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: Leavy Matthew (EVP & GM, Academic)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-01	Class A Common	M	961	—	Acquired	6145	Direct
2023-05-01	Class A Common	M	1579	—	Acquired	7724	Direct
2023-05-01	Class A Common	M	1309	—	Acquired	9033	Direct
2023-05-01	Class A Common	M	1628	—	Acquired	10661	Direct
2023-05-01	Class A Common	F	1596	$38.21	Disposed	9065	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-01	Restricted Stock Units	$	M	961	Disposed		Class A Common (961.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1579	Disposed		Class A Common (1579.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1309	Disposed		Class A Common (1309.0)	Direct
2023-05-01	Restricted Stock Units	$	M	1628	Disposed		Class A Common (1628.0)	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 August 19, 2019, the reporting person was granted 3,844 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.

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 August 19, 2019 grant have vested.

F7: On June 26, 2020, the reporting person was granted 6,318 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 5,234 restricted stock units, vesting in four equal annual installments, beginning on April 30th of 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 6,513 restricted stock units, vesting in four equal annual installments, beginning on April 30th of year after grant. Restricted stock units are subject to forfeiture under the terms and conditions of the grant.