SEC Form 4 · accession 0001793211-26-000005
JOHN WILEY & SONS, INC. · WLY, WLYB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Danielle McMahan
Officer — EVP, Chief People Officer
Period of report
Jun 30, 2026
Accepted (ET)
Jul 1, 2026 · 5:58 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000107140
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common | Jun 30, 2026 | M | 15,810 | $0.00 | A | 34,656 | D | |
| Class A CommonF1 | Jun 30, 2026 | F | 8,743 | $48.51 | D | 25,913 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F2,F3 | — | Jun 30, 2026 | M | 15,810 | D | — | — | Class A Common | 15,810 | 0 | D |
Explanation of responses
- F1Represents shares surrendered to cover withholding tax liability due upon vesting of restricted stock units.
- F21-for-1
- F3On November 2, 2023, the Reporting Person received a grant of Performance Stock Units ("PSUs"). Under the grant, the PSUs could be earned based on the achievement of certain financial targets. The performance conditions were approved on May 27, 2026 and converted into Restricted Stock Units scheduled to vest on June 30, 2026. Restricted Stock Units are subject to forfeiture until vested and convert into Class A common stock on a one-for-one basis.
- F4As a result of this transaction, all restricted stock units granted on May 27, 2026 have vested. Total amount reported represents securities owned related solely to this particular grant or award. Reporting person owns a total of 31,252 restricted stock units as of this report.