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JOHN WILEY & SONS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and JOHN WILEY & SONS INC.’s Form 8-K, filed 2023-10-03 (Item 5.07 on EDGAR). Page generated 04 October 2026.

17Reported items
300Asset managers
2,472Fund votes
2023-09-28Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore JOHN WILEY & SONS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by JOHN WILEY & SONS INC.

These tallies are JOHN WILEY & SONS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2023-10-03 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

JOHN WILEY & SONS INC. — official shareholder meeting results, meeting held 2023-09-28
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Beth Birnbaum	24,622,690	--	--	16,908,158	2,022,919	Majority: yes
Elect Director: Brian O. Hemphill	30,800,931	--	--	10,729,917	2,022,919	Majority: yes
Elect Director: Inder M. Singh	40,007,785	--	--	1,523,063	2,022,919	Majority: yes
Elect Director: Mari J. Baker	8,543,476	--	--	79,263	141,421	Majority: yes
Elect Director: George Bell	8,620,543	--	--	2,196	141,421	Majority: yes
Elect Director: David C. Dobson	8,620,543	--	--	2,196	141,421	Majority: yes
Elect Director: Raymond W. McDaniel, Jr.	8,619,581	--	--	3,158	141,421	Majority: yes
Elect Director: Brian A. Napack	8,620,555	--	--	2,184	141,421	Majority: yes
Elect Director: William J. Pesce	8,620,555	--	--	2,184	141,421	Majority: yes
Elect Director: Jesse C. Wiley	8,620,555	--	--	2,184	141,421	Majority: yes
Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm The shareholders (with Class A and Class B common shareholders voting together) ratified the selection, by the Audit Committee of the Board of Directors, of Pricewater	13,073,657	26,931	18,949	--	--	Majority: yes
Proposal 4: Non-Binding Advisory Vote on the Compensation of Named Executive Officers The shareholders (with Class A and Class B common shareholders voting together) approved the advisory resolution on the compensation of the Company's named executive officers	12,554,051	204,314	17,459	--	343,713	Majority: yes

Source: JOHN WILEY & SONS INC., Form 8-K, filed with the SEC on 2023-10-03 — read the filing on EDGAR.

How asset managers voted at the JOHN WILEY & SONS INC. 2023-2024 meeting

Each item below shows how the 300 asset managers that disclosed a JOHN WILEY & SONS INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of JOHN WILEY & SONS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Approve, on an advisory basis, the compensation of our named executive officers.

COMPENSATIONMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 12,554,051AGAINST: 204,314

JOHN WILEY & SONS INC.’s own tally for this item (“Proposal 4: Non-Binding Advisory Vote on the Compensation of Named Executive Officers The shareholders (with Class A and Class B common shareholders voting together) approved the advisory resolution on the compensation o”): 12,554,051 for, 204,314 against, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 23% for, 0.4% against (23% of the company cast a for/against vote).

The 285 asset managers below cast 96% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.

FOR 96%

FOR: 95.6%AGAINST: 4.3%ABSTAIN: 0.0%NOT VOTED: 0.1%ONE YEAR: 0.0%UNKNOWN: 0.0%

Largest asset managers voting on “Approve, on an advisory basis, the compensation of our named executive officers.” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Against	Vote
State Street	9,036,621	0	For
BlackRock	6,254,480	1,125	For
Vanguard	5,371,179	136,318	For
Clarkston Capital Partners, LLC	1,743,755	0	For
Dimensional	1,582,410	0	For
Charles Schwab	1,131,607	0	For
ALPS Series Trust	1,090,000	0	For
GEODE CAPITAL MANAGEMENT, LLC	863,889	0	For
Fidelity	861,205	0	For
Advisors' Inner Circle Fund II	835,000	8,581	For
SCHRODER INVESTMENT MANAGEMENT GROUP	790,757	0	For
Goldman Sachs	625,785	0	For
PALISADE CAPITAL MANAGEMENT, LP	610,250	0	For
JPMorgan	591,947	0	For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC	588,563	0	For
Federated Hermes	583,119	0	For
Champlain Investment Partners, LLC	521,321	0	For
Victory Capital	512,175	0	For
CARDINAL CAPITAL MANAGEMENT LLC /CT	0	510,263	Against
J. Goldman & Co LP	453,702	0	For
OLD WESTBURY FUNDS INC	445,000	0	For
RAYMOND JAMES & ASSOCIATES	336,627	0	For
WILLIAM BLAIR FUNDS	289,226	0	For
MELLON INVESTMENTS Corp	0	282,436	Against
NEW YORK STATE COMMON RETIREMENT FUND	271,115	0	For

Showing the 25 largest of 285 asset managers. See all 285 in the interactive database.

2. Approve, on an advisory basis, the frequency of future advisory votes to approve the compensation of our named executive officers.

COMPENSATION

Combines 3 wordings of this item as funds reported it.

100% fund support · no official result

ONE YEAR 85%10%

The 201 asset managers below cast 100% of the shares they voted on this item FOR (145,910 for, 0 against).

FOR: 145,910 (0.4%)ABSTAIN: 410 (0.0%)ONE YEAR: 30,384,483 (84.9%)1 YEAR: 3,656,004 (10.2%)THREE YEARS: 1,592,101 (4.4%)1-YEAR: 192 (0.0%)

Largest asset managers voting on “Approve, on an advisory basis, the frequency of future advisory votes to approve the compensation of our named” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
State Street	0	0	0	0	One Year
BlackRock	0	0	0	0	One Year
Vanguard	0	0	0	0	One Year
Dimensional	0	0	0	0	Three Years
Charles Schwab	0	0	0	0	1 Year
GEODE CAPITAL MANAGEMENT, LLC	0	0	0	0	One Year
Fidelity	0	0	0	0	One Year
SCHRODER INVESTMENT MANAGEMENT GROUP	0	0	0	0	1 Year
Goldman Sachs	0	0	0	0	One Year
PALISADE CAPITAL MANAGEMENT, LP	0	0	0	0	One Year
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC	0	0	0	0	One Year
Federated Hermes	0	0	0	0	1 Year
Victory Capital	0	0	0	0	One Year
OLD WESTBURY FUNDS INC	0	0	0	0	One Year
WILLIAM BLAIR FUNDS	0	0	0	0	One Year
MELLON INVESTMENTS Corp	0	0	0	0	One Year
NEW YORK STATE COMMON RETIREMENT FUND	0	0	0	0	1 Year
BNY Mellon	0	0	0	0	One Year
PRINCIPAL GLOBAL INVESTORS	0	0	0	0	One Year
GRANDFIELD & DODD, LLC	0	0	0	0	1 Year
Citadel	0	0	0	0	One Year
Nuveen	0	0	0	0	One Year
Columbia Threadneedle	0	0	0	0	One Year
ProShares	0	0	0	0	One Year
Newton Investment Management North America, LLC	0	0	0	0	One Year

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

3. Ratification of the appointment of PricewaterhouseCoopers LLP as independent accountants for the fiscal year ending April 30, 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 7 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%

FOR: 13,073,657AGAINST: 26,931

JOHN WILEY & SONS INC.’s own tally for this item (“Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm The shareholders (with Class A and Class B common shareholders voting together) ratified the selection, by the Audit Committee ”): 13,073,657 for, 26,931 against, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 24% for, 0.1% against (24% of the company cast a for/against vote).

The 87 asset managers below cast 99.9% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.

FOR 99.7%

FOR: 99.8%AGAINST: 0.1%NOT VOTED: 0.2%UNKNOWN: 0.0%

Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as independent accountants for the fiscal year e” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,431,145	For
BlackRock	5,203,197	For
State Street	3,948,548	For
Dimensional	1,378,999	For
ALPS Series Trust	1,090,000	For
Fidelity	858,069	For
Advisors' Inner Circle Fund II	843,581	For
Charles Schwab	562,577	For
OLD WESTBURY FUNDS INC	445,000	For
WILLIAM BLAIR FUNDS	289,226	For
Goldman Sachs	288,018	For
JPMorgan	254,271	For
Victory Capital	252,780	For
Columbia Threadneedle	216,386	For
ProShares	216,269	For
TIAA	165,477	For
Jackson National	144,831	For
BNY Mellon	130,588	For
Bridge Builder Trust	130,283	For
Empower	87,157	For
Equitable	122,746	For
OPTIMUM FUND TRUST	115,436	For
Prudential/PGIM	93,673	For
AMERICAN BEACON FUNDS	90,158	For
SEI	78,244	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

4. The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Beth A. Birnbaum

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

59% Majority: yes · of votes cast

FOR 59%WITHHELD 41%

FOR: 24,622,690WITHHELD: 16,908,158

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Beth Birnbaum”): 24,622,690 for, 16,908,158 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 45% for, 31% withheld (75% of the company cast a for/withheld vote).

The 81 asset managers below cast 100% of the shares they voted on this item FOR (13,725,698 for, 0 against).

FOR 59%ABSTAIN 41%

FOR: 13,725,698 (58.6%)ABSTAIN: 9,660,089 (41.2%)NOT VOTED: 35,739 (0.2%)UNKNOWN: 39 (0.0%)

Largest asset managers voting on “The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Beth A. Bi” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,294,827	136,318	For
BlackRock	5,203,197	0	For
State Street	109,110	3,839,438	Abstain
Dimensional	0	1,361,388	Abstain
ALPS Series Trust	1,090,000	0	For
Fidelity	38,459	819,610	Abstain
Advisors' Inner Circle Fund II	835,000	8,581	For
Charles Schwab	0	562,577	Abstain
OLD WESTBURY FUNDS INC	0	445,000	Abstain
WILLIAM BLAIR FUNDS	0	289,226	Abstain
Goldman Sachs	0	288,018	Abstain
JPMorgan	254,271	0	For
Victory Capital	0	252,780	Abstain
Columbia Threadneedle	0	216,386	Abstain
ProShares	0	216,269	Abstain
TIAA	0	165,477	Abstain
Jackson National	132,965	11,766	For
BNY Mellon	130,588	0	For
Bridge Builder Trust	123,653	6,630	For
Empower	0	87,157	Abstain
Equitable	71,946	50,800	For
OPTIMUM FUND TRUST	0	115,436	Abstain
Prudential/PGIM	52,541	41,132	For
AMERICAN BEACON FUNDS	90,158	0	For
SEI	0	78,244	Abstain

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

5. The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Brian O. Hemphill

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

74% Majority: yes · of votes cast

FOR 74%WITHHELD 26%

FOR: 30,800,931WITHHELD: 10,729,917

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Brian O. Hemphill”): 30,800,931 for, 10,729,917 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 56% for, 19% withheld (75% of the company cast a for/withheld vote).

The 81 asset managers below cast 100% of the shares they voted on this item FOR (18,277,691 for, 0 against).

FOR 78%ABSTAIN 22%

FOR: 18,277,691 (78.0%)ABSTAIN: 5,108,096 (21.8%)NOT VOTED: 35,739 (0.2%)UNKNOWN: 39 (0.0%)

Largest asset managers voting on “The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Brian O. H” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,294,827	136,318	For
BlackRock	5,203,197	0	For
State Street	3,809,139	139,409	For
Dimensional	0	1,361,388	Abstain
ALPS Series Trust	1,090,000	0	For
Fidelity	38,459	819,610	Abstain
Advisors' Inner Circle Fund II	835,000	8,581	For
Charles Schwab	562,577	0	For
OLD WESTBURY FUNDS INC	0	445,000	Abstain
WILLIAM BLAIR FUNDS	0	289,226	Abstain
Goldman Sachs	0	288,018	Abstain
JPMorgan	254,271	0	For
Victory Capital	0	252,780	Abstain
Columbia Threadneedle	216,386	0	For
ProShares	0	216,269	Abstain
TIAA	0	165,477	Abstain
Jackson National	132,965	11,766	For
BNY Mellon	130,588	0	For
Bridge Builder Trust	123,653	6,630	For
Empower	0	87,157	Abstain
Equitable	71,946	50,800	For
OPTIMUM FUND TRUST	0	115,436	Abstain
Prudential/PGIM	52,541	41,132	For
AMERICAN BEACON FUNDS	90,158	0	For
SEI	78,244	0	For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

6. The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Inder M. Singh

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 40,007,785WITHHELD: 1,523,063

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Inder M. Singh”): 40,007,785 for, 1,523,063 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 72% for, 3% withheld (75% of the company cast a for/withheld vote).

The 81 asset managers below cast 100% of the shares they voted on this item FOR (23,125,452 for, 0 against).

FOR 99%

FOR: 23,125,452 (98.7%)ABSTAIN: 260,335 (1.1%)NOT VOTED: 35,739 (0.2%)UNKNOWN: 39 (0.0%)

Largest asset managers voting on “The election as directors of all nominees listed below, except as marked to the contrary. Nominees: Inder M. S” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,294,827	136,318	For
BlackRock	5,203,197	0	For
State Street	3,948,548	0	For
Dimensional	1,361,388	0	For
ALPS Series Trust	1,090,000	0	For
Fidelity	858,069	0	For
Advisors' Inner Circle Fund II	835,000	8,581	For
Charles Schwab	562,577	0	For
OLD WESTBURY FUNDS INC	445,000	0	For
WILLIAM BLAIR FUNDS	289,226	0	For
Goldman Sachs	288,018	0	For
JPMorgan	254,271	0	For
Victory Capital	252,780	0	For
Columbia Threadneedle	216,386	0	For
ProShares	216,269	0	For
TIAA	165,477	0	For
Jackson National	144,731	0	For
BNY Mellon	130,588	0	For
Bridge Builder Trust	130,283	0	For
Empower	87,157	0	For
Equitable	122,746	0	For
OPTIMUM FUND TRUST	0	115,436	Abstain
Prudential/PGIM	93,673	0	For
AMERICAN BEACON FUNDS	90,158	0	For
SEI	78,244	0	For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

7. Approve, on an advisory basis, the frequency advisory votes to approve the compensation of our named executive officers

SECTION 14A SAY-ON-PAY VOTESSECTION 14A SAY-ON-PAY VOTES

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

1 YEAR 96%

The 79 asset managers below cast 100% of the shares they voted on this item FOR (502 for, 0 against).

FOR: 502 (0.0%)1 YEAR: 6,717,476 (95.9%)ONE YEAR: 253,319 (3.6%)3 YEARS: 24,796 (0.4%)1-YEAR: 5,060 (0.1%)2 YEARS: 106 (0.0%)UNKNOWN: 39 (0.0%)

Largest asset managers voting on “Approve, on an advisory basis, the frequency advisory votes to approve the compensation of our named executive” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Clarkston Capital Partners, LLC	0	0	0	0	1 Year
ALPS Series Trust	0	0	0	0	1 Year
Advisors' Inner Circle Fund II	0	0	0	0	1 Year
Champlain Investment Partners, LLC	0	0	0	0	1 Year
CARDINAL CAPITAL MANAGEMENT LLC /CT	0	0	0	0	1 Year
J. Goldman & Co LP	0	0	0	0	1 Year
RAYMOND JAMES & ASSOCIATES	0	0	0	0	1 Year
JPMorgan	0	0	0	0	1 Year
Jackson National	0	0	0	0	1 Year
Vanguard	0	0	0	0	One Year
Bridge Builder Trust	0	0	0	0	1 Year
Northern Trust	0	0	0	0	1 Year
OPTIMUM FUND TRUST	0	0	0	0	One Year
CLARK ESTATES INC/NY	0	0	0	0	1 Year
World Funds Trust	0	0	0	0	1 Year
Cannell & Spears LLC	0	0	0	0	1 Year
Loomis Sayles	0	0	0	0	1 Year
MARTIN & CO INC /TN/	0	0	0	0	1 Year
Allianz	0	0	0	0	1 Year
CITY NATIONAL ROCHDALE FUNDS	0	0	0	0	1 Year
Harbor ETF Trust	0	0	0	0	1 Year
John Hancock	0	0	0	0	1 Year
Amplify ETF Trust	0	0	0	0	1 Year
ENVESTNET ASSET MANAGEMENT INC	0	0	0	0	1 Year
Managed Portfolio Series	0	0	0	0	1 Year

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

8. ADVISORY VOTE ON SAY ON PAY FREQUENCY

SECTION 14A SAY-ON-PAY VOTES

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 30%ONE YEAR 60%7%

The 9 asset managers below cast 100% of the shares they voted on this item FOR (150,187 for, 0 against).

FOR: 150,187 (29.6%)ONE YEAR: 305,078 (60.1%)NOT VOTED: 35,739 (7.0%)1 YEAR: 16,692 (3.3%)1: 72 (0.0%)

Largest asset managers voting on “ADVISORY VOTE ON SAY ON PAY FREQUENCY” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
JPMorgan	0	One Year
NORDEA INVESTMENT MANAGEMENT AB	150,187	For
Empower	0	Not Voted
Arjuna Capital	0	One Year
Two Roads Shared Trust	0	1 Year
TIMOTHY PLAN	0	1 Year
Desjardins Global Asset Management Inc.	0	One Year
Convergence Investment Partners, LLC	0	1
TD ASSET MANAGEMENT INC	0	One Year

9. The election as directors of all nominees listed below except as marked to the countrary: Brian A. Napack

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,620,555WITHHELD: 2,184

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Brian A. Napack”): 8,620,555 for, 2,184 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: Brian A. Napack” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

10. The election as directors of all nominees listed below except as marked to the countrary: David C. Dobson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,620,543WITHHELD: 2,196

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: David C. Dobson”): 8,620,543 for, 2,196 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: David C. Dobson” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

11. The election as directors of all nominees listed below except as marked to the countrary: George Bell

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,620,543WITHHELD: 2,196

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: George Bell”): 8,620,543 for, 2,196 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: George Bell” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

12. The election as directors of all nominees listed below except as marked to the countrary: Jesse C. Wiley

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,620,555WITHHELD: 2,184

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Jesse C. Wiley”): 8,620,555 for, 2,184 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: Jesse C. Wiley” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

13. The election as directors of all nominees listed below except as marked to the countrary: Mari J. Baker

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%

FOR: 8,543,476WITHHELD: 79,263

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Mari J. Baker”): 8,543,476 for, 79,263 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 15% for, 0.2% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (29,156 for, 0 against).

FOR 62%ABSTAIN 38%

FOR: 29,156 (62.0%)ABSTAIN: 17,906 (38.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: Mari J. Baker” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Abstain	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	0	For
Dimensional	0	17,611	Abstain
Allianz	0	192	Abstain
Jackson National	0	100	Abstain
Lincoln Financial	0	3	Abstain

14. The election as directors of all nominees listed below except as marked to the countrary: Raymond W. McDaniel Jr

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,619,581WITHHELD: 3,158

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: Raymond W. McDaniel, Jr.”): 8,619,581 for, 3,158 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: Raymond W. McDaniel ” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

15. The election as directors of all nominees listed below except as marked to the countrary: William J. Pesce

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 8,620,555WITHHELD: 2,184

JOHN WILEY & SONS INC.’s own tally for this item (“Elect Director: William J. Pesce”): 8,620,555 for, 2,184 withheld, per its Form 8-K filed 2023-10-03 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,270,000 outstanding shares: 16% for, 0.1% withheld (16% of the company cast a for/withheld vote).

The 5 asset managers below cast 100% of the shares they voted on this item FOR (47,062 for, 0 against).

FOR 100%

FOR: 47,062 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary: William J. Pesce” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Vote
CITY NATIONAL ROCHDALE FUNDS	29,156	For
Dimensional	17,611	For
Allianz	192	For
Jackson National	100	For
Lincoln Financial	3	For

16. DIRECTOR

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (5,415 for, 0 against).

FOR: 5,415 (100.0%)

Largest asset managers voting on “DIRECTOR” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Gabelli	4,500	0	0	0	For
SYNTAX ETF TRUST	915	0	0	0	For

17. The election as directors of all nominees listed below except as marked to the countrary

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (77,040 for, 0 against).

FOR: 77,040 (100.0%)

Largest asset managers voting on “The election as directors of all nominees listed below except as marked to the countrary” at JOHN WILEY & SONS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
World Funds Trust	72,101	0	0	0	For
ETF Opportunities Trust	4,939	0	0	0	For

Largest JOHN WILEY & SONS INC. shareholders voting in 2023-2024

Ranked by the number of JOHN WILEY & SONS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 55,270,000 shares outstanding at the time of that meeting.

Top JOHN WILEY & SONS INC. shareholders by shares voted, 2023-2024
#	Asset manager	% of shares outstanding
1	State Street	16.35%
2	BlackRock	11.32%
3	Vanguard	9.96%
4	Clarkston Capital Partners, LLC	3.15%
5	Dimensional	2.86%
6	Charles Schwab	2.05%
7	ALPS Series Trust	1.97%
8	GEODE CAPITAL MANAGEMENT, LLC	1.56%
9	Fidelity	1.56%
10	Advisors' Inner Circle Fund II	1.53%

Reported JOHN WILEY & SONS INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

JOHN WILEY & SONS INC. beneficial owners on record for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock, Inc.	12.27%	DEF14A
Vanguard Group	8.71%	13F
Clarkston Capital Partners, LLC	7.66%	DEF14A
Deborah E. Wiley 2,3,4,8	4.98%	DEF14A
Peter B. Wiley 2,3,5,8	4.94%	DEF14A
W. Bradford Wiley II 2,3,6,8	4.43%	DEF14A
Dimensional Fund Advisors	3.32%	13F
State Street	2.90%	13F
Morgan Stanley	2.48%	13F
BNY Mellon	2.31%	13F

Percentages above are of 55,270,000 shares outstanding, as reported by JOHN WILEY & SONS INC. on its Form 10-Q dated 2023-07-31 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from JOHN WILEY & SONS INC.’s 10-Q dated 2023-07-31. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At JOHN WILEY & SONS INC.'s shareholder meeting held 2023-09-28, in the 2023-2024 proxy season, 300 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,472 separate fund positions. Their filings are grouped here into 17 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Approve, on an advisory basis, the compensation of our named executive officers. — FOR was 98% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: JOHN WILEY & SONS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2023-10-03.

JOHN WILEY & SONS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.