Every material Form 8-K John Wiley & Sons filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Wiley reported first-quarter fiscal 2027 revenue of $386 million, down 3% from $397 million a year earlier, and a GAAP diluted loss of $0.23 per share compared with diluted earnings of $0.22. Adjusted EPS fell 10% to $0.44, and the company reaffirmed its full-year fiscal 2027 outlook. Shareholders face lower quarterly revenue and profit, higher debt after the Emerald acquisition, and a full-year outlook that depends on a second-half recovery the company expects.
Revenue of $386 million vs. $397 million a year earlier, down 3%; AI licensing revenue of $14 million vs. $29 million in the prior year
GAAP diluted EPS of $(0.23) vs. $0.22; adjusted EPS of $0.44 vs. $0.49, down 10%
Full-year fiscal 2027 outlook reaffirmed, including adjusted EPS of $4.60 to $5.05
Net debt rose to $1,185 million from $746 million after the June 1 Emerald acquisition; net debt-to-EBITDA ratio of 2.7x
Effective July 9, 2026, Wiley appointed Frank Scognamiglio, its Corporate Vice President, Global Controller since April 2025, as Corporate Vice President and Chief Accounting Officer, the principal accounting officer. He succeeds Christopher Caridi, who will remain with the company as Senior Vice President, Business Transformation until his expected retirement on April 30, 2027. The filing covers an officer change only and includes no financial results.
Scognamiglio's annual base salary is $340,000, with a target annual bonus of 40% of base salary.
He will receive restricted share units with a grant value of $100,000, granted September 17, 2026, vesting in three equal annual installments on June 30, 2027, 2028 and 2029.
Caridi is expected to retire on April 30, 2027, and will help transition his duties to Scognamiglio.
Wiley reported fourth-quarter revenue of $447.9 million, up 1% as reported and flat at constant currency, and fourth-quarter diluted EPS of $2.61 versus $1.25, which included a $40.4 million income tax benefit. For fiscal 2026, adjusted EPS rose 15% to $4.19 while revenue was flat at $1.68 billion, and the company guided to fiscal 2027 adjusted EPS of $4.60 to $5.05.
Fiscal 2026 adjusted EPS of $4.19, up from $3.64; GAAP diluted EPS of $4.16 versus $1.53
Q4 revenue of $447.9 million, up 1% as reported; Q4 Learning revenue fell 6% to $152.3 million
Fiscal 2027 outlook: adjusted EPS $4.60 to $5.05, adjusted EBITDA margin 26.5% to 27.5%, free cash flow $205 million
Emerald Publishing acquisition completed after fiscal year-end; Emerald projected to add $78 million to revenue
Mari J. Baker, a Wiley director for 15 years, notified the board on June 10, 2026, that she will not stand for reelection at the Annual Meeting on September 24, 2026. The filing says her decision is not due to any disagreement with the company, and the board will be reduced to nine members effective that date.
Mari J. Baker will not stand for reelection; her term ends at the Annual Meeting on September 24, 2026.
Baker chairs the Executive Compensation and Development Committee and sits on the Executive Committee.
Board size will drop to nine members effective September 24, 2026, unless the board changes it.
The filing states Baker's departure is not the result of any disagreement with the company.
Wiley said it completed the purchase of Emerald Publishing, a UK research publisher, from Cambridge Information Group for about $452 million in cash, funded from the company's cash on hand. The filing says Emerald is expected to generate over $85 million of revenue in fiscal 2026, and Wiley expects about $30 million of annual run-rate cost synergies, so the deal matters to shareholders mainly as a large use of cash and a test of whether those synergies are delivered.
Purchase price of GBP 337.5 million (approximately $452 million), subject to customary adjustments, funded from cash on hand
Emerald expected to generate over $85 million of revenue in its fiscal year ending December 31, 2026, with 92% recurring subscription revenue
Wiley expects about $30 million of annual run-rate cost synergies by year three, with $18 million in one-time integration costs
Wiley's Q4 earnings call is scheduled for June 16, 2026
Wiley said Jessica Kowalski, formerly of Microsoft, will become Executive Vice President and General Manager, Research, effective May 11, 2026, succeeding Jay Flynn, who is leaving the company. The filing says Flynn's departure is without cause, making him eligible for separation benefits under his 2021 employment letter and the Executive Severance Policy. The change is a leadership transition at a business unit rather than at the CEO or CFO level.
Jessica Kowalski becomes EVP and General Manager, Research, effective May 11, 2026
Kowalski joins from Microsoft; earlier roles include Amazon Web Services and eleven years at RELX
Jay Flynn, who joined Wiley in 2010 and led Research since 2021, departs without cause and is eligible for separation benefits
The filing does not state the amount of any separation benefits
Wiley reported third-quarter fiscal 2026 results for the quarter ended January 31, 2026, with revenue of $410 million, up 1% as reported and flat at constant currency, and GAAP diluted EPS of $0.56 compared with a loss of $0.43 a year earlier. The company now expects to reach the high end of its fiscal 2026 range for Adjusted EBITDA margin and Adjusted EPS, and it reaffirmed its revenue and free cash flow outlook. Shareholders also received higher capital returns, with $35 million of share repurchases in the quarter and a full-year repurchase target of $100 million.
Revenue of $410 million, up 1% as reported; Adjusted EPS of $0.97 compared with $0.84 a year earlier
Operating income of $62.8 million, up 21%; net income of $29.7 million compared with a net loss of $23.0 million
Fiscal 2026 Adjusted EPS outlook of $3.90 to $4.35, guided to the high end of the range; Adjusted EBITDA margin outlook of 25.5% to 26.5%, also high end
Free cash flow less product development spending of $55.5 million for the nine months; full-year free cash flow outlook of approximately $200 million reaffirmed
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
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