Sec Form 4 Filing - Marzano Vincent @ WILEY JOHN & SONS, INC. - 2017-04-30

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Marzano Vincent
2. Issuer Name and Ticker or Trading Symbol
WILEY JOHN & SONS, INC. [ JWA/JWB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, Treasurer
(Last) (First) (Middle)
111 RIVER STREET
3. Date of Earliest Transaction (MM/DD/YY)
04/30/2017
(Street)
HOBOKEN, NJ07030
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common 04/30/2017 M 695 A $ 0 ( 1 ) 1,694 D
Class A Common 04/30/2017 M 275 A $ 0 ( 1 ) 1,969 D
Class A Common 04/30/2017 M 230 A $ 0 2,199 D
Class A Common 04/30/2017 M 105 A $ 0 2,304 D
Class A Common 04/30/2017 F 566 ( 2 ) D $ 52.7 1,738 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Performance Units ( 3 ) 04/30/2017 M 695 ( 4 ) ( 4 ) Class A Common 695 $ 0 695 D
Restricted Stock Units $ 0 ( 5 ) 04/30/2017 M 230 ( 6 ) ( 6 ) Class A Common 230 $ 0 191 D
Restricted Stock Units ( 5 ) 04/30/2017 M 275 ( 7 ) ( 7 ) Class A Common 275 $ 0 826 D
Restricted Stock Units $ 0 ( 5 ) 04/30/2017 M 105 ( 8 ) 04/30/2019( 8 ) Class A Common 105 $ 0 210 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Marzano Vincent
111 RIVER STREET
HOBOKEN, NJ07030
VP, Treasurer
Signatures
Gary M. Rinck 05/02/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )$0.00
( 2 )Represents shares surrendered to cover withholding tax liability due upon vesting of restricted stock units and performance share units.
( 3 )Restricted performance units convert into Class A common stock on a one-for-one basis.
( 4 )Restricted performance units vest 50% of payout grant on each of the 4th and 5th anniversaries of the underlying performance stock unit grant.
( 5 )Restricted stock units convert into Class A common stock on a one-for-one basis.
( 6 )On June 24, 2015, the reporting person was granted 459 restricted stock units as settlement of PSUs, vesting in two equal annual installments on April 30 2016 and 2017.
( 7 )On June 22, 2016, the reporting person was granted 1,101 restricted stock units, vesting in four equal annual installments beginning on April 30, 2017.
( 8 )On June 24, 2015, the reporting person was granted 420 restricted stock units, vesting in four equal annual installments beginning on April 30 of each year after grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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