Business Context and Reporting Period
This Form 8-K Current Report was filed by John Wiley & Sons, Inc. on September 18, 2024. The filing addresses a significant change in executive leadership within the finance department.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. It is a disclosure of corporate governance and personnel changes.
Material Changes
- Departure of CFO: Christina Van Tassell, Executive Vice President and Chief Financial Officer, will leave the Company on October 1, 2024.
- Interim Appointment: Christopher Caridi, Corporate Controller and Chief Accounting Officer, has been appointed Interim Chief Financial Officer, effective September 18, 2024.
- Transition Arrangement: Ms. Van Tassell will serve as an Advisor to the Interim CFO and CEO from September 18, 2024, through October 1, 2024, to provide transition services.
- Reason for Departure: The departure is without cause and not due to any disagreement regarding the Company's operations, policies, or practices.
Guidance, Outlook, and Risks
- Succession Plan: The Company has commenced a comprehensive search to identify a permanent successor to Ms. Van Tassell.
- Compensation: There were no changes in Mr. Caridi's compensation in connection with his interim appointment. Ms. Van Tassell is eligible for separation benefits under her existing Employment Letter and the Executive Severance Policy.
- Risks and Contingencies: The filing notes no material related party transactions or family relationships involving Mr. Caridi. No specific financial risks or contingencies are detailed in this report.
Investor Verification Checklist
- Verify the terms of Ms. Van Tassell's separation benefits in the previously filed Form 10-K (Employment Letter dated October 25, 2021, and Executive Severance Policy).
- Monitor the timeline for the appointment of a permanent Chief Financial Officer.
- Review the attached press release (Exhibit 99.1) for additional context on the leadership transition.
- Confirm that Mr. Caridi's interim role does not trigger any additional compensation disclosures beyond those stated.