Caridi Christopher 4

What Happened

• Christopher Caridi, Senior Vice President & Chief Accounting Officer at John Wiley & Sons (WLY), had restricted stock units (RSUs) convert into 2,073 shares on April 30, 2026. The shares were issued at no exercise price ($0.00).
• As is common with vested equity awards, 799 of the newly issued shares were surrendered to cover withholding taxes at an implied per-share tax value of $40.93, totaling $32,703. Net shares retained by Caridi from this conversion: 1,274.
• This was a routine vesting/conversion of RSUs (compensation), not an open-market purchase or sale.

Key Details

• Transaction date: 2026-04-30; Form 4 filed 2026-05-04 (filed on the second business day after the transaction).
• Acquired (converted) shares: 2,073 (line items: 395, 576, 547, 555 shares), all at $0.00 per share.
• Shares surrendered for tax withholding: 799 shares at $40.93 per share = $32,703 (reported as disposition code F for tax withholding).
• Net shares received: 1,274.
• Relevant footnotes: the conversion completed vesting of the RSUs granted June 22, 2022 (footnote F4). Other grants noted in the filing: 2023, 2024, and 2025 RSU grants; the filer owns a total of 5,145 RSUs as of this report (footnote F6).
• Transaction codes explained: M = exercise/conversion of a derivative (here, RSU conversion); F = shares surrendered to cover tax withholding.

Context

• This transaction reflects compensation vesting (conversion of RSUs) rather than a decision to buy or sell stock for investment reasons. The surrender of shares to cover taxes is a common, routine part of RSU vesting (a cashless-withholding-like mechanism) and does not necessarily indicate insider sentiment about the stock.
• For retail investors: purchases by insiders can be more informative than routine vesting. This Form 4 documents compensation-related share issuance and tax withholding, filed in a timely manner.