Sec Form 3 Filing - Hofer Shari @ JOHN WILEY & SONS, INC. - 2021-12-15

FORM 3 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 Hofer Shari 2. Issuer Name and Ticker or Trading Symbol JOHN WILEY & 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) EVP & Chief Marketing Officer (Last) (First) (Middle) 111 RIVER STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2021 (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

06/20/2028 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 Non-Qualified Stock Options $ 63.07( 2 ) ( 1 ) 06/23/2031 Class A Common 20,000 D Restricted Stock Units $ 0 ( 3 ) Class A Common 719 D Restricted Stock Units $ 0 ( 4 ) 06/24/2031 Class A Common 1,262 D Restricted Stock Units $ 0 ( 5 ) 06/26/2030 Class A Common 1,307 D Restricted Stock Units $ 0 ( 6 ) 06/27/2029 Class A Common 1,145 D Restricted Stock Units $ 0 ( 7 ) 08/11/2030 Class A Common 327 D Restricted Stock Units $ 0 ( 8 ) 12/16/2030 Class A Common 2,853 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hofer Shari 111 RIVER STREET HOBOKEN, NJ07030 EVP & Chief Marketing Officer Signatures Deirdre P. Silver 12/23/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Non-qualified stock options to vest as follows: 2,000 on 4/30/2022; 4,000 on 4/30/2023, 6,000 on 4/30/2024 and 8,000 on 4/30/2025. ( 2 )Stock options granted at 10% premium over closing stock price at date of grant. ( 3 )Restricted Stock Units granted on June 20, 2018 - 180 shares to vest on 4/30/2022. Restricted stock units subject to forfeiture until vested. ( 4 )Restricted Stock Units granted on June 24, 2021, vesting as follows: 315 shares to vest on 4/30/2022, 316 shares to vest on 4/30/2023, 315 shares to vest on 4/30/2024 and 316 shares to vest on 4/30/2025. Restricted stock unites subject to forteiture until vested. ( 5 )Restricted Stock Units granted on June 26, 2020, vesting as follows: 327 shares to vest on 4/30/2022, 327 shares to vest on 4/30/2023 and 327 shares to vest on 4/30/2024. Restricted stock units subject to forfeiture until vested. ( 6 )Restricted Stock Units granted on June 27, 2019, vesting as follows: 286 shares to vest on 4/30/2022, and 287 shares to vest on 4/30/2023. Restricted stock units subject to forfeiture until vested. ( 7 )Restricted Stock Units granted on August 11, 2020, vesting as follows: 82 shares to vest on 4/30/2022, 82 shares to vest on 4/30/2023 and 82 shares to vest on 4/30/2024. Restricted stock units subject to forfeiture until vested. ( 8 )Represents a settlement of Performance Stock Units granted as Restricted Stock Units on July 8, 2021, vesting on 6/23/2023. Restricted stock units subject to forfeiture until vested.

Remarks: poashari.txt

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).

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