John Wiley & Sons, Inc 8-K, filed Mar 20, 2020
John Wiley & Sons, Inc. (WLY)
8-K
2020-03-20
For: 2020-03-18
View Original
Added on
April 10, 2026
About this 8-K
John Wiley & Sons, Inc filed this 8-K on March 20, 2020, reporting on events of March 18, 2020.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
(Date of Report)
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or jurisdiction of incorporation)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
(17 CFR 240.14d-2(b))
(17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. — Other Events.
On March 18, 2020, the Board of Directors (the “Board”) of John Wiley & Sons, Inc. (the “Company”), declared a quarterly cash dividend of $0.34 per
share on its Class A and Class B Common Stock, payable on April 15, 2020 to shareholders of record on March 31, 2020. The Board also approved a new $200 million share repurchase authorization, above its prior authorization. As of January 31,
2020, the Company had approximately 1.1 million shares remaining under the prior authorization. On March 20, 2020, the Company issued a press release announcing the dividend declaration and the new share repurchase authorization. A copy of the
Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this report, including the exhibits hereto, (x) shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and (y) shall not be incorporated by reference into any filing of the Company with the Securities and Exchange Commission, whether made before or after
the date hereof, regardless of any general incorporation language in such filings (unless the Company specifically states that the information or exhibits in this particular report are incorporated by reference). The furnishing of the
information set forth in this report is not intended to, and does not, constitute a determination or admission as to the materiality or completeness of such information.
ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description
99.1 Press release dated March 20, 2020 titled “Wiley Announces Quarterly Dividend” (furnished and not filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and not deemed incorporated by reference in any filing under the Securities Act of 1934, as amended).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
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JOHN WILEY & SONS, INC.
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Registrant
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By
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/s/Brian A. Napack | ||
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Brian A. Napack
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President and
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Chief Executive Officer
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By
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/s/John A. Kritzmacher | ||
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John A. Kritzmacher
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Executive Vice President and
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Chief Financial Officer
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Dated: March 20, 2020
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Hoboken, NJ, March 20, 2020 – John Wiley and Sons (NYSE: JW-A and JW-B), a global research and education company, today announced that its Board of
Directors has declared a quarterly cash dividend of $0.34 per share on its Class A and Class B Common Stock, payable on April 15, 2020 to shareholders of record on March 31, 2020.
The Company also announced that its Board of Directors has approved a $200 million share repurchase authorization,
on top of the 1.1 million shares remaining in its 2016 program. From June 2016, when the previous 4 million share program was announced, through January 2020, Wiley spent approximately $146 million buying back 2.9 million shares.
“This new authorization demonstrates our continued confidence in our Research and Education businesses and the essential content, platforms and services
that they deliver worldwide, along with our continued ability to generate strong free cash flow and return capital to our shareholders.”
To access the Company’s third quarter 2020 results, please see:
https://newsroom.wiley.com/press-release/all-corporate-news/wiley-reports-third-quarter-fiscal-2020-results
About Wiley
Wiley drives the world forward with research and education. Through publishing, platforms and services, we help students, researchers, universities, and
corporations to achieve their goals in an ever-changing world. For more than 200 years, we have delivered consistent performance to all of our stakeholders. The Company's website can be accessed at www.wiley.com.