JOHN WILEY & SONS, INC. — Director's Dealing 2023

May 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHN WILEY & SONS, INC. (WLY, WLYB)
CIK: 0000107140
Period of Report: 2023-05-01

Reporting Person: Silver Deirdre P. (EVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-01	Class A Common	M	118	—	Acquired	6164	Direct
2023-05-01	Class A Common	M	991	—	Acquired	7155	Direct
2023-05-01	Class A Common	M	842	—	Acquired	7997	Direct
2023-05-01	Class A Common	M	1159	—	Acquired	9156	Direct
2023-05-01	Class A Common	F	970	$38.21	Disposed	8186	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-01	Restricted Stock Units	$	M	118	Disposed		Class A Common (118.0)	Direct
2023-05-01	Restricted Stock Units	$	M	991	Disposed		Class A Common (991.0)	Direct
2023-05-01	Restricted Stock Units	$	M	842	Disposed		Class A Common (842.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1159	Disposed		Class A Common (1159.0)	Direct

Footnotes

F1: Represents shares surrendered to cover withholding tax liability due upon vesting of restricted stock units.

F2: Outstanding beneficial ownership reported includes 334 shares acquired through automatic dividend reinvestment.

F3: 1-for-1

F4: Vesting date of April 30, 2023 was a Sunday, therefore, the transaction was processed on the following Monday, May 1, 2023.

F5: On June 27, 2019, the reporting person was granted 469 restricted stock units, vesting in four equal annual installments, beginning on April 30th of each year after grant. Restricted stock units are subject to forfeiture under the terms and conditions of the grant.

F6: Previously, outstanding beneficial ownership reported was the outstanding restricted stock units balance for all grants awarded. As of this filing, and on future filings, reporting of restricted stock units beneficially owned will be on an individual grant basis.

F7: As a result of this transaction, all restricted stock units for the June 27, 2019 grant have vested.

F8: On June 26, 2020, the reporting person was granted 3,964 restricted stock units, vesting in four equal annual installments, beginning on April 30th of each year after grant. Restricted stock units are subject to forfeiture under the terms and conditions of the grant.

F9: On June 24, 2021, the reporting person was granted 3,369 restricted stock units, vesting in four equal annual installments, beginning on April 30th of each year after grant. Restricted stock units are subject to forfeiture under the terms and conditions of the grant.

F10: On June 22, 2022, the reporting person was granted 4,638 restricted stock units, vesting in four equal annual installments, beginning on April 30th of each year after grant. Restricted stock units are subject to forfeiture under the terms and conditions of the grant.