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: Matin Aref (EVP, Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-01	Class A Common	M	1721	—	Acquired	9887	Direct
2023-05-01	Class A Common	M	1908	—	Acquired	11795	Direct
2023-05-01	Class A Common	M	1890	—	Acquired	13685	Direct
2023-05-01	Class A Common	M	2351	—	Acquired	16036	Direct
2023-05-01	Class A Common	F	2416	$38.21	Disposed	13620	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-01	Restricted Stock Units	$	M	1721	Disposed		Class A Common (1721.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1908	Disposed		Class A Common (1908.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1890	Disposed		Class A Common (1890.0)	Direct
2023-05-01	Restricted Stock Units	$	M	2351	Disposed		Class A Common (2351.0)	Direct

Footnotes

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

F2: 1-for-1

F3: Vesting date of April 30, 2023 was a Sunday, therefore, the transaction was processed on the following Monday, May 1, 2023.

F4: On June 27, 2019, the reporting person was granted 6,884 restricted stock units, vesting in four equal annual installments beginning on April 30th of each year after grant.

F5: 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.

F6: As a result of this transaction, all restricted stock units for the June 27, 2019 grant have vested.

F7: On June 26, 2020, the reporting person was granted 7,631 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.

F8: On June 24, 2021, the reporting person was granted 7,560 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 22, 2022, the reporting person was granted 9,407 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.