | D | |
| Class A CommonF2 | Apr 30, 2017 | F | 566 | $52.70 | D | 1,738 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Performance UnitsF3,F4 | — | Apr 30, 2017 | M | 695 | D | — | — | Class A Common | 695 | 695 | D |
| Restricted Stock UnitsF5,F6 | $0.00 | Apr 30, 2017 | M | 230 | D | — | — | Class A Common | 230 | 191 | D |
| Restricted Stock UnitsF5,F7 | — | Apr 30, 2017 | M | 275 | D | — | — | Class A Common | 275 | 826 | D |
| Restricted Stock UnitsF5,F8 | $0.00 | Apr 30, 2017 | M | 105 | D | — | Apr 30, 2019 | Class A Common | 105 | 210 | D |
Explanation of responses
- F1$0.00
- F2Represents shares surrendered to cover withholding tax liability due upon vesting of restricted stock units and performance share units.
- F3Restricted performance units convert into Class A common stock on a one-for-one basis.
- F4Restricted performance units vest 50% of payout grant on each of the 4th and 5th anniversaries of the underlying performance stock unit grant.
- F5Restricted stock units convert into Class A common stock on a one-for-one basis.
- F6On June 24, 2015, the reporting person was granted 459 restricted stock units as settlement of PSUs, vesting in two equal annual installments on April 30 2016 and 2017.
- F7On June 22, 2016, the reporting person was granted 1,101 restricted stock units, vesting in four equal annual installments beginning on April 30, 2017.
- F8On June 24, 2015, the reporting person was granted 420 restricted stock units, vesting in four equal annual installments beginning on April 30 of each year after grant.