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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
January 25, 2024
(Date of Report)
(Date of earliest event reported)
JOHN WILEY & SONS, INC.
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)

| 001-11507 |  | 13-5593032 |
| (Commission File Number) |  | (IRS Employer Identification No.) |
| 111 River Street, Hoboken New Jersey |  | 07030 |
| (Address of principal executive offices) |  | (Zip Code) |
| Registrant’s telephone number, including area code: |  | (201) 748-6000 |

Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading Symbol(s) |  | Name of each exchange on which registered
Class A Common Stock, par value $1.00 per share |  | WLY |  | New York Stock Exchange
Class B Common Stock, par value $1.00 per share |  | WLYB |  | New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 7.01 Regulation FD.
As previously announced, on January 25, 2024, John Wiley & Sons, Inc. (the “Company”) will hold a live webcast Investor Update with presentations by members of the executive management team. In connection with the Investor Update, the Company issued a press release. A copy of the press release and the Investor Update presentation materials to be used by members of the executive management team are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated by reference into this Item 7.01 of this Current Report on Form 8-K. The Company undertakes no obligation to update, supplement or amend the Investor Update presentation.
A link to the conference call is available on the Company’s website on the Investor Relations page: https://www.wiley.com/en-us.
In accordance with General Instruction B.2 of Form 8-K, the information set forth under this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press Release issued on January 25, 2024.
99.2 Investor Update Presentation.
104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

| JOHN WILEY & SONS, INC. |
| (Registrant) |
|  | By | /s/ Christina Van Tassell |
|  |  | Christina Van Tassell |
|  |  | Executive Vice President and Chief Financial Officer |
|  | Dated: January 25, 2024 |