Form 4: John Wiley & Sons Director Receives Stock Award
Statement of Changes in Beneficial Ownership (Form 4)
John Wiley & Sons director Raymond W. McDaniel received an annual stock award of 706 phantom stock units.
Summary
- Raymond W. McDaniel, a Director of John Wiley & Sons, Inc. (WLY, WLYB), acquired 706 phantom stock units.
- The transaction occurred on January 15, 2026, as an annual director stock award.
- Each phantom stock unit was valued at $31.01.
- Following this transaction, Mr. McDaniel beneficially owns 62,409 phantom stock units.
- These units are issued under the John Wiley and Sons, Inc. 2022 Omnibus Stock and Long-Term Incentive Plan.
- The shares will vest on the earliest of: the day before the next Annual Meeting, the director's death/disability, or a change in control event.
- Shares will be settled upon retirement from the Board in 100% John Wiley & Sons, Inc. Class A Common stock.
Sentiment
Score: 6
Explanation: The filing reports a routine director compensation event, which is a neutral to slightly positive signal as it aligns director interests with shareholders, but does not indicate any significant operational or financial news.
Positives
- The acquisition of phantom stock units by a director increases their equity stake, further aligning their interests with those of shareholders.
Future Outlook
The acquired phantom stock units are subject to vesting conditions, which include the day before the next Annual Meeting, the director's death/disability, or a change in control event. Upon retirement from the Board, these units will be settled in 100% John Wiley & Sons, Inc. Class A Common stock.
Industry Context
This is a routine insider transaction related to director compensation, which is a common practice across publicly traded companies to align the interests of directors with long-term shareholder value.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Utilization | The annual director stock award was issued pursuant to the John Wiley and Sons, Inc. 2022 Omnibus Stock and Long-Term Incentive Plan. | 01/15/2026 | This indicates the company is utilizing its established equity compensation framework to incentivize and retain its directors, aligning their long-term interests with company performance and shareholder value. |
Stakeholder Impact
- Shareholders: The equity award aligns the director's financial interests with the long-term performance of the company, potentially fostering more shareholder-centric decision-making.
Next Steps
- Vesting of the 706 phantom stock units will occur on the earliest of the day before the next Annual Meeting, the director's death/disability, or a change in control event.
- Settlement of the phantom stock units into Class A Common stock upon the director's retirement from the Board.
Key Dates
| Date | Description |
|---|---|
| 01/15/2026 | Date of transaction for the acquisition of phantom stock units. |
| 01/16/2026 | Date the filing was signed by the reporting person's attorney-in-fact. |
Keywords
John Wiley & Sons, WLY, WLYB, Form 4, insider transaction, director compensation, stock award, phantom stock units, equity compensation
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