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JOHN WILEY & SONS, INC. Director's Dealing 2017

May 2, 2017

31639_dirs_2017-05-02_1c01352f-e059-4d5e-a4e6-c45608202f58.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILEY JOHN & SONS, INC. (JWA/JWB)
CIK: 0000107140
Period of Report: 2017-04-30

Reporting Person: Allin Mark (President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-04-30 Class A Common M 3760.0000 Acquired 11126.0000 Direct
2017-04-30 Class A Common M 3100.0000 $0.0000 Acquired 14226.0000 Direct
2017-04-30 Class A Common M 1485.0000 $0.0000 Acquired 15711.0000 Direct
2017-04-30 Class A Common M 1150.0000 Acquired 16861.0000 Direct
2017-04-30 Class A Common M 939.0000 $0.0000 Acquired 17800.0000 Direct
2017-04-30 Class A Common F 4850.0000 $52.7000 Disposed 12950.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-04-30 Restricted Performance Units $0.0000 M 3100.0000 Disposed Class A Common (3100.0000) Direct
2017-04-30 Restricted Stock Units $0.0000 M 939.0000 Disposed Class A Common (939.0000) Direct
2017-04-30 Restricted Stock Units $ M 1150.0000 Disposed Class A Common (1150.0000) Direct
2017-04-30 Restricted Stock Units $0.0000 M 1485.0000 Disposed Class A Common (1485.0000) Direct
2017-04-30 Restricted Stock Units $ M 3760.0000 Disposed Class A Common (3760.0000) Direct

Footnotes

F1: $0.00

F2: Represents shares surrendered to cover withholding tax liability due upon vesting of restricted stock units and performance share units.

F3: Restricted performance units convert into Class A common stock on a one-for-one basis.

F4: Restricted performance units vest 50% of payout grant on each of the 4th and 5th anniversaries of the underlying performance stock unit grant.

F5: Restricted stock units convert into Class A common stock on a one-for-one basis.

F6: On June 24, 2015, the reporting person was granted 1,877 restricted stock units as settlement of PSUs, vesting in two annual installments on April 30 2016 and 2017.

F7: On June 25, 2013, the reporting person was granted 2,300 restricted stock units, vesting in two annual installments on April 30 2017 and 2018.

F8: On June 24, 2015, the reporting person was granted 5,940 restricted stock units, vesting in four equal annual installments beginning on April 30th of each year after grant.

F9: On June 22, 2016, the reporting person was granted 15,043 restricted stock units, vesting in four equal annual installments beginning on April 30, 2017.