Form 4: John Wiley & Sons Director Sells Shares to Issuer

John Wiley & Sons Director Deborah E. Wiley sold 75,000 Class A Common Stock shares to the company in a private transaction at $30.5287 per share.

Summary

• Deborah E. Wiley, a Director and 10% Owner of JOHN WILEY & SONS, INC. (WLY), reported a transaction on January 9, 2026.
• The transaction involved the disposition of 75,000 shares of Class A Common Stock.
• The shares were sold at a price of $30.5287 per share.
• The sale was a private transaction to the Issuer as part of a repurchase program approved by the Issuer's Board of Directors.
• The price per share was determined based on the volume-weighted average price (VWAP) of the Issuer's Class A common stock for the five-day trading period ending on January 8, 2026.
• Following the transaction, Deborah E. Wiley directly beneficially owns 659,529 shares of Class A Common Stock.
• Indirect beneficial ownership includes 1,200,000 shares through WG6 LLC, 462,338 shares through EPH LLC, 301,645 shares through WBW LP, and 55,673 shares as Co-Trustee of the Trust of Esther B. Wiley.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While a director and 10% owner selling shares could be seen as a negative signal, the context of estate planning and the company's board-approved repurchase program mitigates this, suggesting a planned transaction rather than a lack of confidence.

Positives

• The transaction was part of a repurchase program approved by the Issuer's Board of Directors, indicating the company's commitment to returning capital to shareholders or managing share count.
• The sale was explicitly stated to be for estate planning purposes, which may mitigate concerns about a lack of confidence in the company's future.

Negatives

• A director and 10% owner significantly reduced their direct beneficial ownership by selling 75,000 shares.
• While explained by estate planning, such a large insider sale could be interpreted by some investors as a less positive signal.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This insider transaction is specific to John Wiley & Sons and does not directly reflect broader industry trends, though company share repurchase programs are a common capital allocation strategy across various industries.

Corporate Governance

Related Party Transactions

• The sale of 75,000 Class A Common Stock shares by Deborah E. Wiley, a Director and 10% Owner, to JOHN WILEY & SONS, INC. in a private transaction under a repurchase program constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The company's repurchase program may reduce the number of outstanding shares, potentially increasing earnings per share for remaining shareholders. The insider sale provides a data point for investor sentiment.
• Deborah E. Wiley (Reporting Person): The transaction facilitates estate planning objectives for the director.

Key Dates

Keywords

John Wiley & Sons, WLY, Insider Transaction, Form 4, Share Sale, Director Transaction, Beneficial Ownership, Stock Repurchase, Estate Planning