Business Context and Reporting Period
This Form 8-K Current Report is filed by John Wiley & Sons, Inc. on June 10, 2026. The filing addresses corporate governance changes regarding the Board of Directors and does not report on financial performance for a specific fiscal period.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report is limited to Item 5.02 (Departure of Directors) and Item 9.01 (Exhibits) and contains no financial statements or operational metrics.
Material Changes
The primary material change disclosed is the departure of a director:
- Mari J. Baker has notified the Board of her intent not to stand for reelection at the 2026 Annual Meeting of Shareholders scheduled for September 24, 2026.
- Ms. Baker will complete her current term as a director, Chair of the Executive Compensation and Development Committee, and member of the Executive Committee.
- Effective September 24, 2026, the Board size is expected to be reduced to nine (9) members.
- The departure is not the result of any disagreement with the Company regarding operations, policies, or practices.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or discussion of risks and contingencies. Management commentary is limited to expressing gratitude for Ms. Baker's 15 years of service and her expertise in technology, executive compensation, and organizational leadership.
Key Facts for Investor Verification
- Verify the date of the 2026 Annual Meeting of Shareholders (September 24, 2026) to confirm the exact timing of the Board size reduction.
- Monitor future filings for the appointment of a new director to replace Ms. Baker, if the Board chooses to fill the vacancy.
- Confirm that no other undisclosed disagreements or material events are associated with Ms. Baker's departure, as explicitly stated in the filing.