Business Context and Reporting Period
This Form 8-K Current Report was filed by John Wiley & Sons, Inc. on June 18, 2025, with the earliest event reported on the same date. The filing primarily addresses Item 5.02 regarding the appointment of a new Chief Financial Officer and related compensatory arrangements.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
The material change reported is the appointment of Craig Albright as Executive Vice President and Chief Financial Officer, effective June 26, 2025. He reports to President and CEO Matthew S. Kissner. Mr. Chris Caridi, the Interim CFO, will transition to the role of Senior Vice President, Chief Accounting Officer and Finance Transformation Leader.
Guidance, Outlook, and Management Commentary
There is no financial guidance, outlook, or discussion of risks and contingencies in this filing. Management commentary is limited to Mr. Albright's professional background, noting over 30 years of experience in finance and strategy, including previous roles at Xerox where he managed business units with sales ranging from $100 million to $2 billion and drove $300 million in new revenue.
Compensatory Arrangements
- Base Salary: $550,000.
- Annual Incentive: Target of 100% of base salary.
- Long-Term Incentive: Target of 200% of base salary under the Executive Long-Term Incentive Program (ELTIP).
- Other: Eligibility for domestic relocation support, severance, and change in control benefits as detailed in the employment letter.
Investor Verification Checklist
- Verify the effective date of Craig Albright's appointment (June 26, 2025) and the transition of Chris Caridi.
- Review the attached Employment Letter (Exhibit 10.1) for specific details on severance, change in control provisions, and non-compete covenants.
- Confirm the total potential annual compensation package ($550,000 base + 100% annual incentive + 200% long-term incentive targets).
- Check the press release (Exhibit 99.1) for additional context on the leadership transition.