Form 4: John Wiley & Sons Director Acquires Phantom Stock Units

Director David C. Dobson acquired 2,758 phantom stock units of John Wiley & Sons, Inc. as part of an annual director stock award.

Summary

• On September 26, 2024, David C. Dobson, a director of John Wiley & Sons, Inc., acquired 2,758 phantom stock units.
• The acquisition was part of an annual director stock award issued under the company's 2022 Omnibus Stock and Long-Term Incentive Plan and deferred under the Director Deferred Compensation Plan.
• The price of the derivative security was $47.13.
• Following the transaction, Dobson beneficially owns 26,332 derivative securities.
• The shares will settle upon separation of service from the Board in 100% of John Wiley & Sons, Inc. Class A Common stock.
• Distribution of deferred compensation will be in either a lump sum or in ratable installments over a period not to exceed 10 years, according to the director's election.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. It reflects a routine transaction related to director compensation, indicating alignment of interests with shareholders. There are no apparent negative implications.

Positives

• The acquisition reflects continued director participation in the company's equity incentive plans.
• The structure of the award aligns director interests with the long-term performance of the company.

Future Outlook

The shares settle upon separation of service from the Board in 100% of John Wiley & Sons, Inc. Class A Common stock, with distribution options including a lump sum or installments over up to 10 years.

Industry Context

This filing is a routine disclosure of insider transactions, which are common in publicly traded companies. It provides transparency into the holdings and transactions of company directors.

Comparison to Industry Standards

• Director compensation packages often include stock awards to align their interests with shareholders, a common practice among publicly listed companies.
• Deferred compensation plans are also a standard tool for executive and director compensation, offering tax advantages and long-term incentives.
• The specifics of the John Wiley & Sons plan, such as the vesting schedule and distribution options, would need to be compared to similar companies to assess its competitiveness.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders by aligning director interests with company performance.

Key Dates