Form 4: Wiley Director Boosts Phantom Stock Holdings

John Wiley & Sons Director Raymond W. McDaniel acquired 587 additional phantom stock units through a quarterly dividend deferral plan.

Summary

• Raymond W. McDaniel, a Director at John Wiley & Sons, Inc. (WLY, WLYB), acquired 587 Phantom Stock Units.
• The transaction occurred on October 23, 2025, and was a result of a quarterly dividend deferred under the company's Deferred Compensation Plan for Directors.
• Each Phantom Stock Unit is convertible on a 1-for-1 basis into Class A Common Stock.
• The price of the derivative security was $36.98 per unit.
• Following this transaction, Raymond W. McDaniel beneficially owns a total of 61,703 Phantom Stock Units.
• These shares will settle upon separation of service from the Board in 100% John Wiley & Sons, Inc. Class A Common stock.

Sentiment

Score: 6

Explanation: The sentiment is mildly positive. While not an open-market purchase, the director's decision to defer dividends into company equity increases their stake and aligns their interests with shareholders, which is generally viewed favorably.

Positives

• Increased alignment between a director's interests and shareholder value through additional equity holdings.
• The deferral of quarterly dividends into phantom stock units demonstrates a long-term commitment to the company by the director.

Future Outlook

Shares underlying the Phantom Stock Units will settle upon Raymond W. McDaniel's separation of service from the Board, converting into 100% John Wiley & Sons, Inc. Class A Common stock.

Industry Context

This transaction reflects a common practice in corporate governance where directors defer compensation, such as dividends, into company equity to align their long-term interests with those of shareholders. Such plans are standard across various industries for executive and director compensation.

Related Party Transactions

• The acquisition of Phantom Stock Units by Director Raymond W. McDaniel under the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors constitutes a related party transaction.

Stakeholder Impact

• Shareholders: Potentially positive, as increased director equity holdings can signal confidence and better align management interests with shareholder returns.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• Phantom Stock Units will settle into Class A Common Stock upon Raymond W. McDaniel's separation of service from the Board.

Key Dates

Keywords

John Wiley & Sons, WLY, WLYB, SEC Form 4, Insider Transaction, Phantom Stock Units, Director Compensation, Dividend Deferral, Equity Holdings