{"url_path":"/sec/wly/10-k/2026/item-8","section_key":"item-8","section_title":"Item 8 Financial Statements and Supplementary Data","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-06-24","source_url":"https://www.sec.gov/Archives/edgar/data/107140/0001628280-26-045111-index.html","accession_number":"0001628280-26-045111","cik":"0000107140","ticker":"WLY","issuer_name":"JOHN WILEY & SONS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/107140/0001628280-26-045111-index.html","primary_entity_key":"0000107140","primary_entity_name":"JOHN WILEY & SONS, INC."},"word_count":23249,"has_tables":true,"body_markdown":"Item 8. Financial Statements and Supplementary Data\n\nThe following Consolidated Financial Statements and Notes are filed as part of this report.\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\n[Report](#i4999d179a1ee4db3afe68151d34a8db6_79)[of Independent Registered Public Accounting Firm](#i4999d179a1ee4db3afe68151d34a8db6_79) (PCAOB ID 238)\n\n[Financial Statements](#i4999d179a1ee4db3afe68151d34a8db6_82)\n\n[Consolidated Statements of Financial Position](#i5621e0aa3dba4ad6b9f1d1397827b6d1_166) as of April 30, 2026 and 2025\n\n[52](#i4999d179a1ee4db3afe68151d34a8db6_85)\n\n[Consolidated Statements of Income (Loss)](#i4999d179a1ee4db3afe68151d34a8db6_88)[for the years ended](#i4999d179a1ee4db3afe68151d34a8db6_88)April 30, 2026, 2025[, and](#i4999d179a1ee4db3afe68151d34a8db6_88)2024\n\n[53](#i4999d179a1ee4db3afe68151d34a8db6_88)\n\n[Consolidated Statements of Comprehensive Income (Loss)](#i4999d179a1ee4db3afe68151d34a8db6_91)[for the years ended](#i4999d179a1ee4db3afe68151d34a8db6_91)April 30, 2026, 2025[, and](#i4999d179a1ee4db3afe68151d34a8db6_88)2024\n\n[54](#i4999d179a1ee4db3afe68151d34a8db6_91)\n\n[Consolidated Statements of Cash Flows](#i4999d179a1ee4db3afe68151d34a8db6_94)[for the years ended](#i4999d179a1ee4db3afe68151d34a8db6_94)April 30, 2026, 2025[, and](#i4999d179a1ee4db3afe68151d34a8db6_88)2024\n\n[55](#i4999d179a1ee4db3afe68151d34a8db6_94)\n\n[Consolidated Statements of Shareholders’ Equity](#i4999d179a1ee4db3afe68151d34a8db6_97)[for the years ended](#i4999d179a1ee4db3afe68151d34a8db6_97)April 30, 2026, 2025[, and](#i4999d179a1ee4db3afe68151d34a8db6_88)2024\n\n[56](#i4999d179a1ee4db3afe68151d34a8db6_97)\n\n[Notes to Consolidated Financial Statements](#i4999d179a1ee4db3afe68151d34a8db6_100)\n\n[Note 1.](#i4999d179a1ee4db3afe68151d34a8db6_103)\n\n[Description of Business](#i4999d179a1ee4db3afe68151d34a8db6_103)\n\n[57](#i4999d179a1ee4db3afe68151d34a8db6_103)\n\n[Note 2.](#i4999d179a1ee4db3afe68151d34a8db6_106)\n\n[Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards](#i4999d179a1ee4db3afe68151d34a8db6_106)\n\n[57](#i4999d179a1ee4db3afe68151d34a8db6_106)\n\n[Note 3.](#i4999d179a1ee4db3afe68151d34a8db6_109)\n\n[Revenue Recognition, Contracts with Customers](#i4999d179a1ee4db3afe68151d34a8db6_109)\n\n[65](#i4999d179a1ee4db3afe68151d34a8db6_109)\n\n[Note 4.](#i4999d179a1ee4db3afe68151d34a8db6_115)\n\n[Acquisition](#i4999d179a1ee4db3afe68151d34a8db6_115) and Divestitures\n\n[70](#i4999d179a1ee4db3afe68151d34a8db6_115)\n\n[Note 5.](#i4999d179a1ee4db3afe68151d34a8db6_118)\n\n[Reconciliation of Weighted Average Shares Outstanding](#i4999d179a1ee4db3afe68151d34a8db6_118)\n\n[72](#i4999d179a1ee4db3afe68151d34a8db6_118)\n\n[Note 6.](#i4999d179a1ee4db3afe68151d34a8db6_121)\n\n[Accumulated Other Comprehensive Loss](#i4999d179a1ee4db3afe68151d34a8db6_121)\n\n[73](#i4999d179a1ee4db3afe68151d34a8db6_121)\n\n[Note 7.](#i4999d179a1ee4db3afe68151d34a8db6_124)\n\nRestructuring and Related Charges\n\n[74](#i4999d179a1ee4db3afe68151d34a8db6_124)\n\n[Note 8.](#i4999d179a1ee4db3afe68151d34a8db6_127)\n\n[Inventories](#i4999d179a1ee4db3afe68151d34a8db6_127)\n\n[76](#i4999d179a1ee4db3afe68151d34a8db6_127)\n\n[Note 9.](#i4999d179a1ee4db3afe68151d34a8db6_130)\n\n[Product Development Assets](#i4999d179a1ee4db3afe68151d34a8db6_130)\n\n[76](#i4999d179a1ee4db3afe68151d34a8db6_130)\n\n[Note 10.](#i4999d179a1ee4db3afe68151d34a8db6_133)\n\n[Technology, Property, and Equipment](#i4999d179a1ee4db3afe68151d34a8db6_133)\n\n[77](#i4999d179a1ee4db3afe68151d34a8db6_133)\n\n[Note 11.](#i4999d179a1ee4db3afe68151d34a8db6_136)\n\n[Goodwill and Intangible Assets](#i4999d179a1ee4db3afe68151d34a8db6_136)\n\n[78](#i4999d179a1ee4db3afe68151d34a8db6_136)\n\n[Note 12.](#i4999d179a1ee4db3afe68151d34a8db6_139)\n\n[Operating Leases](#i4999d179a1ee4db3afe68151d34a8db6_139)\n\n[81](#i4999d179a1ee4db3afe68151d34a8db6_139)\n\n[Note 13.](#i4999d179a1ee4db3afe68151d34a8db6_142)\n\n[Income Taxes](#i4999d179a1ee4db3afe68151d34a8db6_142)\n\n[82](#i4999d179a1ee4db3afe68151d34a8db6_142)\n\n[Note 14.](#i4999d179a1ee4db3afe68151d34a8db6_145)\n\n[Debt and Available Credit Facilities](#i4999d179a1ee4db3afe68151d34a8db6_145)\n\n[87](#i4999d179a1ee4db3afe68151d34a8db6_145)\n\n[Note 15.](#i4999d179a1ee4db3afe68151d34a8db6_148)\n\n[Derivative Instruments and](#i4999d179a1ee4db3afe68151d34a8db6_148)[He](#i4999d179a1ee4db3afe68151d34a8db6_148)[dging](#i4999d179a1ee4db3afe68151d34a8db6_148)[Activities](#i4999d179a1ee4db3afe68151d34a8db6_148)\n\n[89](#i4999d179a1ee4db3afe68151d34a8db6_148)\n\n[Note 16.](#i4999d179a1ee4db3afe68151d34a8db6_151)\n\n[Commitment and Contingencies](#i4999d179a1ee4db3afe68151d34a8db6_151)\n\n[90](#i4999d179a1ee4db3afe68151d34a8db6_151)\n\n[Note 17.](#i4999d179a1ee4db3afe68151d34a8db6_154)\n\n[Retirement Plans](#i4999d179a1ee4db3afe68151d34a8db6_154)\n\n[91](#i4999d179a1ee4db3afe68151d34a8db6_154)\n\n[Note 18.](#i4999d179a1ee4db3afe68151d34a8db6_157)\n\n[Stock-Based Compensation](#i4999d179a1ee4db3afe68151d34a8db6_157)\n\n[96](#i4999d179a1ee4db3afe68151d34a8db6_157)\n\n[Note 19.](#i4999d179a1ee4db3afe68151d34a8db6_160)\n\n[Capital Stock and Changes in Capital Accounts](#i4999d179a1ee4db3afe68151d34a8db6_160)\n\n[99](#i4999d179a1ee4db3afe68151d34a8db6_160)\n\n[Note 20.](#i4999d179a1ee4db3afe68151d34a8db6_166)\n\n[Segment Information](#i4999d179a1ee4db3afe68151d34a8db6_166)\n\n[101](#i4999d179a1ee4db3afe68151d34a8db6_166)\n\n[Note 2](#i4999d179a1ee4db3afe68151d34a8db6_541)[1](#i4999d179a1ee4db3afe68151d34a8db6_541)[.](#i4999d179a1ee4db3afe68151d34a8db6_541)\n\n[Subsequent Event](#i4999d179a1ee4db3afe68151d34a8db6_541)\n\n[104](#i4999d179a1ee4db3afe68151d34a8db6_541)\n\n[Financial Statement Schedule](#i4999d179a1ee4db3afe68151d34a8db6_202)\n\n[Schedule II](#i4999d179a1ee4db3afe68151d34a8db6_208)[– Valuation and Qualifying Accounts for the years ended](#i4999d179a1ee4db3afe68151d34a8db6_208)April 30, 2026, 2025[, and](#i4999d179a1ee4db3afe68151d34a8db6_88)2024\n\n[116](#i4999d179a1ee4db3afe68151d34a8db6_208)\n\n49\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nReport of Independent Registered Public Accounting Firm\n\nTo the Board of Directors and Shareholders of John Wiley & Sons, Inc.\n\nOpinions on the Financial Statements and Internal Control over Financial Reporting\n\nWe have audited the accompanying consolidated statements of financial position of John Wiley & Sons, Inc. and its subsidiaries (the \"Company\") as of April 30, 2026 and 2025, and the related consolidated statements of income (loss), of comprehensive income (loss), of shareholders' equity and of cash flows for each of the three years in the period ended April 30, 2026, including the related notes and financial statement schedule listed in the accompanying index (collectively referred to as the \"consolidated financial statements\"). We also have audited the Company's internal control over financial reporting as of April 30, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).\n\nIn our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of April 30, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended April 30, 2026 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of April 30, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.\n\nBasis for Opinions\n\nThe Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.\n\nOur audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.\n\nDefinition and Limitations of Internal Control over Financial Reporting\n\nA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.\n\n50\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.\n\nCritical Audit Matters\n\nThe critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.\n\nRevenue Recognition - Research Subscriptions Revenue\n\nAs described in Note 3 to the consolidated financial statements, the Company recorded $965.8 million of research publishing revenue for the year ended April 30, 2026, of which a majority relates to research subscriptions. The majority of research publishing revenue is recognized over time. Journal subscription contracts are negotiated by the Company directly with customers or their subscription agents. Subscription periods typically cover calendar years. In a typical journal subscription sale, there is a written agreement between the Company and the customer that covers multiple years. However, management typically accounts for these agreements as one-year contracts because the enforceable rights under the agreements are subject to an annual confirmation and negotiation process with the customer. The transaction price consists of fixed consideration. Journal subscription revenue is generally collected in advance when the annual license is granted. Transformational agreements (read and publish) blend journal subscription and open access offerings. Generally, for a single fee, a national or regional consortium of libraries pays for and receives full read access to the Company’s journal portfolio and the ability to publish under an open access arrangement.\n\nThe principal considerations for our determination that performing procedures relating to revenue recognition for the research subscriptions revenue is a critical audit matter are a high degree of auditor effort in performing procedures and evaluating audit evidence related to the Company’s revenue recognition.\n\nAddressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over research subscriptions revenue recognized. These procedures also included, among others (i) testing revenue recognized for a sample of research subscription revenue transactions by obtaining and inspecting source documents, such as sales contracts, invoices, and cash receipts and (ii) confirming a sample of outstanding customer invoice balances as of April 30, 2026 and, for confirmations not returned, obtaining and inspecting source documents, such as sales contracts, invoices, and subsequent cash receipts.\n\n/s/ PricewaterhouseCoopers LLP\n\nNew York, New York\n\nJune 24, 2026\n\nWe have served as the Company’s auditor since 2023.\n\n51\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nCONSOLIDATED STATEMENTS OF FINANCIAL POSITION\n\nIn thousands\n\nApril 30,\n\n20262025\n\nAssets:\n\nCurrent assets\n\nCash and cash equivalents$75,622 $85,882 \n\nAccounts receivable, net\n244,164 228,410 \n\nInventories, net19,265 22,875 \n\nPrepaid expenses and other current assets80,614 102,717 \n\nTotal current assets419,665 439,884 \n\n \n\nTechnology, property, and equipment, net136,260 162,125 \n\nIntangible assets, net578,959 595,044 \n\nGoodwill1,132,392 1,121,505 \n\nOperating lease right-of-use assets57,128 66,128 \n\nOther non-current assets267,414 306,780 \n\nTotal assets$2,591,818 $2,691,466 \n\n \n\nLiabilities and shareholders' equity:\n\nCurrent liabilities\n\nAccounts payable$67,199 $60,948 \n\nAccrued royalties97,791 109,765 \n\nShort-term portion of long-term debt12,500 10,000 \n\nContract liabilities451,423 462,693 \n\nAccrued employment costs71,068 93,117 \n\nShort-term portion of operating lease liabilities15,954 18,282 \n\nOther accrued liabilities63,012 66,051 \n\nTotal current liabilities778,947 820,856 \n\n \n\nLong-term debt670,897 789,435 \n\nAccrued pension liability59,527 71,899 \n\nDeferred income tax liabilities98,972 105,145 \n\nOperating lease liabilities69,544 81,482 \n\nOther long-term liabilities65,689 70,443 \n\nTotal liabilities1,743,576 1,939,260 \n\nCommitment and contingencies ([Note 1](#i4999d179a1ee4db3afe68151d34a8db6_151)[6](#i4999d179a1ee4db3afe68151d34a8db6_151))\n\nShareholders’ equity\n\nPreferred stock, $1 par value per share: Authorized shares – 2 million, Issued shares - 0\n— — \n\nClass A common stock, $1 par value per share: Authorized shares - 180 million, Issued shares - 70,314 and 70,312 as of April 30, 2026 and 2025, respectively\n70,314 70,312 \n\nClass B convertible common stock, $1 par value per share: Authorized shares - 72 million, Issued shares - 12,868 and 12,870 as of April 30, 2026 and 2025, respectively\n12,868 12,870 \n\nAdditional paid-in-capital487,178 481,863 \n\nRetained earnings1,738,164 1,591,168 \n\nAccumulated other comprehensive loss:\n\nForeign currency translation adjustment(248,720)(264,548)\n\nUnamortized retirement costs, net of tax(190,326)(209,190)\n\nUnrealized loss on interest rate swaps, net of tax(3,172)(5,182)\n\nTotal accumulated other comprehensive loss, net of tax(442,218)(478,920)\n\nLess treasury shares at cost (Class A – 28,219 and 25,687 as of April 30, 2026 and 2025, respectively; Class B – 4,108 and 4,101 as of April 30, 2026 and 2025, respectively)\n(1,018,064)(925,087)\n\nTotal shareholders’ equity848,242 752,206 \n\nTotal liabilities and shareholders' equity$2,591,818 $2,691,466 \n\nSee accompanying Notes to Consolidated Financial Statements.\n\n52\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nCONSOLIDATED STATEMENTS OF INCOME (LOSS)\n\nDollars in thousands, except per share information\n\nFor the Years Ended April 30,\n\n202620252024\n\nRevenue, net$1,676,528 $1,677,609 $1,872,987 \n\n \n\nCosts and expenses\n\nCost of sales431,509 431,380 579,722 \n\nOperating and administrative expenses895,907 947,437 1,013,520 \n\nImpairment of goodwill— — 108,449 \n\nRestructuring and related charges19,203 25,561 63,041 \n\nAmortization of intangible assets53,050 51,822 55,994 \n\nTotal costs and expenses1,399,669 1,456,200 1,820,726 \n\n \n\nOperating income276,859 221,409 52,261 \n\n \n\nInterest expense(43,848)(52,547)(49,003)\n\nNet foreign exchange transaction losses(6,564)(8,142)(2,959)\n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale(4,828)(23,340)(183,389)\n\nOther (expense) income, net(6,533)5,498 (3,957)\n\n \n\nIncome (loss) before taxes215,086 142,878 (187,047)\n\n(Benefit) provision for income taxes(6,531)58,717 13,272 \n\n \n\nNet income (loss)$221,617 $84,161 $(200,319)\n\n \n\nEarnings (loss) per share:\n\nBasic$4.22 $1.56 $(3.65)\n\nDiluted$4.16 $1.53 $(3.65)\n\n \n\nWeighted average number of common shares outstanding:\n\nBasic52,46654,05454,945\n\nDiluted 53,24754,83054,945\n\nSee accompanying Notes to Consolidated Financial Statements.\n\n53\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)\n\nDollars in thousands\n\nFor the Years Ended April 30,\n\n202620252024\n\nNet income (loss)$221,617 $84,161 $(200,319)\n\n \n\nOther comprehensive income (loss):\n\nForeign currency translation adjustment15,828 69,279 (7,481)\n\nUnamortized retirement costs, net of tax (expense) benefit of $(6,449), $552, and $(2,010), respectively\n18,864 (8,268)5,884 \n\nUnrealized gain (loss) on interest rate swaps, net of tax (expense) benefit of $(614), $1,450, and $(663), respectively\n2,010 (11,492)2,060 \n\nTotal other comprehensive income36,702 49,519 463 \n\n \n\nComprehensive income (loss)$258,319 $133,680 $(199,856)\n\nSee accompanying Notes to Consolidated Financial Statements.\n\n54\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nCONSOLIDATED STATEMENTS OF CASH FLOWS\n\nDollars in thousands\n\nFor the Years Ended April 30,\n\n202620252024\n\nOperating activities\n\nNet income (loss)$221,617 $84,161 $(200,319)\n\nAdjustments to reconcile net income (loss) to net cash provided by operating activities:\n\nImpairment of goodwill— — 108,449 \n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale4,828 23,340 183,389 \n\nAmortization of intangible assets53,050 51,822 55,994 \n\nAmortization of product development assets16,058 16,610 22,835 \n\nAmortization of cloud computing arrangements2,770 1,081 1,210 \n\nDepreciation and amortization of technology, property, and equipment74,369 78,694 98,160 \n\nRestructuring and related charges19,203 25,561 63,041 \n\nStock-based compensation expense20,608 22,222 24,982 \n\nEmployee retirement plan expense31,976 31,987 27,844 \n\nNet foreign exchange transaction losses6,564 8,142 2,959 \n\nOther noncash (credits) charges(54,616)13,896 (12,319)\n\nChanges in operating assets and liabilities\n\nAccounts receivable, net(19,878)7,951 (22,062)\n\nInventories, net6,719 (1,419)5,436 \n\nAccounts payable and accrued royalties(12,547)8,112 (38,460)\n\nContract liabilities(3,576)(20,009)(1,332)\n\nRestructuring payments(17,704)(22,333)(38,520)\n\nOther accrued liabilities(26,861)(19,929)19,274 \n\nEmployee retirement plan contributions(26,243)(38,746)(36,887)\n\nOperating lease liabilities(22,704)(22,209)(25,852)\n\nOther(13,114)(46,343)(30,184)\n\nNet cash provided by operating activities260,519 202,591 207,638 \n\nInvesting activities\n\nProduct development spending(14,012)(15,228)(17,262)\n\nAdditions to technology, property and equipment(51,166)(61,473)(76,080)\n\nBusinesses acquired in purchase transactions, net of cash acquired(243)(3,602)(3,116)\n\nNet cash proceeds (transferred) related to the sale of businesses and assets112,194 (7,642)(1,771)\n\nAcquisitions of publication rights and other(18,668)(6,073)(8,414)\n\nNet cash provided by (used in) investing activities28,105 (94,018)(106,643)\n\nFinancing activities\n\nRepayments of long-term debt(1,085,548)(1,186,371)(1,156,939)\n\nBorrowings of long-term debt965,251 1,199,880 1,184,706 \n\nPurchases of treasury shares(100,082)(60,421)(45,050)\n\nChange in book overdrafts4,427 4,650 (4,472)\n\nCash dividends(74,358)(76,101)(76,964)\n\nImpact of tax withholding on stock-based compensation and other(7,993)(6,967)(8,502)\n\nNet cash used in financing activities(298,303)(125,330)(107,221)\n\nEffects of exchange rate changes on cash, cash equivalents, and restricted cash(581)3,146 (1,493)\n\nCash reconciliation:\n\nCash and cash equivalents85,882 99,441 106,714 \n\nRestricted cash included in Prepaid expenses and other current assets50 102 548 \n\nBalance at beginning of year85,932 99,543  107,262 \n\nDecrease for the year(10,260)(13,611)(7,719)\n\nCash and cash equivalents75,622 85,882 99,441 \n\nRestricted cash included in Prepaid expenses and other current assets50 50 102 \n\nBalance at end of year(1)\n$75,672 $85,932 $99,543 \n\nCash paid during the year for:\n\nInterest$43,073 $51,328 $47,101 \n\nIncome taxes, net of refunds$58,424 $53,884 $50,834 \n\n(1)\n\nThe balance as of April 30, 2024, includes held-for-sale cash, cash equivalents and restricted cash.\n\nSee accompanying Notes to Consolidated Financial Statements.\n\n55\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nCONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY\n\nDollars in thousands\n\nClass A common stockClass B common stockAdditional\npaid-in capitalRetained\nearningsAccumulated other comprehensive loss, net of taxTreasury stockTotal\nshareholders' equity\n\nBalance at April 30, 2023$70,231 $12,951 $469,802 $1,860,872 $(528,902)$(839,927)$1,045,027 \n\n \n\nRestricted shares issued under stock-based compensation plans— — (20,392)1 — 20,698 307 \n\nImpact of tax withholding on stock-based compensation and other— — — — — (8,502)(8,502)\n\nStock-based compensation expense— — 24,996 — — — 24,996 \n\nPurchases of treasury shares— — — — — (45,050)(45,050)\n\nClass A common stock dividends ($1.40 per share)\n— — — (64,584)— — (64,584)\n\nClass B common stock dividends ($1.40 per share)\n— — — (12,622)— — (12,622)\n\nCommon stock class conversions28 (28)— — — — — \n\nComprehensive loss, net of tax— — — (200,319)463 — (199,856)\n\nBalance at April 30, 2024$70,259 $12,923 $474,406 $1,583,348 $(528,439)$(872,781)$739,716 \n\n \n\nRestricted shares issued under stock-based compensation plans— — (14,792)— — 15,082 290 \n\nImpact of tax withholding on stock-based compensation and other— — — — — (6,967)(6,967)\n\nStock-based compensation expense— — 22,249 — — — 22,249 \n\nPurchases of treasury shares— — — — — (60,421)(60,421)\n\nClass A common stock dividends ($1.41 per share)\n— — — (63,758)— — (63,758)\n\nClass B common stock dividends ($1.41 per share)\n— — — (12,583)— — (12,583)\n\nCommon stock class conversions53 (53)— — — — — \n\nComprehensive income, net of tax— — — 84,161 49,519 — 133,680 \n\nBalance at April 30, 2025$70,312 $12,870 $481,863 $1,591,168 $(478,920)$(925,087)$752,206 \n\n \n\nRestricted shares issued under stock-based compensation plans— — (15,267)— — 15,532 265 \n\nImpact of tax withholding on stock-based compensation and other— — — — — (7,993)(7,993)\n\nStock-based compensation expense— — 20,582 — — — 20,582 \n\nPurchases of treasury shares— — — — — (100,516)(100,516)\n\nClass A common stock dividends ($1.42 per share)\n— — — (62,175)— — (62,175)\n\nClass B common stock dividends ($1.42 per share)\n— — — (12,446)— — (12,446)\n\nCommon stock class conversions2 (2)— — — — — \n\nComprehensive income, net of tax— — — 221,617 36,702 — 258,319 \n\nBalance at April 30, 2026$70,314 $12,868 $487,178 $1,738,164 $(442,218)$(1,018,064)$848,242 \n\nSee accompanying Notes to Consolidated Financial Statements.\n\n56\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nJohn Wiley & Sons, Inc. and Subsidiaries\n\nNotes to Consolidated Financial Statements\n\nNote 1 – Description of Business\n\nThe Company, founded in 1807, was incorporated in the state of New York on January 15, 1904. Throughout this report, when we refer to “Wiley,” the “Company,” “we,” “our,” or “us,” we are referring to John Wiley & Sons, Inc. and all our subsidiaries, except where the context indicates otherwise.\n\nWiley is a global leader in authoritative content and research intelligence for the advancement of scientific discovery, innovation, and learning. The Company’s content, services, platforms, and knowledge networks are tailored to meet the evolving needs of its customers and partners, including institutions, societies, corporations, researchers, students, instructors, and other professionals.\n\nWe report financial information in three reportable segments which include Research, Learning, and Held for Sale or Sold, as well as a Corporate expense category. Through the Research segment, we provide peer-reviewed scientific, technical, and medical (STM) journals, content platforms, and related publishing and audience solutions to academic, corporate, and government customers, academic societies, and individual researchers. The Learning segment provides scientific, professional, and education print and digital books to researchers, professionals, and students, digital courseware for instructors and students and assessment services to businesses and professionals. The Held for Sale or Sold segment primarily consists of non-core businesses which were classified as held-for-sale until the date of sale, as well as other businesses which were sold.\n\nNote 2 – Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards\n\nSummary of Significant Accounting Policies\n\nBasis of Presentation:\n\nOur Consolidated Financial Statements include all the accounts of the Company and our subsidiaries. We have eliminated all intercompany transactions and balances in consolidation. All amounts are presented in United States (US) dollars, unless otherwise specified. All amounts are in thousands, except per share amounts, and are approximate due to rounding.\n\nReclassifications:\n\nCertain prior year amounts have been reclassified to conform to the current year’s presentation, including the recast of prior period geographic revenue information resulting from a change in our method of attributing revenue by geography. [See Note 20](#i5c161295392b452192e95513acc36dba_2292), “Segment Information,” for additional information.\n\nUse of Estimates:\n\nThe preparation of our Consolidated Financial Statements and related disclosures in conformity with Generally Accepted Accounting Principles in the United States of America (US GAAP) requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and revenue and expenses during the reporting period. These estimates include, among other items, sales return reserves, allocation of acquisition purchase price to assets acquired and liabilities assumed, assets and liabilities held-for-sale, goodwill and indefinite-lived intangible assets, intangible assets with definite lives and other long-lived assets, and retirement plans. We review these estimates and assumptions periodically using historical experience and other factors and reflect the effects of any revisions on the Consolidated Financial Statements in the period we determine any revisions to be necessary. Actual results could differ from those estimates, which could affect the reported results.\n\n57\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nBook Overdrafts:\n\nUnder our cash management system, a book overdraft balance exists for our primary disbursement accounts. This overdraft represents uncleared checks in excess of cash balances in individual bank accounts. Our funds are transferred from other existing bank account balances or from lines of credit as needed to fund checks presented for payment. As of April 30, 2026 and 2025, book overdrafts of $19.2 million and $14.8 million, respectively, were included in Accounts payable on the Consolidated Statements of Financial Position. We elected to classify changes in book overdraft balances as financing activities in the Consolidated Statements of Cash Flows.\n\nRevenue Recognition:\n\nRevenue from contracts with customers is recognized using a five-step model consisting of the following: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract based on its stand-alone selling price. We use an observable price to determine the stand-alone selling price for separate performance obligations if available or, when not available, an estimate that maximizes the use of observable inputs and faithfully depicts the selling price of the promised goods or services if we sold those goods or services separately to a similar customer in similar circumstances. Suitable methods for estimating the stand-alone selling price include adjusted market assessment approach, expected cost plus a margin approach, and the residual approach. Any contract discount within the agreement is allocated across all performance obligations unless observable evidence exists that the discount relates to a specific performance obligation or obligations in the contract, and (5) recognize revenue when (or as) we satisfy a performance obligation. Performance obligations are satisfied when we transfer control of a good or service to a customer, which can occur over time or at a point in time. The amount of revenue recognized is based on the consideration to which we expect to be entitled in exchange for those goods or services, including the expected value of variable consideration. The customer’s ability and intent to pay the transaction price is assessed in determining whether a contract exists with the customer. If collectability of substantially all the consideration in a contract is not probable, consideration received is not recognized as revenue unless the consideration is nonrefundable, and we no longer have an obligation to transfer additional goods or services to the customer, or collectability becomes probable.\n\n[See Note 3](#i07367b72690a4395824ae69fddb9e9fe_18015), “Revenue Recognition, Contracts with Customers,” for further details of our revenue recognition policy.\n\nCash and Cash Equivalents:\n\nCash and cash equivalents consist of highly liquid investments with an original maturity of three months or less at the time of purchase and are stated at cost, which approximates market value, because of the short-term maturity of the instruments.\n\nAllowance for Credit Losses:\n\nWe are exposed to credit losses through our accounts receivable with customers. Accounts receivable, net, is stated at amortized cost net of provision for credit losses. Our methodology to measure the provision for credit losses requires an estimation of loss rates based upon historical loss experience adjusted for factors that are relevant to determining the expected collectability of accounts receivable, such as, delinquency trends, aging behavior of receivables, credit and liquidity indicators for industry groups, customer classes or individual customers, and reasonable and supportable forecasts of the economic and geopolitical conditions that may exist through the contractual life of the asset. Our provision for credit losses is reviewed and revised periodically. Our accounts receivable is evaluated on a pool basis that is based on customer groups with similar risk characteristics. This includes consideration of the following factors to develop these pools: size of the customer, industry, geographical location, historical risk, and types of services or products sold. We write off receivables only when deemed no longer collectible.\n\nWe are also exposed to potential credit losses through our notes receivable issued in connection with our divestitures. As of April 30, 2026 and 2025, notes receivable inclusive of interest are $15.2 million and $121.5 million, respectively, and are reflected in Other non-current assets in the Consolidated Statements of Financial Position. We evaluate the collectability of outstanding notes receivable and record an allowance to represent an estimate of future expected credit losses, as applicable. As of April 30, 2026 and 2025, we did not record an allowance on the notes receivable. On June 5, 2025, Wiley entered into an agreement to sell the University Services Seller Note and other assets. The cash consideration was also fully paid in June 2025. [See Note 4](#i4999d179a1ee4db3afe68151d34a8db6_115), “Acquisition and Divestitures” for more details on the notes receivable issued in connection with our divestitures and the sale.\n\n58\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nSales Return Reserves:\n\nThe process that we use to determine our sales returns and the related reserve provision charged against revenue is based on applying an estimated return rate to current year returnable print book sales. This rate is based upon an analysis of actual historical return experience in the various markets and geographic regions in which we do business. We collect, maintain, and analyze significant amounts of sales returns data for large volumes of homogeneous transactions. This allows us to make reasonable estimates of the amount of future returns. All available data is utilized to identify the returns by market and to which fiscal year the sales returns apply. This enables management to track the returns in detail and identify and react to trends occurring in the marketplace, with the objective of being able to make the most informed judgments possible in setting reserve rates. Associated with the estimated sales return reserves, we also include a related increase to inventory and a reduction to accrued royalties as a result of the expected returns. Print book sales return reserves amounted to a net liability balance of $7.1 million and $9.0 million as of April 30, 2026 and 2025, respectively.\n\nThe reserves are reflected in the following accounts of the Consolidated Statements of Financial Position as of April 30:\n\n20262025\n\nIncrease in Inventories, net$3,085 $4,042 \n\nDecrease in Accrued royalties(1,661)(2,067)\n\nIncrease in Contract liabilities11,825 15,093 \n\nPrint book sales return reserve net liability balance$(7,079)$(8,984)\n\nInventories:\n\nInventories are carried at the lower of cost or net realizable value. US book inventories aggregating $8.3 million and $10.9 million at April 30, 2026 and 2025, respectively, are valued using the last-in, first-out (LIFO) method. All other inventories are valued using the first-in, first-out (FIFO) method.\n\nProduct Development Assets:\n\nProduct development assets consist of book composition costs and other product development costs and are included in Other non-current assets on the Consolidated Statements of Financial Position. Costs associated with developing a book for publication are expensed until the product is determined to be commercially viable. Book composition costs represent the costs incurred to bring an edited commercial manuscript to publication, which include typesetting, proofreading, design, illustration costs, and digital formatting. Book composition costs are capitalized and are generally amortized on a double-declining basis over their estimated useful lives, ranging from 1 to 3 years. Other product development costs represent the costs incurred in developing software, platforms, and digital content to be sold and licensed to third parties. Other product development costs are capitalized and amortized on a straight-line basis over their estimated useful lives. As of April 30, 2026, the weighted average estimated useful life of other product development costs was approximately 3 years.\n\nRoyalty Advances:\n\nRoyalty advances are capitalized in Other non-current assets on the Consolidated Statements of Financial Position and, upon publication, are expensed as royalties earned based on sales of the published works. Royalty advances are reviewed for recoverability, and a reserve for loss is maintained, if appropriate.\n\n59\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nAdvertising and Marketing Costs:\n\nAdvertising and marketing costs are expensed as incurred. These costs are reflected primarily in Operating and administrative expenses on the Consolidated Statements of Income (Loss) as follows:\n\nFor the Years Ended April 30,\n\n20262025\n2024(1)\n\nAdvertising and marketing costs$29,250 $31,235 $61,709 \n\n(1)\n\nFor the year ended April 30, 2024, this includes $28.8 million of advertising and marketing costs reflected in Cost of sales on the Consolidated Statements of Income (Loss), incurred to fulfill performance obligations from contracts with educational institutions. These costs were incurred by the University Services business, which was sold on January 1, 2024 and had been reported in our Held for Sale or Sold segment.\n\nTechnology, Property, and Equipment:\n\nTechnology, property, and equipment is recorded at cost, except for property and equipment that have been impaired, for which we reduce the carrying amount to the estimated fair value at the impairment date. Major renewals and improvements are capitalized, while maintenance and repairs are expensed as incurred.\n\nTechnology, property, and equipment is depreciated using the straight-line method based upon the following estimated useful lives: Computer Software – 3 to 10 years; Computer Hardware – 3 to 5 years; Buildings and Leasehold Improvements – the lesser of the estimated useful life of the asset up to 40 years or the duration of the lease; Furniture, Fixtures, and Warehouse Equipment – 5 to 10 years.\n\nCosts incurred for computer software internally developed or obtained for internal use are capitalized during the application development stage and expensed as incurred during the preliminary project and post-implementation stages. Costs incurred during the application development stage include costs of materials, services, payroll, and payroll-related costs for employees who are directly associated with the software project. Maintenance, training, and upgrade costs that do not result in additional functionality are expensed as incurred.\n\nCloud Computing Arrangements:\n\nWe incur costs to implement cloud computing arrangements that are hosted by third parties. Costs incurred during the application development stage are capitalized if they consist of internal and external costs directly attributable to developing and configuring the cloud computing software for its intended use. Once a project is substantially complete and ready for its intended use, such costs are amortized using the straight-line method over the term of the cloud computing arrangement in Operating and administrative expenses on the Consolidated Statements of Income (Loss). As of April 30, 2026 and 2025, the unamortized implementation costs related to our cloud computing arrangements were $33.4 million and $24.0 million, respectively, and are reflected in Other non-current assets in our Consolidated Statements of Financial Position. Payments for capitalized implementation costs are included in Net cash provided by operating activities on the Consolidated Statements of Cash Flows.\n\nAllocation of Acquisition Purchase Price to Assets Acquired and Liabilities Assumed:\n\nIn connection with acquisitions, we allocate the cost of the acquisition to the assets acquired and the liabilities assumed based on the estimates of fair value for such items, including intangible assets and technology acquired. The excess of the purchase consideration over the fair value of assets acquired and liabilities assumed is recorded as goodwill. The determination of the acquisition-date fair value of the assets acquired, and liabilities assumed, requires us to make significant estimates and assumptions, such as forecasted revenue growth rates and operating cash flows, royalty rates, customer attrition rates, obsolescence rates of developed technology, and discount rates. We may use a third-party valuation consultant to assist in the determination of such estimates.\n\n60\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nGoodwill and Indefinite-lived Intangible Assets:\n\nGoodwill represents the excess of the aggregate of the following: (1) consideration transferred, (2) the fair value of any noncontrolling interest in the acquiree, and (3) if the business combination is achieved in stages, the acquisition-date fair value of our previously held equity interest in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed.\n\nIndefinite-lived intangible assets primarily consist of brands and trademarks, and publishing rights, and are typically characterized by intellectual property with a long and well-established revenue stream resulting from strong and well-established imprint/brand recognition in the market.\n\nWe use the acquisition method of accounting for all business combinations and do not amortize goodwill or intangible assets with indefinite useful lives. Goodwill and intangible assets with indefinite useful lives are tested for possible impairment annually during the fourth quarter of each fiscal year, or more frequently if events or changes in circumstances indicate that the asset might be impaired.\n\n[See Note 11](#i1c5b5abc6bc24bc48f5fae79ca9c6582_12469), “Goodwill and Intangible Assets” for further details of our policy.\n\nIntangible Assets with Definite Lives and Other Long-Lived Assets:\n\nDefinite-lived intangible assets principally consist of content and publishing rights, customer relationships, developed technology, brands and trademarks, and covenants not to compete agreements, and are amortized over their estimated useful lives. The most significant factors in determining the estimated lives of these intangibles are the history and longevity, combined with the strength and pattern of projected cash flows.\n\nIntangible assets with definite lives as of April 30, 2026 are amortized on a straight-line basis over the following weighted average estimated useful lives: content and publishing rights – 26 years, customer relationships – 16 years, developed technology – 8 years, and brands and trademarks – 17 years.\n\nAssets with definite lives are evaluated for indicators of impairment upon a significant change in the operating or macroeconomic environment. When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group. In these circumstances, if an evaluation of the projected undiscounted cash flows indicates impairment, the asset is written down to its estimated fair value based on the discounted future cash flows.\n\nLeases:\n\nWe have operating leases with contractual obligations as a lessee with respect to offices, warehouses and distribution centers, automobiles, and office equipment. We determine if an arrangement is a lease at inception of the contract in accordance with guidance detailed in the lease standard and we perform the lease classification test as of the lease commencement date. Right-of-use (ROU) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.\n\nThe present value of the lease payments is calculated using an incremental borrowing rate, which was determined based on the rate of interest that we would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. We use an unsecured borrowing rate and risk-adjust that rate to approximate a collateralized rate.\n\nWe recognize operating lease expense on a straight-line basis over the term of the lease. Lease payments may be fixed or variable. Only lease payments that are fixed, in-substance fixed or depend on a rate or index are included in determining the lease liability. Variable lease payments include payments made to the lessor for taxes, insurance and maintenance of the leased asset and are recognized as operating costs as incurred.\n\n61\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nWe apply certain practical expedients allowed by the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 842, “Leases.” Leases that are more than one year in duration are capitalized and recorded on our Consolidated Statements of Financial Position. Leases with an initial term of 12 months or less are recognized as short term lease operating costs on a straight-line basis over the term. We have also elected to account for the lease and non-lease components as a single component. Some of our leases offer an option to extend the term of such leases. We utilize the reasonably certain threshold criteria in determining which options we will exercise.\n\nEmployee Benefit Plans:\n\nWe provide various defined benefit plans to our employees. We use actuarial assumptions to calculate pension and benefit costs as well as pension assets and liabilities included in the consolidated financial statements. [See Note 17](#ide19e66b47d645e79fca4e1d39593ec4_9347), “Retirement Plans” for further details of our policy.\n\nIncome Taxes:\n\nIncome taxes are recorded using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred taxes are measured using rates the Company expects to apply to taxable income in years in which those temporary differences are expected to reverse. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. Future tax benefits are recognized to the extent that the realization of such benefits is more likely than not. Valuation allowances are established when management determines that it is more likely than not that some or all of a deferred tax asset will not be realized.\n\nFrom time to time, the Company engages in transactions in which the tax consequences may be subject to uncertainty. Judgment is required in assessing and estimating the tax consequences of these transactions. The Company prepares and files tax returns based on its interpretation of tax laws and regulations. In the normal course of business, the Company’s tax returns are subject to examination by various taxing authorities. Such examinations may result in future tax and interest assessments by these taxing authorities.\n\nIn determining the Company’s tax provision for financial reporting purposes, the Company establishes a reserve for uncertain tax positions, unless such positions are determined to be more likely than not of being sustained upon examination based on their technical merits, including the resolution of any appeals or litigation processes. The Company includes interest and, where appropriate, penalties as a component of income tax expense. There is judgment involved in determining whether positions taken on the Company’s tax returns are more likely than not of being sustained, which involve the use of estimates and assumptions with respect to the potential outcome of positions taken on tax returns that may be reviewed by tax authorities.\n\nDerivative Financial Instruments:\n\nFrom time to time, we enter into foreign exchange forward and interest rate swap contracts as a hedge against foreign currency asset and liability commitments, changes in interest rates, and anticipated transaction exposures, including intercompany purchases. All derivatives are recognized as assets or liabilities and measured at fair value. Derivatives that are not determined to be effective hedges are adjusted to fair value with a corresponding adjustment to earnings. We do not use financial instruments for trading or speculative purposes.\n\nDerivative instruments that are designated as cash flow hedges have changes in their fair value recorded initially within Accumulated other comprehensive loss on the Consolidated Statements of Financial Position. As interest expense is recognized based on the variable rate loan agreements, the corresponding deferred gain or loss on the interest rate swaps is reclassified from Accumulated Other Comprehensive Loss to Interest Expense on the Consolidated Statements of Income (Loss). The interest settlement payments associated with the interest rate swap agreements are classified as cash flows from operating activities in the Consolidated Statements of Cash Flows.\n\nFor derivative instruments executed with the same counterparty under a master netting arrangement, we do not offset fair value amounts of interest rate swaps in liability positions with the ones in asset positions in the Consolidated Statements of Financial Position.\n\n62\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nForeign Currency Gains/Losses:\n\nWe maintain operations in many non-US locations. Assets and liabilities are translated into US dollars using end-of-period exchange rates and revenues, and expenses are translated into US dollars using weighted average rates. Our significant investments in non-US businesses are exposed to foreign currency risk. Foreign currency translation adjustments are reported as a separate component of Accumulated Other Comprehensive Loss within Shareholders’ Equity. Foreign currency transaction gains or losses are recognized on the Consolidated Statements of Income (Loss) as incurred.\n\nStock-Based Compensation:\n\nWe recognize stock-based compensation expense based on the fair value of the stock-based awards on the grant date, reduced by an estimate for future forfeited awards. As such, stock-based compensation expense is only recognized for those awards that are expected to ultimately vest. The fair value of stock-based awards is recognized in net income generally on a straight-line basis over the requisite service period. Stock-based compensation expense associated with performance-based stock awards is based on actual financial results for targets established up to three years in advance, or less. The cumulative effect on current and prior periods of a change in the estimated number of performance share awards, or estimated forfeiture rate, is recognized as an adjustment to earnings in the period of the revision. Judgment was also required in estimating the number of stock-based awards that may be forfeited. If actual results differ significantly from estimates, our stock-based compensation expense and Consolidated Statements of Income (Loss) could be impacted. We accelerate expense on performance-based awards using a graded vesting schedule for employees who meet retirement eligibility requirements prior to the end of the award’s service period.\n\nThe grant date fair value for stock options is estimated using the Black-Scholes option-pricing model. The determination of the assumptions used in the Black-Scholes model include the expected life of an option, the expected volatility of our common stock over the estimated life of the option, a risk-free interest rate, and the expected dividend yield.\n\nFair Value Measurement:\n\nThe carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value at the end of every reporting period. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.\n\nIn accordance with FASB ASC 820, “Fair Value Measurements and Disclosures” (ASC Topic 820), assets and liabilities subject to fair value measurement disclosures are classified according to the three-level fair value hierarchy with respect to the inputs used to determine fair value. The level in which an asset or liability is disclosed within the fair value hierarchy is based on the lowest level input that is significant to the related fair value measurement in its entirety. The levels of input are defined as follows:\n\n•Level 1:    Quoted prices unadjusted for identical assets or liabilities in an active market.\n\n•Level 2:    Quoted prices for similar assets or liabilities in an active market, quoted prices for identical similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable and market-corroborated inputs which are derived principally from or corroborated by observable market data.\n\n•Level 3:    Unobservable inputs that reflect the entity’s own assumptions which market participants would use in pricing the asset or liability.\n\nRecently Adopted Accounting Standards\n\nImprovements to Income Tax Disclosures\n\nIn December 2023, the FASB issued Accounting Standards Update (ASU) 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures.” This ASU enhances the transparency and comparability of income tax disclosures by requiring consistent categories and greater disaggregation of information related to income tax rate reconciliations and the jurisdictions in which income taxes are paid. A public entity should apply the amendments in this ASU on a prospective basis with the option to apply the standard retrospectively. We elected to adopt ASU 2023-09 on a prospective basis for the year ended April 30, 2026. [See Note 13](#if082921157e54be5bc1d60bc0359f2c8_4648), “Income Taxes” for further details. The adoption expanded our disclosures but did not have a material impact on our consolidated financial statements.\n\n63\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nRecently Issued Accounting Standards\n\nCodification Improvements\n\nIn December 2025, the FASB issued ASU 2025-12 “Codification Improvements,” to make various technical corrections, clarifications, and other minor improvements to existing US GAAP. The amendments are intended to improve the clarity and consistency of existing guidance and are not expected to significantly change current accounting practice. This ASU is effective for us on May 1, 2027 and interim periods within the fiscal year. Early adoption is permitted. We are required to apply the amendments to ASC Topic 260, “Earnings Per Share” retrospectively. All other amendments may be applied prospectively or retrospectively. We are currently assessing the impact of the disclosure requirements on our consolidated financial statements.\n\nInterim Reporting Narrow-Scope Improvements\n\nIn December 2025, the FASB issued ASU 2025-11 “Interim Reporting (Topic 270): Narrow-Scope Improvements” to amend the guidance in “Interim Reporting” (Topic 270). This ASU provides clarifications intended to improve the consistency and usability of interim disclosure requirements, including a comprehensive listing of required interim disclosures and a new disclosure principle for reporting material events occurring after the most recent annual period. The amendments do not change the underlying objectives of interim reporting but are designed to enhance clarity in application. This ASU is effective for us on May 1, 2028 and interim periods within the fiscal year. Early adoption is permitted. We may elect to apply the ASU using a prospective or retrospective transition method. We are currently assessing the impact of the disclosure requirements on our consolidated financial statements.\n\nHedge Accounting Improvements\n\nIn November 2025, the FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815): Hedge Accounting Improvements.” This ASU makes targeted amendments to expand the application of hedge accounting to a greater number of highly effective economic hedges in five areas: i) similar risk assessment for cash flow hedges; ii) hedging forecasted interest payments on choose-your-rate debt instruments; iii) cash flow hedges of nonfinancial forecasted transactions; iv) net written options as hedging instruments; and v) foreign-currency-denominated debt instrument as hedging instrument and hedged item (dual hedge). The ASU is intended to better reflect the economics of risk management activities and to reduce complexity in applying hedge accounting. This ASU is effective for us on May 1, 2027 and interim periods within the fiscal year. Early adoption is permitted. This ASU is applied prospectively for all hedging relationships as of the date of adoption. The impact will be based on future economic hedges after we adopt the standard.\n\nTargeted Improvements to the Accounting for Internal-Use Software\n\nIn September 2025, the FASB issued ASU 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” This ASU removes the references to software development stages and requires capitalization of software costs when management has committed to the software project and it is probable that the software will be completed and perform its intended use. This ASU is effective for us on May 1, 2028 and interim reporting periods within the fiscal year. Early adoption is permitted. We may elect to apply the ASU using a prospective, modified based on the status of the project and whether software costs were capitalized before the date of adoption, or retrospective transition method. We are currently evaluating the impact this ASU will have on our consolidated financial statements.\n\nMeasurement of Credit Losses for Accounts Receivable and Contract Assets\n\nIn July 2025, the FASB issued ASU 2025-05, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses for Accounts Receivable and Contract Assets.” In developing reasonable and supportable forecasts as part of estimating expected credit losses on current accounts receivable and/or current contract assets, we may elect a practical expedient in accordance with this new ASU that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset.\n\nThis ASU is effective for us on May 1, 2026 and interim periods within the fiscal year. This ASU is applied prospectively if the practical expedient is elected. We have elected to adopt the practical expedient effective May 1, 2026. The adoption of this ASU is not expected to have a material impact on our consolidated financial statements.\n\n64\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nDisaggregation of Income Statement Expenses\n\nIn November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40), Disaggregation of Income Statement Expenses.” In January 2025, the FASB clarified the effective date of this guidance with the issuance of ASU 2025-01, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date.” This ASU requires disclosure about specific types of expenses included in expense captions, including purchases of inventory, employee compensation, depreciation, amortization, and depletion. This ASU is effective for our annual disclosures starting fiscal year 2028 and interim periods starting in fiscal year 2029. Early adoption is permitted. A public entity should apply the amendments in this ASU on a prospective basis with the option to apply the standard retrospectively. We are currently assessing the impact of the disclosure requirements on our consolidated financial statements.\n\nNote 3 — Revenue Recognition, Contracts with Customers\n\nDisaggregation of Revenue\n\nThe following tables present our revenue from contracts with customers disaggregated by segment and product type.\n\nFor the Years Ended April 30,\n\n202620252024\n\nResearch:\n\nResearch Publishing$965,767 $922,553 $892,784 \n\nResearch Solutions164,175 152,906 149,921 \n\nTotal Research1,129,942 1,075,459 1,042,705 \n\n \n\nLearning:\n\nAcademic318,757 333,693 323,541 \n\nProfessional227,829 251,075 251,198 \n\nTotal Learning546,586 584,768 574,739 \n\n \n\nHeld for Sale or Sold— 17,382 255,543 \n\n \n\nTotal Revenue$1,676,528 $1,677,609 $1,872,987 \n\nThe following information describes our disaggregation of revenue by segment and product type. Overall, the majority of our revenue is recognized over time.\n\nResearch\n\nTotal Research revenue was $1,129.9 million in the year ended April 30, 2026. Research products are sold and distributed globally through multiple channels. The majority of revenue generated from Research products is recognized over time.\n\nWe disaggregated revenue by Research Publishing and Research Solutions to reflect the different types of products and services provided.\n\nResearch Publishing Products\n\nResearch Publishing products provide scientific, technical, medical, and scholarly journals, as well as related content and services, to academic, corporate, and government libraries, learned societies, and individual researchers and other professionals. Research Publishing revenue was $965.8 million in the year ended April 30, 2026, and the majority is recognized over time.\n\n65\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIn the year ended April 30, 2026, Research Publishing products generated approximately 88% of its revenue from contracts with its customers from Journal Subscriptions (pay to read) and Transformational Agreements (read and publish) under multiyear arrangements, and Open Access (pay to publish). The remaining revenue is from Licensing and ancillary products.\n\nJournal Subscriptions and Transformational Models\n\nJournal Subscription contracts are negotiated by us directly with customers or their subscription agents. Subscription periods typically cover calendar years. In a typical Journal Subscription sale, there is a written agreement between us and our customer that covers multiple years. However, we typically account for these agreements as one-year contracts because our enforceable rights under the agreements are subject to an annual confirmation and negotiation process with the customer.\n\nIn Journal Subscriptions, there are generally two performance obligations: a functional intellectual property license with a stand-ready obligation to provide access to new content for one year, which includes online hosting of the content (collectively referred to as Read) which is recognized over time, and a functional intellectual property perpetual license for access to historical journal content (Perpetual License) which is recognized at the point in time when access to the historical content is initially granted. The transaction price consists of fixed consideration. Journal Subscription revenue is generally collected in advance when the annual license is granted.\n\nThe total transaction price is allocated to each performance obligation based on its relative stand-alone selling price. We allocate revenue to the stand-ready obligation to provide access to new content for one year based on its observable stand-alone selling price to provide the right of access to additional intellectual property. The allocation of revenue to the perpetual licenses for access to historical journal content is done using the expected cost plus a margin approach, as applicable.\n\nTransformational Agreements (read and publish) blend Journal Subscription and Open Access offerings. Generally, for a single fee, a national or regional consortium of libraries pays for and receives full read access to our journal portfolio and the ability to publish under an open access arrangement. Transformational Agreements include multiple performance obligations and depending upon the model, can include a combination of Read which is recognized over time; a Perpetual License which is recognized at a point in time; and a publishing right that allows for articles to be published in hybrid and/or gold open access journals, which is recognized point in time or over time depending upon the model. The total transaction price is generally fixed and allocated to each performance obligation based on its relative stand-alone selling price using a combination of observable and estimated stand-alone selling prices. Estimated stand-alone selling prices include the expected cost plus a margin approach, and a residual approach.\n\nOpen Access\n\nUnder the open access business model, there is generally one performance obligation whereby accepted research articles are published and all open articles are immediately free to access online. The transaction price is fixed based on payment of an article publication charge (APC). Revenue is recognized at a point in time which is upon publication which is when Wiley’s obligation is complete.\n\nLicensing and Ancillary Products\n\nWithin licensing, the revenue derived from these contracts primarily consist of advance payments, including minimum guarantees and sales- or usage-based royalty agreements. Our intellectual property is considered to be functional intellectual property. Due to the stand-ready obligation to provide updates during the subscription period, which is generally an annual period, revenue for the minimum guarantee is recognized on a straight-line basis over the term of the agreement. For our sales- or usage-based royalty agreements, we recognize revenue in the period of usage based on the amounts earned. We record revenue under these arrangements for the amounts due and not yet reported to us based on estimates of the sales or usage of these customers and pursuant to the terms of the contracts. We also have certain licenses whereby we receive a non-refundable minimum guarantee in advance (recorded over time as described above) against a volume-based royalty throughout the term of the agreement. When the cumulative consideration exceeds the minimum guarantee, it is recognized as the subsequent sales or usage occurs. We also license content for artificial intelligence (AI) generally at a fixed transaction price, with revenue recognized at a point in time or a combination of point in time and over time.\n\n66\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nResearch Solutions Products and Services\n\nResearch Solutions revenue was $164.2 million in the year ended April 30, 2026, and the majority is recognized over time.\n\nIn the year ended April 30, 2026, Research Solutions products and services generated approximately 48% of their revenue from contracts with customers that include corporate solutions such as managed services which includes advertising, and full sales and marketing services for publishers and societies; recruitment platform and services; spectral databases; and projects which includes content creation and distribution, digital events, and webinars.\n\nThe remainder of the revenue within Research Solutions from contracts with customers includes platform and workflow solutions for societies and publishers, which includes production and content hosting, submissions and peer review support, editorial, and copy-editing services. We also license content, including for AI which includes content licensed from other publishers. Included within platforms is our Atypon® publishing platform for societies and publishers which includes a single performance obligation for the implementation and hosting of subscription services. The transaction price is fixed, which may include price escalators that are fixed increases per year. Revenue is recognized upon the initiation of the subscription period and recognized on a straight-line basis over the time of the contractual period. The duration of these contracts is generally multiyear ranging from 2 to 5 years.\n\nLearning\n\nTotal Learning revenue was $546.6 million in the year ended April 30, 2026. We disaggregated revenue by Academic and Professional to reflect the different types of products and services provided.\n\nAcademic\n\nAcademic products revenue was $318.8 million in the year ended April 30, 2026. Products and services include scientific, professional, and education print and digital books, and digital courseware to libraries, corporations, students, professionals, and researchers. Products are developed for worldwide distribution through multiple channels, including chain and online booksellers, libraries, colleges and universities, corporations, direct to consumer, websites, distributor networks and other online applications.\n\nIn the year ended April 30, 2026, Academic products generated approximately 54% of their revenue from contracts with their customers for print and digital publishing, which is recognized at a point in time. Digital Courseware products generate approximately 35% of their revenue from contracts with their customers which is recognized over time. The remainder of their revenues were from Licensing, and ancillary products which have a mix of revenue recognized at a point in time and over time.\n\nPrint and Digital Publishing\n\nOur performance obligations as they relate to print and digital publishing are primarily book products delivered in both print and digital form which could include single or multiple performance obligations based on the number of print or digital books purchased. Each is represented by an International Standard Book Number (ISBN), with each ISBN representing a performance obligation. Each ISBN has an observable stand-alone selling price as Wiley sells the books separately. This revenue stream also includes variable consideration as it relates to returns for both print and digital books. Revenue is recognized at the point when control of the product transfers, which for print is upon shipment or for digital when fulfillment of the products has been rendered.\n\nDigital Courseware Products\n\nCourseware customers purchase access codes to utilize the product. Revenue is recognized over time in the period from when the access codes are activated over the applicable semester term to which such product relates.\n\n67\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nLicensing and Ancillary Products\n\nRevenue derived from our licensing contracts is primarily comprised of advance payments and sales- or usage-based royalties. Revenue for advance payments is recognized at the point in time that the functional intellectual property license is granted. For sales- or usage-based royalties, we record revenue under these arrangements for the amounts due and not yet reported to us based on estimates of the sales or usage of these customers and pursuant to the terms of the contracts. We also have certain licenses whereby we receive a non-refundable minimum guarantee (recognized at a point in time as described above) against a volume-based royalty throughout the term of the agreement. We recognize volume-based royalty income only when cumulative consideration exceeds the minimum guarantee and the subsequent sales or usage occurs. We also license content for AI which includes training large language models (LLM) at a fixed transaction price and the revenue is recognized at a point in time.\n\nProfessional\n\nProfessional products revenue was $227.8 million in the year ended April 30, 2026. Professional provides learning, development, publishing, and assessment services for businesses and professionals. Our professional publishing produces books, which includes business and finance, technology, professional development for educators, test preparation books and other professional categories, as well as the For Dummies® brand. Products are sold to brick-and-mortar and online retailers, wholesalers who supply such bookstores, college bookstores, individual practitioners, corporations, and government agencies.\n\nIn the year ended April 30, 2026, Professional products generated approximately 53% of their revenue from contracts with their customers for professional publishing, which is recognized at a point in time. Our assessments offering in the year ended April 30, 2026 generates approximately 32% of their revenue from contracts with its customers, which has a mix of revenue recognized at a point in time and over time. The remainder of Professional revenues were from Licensing and ancillary revenue streams, which has a mix of revenue recognized at a point in time and over time.\n\nProfessional Publishing\n\nProfessional publishing has the same performance obligations as Academic print and digital publishing which is described above. Revenue is recognized at the point when control of the product transfers, which for print is upon shipment or for digital when fulfillment of the products has been rendered.\n\nAssessments\n\nOur assessments offering includes high-demand soft-skills training solutions that are delivered to organizational clients through online digital delivery platforms, either directly or through an authorized distributor network of independent consultants, trainers, and coaches. Our assessments product offering includes multiple performance obligations which includes annual memberships which are recognized over time, and the assessments and related products or services which are recognized at a point in time. We allocate revenue based on observable stand-alone selling prices of each performance obligation.\n\nLicensing and Ancillary Products\n\nSee the description of Licensing and Ancillary Products in the Academic section above, which also applies to the Professional reporting line.\n\nHeld for Sale or Sold\n\nThe Held for Sale or Sold segment had no operating results for the year ended April 30, 2026, as all businesses within this segment were sold prior to this fiscal year. These businesses included Wiley Edge, sold on May 31, 2024, except for its India operations which sold on August 31, 2024, CrossKnowledge, sold on August 31, 2024, and University Services and Tuition Manager, which were sold in fiscal year 2024.\n\n68\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nAccounts Receivable, Net and Contract Liability Balances\n\nWhen consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue when, or as, control of the products or services are transferred to the customer and all revenue recognition criteria have been met.\n\nThe following table provides information about accounts receivable, net and contract liabilities from contracts with customers.\n\nApril 30, 2026April 30, 2025(Decrease)/\nIncrease\n\nBalances from contracts with customers:\n\nAccounts receivable, net$244,164 $228,410 $15,754 \n\nContract liabilities (1)\n451,423 462,693 (11,270)\n\nContract liabilities (included in Other long-term liabilities)$17,230 $16,725 $505 \n\n(1)\n\nThe sales return reserve recorded in Contract liabilities is $11.8 million and $15.1 million as of April 30, 2026 and April 30, 2025, respectively. [See Note 2](#ib89f1fe374d74cbb9d0c7be7b6367e87_28579), “Summary of Significant Accounting Policies, Recently Issued, and Recently Adopted Accounting Standards” for further details of the sales return reserve.\n\nFor the years ended April 30, 2026 and 2025, we recognized as revenue substantially all of the current contract liability balance at April 30, 2025 and 2024, respectively.\n\nThe decrease in contract liabilities, excluding the sales return reserve, was primarily driven by revenue earned on journal subscription agreements, transformational agreements, and open access, partially offset by renewals of journal subscription agreements, transformational agreements, and open access.\n\nRemaining Performance Obligations included in Contract Liability\n\nAs of April 30, 2026, the aggregate amount of the transaction price allocated to the remaining performance obligations is approximately $468.6 million, which includes the sales return reserve of $11.8 million. Excluding the sales return reserve, we expect that approximately $439.6 million will be recognized in the next twelve months with the remaining $17.2 million to be recognized thereafter.\n\nAssets Recognized for the Costs to Fulfill a Contract\n\nCosts to fulfill a contract are directly related to a contract that will be used to satisfy a performance obligation in the future and are expected to be recovered. These costs are amortized on a systematic basis that is consistent with the transfer to the customer of the goods or services to which the asset relates. These types of costs are incurred in Research Solutions services which includes customer specific implementation costs per the terms of the contract.\n\nOur assets associated with incremental costs to fulfill a contract were $1.3 million and $2.2 million at April 30, 2026 and 2025, respectively, and are included within Other non-current assets on our Consolidated Statements of Financial Position.\n\nWe recorded amortization expense related to these assets within Cost of sales on the Consolidated Statements of Income (Loss) as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nAmortization expense$1,324 $1,385 $4,527 \n\n69\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIn the year ended April 30, 2024, amortization expense for costs to fulfill includes the amortization related to the University Services business which was sold on January 1, 2024.\n\nSales and value-added taxes are excluded from revenues. Shipping and handling costs, which are primarily incurred within the Learning segment, occur before the transfer of control of the related goods. Therefore, in accordance with the revenue standard, it is not considered a promised service to the customer and would be considered a cost to fulfill our promise to transfer the goods. Costs incurred for third-party shipping and handling are primarily reflected in Operating and administrative expenses on the Consolidated Statements of Income (Loss) and were incurred as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nShipping and handling costs$23,122 $23,644 $25,853 \n\nNote 4 – Acquisition and Divestitures\n\nAcquisition\n\nOn February 3, 2025, we completed the acquisition of an immaterial business included in our Learning segment. The allocation of the total consideration transferred to the assets acquired, including intangible assets and goodwill, and the liabilities assumed was finalized during the three months ended April 30, 2026.\n\nPro forma financial information related to this acquisition has not been provided as it is not material to our consolidated results of operations.\n\nDivestitures\n\nWe recorded net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nCrossKnowledge$(2,309)$4,119 $(55,440)\n\nUniversity Services(934)(12,578)(107,048)\n\nWiley Edge(422)(14,852)(19,401)\n\nOther disposition activity(1,163)(29)(1,500)\n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale$(4,828)$(23,340)$(183,389)\n\nThese charges are reflected in Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale on our Consolidated Statements of Income (Loss).\n\nCrossKnowledge\n\nOn August 31, 2024, we completed the sale of CrossKnowledge, which was included in our Held for Sale or Sold segment.\n\nIn the year ended April 30, 2026, we recognized a loss of $2.3 million related to the sale of this business. Included in the selling price for CrossKnowledge was contingent consideration in the form of an earnout. We estimate the fair value of the CrossKnowledge earnout, which had a fair value of $1.8 million at the time of sale, to be zero as of April 30, 2026, based upon the business outlook which reflects adverse changes in market conditions. In addition, in the year ended April 30, 2026, we recorded a write-off of $0.5 million related to an uncollectible receivable associated with CrossKnowledge.\n\n70\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIn the year ended April 30, 2025, upon the completion of the sale, we recognized a net gain of $4.1 million, primarily due to subsequent changes in the fair value less costs to sell, as well as changes in the carrying amount of the disposal group.\n\nIn the year ended April 30, 2024, in connection with the held-for-sale classification prior to the sale, we recognized cumulative impairment charges of $55.4 million on the remeasurement of the disposal group at the lower of carrying value or fair value less costs to sell.\n\nUniversity Services\n\nOn January 1, 2024, we completed the sale of University Services, which was included in our Held for Sale or Sold segment, and we recognized a net loss of $107.0 million in the year ended April 30, 2024.\n\nOn June 5, 2025, Wiley entered into an agreement with Metis Aggregator L.P. and Vistria AP Aggregator, LLC to sell the unsecured promissory note (University Services Seller Note), the contingent consideration in the form of an earnout (University Services Earnout) for fiscal year 2026, and the TVG Investment, and agreed with Education Services Upper Holdings Corp. (Upper Holdings) and Academic Partnerships LLC (Academic Partnerships) on the fiscal year 2025 University Services Earnout for total cash consideration of $119.5 million (Sale Agreement) which was fully paid in June 2025. As a result of this Sale Agreement, all amounts due to Wiley in accordance with the Membership Interest and Asset Purchase Agreement (University Services Agreement) with Academic Partnerships, and Upper Holdings have been settled.\n\nIn the year ended April 30, 2025, due to the process of selling these assets, as well as third-party customer consents, working capital adjustments, and changes in the costs to sell, we recognized an additional net loss on sale and impairments of assets of $12.6 million. In the year ended April 30, 2026, we recognized an additional pretax loss of $0.9 million as a result of selling these assets.\n\nWiley Edge\n\nOn May 31, 2024, we completed the sale of Wiley Edge, which was included in our Held for Sale or Sold segment, except for the India operations that sold on August 31, 2024.\n\nIn the year ended April 30, 2026, we recorded write-offs of $0.4 million related to uncollectible receivables for Wiley Edge.\n\nIn the year ended April 30, 2025, upon the completion of the sale, we recognized a net loss of $14.9 million primarily due to subsequent changes in the fair value less costs to sell, partially offset by the sale of the India operations. The selling price for Wiley Edge included additional contingent consideration in the form of an earnout with a fair value of $15.0 million at the time of sale, based on gross profit targets during each of the three fiscal years in the period beginning May 1, 2024 and ending April 30, 2027 (Wiley Edge Earnout). The fair value of the Wiley Edge Earnout was zero as of April 30, 2025, as the gross profit for the earnout periods was expected to be below the gross profit targets as defined in the stock and asset purchase agreement (Edge Agreement), resulting in no payment to Wiley. We estimate the fair value of the Wiley Edge Earnout to be zero as of April 30, 2026, as the gross profit forecast for each of the fiscal year 2026 and 2027 earnout periods is expected to be below the gross profit targets, which would result in no payments being made to Wiley in the respective periods.\n\nIn the year ended April 30, 2024, in connection with the held-for-sale classification, we recognized cumulative impairment charges of $19.4 million on the remeasurement of the disposal group at the lower of carrying value or fair value less costs to sell.\n\nThe selling price for Wiley Edge included an unsecured promissory note (Inspirit Seller Note). As of April 30, 2026 and 2025, the Inspirit Seller Note receivable inclusive of interest is $15.2 million and $14.4 million, respectively, and is reflected in Other non-current assets in our Consolidated Statements of Financial Position. The Inspirit Seller Note matures on May 31, 2028 and is prepayable at par plus accrued interest at any time and also if certain conditions are met. The original interest rate of the Inspirit Seller Note was 8% per annum commencing on May 31, 2024, increasing by 1% per annum each year on the anniversary of issuance.\n\n71\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIn November 2025, the Inspirit Seller Note was amended to provide that interest would cease to accrue prospectively effective January 5, 2026 (Interest End Date). As a result, no further interest accrues or is payable on the outstanding principal amount of the Inspirit Seller Note. Also in November 2025, we entered into an arrangement with Inspirit whereby we will receive a contingent payment equal to 120% of the foregone interest upon the future occurrence of certain sale or exit events if it exceeds a certain amount of proceeds. As of April 30, 2026, the likelihood and amount of any future payment was not determinable, and no amounts have been recognized related to this contingent arrangement.\n\nInterest income from the note receivable was $0.9 million and $1.0 million for the years ended April 30, 2026 and 2025, respectively, and is included in Other (expense) income, net on the Consolidated Statements of Income (Loss).\n\nNote 5 – Reconciliation of Weighted Average Shares Outstanding\n\nBasic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings (loss) per share further includes any common shares available to be issued upon the exercise of unvested, outstanding restricted stock units and other stock awards if such inclusions would be dilutive. The shares associated with performance-based stock awards (PSU) are considered contingently issuable shares and are included in the diluted weighted average number of common shares outstanding based on when they have met the performance conditions, and when their effect is dilutive. We determine the potentially dilutive common shares for all awards using the treasury stock method.\n\nA reconciliation of the shares used in the computation of earnings (loss) per share follows (shares in thousands):\n\nFor the Years Ended April 30,\n\n202620252024\n\nWeighted average shares outstanding52,466 54,054 54,945 \n\nShares used for basic earnings (loss) per share52,466 54,054 54,945 \n\nDilutive effect of unvested restricted stock units and other stock awards781 776 — \n\nShares used for diluted earnings (loss) per share53,247 54,830 54,945 \n\nAntidilutive options to purchase Class A common shares, restricted shares, and contingently issuable restricted stock which are excluded from the table above683 509 1,264 \n\nIn calculating diluted net loss per common share for the year ended April 30, 2024, our diluted weighted average number of common shares outstanding excludes the effect of unvested restricted stock units and other stock awards as the effect was antidilutive. This occurs when a net loss is reported and the effect of using dilutive shares is antidilutive.\n\n72\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 6 – Accumulated Other Comprehensive Loss\n\nChanges in Accumulated other comprehensive loss by component, net of tax, for the years ended April 30, 2026, 2025, and 2024 were as follows:\n\nForeign\n\nCurrency\n\nTranslation\n\nUnamortized\n\nRetirement\n\nCosts\n\nInterest\n\nRate Swaps\n\nTotal\n\nBalance at April 30, 2023$(326,346)$(206,806)$4,250 $(528,902)\n\nOther comprehensive (loss) income before reclassifications(7,481)(37)11,398 3,880 \n\nAmounts reclassified from Accumulated other comprehensive loss— 5,921 (9,338)(3,417)\n\nTotal other comprehensive (loss) income(7,481)5,884 2,060 463 \n\nBalance at April 30, 2024$(333,827)$(200,922)$6,310 $(528,439)\n\nOther comprehensive income (loss) before reclassifications46,052 (14,370)(7,912)23,770 \n\nAmounts reclassified from Accumulated other comprehensive loss23,227 6,102 (3,580)25,749 \n\nTotal other comprehensive income (loss)69,279 (8,268)(11,492)49,519 \n\nBalance at April 30, 2025$(264,548)$(209,190)$(5,182)$(478,920)\n\nOther comprehensive income before reclassifications14,827 11,815 2,637 29,279 \n\nAmounts reclassified from Accumulated other comprehensive loss1,001 7,049 (627)7,423 \n\nTotal other comprehensive income15,828 18,864 2,010 36,702 \n\nBalance at April 30, 2026$(248,720)$(190,326)$(3,172)$(442,218)\n\nIn connection with the sale of Wiley Edge and CrossKnowledge, in the year ended April 30, 2025, we reclassified $23.2 million of cumulative translation adjustments out of Accumulated other comprehensive loss and included in the Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale in our Consolidated Statements of Income (Loss).\n\nFor the years ended April 30, 2026, 2025, and 2024, pretax actuarial losses included in Unamortized Retirement Costs of approximately $8.6 million, $8.1 million, and $7.9 million, respectively, were amortized from Accumulated other comprehensive loss and recognized as pension and postretirement benefit (expense) primarily in Operating and administrative expenses and Other (expense) income, net on our Consolidated Statements of Income (Loss).\n\nOur policy for releasing the income tax effects from accumulated other comprehensive (loss) income is to release when the corresponding pretax accumulated other comprehensive (loss) income items are reclassified to earnings.\n\n73\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 7 – Restructuring and Related Charges\n\nGlobal Restructuring Program\n\nThe Company began a global restructuring program in fiscal year 2023, which aimed to enhance Wiley’s position and drive profitability (Global Restructuring Program) which was expanded in fiscal year 2024. This program included severance related charges for the elimination of certain positions, the exit of certain leased office space, and the reduction of our occupancy at other facilities. Under this program, we reduced our real estate square footage occupancy by approximately 35%.\n\nIn the fourth quarter of fiscal year 2025, the program was further extended due to the completion of our divestitures with a focus on optimizing our cost structure, with particular emphasis on aligning our technology costs and other corporate expenses. As a result of these initiatives, this expanded program includes severance related charges, facility-related costs associated with certain properties, and other activities.\n\nThe following tables summarize the pretax restructuring charges related to the Global Restructuring Program:\n\nFor the Years Ended April 30,Total Charges\nIncurred to Date\n\n202620252024\n\nCharges (Credits) by Segment:\n\nResearch$1,519 $10,047 $7,410 $21,389 \n\nLearning2,940 1,515 11,448 23,707 \n\nHeld for Sale or Sold— (117)7,326 12,995 \n\nCorporate Expenses14,847 17,902 35,370 100,998 \n\nTotal Restructuring and Related Charges\n$19,306 $29,347 $61,554 $159,089 \n\n \n\nCharges by Activity:\n\nSeverance and termination benefits$9,179 $20,596 $28,556 $84,158 \n\nImpairment of operating lease ROU assets and technology, property, and equipment— 656 10,043 23,395 \n\nAcceleration of expense related to operating lease ROU assets, technology, property, and equipment, and intangible assets— 1,786 4,148 8,074 \n\nFacility related charges, net4,368 4,249 4,254 17,021 \n\nConsulting costs5,022 657 8,967 16,931 \n\nOther activities737 1,403 5,586 9,510 \n\nTotal Restructuring and Related Charges\n$19,306 $29,347 $61,554 $159,089 \n\nThe severance related charges are for certain employees affected by the reduction in force under this program who are entitled to severance payments and certain termination benefits.\n\nIn the year ended April 30, 2024, the impairment charges include the impairment of operating lease ROU assets related to certain leases that will be subleased, and the related property and equipment described further below. In the year ended April 30, 2024, these charges were recorded in Corporate Expenses and the Research segment.\n\n74\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nDue to the actions taken above, we tested the operating lease ROU assets and the related property and equipment for those being subleased for recoverability. The undiscounted cash flows were below carrying values, indicating impairment. The resulting fair value was $8.7 million in the year ended April 30, 2024 determined using the present value of estimated cash flows, and was categorized as Level 3 within the fair value hierarchy under FASB ASC Topic 820, “Fair Value Measurements.”\n\nIn addition, in the years ended April 30, 2025 and 2024, the impairment charges include the impairment of certain work-in-process capitalized software because it is no longer probable that the software being developed will be completed, and the work-in-process capitalized software was reported at the lower of its carrying amount or fair value which was zero. In the year ended April 30, 2025 these charges were recorded in the Research segment. In the year ended April 30, 2024, these charges were recorded in the Learning and Research segments, and in Corporate Expenses.\n\nIn the year ended April 30, 2024, the acceleration of expense includes the acceleration of rent expense associated with operating lease ROU assets related to certain leases that will be abandoned or terminated, and the related depreciation and amortization of property and equipment. In addition, in the years ended April 30, 2025 and 2024, the acceleration of expense includes the acceleration of amortization expense of certain capitalized software as a result of our decision to discontinue the use of those assets. We determined that a revision of the useful lives was warranted, and certain capitalized software was fully amortized over its revised remaining useful life. The acceleration of expense in the year ended April 30, 2025 also includes the acceleration of amortization expense of an intangible asset in our Research segment due to a revision of the useful life which resulted in the asset being fully amortized over its revised remaining useful life.\n\nWe incurred ongoing facility-related costs associated with certain properties, consulting costs, and costs for other activities, which includes relocation and other employee related costs.\n\nThe following table summarizes the activity for the Global Restructuring Program liability for the year ended April 30, 2026:\n\nApril 30, 2025Charges\nPayments\n\nForeign\n\nTranslation\n\n& Other Adjustments\nApril 30, 2026\n\nSeverance and termination benefits$6,622 $9,179 $(12,440)$100 $3,461 \n\nConsulting costs927 5,022 (5,232)— 717 \n\nOther activities289 737 (32)4 998 \n\nTotal$7,838 $14,938 $(17,704)$104 $5,176 \n\nApproximately $3.2 million of the restructuring liability for accrued severance and termination benefits is reflected in Accrued employment costs and approximately $0.3 million is reflected in Other long-term liabilities on our Consolidated Statements of Financial Position. The liability for consulting costs and other activities is reflected in Other accrued liabilities on our Consolidated Statements of Financial Position.\n\n75\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 8 – Inventories\n\nInventories, net consisted of the following at April 30:\n\n20262025\n\nFinished goods$23,924 $27,581 \n\nWork-in-process448 632 \n\nPaper and other materials44 124 \n\nTotal inventories before estimated sales returns and LIFO reserve24,416 28,337 \n\nInventory value of estimated sales returns3,085 4,042 \n\nLIFO reserve(8,236)(9,504)\n\nInventories, net$19,265 $22,875 \n\n[See Note 2](#ib89f1fe374d74cbb9d0c7be7b6367e87_28579), “Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards,” under the caption “Sales Return Reserves,” for a discussion of the Inventory value of estimated sales returns.\n\nFinished goods are net of a reserve for inventory obsolescence of $8.7 million and $11.1 million as of April 30, 2026 and 2025, respectively.\n\nNote 9 – Product Development Assets\n\nProduct development assets, net were included in Other non-current assets on the Consolidated Statements of Financial Position and consisted of the following at April 30:\n\n20262025\n\nBook composition costs$246,770 $247,442 \n\nSoftware costs51,795 50,960 \n\nContent development costs1,360 1,033 \n\nProduct development assets, gross299,925 299,435 \n\nAccumulated amortization(285,430)(283,382)\n\nProduct development assets, net$14,495 $16,053 \n\nProduct development assets include $2.7 million and $3.3 million of work-in-process as of April 30, 2026 and 2025, respectively, primarily for book composition costs.\n\nThe following table details our amortization expense for product development assets, net:\n\nFor the Years Ended April 30,\n\n202620252024\n\nAmortization expense$16,058 $16,610 $22,835 \n\n76\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 10 – Technology, Property, and Equipment\n\nTechnology, property, and equipment, net consisted of the following at April 30:\n\n20262025\n\nCapitalized software$687,427 $644,900 \n\nComputer hardware55,511 54,160 \n\nBuildings and leasehold improvements69,143 67,589 \n\nFurniture, fixtures, and warehouse equipment30,303 31,817 \n\nLand and land improvements885 860 \n\nTechnology, property, and equipment, gross843,269 799,326 \n\nAccumulated depreciation and amortization(707,009)(637,201)\n\nTechnology, property, and equipment, net$136,260 $162,125 \n\nThe following table details our depreciation and amortization expense for technology, property, and equipment, net:\n\nFor the Years Ended April 30,\n\n202620252024\n\nCapitalized software amortization expense$61,745 $65,348 $83,250 \n\nDepreciation and amortization expense, excluding capitalized software12,624 13,346 14,910 \n\nTotal depreciation and amortization expense for technology, property and equipment$74,369 $78,694 $98,160 \n\nIn fiscal years 2025 and 2024, as a result of our decision to discontinue the use of certain capitalized software, we determined that a revision of the useful lives was warranted, and certain capitalized software was fully amortized over its revised remaining useful life. In addition, certain work-in-process capitalized software was impaired since it is no longer probable that the software being developed will be completed, and was reported at the lower of its carrying amount or fair value which was zero. The charges resulting from these actions are summarized below.\n\nFor the year ended April 30, 2025, the total amount was $1.5 million, which included $0.8 million of accelerated amortization expense and $0.7 million of impairment charges reflected in Restructuring and related charges on our Consolidated Statements of Income (Loss). These charges were recorded in the Research segment.\n\nFor the year ended April 2024, the total amount was $20.3 million, which included $15.9 million of accelerated amortization expense reflected in depreciation and amortization in Operating and administrative expenses and $4.4 million of impairment charges reflected in Restructuring and related charges on our Consolidated Statements of Income (Loss). These charges were recorded in the Research and Learning segments as well as Corporate Expenses.\n\n77\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 11 – Goodwill and Intangible Assets\n\nGoodwill\n\nThe following table summarizes the activity in goodwill by segment as of April 30:\n\nResearchLearningTotal\n\nBalance at April 30, 2024(1)\n$607,289 $484,079 $1,091,368 \n\nAcquisition(2)\n— 1,026 1,026 \n\nForeign Translation Adjustment32,145 (3,034)29,111 \n\nBalance at April 30, 2025$639,434 $482,071 $1,121,505 \n\nForeign Translation Adjustment(67)10,954 10,887 \n\nBalance at April 30, 2026$639,367 $493,025 $1,132,392 \n\n(1)\n\nAs of April 30, 2024, the goodwill balance for the Held for Sale or Sold segment includes accumulated pretax noncash goodwill impairments of $318.2 million. These impairments reduced the goodwill for all reporting units within this segment to zero.\n\n(2)\n\nRefer to [Note 4](#i4999d179a1ee4db3afe68151d34a8db6_115), “Acquisition and Divestitures,” for more information related to the acquisition that occurred in the year ended April 30, 2025.\n\nAnnual Impairment Tests as of February 1, 2026 and 2025\n\nFor our reporting units within the Research and Learning segments, we performed a qualitative assessment by reporting unit as of February 1, 2026 and 2025. This assessment included consideration of key factors including macroeconomic conditions, industry and market considerations, financial performance, weighted average cost of capital (WACC), market multiples of current and forward 12-month EBITDA, and other relevant entity and reporting unit-specific events. Based on our qualitative assessment, we determined it was not more likely than not that the fair value of any reporting unit was less than its carrying amount. As such, it was not necessary to perform a quantitative test. There have been no significant events or circumstances affecting the valuation of goodwill subsequent to the qualitative assessment performed as of February 1, 2026.\n\nIf the fair value of these reporting units decreases in future periods, we could potentially have an impairment. The future occurrence of a potential indicator of impairment, such as a decrease in expected net earnings, changes in assumptions, adverse equity market conditions, a decline in current market multiples, a decline in our common stock price, a significant adverse change in legal factors or business climates, an adverse action or assessment by a regulator, unanticipated competition, strategic decisions made in response to economic or competitive conditions, or a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or disposed of, could require an interim assessment for some or all of the reporting units before the next required annual assessment.\n\nFiscal Year 2024\n\nWe recorded a goodwill impairment of $108.4 million in the year ended April 30, 2024. These charges are reflected in Impairment of goodwill on our Consolidated Statements of Income (Loss).\n\nChange in Segment Reporting Structure and Goodwill Impairment\n\nIn the three months ended July 31, 2023, we reorganized our segments. Due to this realignment, we reallocated goodwill in the first quarter of fiscal year 2024 to our reporting units on a relative fair value basis.\n\nAs a result of this realignment, we were required to test goodwill for impairment immediately before and after the realignment. Since there were no changes to the Research reportable segment, no impairment test of the Research segment goodwill was required.\n\n78\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nWe estimated the fair value of the reporting units using a weighting of fair values derived from an income and a market approach. Fair value computed by these methods is arrived at using a number of key assumptions including forecasted revenues and related growth rates, forecasted operating cash flows, the discount rate, and the selection of relevant market multiples of comparable publicly-traded companies with similar characteristics to the reporting unit. Under the income approach, we determined the fair value of a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on our best estimates of forecasted economic and market conditions over the period including growth rates and expected changes in operating cash flows. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of current and forward 12-month revenue or EBITDA, as applicable, derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit.\n\nPrior to the realignment, the previous reporting units (Academic Publishing, Talent Development, which includes Wiley Edge, and Professional Learning) fair values were above their carrying values. Therefore, there was no indication of impairment. The carrying value of the University Services reporting unit was above its fair value, which resulted in a pretax noncash goodwill impairment of $11.4 million. Such impairment reduced the goodwill of the University Services reporting unit to zero. University Services was adversely impacted by market conditions and headwinds for online degree programs, which led to a decline in projected enrollments from existing partners, pricing pressures and revenue share concessions, and a decline in new partner additions over both the short-term and long-term which adversely impacted forecasted revenue growth and operating cash flows. We also evaluated the recoverability of long-lived assets of the University Services reporting unit and there was no impairment.\n\nAfter the realignment, the new reporting units (Academic, Professional, and Wiley Edge) fair values were above their carrying values. Therefore, there was no indication of impairment. The carrying value of the CrossKnowledge reporting unit was above its fair value which resulted in a pretax noncash goodwill impairment of $15.3 million. Such impairment reduced the goodwill of the CrossKnowledge reporting unit to zero. CrossKnowledge was adversely impacted by a decline in the demand for its offerings, which resulted in lower sales and a decline in average contract value, that adversely impacted forecasted revenue growth and operating cash flows. We also evaluated the recoverability of long-lived assets of the CrossKnowledge reporting unit and there was no impairment.\n\nWiley Edge Interim Impairment Test\n\nAs a result of signing the Edge Agreement with Inspirit and the decrease in the fair value of the business, which was impacted by a decline in placements, in the third quarter of fiscal year 2024, we tested the goodwill of the Wiley Edge reporting unit for impairment. We concluded that the carrying value of the Wiley Edge reporting unit was above its fair value, which resulted in a pretax noncash goodwill impairment of approximately $81.7 million. Such impairment reduced the goodwill of the Wiley Edge reporting unit to zero. The impairment was due to subsequent changes in the fair value resulting from the continued progression of the selling process, indications of changes in the consideration for the business, and a decline in placements in the third quarter of fiscal year 2024, as well as changes in the carrying amounts of the disposal group. We also evaluated the recoverability of long-lived assets of the Wiley Edge reporting unit and there was no impairment.\n\nRefer to [Note 4](#i07300a4eeb7a47b3860e2ee1f39a3e3f_10911), “Acquisition and Divestitures,” for more information.\n\n79\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIntangible Assets\n\nIntangible assets, net as of April 30 were as follows:\n\n20262025\n\nCostAccumulated\nAmortizationNetCostAccumulated\nAmortizationNet\n\nIntangible assets with definite lives, net(1):\n\nContent and publishing rights$1,119,654 $(705,438)$414,216 $1,080,115 $(662,133)$417,982 \n\nCustomer relationships131,074 (104,683)26,391 131,037 (95,996)35,041 \n\nDeveloped technology(2)\n41,243 (34,404)6,839 41,195 (28,789)12,406 \n\nBrands and trademarks30,549 (26,211)4,338 30,538 (25,484)5,054 \n\nCovenants not to compete1,157 (1,157)— 1,157 (1,148)9 \n\nTotal intangible assets with definite lives, net1,323,677 (871,893)451,784 1,284,042 (813,550)470,492 \n\nIntangible assets with indefinite lives:\n\nBrands and trademarks(2)\n37,000 — 37,000 37,000 — 37,000 \n\nPublishing rights90,175 — 90,175 87,552 — 87,552 \n\nTotal intangible assets with indefinite lives127,175 — 127,175 124,552 — 124,552 \n\nTotal intangible assets, net$1,450,852 $(871,893)$578,959 $1,408,594 $(813,550)$595,044 \n\n(1)\n\nRefer to [Note 4](#i4999d179a1ee4db3afe68151d34a8db6_115), “Acquisition and Divestitures,” for more information related to the acquisition that occurred in the year ended April 30, 2025.\n\n(2)\nThe developed technology balance as of April 30, 2026 and 2025 is presented net of accumulated impairments and write-offs of $2.8 million. The indefinite-lived brands and trademarks balance as of April 30, 2026 and 2025 is net of accumulated impairments of $93.1 million.\n\nBased on the current amount of intangible assets subject to amortization and assuming current foreign exchange rates, the estimated amortization expense for the following years are as follows:\n\nFiscal YearAmount\n\n2027$50,040 \n\n202844,511 \n\n202939,997 \n\n203036,206 \n\n203133,843 \n\nThereafter247,187 \n\nTotal$451,784 \n\nAnnual Indefinite-lived Intangible Impairment Test as of February 1, 2026 and 2025\n\nWe also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights.\n\n80\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nFor fiscal years 2026 and 2025, we performed a qualitative assessment for our annual indefinite-lived intangible assets impairment test. This assessment included consideration of key factors including macroeconomic conditions, industry and market considerations, financial performance, WACC, and other relevant entity and reporting unit-specific events. Based on our qualitative assessment, we determined it was not more likely than not that the fair value of any indefinite-lived intangible asset was less than its carrying amount. As such, it was not necessary to perform a quantitative test.\n\nNote 12 – Operating Leases\n\nWe have operating leases with contractual obligations as a lessee with respect to offices, warehouses and distribution centers, automobiles, and office equipment.\n\nFor operating leases, the ROU assets and liabilities as of April 30 are presented in our Consolidated Statements of Financial Position as follows:\n\n20262025\n\nOperating lease ROU assets$57,128 $66,128 \n\nShort-term portion of operating lease liabilities15,954 18,282 \n\nOperating lease liabilities, non-current$69,544 $81,482 \n\nAs a result of the Global Restructuring Program, which included the exit of certain leased office space, we recorded restructuring and related charges, which included impairment charges and the acceleration of expense associated with certain operating lease ROU assets. [See Note 7](#i349fc9c6047d49dbbed2272840f209d9_6505), “Restructuring and Related Charges” for more information on this program and the charges incurred.\n\nOur total net lease costs were as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nOperating lease cost$14,107 $14,613 $14,575 \n\nVariable lease cost710 833 1,096 \n\nShort-term lease cost378 455 1,059 \n\nSublease income(367)(560)(847)\n\nTotal net lease cost (1)\n$14,828 $15,341 $15,883 \n\n(1)\nTotal net lease cost does not include those costs and sublease income for operating leases identified as part of our restructuring programs, which are included in Restructuring and related charges on our Consolidated Statements of Income (Loss). See [Note 7](#i4999d179a1ee4db3afe68151d34a8db6_124), “Restructuring and Related Charges” for more information on these programs.\n\nOther supplemental information includes the following:\n\nFor the Years Ended April 30,\n\n202620252024\n\nWeighted-average remaining contractual lease term (years)677\n\nWeighted-average discount rate6.23 %6.16 %6.05 %\n\nCash paid for amounts included in the measurement of lease liabilities:\n\nOperating cash flows from operating leases$22,704 $22,209 $25,852 \n\nOperating lease liabilities arising from obtaining ROU assets$1,642 $1,646 $2,199 \n\n81\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nThe table below reconciles the undiscounted cash flows for the first five years and total of the remaining years to the operating lease liabilities recorded in the Consolidated Statement of Financial Position as of April 30, 2026:\n\nFiscal YearOperating Lease\nLiabilities\n\n2027$20,180 \n\n202816,545 \n\n202915,199 \n\n203014,706 \n\n203114,457 \n\nThereafter21,635 \n\nTotal future undiscounted minimum lease payments102,722 \n\n \n\nLess: Imputed interest17,224 \n\n \n\nPresent value of minimum lease payments85,498 \n\n \n\nLess: Current portion15,954 \n\n \n\nNoncurrent portion$69,544 \n\nNote 13 – Income Taxes\n\nThe (benefit) provision for income taxes were as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nCurrent provision\n\nUS – Federal$4,445 $5,497 $2,152 \n\nInternational62,254 50,300 49,357 \n\nState and local1,454 1,981 (337)\n\nTotal current provision$68,153 $57,778 $51,172 \n\nDeferred (benefit) provision\n\nUS – Federal$(53,217)$3,394 $(25,026)\n\nInternational(10,993)1,696 (4,772)\n\nState and local(10,474)(4,151)(8,102)\n\nTotal deferred (benefit) provision$(74,684)$939 $(37,900)\n\nTotal (benefit) provision$(6,531)$58,717 $13,272 \n\nInternational and United States pretax income (loss) were as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nInternational$192,809 $189,781 $109,616 \n\nUnited States22,277 (46,903)(296,663)\n\nTotal$215,086 $142,878 $(187,047)\n\n82\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nIn accordance with our adoption of ASU 2023-09 on a prospective basis, the reconciliation of our US federal statutory tax rate to our effective income tax rate, presented as both a rate and dollar amount, is as follows:\n\nFor the Year Ended April 30, 2026\n\nUS federal statutory rate$45,168 21.0 %\n\nState and local income tax, net of federal (national) income tax effect(1)\n(9,478)(4.4)%\n\nForeign tax effects\n\nUnited Kingdom5,773 2.7 %\n\nGermany\n\nStatutory tax rate difference(4,630)(2.2)%\n\nChanges in future corporate income tax rate(4,286)(2.0)%\n\nTrade tax12,225 5.7 %\n\nOther905 0.4 %\n\nHong Kong\n\nPillar II top-up tax2,611 1.2 %\n\nTax exemption(2,873)(1.3)%\n\nOther(782)(0.4)%\n\nBrazil\n\nWithholding tax2,686 1.2 %\n\nOther\n59 — %\n\nAustralia2,164 1.0 %\n\nOther foreign jurisdictions599 0.3 %\n\nEffect of changes in tax laws or rates enacted in the current period— — %\n\nEffect of cross-border tax laws\n\nNet controlled foreign corporation tested income3,942 1.8 %\n\nForeign-derived deduction eligible income(5,049)(2.3)%\n\nTax credits(1,737)(0.8)%\n\nChanges in valuation allowances(57,019)(26.4)%\n\nNontaxable or nondeductible items3,482 1.6 %\n\nWorldwide changes in unrecognized tax benefits333 0.2 %\n\nOther adjustments(624)(0.3)%\n\nEffective income tax rate$(6,531)(3.0)%\n\n(1)\nState taxes in California, New Jersey, Illinois, Pennsylvania, Massachusetts, Maryland, and New York made up the majority (greater than 50 percent) of the tax effect in this category\n\nThe Company's effective tax rate for the fiscal year ended April 30, 2026, was primarily driven by the impact of the US valuation allowance, the enactment of tax rate reductions in Germany, the rates of tax imposed on income earned in foreign jurisdictions, and state taxes.\n\nPrior to the adoption of ASU 2023-09, our effective income tax rate as a percentage of pretax income differed from the US federal statutory rate as shown below:\n\n83\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nFor the Years Ended April 30,\n\n20252024\n\nUS federal statutory rate21.0 %21.0 %\n\nImpact of foreign operations8.8 %(11.7)%\n\nChange in valuation allowance14.4 %(14.0)%\n\nState income taxes, net of US federal tax benefit(1.5)%4.6 %\n\nTax credits and related net benefits(2.7)%1.8 %\n\nImpairment of goodwill— %(10.9)%\n\nReturn to provision(1.9)%6.1 %\n\nOther3.0 %(4.0)%\n\nEffective income tax rate41.1 %(7.1)%\n\nCash paid for income taxes, net of refunds received, by jurisdiction is as follows:\n\nFor the Year Ended April 30, 2026\n\nFederal$410 \n\nState and local1,789 \n\nInternational\n\nUK21,317 \n\nGermany20,910 \n\nAustralia8,377 \n\nOther5,621 \n\nCash paid for income taxes, net of refunds received$58,424 \n\nAccounting for Uncertainty in Income Taxes:\n\nAs of April 30, 2026 and 2025, the total amount of unrecognized tax benefits was $10.2 million and $9.8 million, respectively, of which $0.6 million and $0.4 million represented accruals for interest and penalties recorded as additional tax expense in accordance with our accounting policy. As of April 30, 2026 and 2025, the total interest and penalties was $1.0 million and $0.8 million, respectively. We recorded net interest expense on reserves for unrecognized and recognized tax benefits of $0.2 million in each of the years ended April 30, 2026, 2025, and 2024. As of April 30, 2026 and 2025, the total amounts of unrecognized tax benefits that would reduce our income tax provision, if recognized, were approximately $10.2 million and $9.8 million, respectively.\n\nA reconciliation of the unrecognized tax benefits included within the Other long-term liabilities on the Consolidated Statements of Financial Position is as follows:\n\nFor the Years Ended April 30,\n\n20262025\n\nBalance at May 1$9,797 $9,151 \n\nAdditions for current year tax positions1,428 1,423 \n\nReductions for prior year tax positions(119)(337)\n\nReductions for lapse of statute of limitations(887)(440)\n\nBalance April 30$10,219 $9,797 \n\n84\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nTax Audits:\n\nWe file income tax returns in the US and various states and non-US tax jurisdictions. Our major taxing jurisdictions are the United States, the United Kingdom, Germany, and Australia. We are no longer subject to income tax examinations for years prior to fiscal year 2014 in the major jurisdictions in which we are subject to tax.\n\nDeferred Taxes:\n\nDeferred taxes result from temporary differences in the recognition of revenue and expense for tax and financial reporting purposes.\n\nThe significant components of deferred tax assets and liabilities as of April 30 were as follows:\n\n20262025\n\nNet operating losses$7,437 $11,360 \n\nCapital losses2,948 — \n\nReserve for sales returns and doubtful accounts2,988 2,095 \n\nAccrued employee compensation20,946 24,967 \n\nForeign and federal credits23,891 28,835 \n\nOther accrued expenses1,039 1,009 \n\nRetirement and post-employment benefits5,491 8,282 \n\nOperating lease liabilities16,685 18,308 \n\nInterest expense disallowance6,689 14,919 \n\nImpairment— 9,543 \n\nOther517 415 \n\nTotal gross deferred tax assets$88,631 $119,733 \n\nLess valuation allowance(7,282)(77,309)\n\nTotal deferred tax assets$81,349 $42,424 \n\n \n\nPrepaid expenses and other assets$(813)$(861)\n\nUnremitted foreign earnings(2,220)(2,220)\n\nIntangible and fixed assets(108,088)(130,077)\n\nRight-of-use assets(10,289)(10,848)\n\nTotal deferred tax liabilities$(121,410)$(144,006)\n\nNet deferred tax liabilities$(40,061)$(101,582)\n\n \n\nReported As\n\nDeferred tax assets$58,911 $3,563 \n\nDeferred tax liabilities(98,972)(105,145)\n\nNet deferred tax liabilities$(40,061)$(101,582)\n\n85\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nThe change in net deferred taxes during fiscal year 2026 was primarily attributable to the release of approximately $70.0 million of valuation allowance previously recorded against US federal and state deferred tax assets. The valuation allowance release was driven by management’s conclusion that it is more likely than not that substantially all US federal and state deferred tax assets will be realized based on all available positive and negative evidence, primarily related to the elimination of losses associated with businesses that have been divested and demonstrated sustained US pretax income adjusted for other comprehensive income and permanent differences as of April 30, 2026. This information is both objective and verifiable and represents positive evidence that when considered alongside the other positive and negative factors, as well as the anticipated future earnings, supports management’s conclusion as to the realizability of substantially all of the US federal and state deferred tax assets. The release of the valuation allowance on US net deferred tax assets resulted in the recognition of deferred tax assets and income tax benefit in the current period.\n\nWe have provided a $7.3 million valuation allowance as of April 30, 2026 for deferred tax assets related to capital losses that are not realizable as of the current period due to lack of capital gains, and state NOLs and credits that we expect will expire unutilized.\n\nAs of April 30, 2026, we have apportioned state net operating loss carryforwards totaling approximately $134.4 million, with a tax effected value of $6.7 million net of federal benefits. We have foreign net operating loss carryforwards totaling approximately $0.3 million, and federal net operating loss carryforwards totaling $1.9 million, with a tax effected value of $0.4 million. We also have US capital loss carryforwards total approximately $12.1 million, with a tax effected value of $2.9 million. Our state, foreign, and federal NOLs and credits, to the extent they expire, expire in various amounts from 1 year to indefinite.\n\nWe intend to repatriate earnings from our non-US subsidiaries, and to the extent we repatriate these funds to the US, we may be required to pay taxes in various US state and local jurisdictions and withholding or similar taxes in applicable non-US jurisdictions in the periods in which such repatriation occurs. As of April 30, 2026, we have recorded a $2.2 million liability related to the estimated taxes that would be incurred upon repatriating certain non-US earnings to the US.\n\nEnactment of the \"One Big Beautiful Bill Act\" (OBBBA)\n\nOn July 4, 2025, President Trump signed into law the OBBBA. Key corporate tax provisions of the OBBBA include a handful of elective tax measures such as restoration of 100% bonus depreciation, the introduction of new Section 174A permitting immediate expending of domestic research and experimental (R&E) expenditures. Other tax measures include modifications to Section 163(j) interest expense limitations, updates to the rules governing global intangible low-taxed income (GILTI) and foreign-derived intangible income (FDII), amendments to energy credit provisions, and the expansion of Section 162(m) aggregation requirements.\n\nUnder US GAAP, the effects of changes in tax laws are recognized in the period in which the new law is enacted. Upon assessment of the OBBBA, we determined the impact of these to be insignificant and reflected these in our financial statements using management's best estimate for fiscal year 2026. We are continuing to evaluate the impact of the OBBBA on future periods.\n\n86\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 14 – Debt and Available Credit Facilities\n\nOur total debt outstanding as of April 30 consisted of the amounts set forth in the following table:\n\n20262025\n\nShort-term portion of long-term debt(1)\n$12,500 $10,000 \n\n \n\nTerm loan A - Amended and Restated CA(2)\n162,243 174,581 \n\nRevolving credit facility - Amended and Restated CA508,654 614,854 \n\nTotal long-term debt, less current portion670,897 789,435 \n\n \n\nTotal debt$683,397 $799,435 \n\n(1)\nRelates to our term loan A under the Amended and Restated CA.\n\n(2)\n\nAmounts are shown net of unamortized issuance costs of $0.3 million as of April 30, 2026 and $0.4 million as of April 30, 2025.\n\nThe following table summarizes the scheduled annual maturities for the next two years of our long-term debt, including the short-term portion of long-term debt. This schedule represents the principal portion amount of debt outstanding and therefore excludes unamortized issuance costs.\n\nFiscal YearAmount\n\n2027$12,500 \n\n2028671,154 \n\nTotal$683,654 \n\nAmended and Restated CA\n\nOn November 30, 2022, we entered into the second amendment to the Third Amended and Restated Credit Agreement (collectively, the Amended and Restated CA). The Amended and Restated CA as of November 30, 2022 provided for senior unsecured credit facilities comprised of the following (i) a five-year revolving credit facility in an aggregate principal amount up to $1.115 billion which matures November 2027, (ii) a five-year term loan A facility consisting of $200 million which matures November 2027, and (iii) $185 million aggregate principal amount revolving credit facility which matured in May 2024.\n\nUnder the terms of the Amended and Restated CA, which can be drawn in multiple currencies, we have the option of borrowing at the following floating interest rates depending on the currency borrowed: (i) at a rate based on the US Secured Overnight Financing Rate (SOFR), the Sterling Overnight Index Average Rate (SONIA) or a EURIBOR-based rate, each rate plus an applicable margin ranging from 0.98% to 1.50%, depending on our consolidated net leverage ratio, as defined, or (ii) at the lender’s base rate plus an applicable margin ranging from zero to 0.50%, depending on our consolidated net leverage ratio. With respect to SOFR loans, there is a SOFR adjustment of between 0.10% and 0.25% depending on the duration of the loan. The lender’s base rate is defined as the highest of (i) the US federal funds effective rate plus a 0.50% margin, (ii) the Daily SOFR rate, as defined, plus a 1.00% margin, or (iii) the Bank of America prime lending rate. In addition, we pay a facility fee for the Amended and Restated CA ranging from 0.15% to 0.25% depending on our consolidated net leverage ratio. We also may request an increase in the aggregate commitments provided that the total credit exposures of all lenders shall at no time exceed $2 billion, and any such request shall be in minimum increments of $50 million, subject to the approval of the lenders. On May 15, 2026, we entered into the third amendment to the Third Amended and Restated Credit Agreement for the establishment of incremental term commitments in an aggregate principal amount of $300.0 million, increasing the total available lines of credit to $1,590.5 million.\n\nThe Amended and Restated CA contains certain customary affirmative and negative covenants, including a financial covenant in the form of a consolidated net leverage ratio and consolidated interest coverage ratio, which we were in compliance with as of April 30, 2026.\n\n87\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nThe amortization expense of the costs incurred related to the Amended and Restated CA related to the lender and non-lender fees is recognized over a five-year term for credit commitments that mature in November 2027 and an 18-month term for credit commitments that matured in May 2024. Total amortization expense included in Interest expense on our Consolidated Statements of Income (Loss) is as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nAmortization expense$1,137 $1,145 $1,246 \n\nLines of Credit\n\nWe have other lines of credit aggregating $1.0 million at various interest rates. There were no outstanding borrowings under these credit lines at April 30, 2026 and 2025.\n\nOur total available lines of credit as of April 30, 2026 were approximately $1,290.5 million which includes the Amended and Restated CA, of which approximately $606.9 million was unused. We had letters of credit of $0.5 million outstanding under the Amended and Restated CA, and the aggregate stated amount outstanding of these letters of credit reduces the total borrowing base available under the Amended and Restated CA.\n\nThe weighted average interest rates on total debt outstanding during the years ended April 30, 2026 and 2025 were 5.63% and 6.10%, respectively. As of April 30, 2026 and 2025, the weighted average interest rates for total debt were 5.48% and 5.57%, respectively.\n\nBased on estimates of interest rates currently available to us for loans with similar terms and maturities, the fair value of our debt approximates its carrying value.\n\n88\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 15– Derivative Instruments and Hedging Activities\n\nInterest Rate Contracts\n\nAs of April 30, 2026, we had total debt outstanding of $683.4 million, net of unamortized issuance costs of $0.3 million. The $683.7 million of debt outstanding are variable rate loans under the Amended and Restated CA. The carrying value of the debt approximates fair value.\n\nAs of April 30, 2026 and 2025, the interest rate swap agreements we maintained were designated as fully effective cash flow hedges as defined under ASC Topic 815. As a result, the impact on our Consolidated Statements of Income (Loss) from changes in the fair value of the interest rate swaps was fully offset by changes in the interest expense on the underlying variable rate debt instruments. It is management’s intention that the notional amount of interest rate swaps be less than the variable rate loans outstanding during the life of the derivatives.\n\nAs of April 30, 2026 and 2025, we had interest rate swaps outstanding with a combined notional amount of $300.0 million and $500.0 million, respectively, that were designated as cash flow hedges.\n\nWe record the fair value of our interest rate swaps on a recurring basis using Level 2 inputs of quoted prices for similar assets or liabilities in active markets. The fair value of our interest rate swaps designated as cash flow hedges as of April 30 are reflected in our Consolidated Statements of Financial Position as follows:\n\nAsset (Liability)Balance Sheet Location20262025\n\nCurrent asset portionPrepaid expenses and other current assets$— $197 \n\nCurrent liability portionOther accrued liabilities(156)(118)\n\nNon-current liability portionOther long-term liabilities(716)(3,438)\n\nTotal cash flow hedges$(872)$(3,358)\n\nThe effect of our interest rate swaps on the Consolidated Statements of Comprehensive Income (Loss) and the Consolidated Statements of Income (Loss) are as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nAmount of pretax gains (losses) recognized in Other comprehensive income$3,453 $(8,186)$15,164 \n\nAmount of pretax gains reclassified from Accumulated other comprehensive loss into Interest expense$829 $4,755 $12,420 \n\nBased on the amount in Accumulated other comprehensive loss at April 30, 2026, approximately $(0.6) million, net of tax, would be reclassified into Net income in the next twelve months.\n\nForeign Currency Contracts\n\nWe may enter into foreign currency forward contracts to manage our exposure on certain foreign currency denominated assets and liabilities. The foreign currency forward exchange contracts are marked to market through Net foreign exchange transaction losses on our Consolidated Statements of Income (Loss) and carried at fair value on our Consolidated Statements of Financial Position. Foreign currency denominated assets and liabilities are remeasured at spot rates in effect on the balance sheet date, with the effects of changes in spot rates reported in Net foreign exchange transaction losses on our Consolidated Statements of Income (Loss).\n\nAs of April 30, 2026 and 2025, we did not maintain any open foreign currency forward contracts. In addition, we did not maintain any open foreign currency forward contracts during the years ended April 30, 2026, 2025, and 2024.\n\n89\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 16 – Commitment and Contingencies\n\nLegal Proceedings\n\nWe are involved in routine litigation in the ordinary course of our business. A provision for litigation is accrued when information available to us indicates that it is probable a liability has been incurred and the amount of loss can be reasonably estimated. Significant judgment may be required to determine both the probability and estimates of loss. When the amount of the loss can only be estimated within a range, the most likely outcome within that range is accrued. If no amount within the range is a better estimate than any other amount, the minimum amount within the range is accrued. When uncertainties exist related to the probable outcome of litigation and/or the amount or range of loss, we do not record a liability, but disclose facts related to the nature of the contingency and possible losses if management considers the information to be material. Reserves for legal defense costs are recognized when incurred. The accruals for loss contingencies and legal costs are reviewed regularly and may be adjusted to reflect updated information on the status of litigation and advice of legal counsel. In the opinion of management, the ultimate resolution of all pending litigation as of April 30, 2026, will not have a material effect upon our consolidated financial condition or results of operations.\n\nAnthropic Class-Action Lawsuit\n\nIn August 2024, certain authors filed a class-action lawsuit against Anthropic in the US District Court for the Northern District of California. They alleged that Anthropic used their copyrighted content, obtained through piracy, to train its AI models. In August 2025, a settlement was reached pursuant to which Anthropic will pay $1.5 billion into a settlement fund, which will be used to make cash payments to class members and cover certain costs in the case. The court preliminarily approved the settlement on September 25, 2025. We are aware that our content is included in the pirated copyrighted content and we have submitted claims for such works with the settlement administrator. The Company's portion of the settlement has not yet been determined.\n\n90\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 17 – Retirement Plans\n\nWe have retirement plans that cover substantially all employees. The plans generally provide for employee retirement between the ages 60 and 65, and benefits based on length of service and compensation, as defined.\n\nDefined Benefit Plans\n\nOur Board of Directors approved plan amendments that froze the following retirement plans:\n\n•Retirement Plan for the Employees of John Wiley & Sons, Canada was frozen effective December 31, 2015;\n\n•Retirement Plan for the Employees of John Wiley & Sons, Ltd., a UK plan was frozen effective April 30, 2015 and;\n\n•US Employees’ Retirement Plan, Supplemental Benefit Plan, and Supplemental Executive Retirement Plan, were frozen effective June 30, 2013.\n\nWe maintain the Supplemental Executive Retirement Plan for certain officers and senior management which provides for the payment of supplemental retirement benefits after the termination of employment for 10 years, or in a lifetime annuity. Under certain circumstances, including a change of control as defined, the payment of such amounts could be accelerated on a present value basis. Future accrued benefits to this plan have been discontinued as noted above.\n\nThe components of net pension expense for the defined benefit plans and the weighted average assumptions were as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nUSNon-USUSNon-USUSNon-US\n\nService cost$— $499 $— $560 $— $532 \n\nInterest cost11,850 17,479 12,133 16,603 11,654 16,069 \n\nExpected return on plan assets(9,641)(18,371)(9,610)(18,449)(10,372)(19,443)\n\nAmortization of prior service cost(154)60 (154)66 (154)60 \n\nAmortization of net actuarial loss2,293 6,532 2,314 6,058 2,446 5,656 \n\nCurtailment/settlement (credit)— — — (181)— — \n\nNet pension expense$4,348 $6,199 $4,683 $4,657 $3,574 $2,874 \n\n \n\nDiscount rate5.7 %5.5 %5.8 %5.1 %5.1 %4.8 %\n\nRate of compensation increaseN/A3.0 %N/A3.0 %N/A3.0 %\n\nExpected return on plan assets5.8 %6.2 %5.8 %6.2 %5.8 %6.4 %\n\nIn the year ended April 30, 2025, due to the sale of the CrossKnowledge business, there was a curtailment and a settlement credit due to the divestment of the CrossKnowledge Pension Plan of $(0.2) million which is primarily reflected in Other (expense) income, net on our Consolidated Statements of Income (Loss).\n\nThe service cost component of net pension expense is reflected in Operating and administrative expenses on our Consolidated Statements of Income (Loss). The other components of net pension expense are reported separately from the service cost component and below Operating income. Such amounts are reflected in Other (expense) income, net on our Consolidated Statements of Income (Loss).\n\n91\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nThe recognized net actuarial loss for each fiscal year is calculated using the “corridor method,” which reflects the amortization of the net loss at the beginning of the fiscal year in excess of 10% of the greater of the market value of plan assets or the projected benefit obligation. The amortization period is based on the average expected life of plan participants for plans with all or almost all inactive participants and frozen plans, and on the average remaining working lifetime of active plan participants for all other plans.\n\nThe vested benefit obligation for our defined benefit postretirement plans is the actuarial present value of the vested benefits to which the employee is currently entitled but based on the employee's expected date of separation of retirement.\n\nWe recognize the overfunded or underfunded status of defined benefit postretirement plans, measured as the difference between the fair value of plan assets and the projected benefit obligation, on the Consolidated Statements of Financial Position. The change in the funded status of the plan is recognized in Accumulated other comprehensive loss on the Consolidated Statements of Financial Position. Plan assets and obligations are measured at fair value as of our Consolidated Statements of Financial Position date.\n\nThe following table sets forth the changes in, and the status of, our defined benefit plans’ assets and benefit obligations:\n\n92\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\n20262025\n\nUSNon-USUSNon-US\n\nCHANGE IN PLAN ASSETS\n\nFair value of plan assets, beginning of year$174,170 $302,532 $173,569 $293,168 \n\nActual return on plan assets17,429 13,376 13,312 (7,426)\n\nEmployer contributions2,961 1,887 3,198 13,526 \n\nEmployee contributions— — — — \n\nSettlements— — — (729)\n\nBenefits paid(15,677)(14,548)(15,909)(14,560)\n\nForeign currency rate changes— 3,870 — 18,553 \n\nFair value, end of year$178,883 $307,117 $174,170 $302,532 \n\nCHANGE IN PROJECTED BENEFIT OBLIGATION\n\nBenefit obligation, beginning of year$(216,547)$(323,332)$(215,563)$(324,362)\n\nService cost— (499)— (560)\n\nInterest cost(11,850)(17,479)(12,133)(16,603)\n\nActuarial gains (losses)1,282 14,725 (4,760)22,520 \n\nBenefits paid15,677 14,548 15,909 14,560 \n\nForeign currency rate changes— (4,572)— (19,984)\n\nSettlements and other— — — 1,097 \n\nBenefit obligation, end of year$(211,438)$(316,609)$(216,547)$(323,332)\n\nUnderfunded status, end of year$(32,555)$(9,492)$(42,377)$(20,800)\n\nAMOUNTS RECOGNIZED ON THE STATEMENT OF FINANCIAL POSITION\n\nNoncurrent assets— 21,769 — 12,885 \n\nCurrent pension liability(2,884)(1,405)(2,881)(1,282)\n\nNoncurrent pension liability(29,671)(29,856)(39,496)(32,403)\n\nNet amount recognized in statement of financial position$(32,555)$(9,492)$(42,377)$(20,800)\n\nAMOUNTS RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS (BEFORE TAX) CONSIST OF\n\nNet actuarial losses$(64,405)$(193,249)$(75,768)$(206,945)\n\nPrior service cost gains (losses)1,330 (947)1,484 (992)\n\nTotal accumulated other comprehensive loss$(63,075)$(194,196)$(74,284)$(207,937)\n\nChange in accumulated other comprehensive loss$11,209 $13,741 $1,103 $(10,008)\n\nINFORMATION FOR PENSION PLANS WITH AN ACCUMULATED BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS\n\nAccumulated benefit obligation$211,438 $31,783 $216,547 $34,189 \n\nFair value of plan assets$178,883 $527 $174,170 $511 \n\nINFORMATION FOR PENSION PLANS WITH A PROJECTED BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS\n\nProjected benefit obligation$211,438 $31,789 $216,547 $34,198 \n\nFair value of plan assets$178,883 $527 $174,170 $511 \n\nWEIGHTED AVERAGE ASSUMPTIONS USED IN DETERMINING ASSETS AND LIABILITIES\n\nDiscount rate5.8 %6.0 %5.7 %5.5 %\n\nRate of compensation increaseN/A3.0 %N/A3.0 %\n\nAccumulated benefit obligations$(211,438)$(308,934)$(216,547)$(315,748)\n\n93\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nActuarial gains in the US plans resulting in a decrease to our projected benefit obligation for the year ended April 30, 2026, were primarily due to a change in the discount rate. Actuarial gains for the non-US plans, resulting in a decrease to our projected benefit obligation for the year ended April 30, 2026, were primarily due to changes in the discount rates, offset by losses from demographic experience and a change in the mortality assumption for the UK Plan.\n\nActuarial losses in the US plans resulting in an increase to our projected benefit obligation for the year ended April 30, 2025, were primarily due to a change in the discount rate and losses from actual demographic experience being different than expected. Actuarial gains for the non-US plans, resulting in a decrease to our projected benefit obligation for the year ended April 30, 2025, were primarily due to a change in the discount rates.\n\nPension plan assets/investments:\n\nThe investment guidelines for the defined benefit pension plans are established based upon an evaluation of market conditions, plan liabilities, cash requirements for benefit payments, and tolerance for risk. Investment guidelines include the use of actively and passively managed securities. The investment objective is to ensure that funds are available to meet the plans’ benefit obligations when they are due. The investment strategy is to invest in high quality and diversified equity and debt securities to achieve our long-term expectation. The plans’ risk management practices provide guidance to the investment managers, including guidelines for asset concentration, credit rating, and liquidity. Asset allocation favors a balanced portfolio, with a global aggregated target allocation of approximately 15% equity securities and 85% fixed income securities and cash. Due to volatility in the market, the target allocation is not always desirable and asset allocations will fluctuate between acceptable ranges of plus or minus 5%. We regularly review the investment allocations and periodically rebalance investments to the target allocations. We categorize our pension assets into three levels based upon the assumptions (inputs) used to price the assets. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows:\n\n•Level 1: Unadjusted quoted prices in active markets for identical assets.\n\n•Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets in active markets or quoted prices for identical assets in inactive markets.\n\n•Level 3: Unobservable inputs reflecting assumptions about the inputs used in pricing the asset.\n\nWe did not maintain any level 3 assets during the years ended April 30, 2026 and 2025.\n\nCertain of our pension assets are invested in common collective trusts managed and valued by the fund administrator. The fair value of the funds is based on the Net Asset Value (NAV) of the underlying investments owned by the fund less its liabilities based on published daily rate. Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient do not have to be classified in the fair value hierarchy. The fair value amounts presented in the following tables are intended to permit reconciliation of the fair value hierarchy to the amounts presented for the total pension benefit plan assets. For those plan assets measured at NAV, a redemption request can be executed within a 7-day notice. There are no unfunded commitments or redemption restrictions for these funds.\n\n94\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nThe following tables set forth, by level within the fair value hierarchy, pension plan assets at their fair value as of April 30:\n\n20262025\n\nLevel 1Level 2NAVTotalLevel 1Level 2NAVTotal\n\nUS Plan Assets\n\nGlobal equity securities: Limited Partnership$4,740 $49,912 $54,652 $4,904 $51,727 $56,631 \n\nFixed income securities: Commingled trust funds— 124,231 124,231 — 117,539 117,539 \n\nTotal US plan assets$4,740 $174,143 $178,883 $4,904 $169,266 $174,170 \n\nNon-US Plan Assets\n\nEquity securities:\n\nUS equities$— $11,922 $11,922 $— $25,110 $25,110 \n\nNon-US equities5,412 5,412 9,530 9,530 \n\nBalanced managed funds— 49,171 49,171 — 71,629 71,629 \n\nFixed income securities: Commingled funds— 145,632 145,632 — 100,740 100,740 \n\nOther:\n\nReal estate/other— 526 526 — 511 511 \n\nCash and cash equivalents11,057 83,397 94,454 12,503 82,509 95,012 \n\nTotal Non-US plan assets$11,057 $296,060 $— $307,117 $12,503 $290,029 $— $302,532 \n\nTotal plan assets$11,057 $300,800 $174,143 $486,000 $12,503 $294,933 $169,266 $476,702 \n\nExpected employer contributions to the defined benefit pension plans in the year ended April 30, 2027 will be approximately $6.0 million, including $2.0 million of minimum amounts required for our non-US plans. From time to time, we may elect to make voluntary contributions to our defined benefit plans to improve their funded status.\n\nBenefit payments to retirees from all defined benefit plans are expected to be the following in the fiscal year indicated:\n\nFiscal YearUSNon-USTotal\n\n2027$16,120 $14,921 $31,041 \n\n202816,100 15,000 31,100 \n\n202916,117 16,233 32,350 \n\n203015,796 17,207 33,003 \n\n203115,623 17,998 33,621 \n\n2032–203677,619 103,865 181,484 \n\nTotal$157,375 $185,224 $342,599 \n\n95\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nRetiree Health Benefits\n\nWe provide contributory life insurance and health care benefits, subject to certain dollar limitations, for substantially all of our eligible retired US employees. The retiree health benefit is no longer available for any employee who retires after December 31, 2017. The cost of such benefits is expensed over the years the employee renders service and is not funded in advance. The accumulated postretirement benefit obligation recognized on the Consolidated Statements of Financial Position as of April 30, 2026 and 2025 was $0.3 million and $0.6 million, respectively. Annual credits for these plans were $(0.3) million, $(0.1) million, and $(0.1) million for the years ended April 30, 2026, 2025, and 2024, respectively, and are reflected in Operating and administrative expenses on our Consolidated Statements of Income (Loss).\n\nDefined Contribution Savings Plans\n\nWe have defined contribution savings plans. Our contribution is based on employee contributions and the level of our match. We may make discretionary contributions to all employees as a group. The expense recorded for these plans was approximately $21.5 million, $22.8 million, and $27.0 million in the years ended April 30, 2026, 2025, and 2024, respectively, and is reflected in Operating and administrative expenses on our Consolidated Statements of Income (Loss).\n\nNote 18– Stock-Based Compensation\n\nThe Company provides stock-based compensation to its employees and non-employee directors, which may include restricted stock units (RSU), PSU, and stock options (collectively, stock-based awards). All equity compensation plans have been approved by shareholders. On September 29, 2022, the Company’s shareholders approved the John Wiley & Sons, Inc. 2022 Omnibus Stock and Long-Term Incentive Plan (the 2022 Plan), which replaced, with respect to new award grants, our 2014 Key Employee Stock Plan and 2018 Director Stock Plan (the Prior Plans) that were previously in effect. Following the approval of the 2022 Plan, no further awards were available to be issued under the Prior Plans, but awards outstanding under the Prior Plans as of that date remain outstanding in accordance with their terms. A total number of 6.2 million shares of our Class A stock was authorized under the 2022 Plan. In addition, any outstanding awards cancelled from the Prior Plans are added to the shares available under the 2022 Plan. As of April 30, 2026, there were approximately 4.7 million securities remaining that are available for future issuance under the 2022 Plan. We issue treasury shares to fund awards issued under the 2022 Plan.\n\nPerformance-Based and Other Restricted Stock Activity\n\nUnder the terms of our long-term incentive plans, PSU are payable in restricted shares of our Class A Common Stock upon the achievement of certain three-year or less financial performance-based targets. During each three-year period or less, we adjust compensation expense based upon our best estimate of expected performance. PSU vest 100% on June 30 following the end of the three-year performance cycle.\n\nWe may also grant individual RSU payable in shares of our Class A Common Stock to key employees in connection with their employment. RSU generally vest ratably 25% per year.\n\nUnder certain circumstances relating to a change of control or termination, as defined, the restrictions would lapse and shares would vest earlier.\n\n96\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nActivity for performance-based and other restricted stock awards during the years ended April 30, was as follows (shares in thousands):\n\n202620252024\n\nRestricted\nSharesWeighted\nAverage\nGrant Date\nValueRestricted\nSharesRestricted\nShares\n\nNonvested shares at beginning of year1,216$38.51 1,2031,073\n\nGranted599$42.77 7351,089\n\nChange in shares due to performance33$28.67 7154\n\nVested and issued(492)$40.57 (448)(660)\n\nForfeited(147)$40.87 (345)(353)\n\nNonvested shares at end of year1,209$39.22 1,2161,203\n\nWe recognized stock-based compensation expense (including stock options) primarily in Operating and administrative expenses on the Consolidated Statements of Income (Loss), on a pretax basis, as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nStock-based compensation expense\n$20,608 $22,222 $24,982 \n\nAs of April 30, 2026, there was $28.5 million of unrecognized share-based compensation cost related to performance-based and other restricted stock awards, which is expected to be recognized over a period up to 4.0 years, or 2.2 years on a weighted average basis.\n\nCompensation expense for restricted stock awards is measured using the closing market price of our Class A Common Stock at the date of grant. The total grant date value of shares vested during the years ended April 30 was as follows:\n\n202620252024\n\nGrant date value of shares vested\n$19,966 $18,504 $29,874 \n\nStock Option Activity\n\nUnder the terms of our stock option plan, the exercise price of stock options granted may not be less than 100% of the fair market value of the stock at the date of grant. Options are exercisable over a maximum period of ten years from the date of grant. There were no options granted in the years ended April 30, 2026 and 2025, respectively. For the options granted in the year ended April 30, 2024, such options generally vest 10%, 20%, 30%, and 40% on April 30, or on each anniversary date after the award is granted.\n\nThe following table provides the estimated weighted average fair value for options granted during the year ended April 30, 2024 using the Black-Scholes option-pricing model, and the significant weighted average assumptions used in their determination:\n\n97\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nWeighted average fair value of options on grant date$6.47 \n\n \n\nWeighted average assumptions:\n\nExpected life of options (years)6.3\n\nRisk-free interest rate4.6 %\n\nExpected volatility34.0 %\n\nExpected dividend yield4.6 %\n\nFair value of common stock on grant date$30.37 \n\nExercise price of stock option grant$34.86 \n\nAs of April 30, 2026, there was $0.3 million of unrecognized share-based compensation cost related to options, which is expected to be recognized over a period up to 2.0 years, or 1.0 year on a weighted average basis.\n\nThe following table summarizes the activity and status of our stock option plans during the year ended April 30, 2026:\n\nNumber\nof Options\n(in 000’s)Weighted\nAverage\nExercise\nPriceWeighted\nAverage\nRemaining\nTerm\n(in years)Aggregate\nIntrinsic\nValue\n(in millions)\n\nOutstanding at beginning of year250$46.87 \n\nGranted—$— \n\nExercised(3)$32.68 \n\nExpired or forfeited(3)$55.99 \n\nOutstanding at end of year244$46.93 6.5$0.8 \n\nExercisable at end of year181$50.90 6.2$0.4 \n\nVested and expected to vest in the future at April 30243$46.98 6.5$0.8 \n\nThe intrinsic value is the difference between our common stock price and the option grant price. The total intrinsic value of options exercised during the years ended April 30, 2026 and 2025 was less than $0.1 million and $0.1 million, respectively. There were no options exercised during the year ended April 30, 2024.\n\nThe total grant date fair value of stock options vested during the years ended April 30, 2026, 2025, and 2024 was $0.2 million, $0.6 million, and $0.9 million, respectively.\n\nDirector Stock Awards\n\nUnder the terms of the 2022 Plan, each nonemployee director is eligible to receive an annual award of restricted shares of our Class A Common Stock equal in value to 100% of the annual director stock retainer fee, based on the stock price at the close of the New York Stock Exchange on the date of grant. Such restricted shares will vest on the earliest of (i) the day before the next annual meeting of stockholders following the grant, (ii) the nonemployee director’s death or disability (as determined by the Governance Committee of the Board of Directors (Governance Committee)), or (iii) a change in control (as defined in the 2022 Plan). The granted shares may not be sold or transferred during the time the nonemployee director remains a director.\n\nThere were 26,980, 23,940, and 25,744 restricted shares awarded under the 2022 Plan for the years ended April 30, 2026, 2025, and 2024, respectively. In addition, pursuant to the John Wiley & Sons, Inc. Deferred Compensation Plan for Directors’ 2005 & After Compensation, as amended through September 20, 2022 (Deferred Compensation Plan), each nonemployee director has the option of receiving all or part of the annual cash retainer in the form of deferred stock and receive dividends in the form of deferred stock. The annual cash retainers deferred as stock and the dividends received in the form of deferred stock, all pursuant to the Deferred Compensation Plan, are nominal for the years ended April 30, 2026, 2025, and 2024.\n\n98\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 19 – Capital Stock and Changes in Capital Accounts\n\nWiley has two classes of common stock, Class A and Class B. Each share of our Class B Common Stock is convertible into one share of Class A Common Stock. The holders of Class A stock are entitled to elect 30% of the entire Board of Directors and the holders of Class B stock are entitled to elect the remainder. On all other matters, each share of Class A stock is entitled to one tenth of one vote, and each share of Class B stock is entitled to one vote.\n\nShare Repurchases\n\nIn fiscal year 2020, our Board of Directors authorized a share repurchase program of up to $200 million of Class A or B Common Stock, which was fully utilized as of April 30, 2026. In the first quarter of fiscal year 2026, our Board of Directors authorized an additional share repurchase program of up to $250 million of Class A or B Common Stock. As of April 30, 2026, $207.4 million of share repurchase authority remained under this authorization.\n\nThe following table summarizes the share repurchases during the years ended April 30 (shares in thousands):\n\n202620252024\n\nShares repurchased - Class A2,843 1,186 1,294 \n\nShares repurchased - Class B7 173 3 \n\nAverage price - Class A and Class B$35.08 $44.16 $34.71 \n\nThe average price per share excludes excise taxes payable on share repurchases and may differ from the share repurchases reflected in Purchases of treasury shares in our Consolidated Statements of Cash Flows. As of April 30, 2026, total shares repurchased include unsettled purchases.\n\nDividends\n\nWe declared and paid quarterly cash dividends on our Class A and Class B Common Stock for a total of $74.4 million, $76.1 million, and $77.0 million during the years ended April 30, 2026, 2025, and 2024, respectively.\n\n99\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nChanges in Common Stock\n\nThe following is a summary of changes during the years ended April 30, in shares of our common stock and common stock in treasury (shares in thousands).\n\nChanges in Class A Common Stock:202620252024\n\nNumber of shares, beginning of year70,312 70,259 70,231 \n\nCommon stock class conversions2 53 28 \n\nNumber of shares issued, end of year70,314 70,312 70,259 \n\n \n\nChanges in Class A Common Stock in treasury:\n\nNumber of shares held, beginning of year25,687 24,828 23,983 \n\nRestricted shares issued under stock-based compensation plans(492)(448)(662)\n\nImpact of tax withholding on stock-based compensation and other181 121 213 \n\nPurchases of treasury shares2,843 1,186 1,294 \n\nNumber of shares held, end of year28,219 25,687 24,828 \n\nNumber of Class A Common Stock outstanding, end of year42,095 44,625 45,431 \n\n \n\nChanges in Class B Common Stock:202620252024\n\nNumber of shares, beginning of year12,870 12,923 12,951 \n\nCommon stock class conversions(2)(53)(28)\n\nNumber of shares issued, end of year12,868 12,870 12,923 \n\n \n\nChanges in Class B Common Stock in treasury:\n\nNumber of shares held, beginning of year4,101 3,928 3,925 \n\nPurchases of treasury shares7 173 3 \n\nNumber of shares held, end of year4,108 4,101 3,928 \n\nNumber of Class B Common Stock outstanding, end of year8,760 8,769 8,995 \n\n100\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 20 – Segment Information\n\nWe report our segment information in accordance with the provisions of FASB ASC Topic 280, “Segment Reporting.” We determine our operating and reportable segments based on how our CODM evaluates our business performance, manages the operations, makes operating decisions, and allocates resources.\n\nOur segment reporting structure consists of three operating and reportable segments, which are listed below, as well as a Corporate expense category, which includes certain costs that are not allocated to the reportable segments:\n\n•Research\n\n•Learning\n\n•Held for Sale or Sold\n\nOur President and Chief Executive Officer is the Company’s CODM. The performance metric used by our CODM to evaluate performance of our reportable segments is Adjusted Operating Income. The CODM uses Adjusted Operating Income during the annual budgeting process and evaluates budget and forecast-to-actual variances on a monthly basis to make decisions about the allocation of resources to our segments.\n\nOur significant expense categories that are included within Adjusted Operating Income include cost of sales, direct expenses, allocated expenses from our Corporate expense category, and amortization of intangible assets. The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.\n\nThe following tables present a summary of our Adjusted Operating Income (Loss) by segment, and the reconciliation to Income (loss) before taxes:\n\nFor the Year Ended April 30, 2026\n\nResearchLearningTotal\n\nRevenue$1,129,942 $546,586 $1,676,528 \n\nCost of sales303,702 127,807 431,509 \n\nDirect expenses331,192 136,301 467,493 \n\nAllocated Corporate expenses167,578 107,909 275,487 \n\nAmortization of intangible assets44,866 8,184 53,050 \n\nAdjusted Operating Income by segment(1)\n$282,604 $166,385 $448,989 \n\nReconciliation of Adjusted Operating Income by segment to Income before taxes\n\nAdjusted unallocated Corporate expenses(2)\n(152,819)\n\nRestructuring and related charges(3)\n(19,203)\n\nInterest expense(43,848)\n\nNet foreign exchange transaction losses(6,564)\n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale(4,828)\n\nOther expense, net(6,533)\n\nLegal settlement(4)\n(108)\n\nIncome before taxes$215,086 \n\n101\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nFor the Year Ended April 30, 2025\n\nResearchLearningHeld for Sale or SoldTotal\n\nRevenue$1,075,459 $584,768 $17,382 $1,677,609 \n\nCost of sales278,867 144,758 7,755 431,380 \n\nDirect expenses336,484 142,204 10,365 489,053 \n\nAllocated Corporate expenses160,959 114,703 2,840 278,502 \n\nAmortization of intangible assets43,569 8,253 — 51,822 \n\nAdjusted Operating Income (Loss) by segment$255,580 $174,850 $(3,578)$426,852 \n\nReconciliation of Adjusted Operating Income by segment to Income before taxes\n\nAdjusted unallocated Corporate expenses(2)\n(179,882)\n\nRestructuring and related charges(3)\n(25,561)\n\nInterest expense(52,547)\n\nNet foreign exchange transaction losses\n(8,142)\n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale(23,340)\n\nOther income, net5,498 \n\nIncome before taxes$142,878 \n\nFor the Year Ended April 30, 2024\n\nResearchLearningHeld for Sale or SoldTotal\n\nRevenue$1,042,705 $574,739 $255,543 $1,872,987 \n\nCost of sales281,109 145,054 153,559 579,722 \n\nDirect expenses323,392 145,514 48,127 517,033 \n\nAllocated Corporate expenses155,495 132,394 23,142 311,031 \n\nAmortization of intangible assets44,946 9,044 2,004 55,994 \n\nAdjusted Operating Income by segment$237,763 $142,733 $28,711 $409,207 \n\nReconciliation of Adjusted Operating Income by segment to Income before taxes\n\nAdjusted unallocated Corporate expenses(2)\n(185,456)\n\nImpairment of goodwill(3)\n(108,449)\n\nRestructuring and related charges(3)\n(63,041)\n\nInterest expense(49,003)\n\nNet foreign exchange transaction losses(2,959)\n\nNet loss on sale of businesses, assets, and impairment charges related to assets held-for-sale(183,389)\n\nOther expense, net(3,957)\n\nLoss before taxes$(187,047)\n\n102\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\n(1)\n\nOur Held for Sale or Sold segment is excluded from the segment results as all businesses within this segment were sold prior to the start of the reporting period presented. See [Note](#i4999d179a1ee4db3afe68151d34a8db6_115)[4](#i4999d179a1ee4db3afe68151d34a8db6_115), “Acquisition and Divestitures” for more details on the divestitures.\n\n(2)\n\nCorporate expenses include certain costs that are not allocated to the reportable segments.\n\n(3)\n\nSee [Note 7](#i349fc9c6047d49dbbed2272840f209d9_6505), “Restructuring and Related Charges” and [Note 11](#i4999d179a1ee4db3afe68151d34a8db6_136), “Goodwill and Intangible Assets” for more information of these charges by segment.\n\n(4)\n\nIn the year ended April 30, 2026, we settled a litigation matter related to consideration for a previous acquisition for $0.1 million which is included in Corporate Operating and administrative expenses.\n\n[See Note 3](#i07367b72690a4395824ae69fddb9e9fe_18015), “Revenue Recognition, Contracts with Customers,” for revenue from contracts with customers disaggregated by segment and product type for the years ended April 30, 2026, 2025, and 2024.\n\nDepreciation and amortization expense were as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nResearch$92,472 $89,302 $93,422 \n\nLearning41,148 43,900 57,696 \n\nHeld for Sale or Sold— — 3,437 \n\nTotal depreciation and amortization$133,620 $133,202 $154,555 \n\nCorporate depreciation and amortization9,857 13,924 22,434 \n\nTotal depreciation and amortization$143,477 $147,126 $176,989 \n\nRevenue by geographical area is attributed based on the location of the legal entity that recognized the revenue. Previously, revenue was attributed based on the location of the customer. We believe the change to revenue attributed based upon legal entity better reflects the geographical profile of our revenue and how we manage our operations. Prior period information has been recast to reflect this change.\n\nRevenue from external customers by geographical area was as follows:\n\nFor the Years Ended April 30,\n\n202620252024\n\nUnited States$854,540 $848,575 $988,129 \n\nUnited Kingdom490,431 498,934 520,418 \n\nGermany192,291 183,044 172,855 \n\nOther countries139,266 147,056 191,585 \n\nTotal$1,676,528 $1,677,609 $1,872,987 \n\nTotal long-lived assets, consisting of technology, property and equipment, net and operating lease ROU assets by geographical area as of April 30 were as follows:\n\n202620252024\n\nUnited States$157,172 $185,610 $213,192 \n\nUnited Kingdom21,187 25,315 27,584 \n\nOther countries15,029 17,328 20,736 \n\nTotal$193,388 $228,253 $261,512 \n\nOur CODM reviews our financial position at a consolidated level and does not review assets by segment to evaluate segment performance or allocate resources. As such, assets by segment are not disclosed.\n\n103\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)\n\nNote 21 – Subsequent Event\n\nOn June 1, 2026, John Wiley & Sons Ltd. (Buyer), a private limited company incorporated in England and Wales and an indirect wholly-owned subsidiary of the Company, entered into an Equity Purchase Agreement (Purchase Agreement) with CIG Emerald Midco LLC, a Delaware limited liability company (Seller), and CIG Emerald Holding LLC, a Delaware limited liability company (Emerald Holding), pursuant to which Buyer acquired from the Seller all of the issued and outstanding equity securities of Emerald Holding (Transaction) in exchange for £337.5 million (approximately $452 million based on the exchange rate on June 1, 2026), subject to customary purchase price adjustments.\n\nThe acquisition was made to extend Wiley's scale in its Research business and to strengthen its proprietary content advantage in AI. Emerald Holding, through its subsidiaries, operates Emerald Publishing, a research publisher headquartered in Leeds, England, with a portfolio of over 480 peer-reviewed journals, 8,000 books, and 3,000 business cases across disciplines with particular emphasis on economics, business, finance, engineering, and the social sciences. The purchase price was funded with available cash and proceeds from the Company's revolving credit facility under the Amended and Restated CA. For its year ended December 31, 2025, Emerald Holding had total revenue of approximately $82.7 million.\n\nThe initial accounting for the acquisition, including the final purchase price and purchase price allocation, is not yet complete. As such, we are not able to disclose certain information relating to the acquisition, including the preliminary fair value of assets acquired and liabilities assumed. We estimate the purchase price allocation is primarily related to goodwill, along with identified intangible assets that may consist of content, customer relationships, and brands and trademarks. We do not expect to acquire a material amount of tangible assets, and the liabilities assumed primarily relate to contract liabilities. We expect to complete the purchase price allocation within the measurement period, which will not exceed one year from the acquisition date.\n\n104\n\n[Index](#i4999d179a1ee4db3afe68151d34a8db6_7)"}