Form 4: John Wiley Director Adds Phantom Stock Units

John Wiley & Sons Director Katherine Dunn Andresen acquired 39 phantom stock units on October 23, 2025, through a quarterly dividend deferral plan.

Summary

• Katherine Dunn Andresen, a Director at John Wiley & Sons, Inc., acquired 39 phantom stock units.
• The transaction occurred on October 23, 2025.
• These units were acquired as a result of a quarterly dividend and deferred under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors.
• Each phantom stock unit was valued at $36.98.
• Following this transaction, Andresen beneficially owns 4,098 phantom stock units.
• The phantom stock units settle 1-for-1 into John Wiley & Sons, Inc. Class A Common stock upon separation of service from the Board.

Sentiment

Score: 6

Explanation: Slightly positive as a director is increasing their stake, albeit through a routine compensation mechanism, which generally indicates continued alignment with the company's long-term prospects.

Positives

• Director Katherine Dunn Andresen increased her beneficial ownership in the company by acquiring 39 phantom stock units, aligning her interests further with shareholders.
• The acquisition is part of a structured deferred compensation plan, indicating a routine and planned increase in director holdings.

Negatives

• No negative aspects are directly indicated by this routine insider transaction filing.

Risks

• No specific risks are mentioned in this Form 4 filing, which primarily reports an insider transaction.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is solely a report of an insider transaction.

Industry Context

This transaction represents a routine compensation event for a director, where quarterly dividends are deferred into phantom stock units under a pre-existing plan. Such deferral plans are common practice in corporate governance to align director interests with long-term shareholder value.

Comparison to Industry Standards

• This transaction is a standard practice for director compensation and deferral plans, aligning with common corporate governance structures across various industries.
• It does not provide specific financial results for comparison to industry benchmarks or competitors like Pearson or McGraw Hill, but rather details an individual's equity holdings.

Corporate Governance

Stakeholder Impact

• Shareholders: The increase in director's beneficial ownership, even through a deferred compensation plan, can be viewed positively as it further aligns management interests with shareholder value.
• Directors: The deferred compensation plan provides a mechanism for directors to accumulate equity in the company, potentially enhancing long-term commitment.

Next Steps

• The acquired phantom stock units will settle into John Wiley & Sons, Inc. Class A Common stock upon Katherine Dunn Andresen's separation of service from the Board.

Key Dates

Recommendation

This Form 4 filing reports a routine insider transaction where a director acquired phantom stock units through a deferred compensation plan. While it shows continued director alignment, it does not present new financial performance data or strategic shifts that would warrant a change in investment recommendation. It is a standard disclosure of a planned equity accumulation.

Keywords

John Wiley & Sons, WLY, WLYB, Insider Transaction, Form 4, Phantom Stock Units, Director Compensation, Deferred Compensation, Katherine Dunn Andresen