← Back to WLY filing summaryOriginal filing text · Part II
Item 8 — Financial Statements and Supplementary Data
John Wiley & Sons, Inc. · 10-K · FY 2026 · Period ended Apr 30, 2026
View complete filing on SEC EDGAR ↗This is the extracted source text from the SEC filing. Formatting may differ from the original document.
The following Consolidated Financial Statements and Notes are filed as part of this report.
John Wiley & Sons, Inc. and Subsidiaries
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)
Financial Statements
Consolidated Statements of Financial Position as of April 30, 2026 and 2025 52
Consolidated Statements of Income (Loss) for the years ended April 30, 2026, 2025, and 2024 53
Consolidated Statements of Comprehensive Income (Loss) for the years ended April 30, 2026, 2025, and 2024 54
Consolidated Statements of Cash Flows for the years ended April 30, 2026, 2025, and 2024 55
Consolidated Statements of Shareholders’ Equity for the years ended April 30, 2026, 2025, and 2024 56
Notes to Consolidated Financial Statements
Note 1. Description of Business 57
Note 2. Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards 57
Note 3. Revenue Recognition, Contracts with Customers 65
Note 4. Acquisition and Divestitures 70
Note 5. Reconciliation of Weighted Average Shares Outstanding 72
Note 6. Accumulated Other Comprehensive Loss 73
Note 7. Restructuring and Related Charges 74
Note 8. Inventories 76
Note 9. Product Development Assets 76
Note 10. Technology, Property, and Equipment 77
Note 11. Goodwill and Intangible Assets 78
Note 12. Operating Leases 81
Note 13. Income Taxes 82
Note 14. Debt and Available Credit Facilities 87
Note 15. Derivative Instruments and Hedging Activities 89
Note 16. Commitment and Contingencies 90
Note 17. Retirement Plans 91
Note 18. Stock-Based Compensation 96
Note 19. Capital Stock and Changes in Capital Accounts 99
Note 20. Segment Information 101
Note 21. Subsequent Event 104
Financial Statement Schedule
Schedule II – Valuation and Qualifying Accounts for the years ended April 30, 2026, 2025, and 2024 116
49
Index
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of John Wiley & Sons, Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We 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).
In 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.
Basis for Opinions
The 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.
We 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.
Our 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.
Definition and Limitations of Internal Control over Financial Reporting
A 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.
50
Index
Because 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.
Critical Audit Matters
The 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.
Revenue Recognition - Research Subscriptions Revenue
As 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.
The 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.
Addressing 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.
/s/ PricewaterhouseCoopers LLP
New York, New York
June 24, 2026
We have served as the Company’s auditor since 2023.
51
Index
John Wiley & Sons, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
In thousands
April 30,
2026 2025
Assets:
Current assets
Cash and cash equivalents $ 75,622 $ 85,882
Accounts receivable, net 244,164 228,410
Inventories, net 19,265 22,875
Prepaid expenses and other current assets 80,614 102,717
Total current assets 419,665 439,884
Technology, property, and equipment, net 136,260 162,125
Intangible assets, net 578,959 595,044
Goodwill 1,132,392 1,121,505
Operating lease right-of-use assets 57,128 66,128
Other non-current assets 267,414 306,780
Total assets $ 2,591,818 $ 2,691,466
Liabilities and shareholders' equity:
Current liabilities
Accounts payable $ 67,199 $ 60,948
Accrued royalties 97,791 109,765
Short-term portion of long-term debt 12,500 10,000
Contract liabilities 451,423 462,693
Accrued employment costs 71,068 93,117
Short-term portion of operating lease liabilities 15,954 18,282
Other accrued liabilities 63,012 66,051
Total current liabilities 778,947 820,856
Long-term debt 670,897 789,435
Accrued pension liability 59,527 71,899
Deferred income tax liabilities 98,972 105,145
Operating lease liabilities 69,544 81,482
Other long-term liabilities 65,689 70,443
Total liabilities 1,743,576 1,939,260
Commitment and contingencies (Note 16)
Shareholders’ equity
Preferred stock, $1 par value per share: Authorized shares – 2 million, Issued shares - 0 — —
Class 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 70,314 70,312
Class 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 12,868 12,870
Additional paid-in-capital 487,178 481,863
Retained earnings 1,738,164 1,591,168
Accumulated other comprehensive loss:
Foreign currency translation adjustment (248,720) (264,548)
Unamortized retirement costs, net of tax (190,326) (209,190)
Unrealized loss on interest rate swaps, net of tax (3,172) (5,182)
Total accumulated other comprehensive loss, net of tax (442,218) (478,920)
Less 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) (1,018,064) (925,087)
Total shareholders’ equity 848,242 752,206
Total liabilities and shareholders' equity $ 2,591,818 $ 2,691,466
See accompanying Notes to Consolidated Financial Statements.
52
Index
John Wiley & Sons, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
Dollars in thousands, except per share information
For the Years Ended April 30,
2026 2025 2024
Revenue, net $ 1,676,528 $ 1,677,609 $ 1,872,987
Costs and expenses
Cost of sales 431,509 431,380 579,722
Operating and administrative expenses 895,907 947,437 1,013,520
Impairment of goodwill — — 108,449
Restructuring and related charges 19,203 25,561 63,041
Amortization of intangible assets 53,050 51,822 55,994
Total costs and expenses 1,399,669 1,456,200 1,820,726
Operating income 276,859 221,409 52,261
Interest expense (43,848) (52,547) (49,003)
Net foreign exchange transaction losses (6,564) (8,142) (2,959)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (4,828) (23,340) (183,389)
Other (expense) income, net (6,533) 5,498 (3,957)
Income (loss) before taxes 215,086 142,878 (187,047)
(Benefit) provision for income taxes (6,531) 58,717 13,272
Net income (loss) $ 221,617 $ 84,161 $ (200,319)
Earnings (loss) per share:
Basic $ 4.22 $ 1.56 $ (3.65)
Diluted $ 4.16 $ 1.53 $ (3.65)
Weighted average number of common shares outstanding:
Basic 52,466 54,054 54,945
Diluted 53,247 54,830 54,945
See accompanying Notes to Consolidated Financial Statements.
53
Index
John Wiley & Sons, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Dollars in thousands
For the Years Ended April 30,
2026 2025 2024
Net income (loss) $ 221,617 $ 84,161 $ (200,319)
Other comprehensive income (loss):
Foreign currency translation adjustment 15,828 69,279 (7,481)
Unamortized retirement costs, net of tax (expense) benefit of $(6,449), $552, and $(2,010), respectively 18,864 (8,268) 5,884
Unrealized gain (loss) on interest rate swaps, net of tax (expense) benefit of $(614), $1,450, and $(663), respectively 2,010 (11,492) 2,060
Total other comprehensive income 36,702 49,519 463
Comprehensive income (loss) $ 258,319 $ 133,680 $ (199,856)
See accompanying Notes to Consolidated Financial Statements.
54
Index
John Wiley & Sons, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Dollars in thousands
For the Years Ended April 30,
2026 2025 2024
Operating activities
Net income (loss) $ 221,617 $ 84,161 $ (200,319)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Impairment of goodwill — — 108,449
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 4,828 23,340 183,389
Amortization of intangible assets 53,050 51,822 55,994
Amortization of product development assets 16,058 16,610 22,835
Amortization of cloud computing arrangements 2,770 1,081 1,210
Depreciation and amortization of technology, property, and equipment 74,369 78,694 98,160
Restructuring and related charges 19,203 25,561 63,041
Stock-based compensation expense 20,608 22,222 24,982
Employee retirement plan expense 31,976 31,987 27,844
Net foreign exchange transaction losses 6,564 8,142 2,959
Other noncash (credits) charges (54,616) 13,896 (12,319)
Changes in operating assets and liabilities
Accounts receivable, net (19,878) 7,951 (22,062)
Inventories, net 6,719 (1,419) 5,436
Accounts payable and accrued royalties (12,547) 8,112 (38,460)
Contract liabilities (3,576) (20,009) (1,332)
Restructuring payments (17,704) (22,333) (38,520)
Other accrued liabilities (26,861) (19,929) 19,274
Employee retirement plan contributions (26,243) (38,746) (36,887)
Operating lease liabilities (22,704) (22,209) (25,852)
Other (13,114) (46,343) (30,184)
Net cash provided by operating activities 260,519 202,591 207,638
Investing activities
Product development spending (14,012) (15,228) (17,262)
Additions to technology, property and equipment (51,166) (61,473) (76,080)
Businesses acquired in purchase transactions, net of cash acquired (243) (3,602) (3,116)
Net cash proceeds (transferred) related to the sale of businesses and assets 112,194 (7,642) (1,771)
Acquisitions of publication rights and other (18,668) (6,073) (8,414)
Net cash provided by (used in) investing activities 28,105 (94,018) (106,643)
Financing activities
Repayments of long-term debt (1,085,548) (1,186,371) (1,156,939)
Borrowings of long-term debt 965,251 1,199,880 1,184,706
Purchases of treasury shares (100,082) (60,421) (45,050)
Change in book overdrafts 4,427 4,650 (4,472)
Cash dividends (74,358) (76,101) (76,964)
Impact of tax withholding on stock-based compensation and other (7,993) (6,967) (8,502)
Net cash used in financing activities (298,303) (125,330) (107,221)
Effects of exchange rate changes on cash, cash equivalents, and restricted cash (581) 3,146 (1,493)
Cash reconciliation:
Cash and cash equivalents 85,882 99,441 106,714
Restricted cash included in Prepaid expenses and other current assets 50 102 548
Balance at beginning of year 85,932 99,543 107,262
Decrease for the year (10,260) (13,611) (7,719)
Cash and cash equivalents 75,622 85,882 99,441
Restricted cash included in Prepaid expenses and other current assets 50 50 102
Balance at end of year(1) $ 75,672 $ 85,932 $ 99,543
Cash paid during the year for:
Interest $ 43,073 $ 51,328 $ 47,101
Income taxes, net of refunds $ 58,424 $ 53,884 $ 50,834
(1) The balance as of April 30, 2024, includes held-for-sale cash, cash equivalents and restricted cash.
See accompanying Notes to Consolidated Financial Statements.
55
Index
John Wiley & Sons, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
Dollars in thousands
Class A common stock Class B common stock Additional paid-in capital Retained earnings Accumulated other comprehensive loss, net of tax Treasury stock Total shareholders' equity
Balance at April 30, 2023 $ 70,231 $ 12,951 $ 469,802 $ 1,860,872 $ (528,902) $ (839,927) $ 1,045,027
Restricted shares issued under stock-based compensation plans — — (20,392) 1 — 20,698 307
Impact of tax withholding on stock-based compensation and other — — — — — (8,502) (8,502)
Stock-based compensation expense — — 24,996 — — — 24,996
Purchases of treasury shares — — — — — (45,050) (45,050)
Class A common stock dividends ($1.40 per share) — — — (64,584) — — (64,584)
Class B common stock dividends ($1.40 per share) — — — (12,622) — — (12,622)
Common stock class conversions 28 (28) — — — — —
Comprehensive loss, net of tax — — — (200,319) 463 — (199,856)
Balance at April 30, 2024 $ 70,259 $ 12,923 $ 474,406 $ 1,583,348 $ (528,439) $ (872,781) $ 739,716
Restricted shares issued under stock-based compensation plans — — (14,792) — — 15,082 290
Impact of tax withholding on stock-based compensation and other — — — — — (6,967) (6,967)
Stock-based compensation expense — — 22,249 — — — 22,249
Purchases of treasury shares — — — — — (60,421) (60,421)
Class A common stock dividends ($1.41 per share) — — — (63,758) — — (63,758)
Class B common stock dividends ($1.41 per share) — — — (12,583) — — (12,583)
Common stock class conversions 53 (53) — — — — —
Comprehensive income, net of tax — — — 84,161 49,519 — 133,680
Balance at April 30, 2025 $ 70,312 $ 12,870 $ 481,863 $ 1,591,168 $ (478,920) $ (925,087) $ 752,206
Restricted shares issued under stock-based compensation plans — — (15,267) — — 15,532 265
Impact of tax withholding on stock-based compensation and other — — — — — (7,993) (7,993)
Stock-based compensation expense — — 20,582 — — — 20,582
Purchases of treasury shares — — — — — (100,516) (100,516)
Class A common stock dividends ($1.42 per share) — — — (62,175) — — (62,175)
Class B common stock dividends ($1.42 per share) — — — (12,446) — — (12,446)
Common stock class conversions 2 (2) — — — — —
Comprehensive income, net of tax — — — 221,617 36,702 — 258,319
Balance at April 30, 2026 $ 70,314 $ 12,868 $ 487,178 $ 1,738,164 $ (442,218) $ (1,018,064) $ 848,242
See accompanying Notes to Consolidated Financial Statements.
56
Index
John Wiley & Sons, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Description of Business
The 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.
Wiley 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.
We 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.
Note 2 – Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards
Summary of Significant Accounting Policies
Basis of Presentation:
Our 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.
Reclassifications:
Certain 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, “Segment Information,” for additional information.
Use of Estimates:
The 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.
57
Index
Book Overdrafts:
Under 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.
Revenue Recognition:
Revenue 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.
See Note 3, “Revenue Recognition, Contracts with Customers,” for further details of our revenue recognition policy.
Cash and Cash Equivalents:
Cash 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.
Allowance for Credit Losses:
We 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.
We 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, “Acquisition and Divestitures” for more details on the notes receivable issued in connection with our divestitures and the sale.
58
Index
Sales Return Reserves:
The 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.
The reserves are reflected in the following accounts of the Consolidated Statements of Financial Position as of April 30:
2026 2025
Increase in Inventories, net $ 3,085 $ 4,042
Decrease in Accrued royalties (1,661) (2,067)
Increase in Contract liabilities 11,825 15,093
Print book sales return reserve net liability balance $ (7,079) $ (8,984)
Inventories:
Inventories 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.
Product Development Assets:
Product 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.
Royalty Advances:
Royalty 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.
59
Index
Advertising and Marketing Costs:
Advertising 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:
For the Years Ended April 30,
2026 2025 2024(1)
Advertising and marketing costs $ 29,250 $ 31,235 $ 61,709
(1) For 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.
Technology, Property, and Equipment:
Technology, 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.
Technology, 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.
Costs 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.
Cloud Computing Arrangements:
We 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.
Allocation of Acquisition Purchase Price to Assets Acquired and Liabilities Assumed:
In 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.
60
Index
Goodwill and Indefinite-lived Intangible Assets:
Goodwill 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.
Indefinite-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.
We 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.
See Note 11, “Goodwill and Intangible Assets” for further details of our policy.
Intangible Assets with Definite Lives and Other Long-Lived Assets:
Definite-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.
Intangible 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.
Assets 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.
Leases:
We 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.
The 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.
We 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.
61
Index
We 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.
Employee Benefit Plans:
We 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, “Retirement Plans” for further details of our policy.
Income Taxes:
Income 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.
From 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.
In 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.
Derivative Financial Instruments:
From 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.
Derivative 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.
For 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.
62
Index
Foreign Currency Gains/Losses:
We 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.
Stock-Based Compensation:
We 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.
The 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.
Fair Value Measurement:
The 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.
In 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:
•Level 1: Quoted prices unadjusted for identical assets or liabilities in an active market.
•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.
•Level 3: Unobservable inputs that reflect the entity’s own assumptions which market participants would use in pricing the asset or liability.
Recently Adopted Accounting Standards
Improvements to Income Tax Disclosures
In 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, “Income Taxes” for further details. The adoption expanded our disclosures but did not have a material impact on our consolidated financial statements.
63
Index
Recently Issued Accounting Standards
Codification Improvements
In 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.
Interim Reporting Narrow-Scope Improvements
In 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.
Hedge Accounting Improvements
In 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.
Targeted Improvements to the Accounting for Internal-Use Software
In 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.
Measurement of Credit Losses for Accounts Receivable and Contract Assets
In 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.
This 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.
64
Index
Disaggregation of Income Statement Expenses
In 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.
Note 3 — Revenue Recognition, Contracts with Customers
Disaggregation of Revenue
The following tables present our revenue from contracts with customers disaggregated by segment and product type.
For the Years Ended April 30,
2026 2025 2024
Research:
Research Publishing $ 965,767 $ 922,553 $ 892,784
Research Solutions 164,175 152,906 149,921
Total Research 1,129,942 1,075,459 1,042,705
Learning:
Academic 318,757 333,693 323,541
Professional 227,829 251,075 251,198
Total Learning 546,586 584,768 574,739
Held for Sale or Sold — 17,382 255,543
Total Revenue $ 1,676,528 $ 1,677,609 $ 1,872,987
The following information describes our disaggregation of revenue by segment and product type. Overall, the majority of our revenue is recognized over time.
Research
Total 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.
We disaggregated revenue by Research Publishing and Research Solutions to reflect the different types of products and services provided.
Research Publishing Products
Research 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.
65
Index
In 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.
Journal Subscriptions and Transformational Models
Journal 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.
In 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.
The 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.
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 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.
Open Access
Under 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.
Licensing and Ancillary Products
Within 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.
66
Index
Research Solutions Products and Services
Research Solutions revenue was $164.2 million in the year ended April 30, 2026, and the majority is recognized over time.
In 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.
The 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.
Learning
Total 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.
Academic
Academic 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.
In 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.
Print and Digital Publishing
Our 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.
Digital Courseware Products
Courseware 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.
67
Index
Licensing and Ancillary Products
Revenue 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.
Professional
Professional 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.
In 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.
Professional Publishing
Professional 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.
Assessments
Our 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.
Licensing and Ancillary Products
See the description of Licensing and Ancillary Products in the Academic section above, which also applies to the Professional reporting line.
Held for Sale or Sold
The 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.
68
Index
Accounts Receivable, Net and Contract Liability Balances
When 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.
The following table provides information about accounts receivable, net and contract liabilities from contracts with customers.
April 30, 2026 April 30, 2025 (Decrease)/ Increase
Balances from contracts with customers:
Accounts receivable, net $ 244,164 $ 228,410 $ 15,754
Contract liabilities (1) 451,423 462,693 (11,270)
Contract liabilities (included in Other long-term liabilities) $ 17,230 $ 16,725 $ 505
(1) The 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, “Summary of Significant Accounting Policies, Recently Issued, and Recently Adopted Accounting Standards” for further details of the sales return reserve.
For 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.
The 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.
Remaining Performance Obligations included in Contract Liability
As 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.
Assets Recognized for the Costs to Fulfill a Contract
Costs 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.
Our 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.
We recorded amortization expense related to these assets within Cost of sales on the Consolidated Statements of Income (Loss) as follows:
For the Years Ended April 30,
2026 2025 2024
Amortization expense $ 1,324 $ 1,385 $ 4,527
69
Index
In 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.
Sales 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:
For the Years Ended April 30,
2026 2025 2024
Shipping and handling costs $ 23,122 $ 23,644 $ 25,853
Note 4 – Acquisition and Divestitures
Acquisition
On 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.
Pro forma financial information related to this acquisition has not been provided as it is not material to our consolidated results of operations.
Divestitures
We recorded net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows:
For the Years Ended April 30,
2026 2025 2024
CrossKnowledge $ (2,309) $ 4,119 $ (55,440)
University Services (934) (12,578) (107,048)
Wiley Edge (422) (14,852) (19,401)
Other disposition activity (1,163) (29) (1,500)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale $ (4,828) $ (23,340) $ (183,389)
These 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).
CrossKnowledge
On August 31, 2024, we completed the sale of CrossKnowledge, which was included in our Held for Sale or Sold segment.
In 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.
70
Index
In 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.
In 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.
University Services
On 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.
On 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.
In 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.
Wiley Edge
On 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.
In the year ended April 30, 2026, we recorded write-offs of $0.4 million related to uncollectible receivables for Wiley Edge.
In 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.
In 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.
The 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.
71
Index
In 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.
Interest 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).
Note 5 – Reconciliation of Weighted Average Shares Outstanding
Basic 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.
A reconciliation of the shares used in the computation of earnings (loss) per share follows (shares in thousands):
For the Years Ended April 30,
2026 2025 2024
Weighted average shares outstanding 52,466 54,054 54,945
Shares used for basic earnings (loss) per share 52,466 54,054 54,945
Dilutive effect of unvested restricted stock units and other stock awards 781 776 —
Shares used for diluted earnings (loss) per share 53,247 54,830 54,945
Antidilutive options to purchase Class A common shares, restricted shares, and contingently issuable restricted stock which are excluded from the table above 683 509 1,264
In 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.
72
Index
Note 6 – Accumulated Other Comprehensive Loss
Changes in Accumulated other comprehensive loss by component, net of tax, for the years ended April 30, 2026, 2025, and 2024 were as follows:
ForeignCurrencyTranslation UnamortizedRetirementCosts InterestRate Swaps Total
Balance at April 30, 2023 $ (326,346) $ (206,806) $ 4,250 $ (528,902)
Other comprehensive (loss) income before reclassifications (7,481) (37) 11,398 3,880
Amounts reclassified from Accumulated other comprehensive loss — 5,921 (9,338) (3,417)
Total other comprehensive (loss) income (7,481) 5,884 2,060 463
Balance at April 30, 2024 $ (333,827) $ (200,922) $ 6,310 $ (528,439)
Other comprehensive income (loss) before reclassifications 46,052 (14,370) (7,912) 23,770
Amounts reclassified from Accumulated other comprehensive loss 23,227 6,102 (3,580) 25,749
Total other comprehensive income (loss) 69,279 (8,268) (11,492) 49,519
Balance at April 30, 2025 $ (264,548) $ (209,190) $ (5,182) $ (478,920)
Other comprehensive income before reclassifications 14,827 11,815 2,637 29,279
Amounts reclassified from Accumulated other comprehensive loss 1,001 7,049 (627) 7,423
Total other comprehensive income 15,828 18,864 2,010 36,702
Balance at April 30, 2026 $ (248,720) $ (190,326) $ (3,172) $ (442,218)
In 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).
For 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).
Our 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.
73
Index
Note 7 – Restructuring and Related Charges
Global Restructuring Program
The 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%.
In 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.
The following tables summarize the pretax restructuring charges related to the Global Restructuring Program:
For the Years Ended April 30, Total Charges Incurred to Date
2026 2025 2024
Charges (Credits) by Segment:
Research $ 1,519 $ 10,047 $ 7,410 $ 21,389
Learning 2,940 1,515 11,448 23,707
Held for Sale or Sold — (117) 7,326 12,995
Corporate Expenses 14,847 17,902 35,370 100,998
Total Restructuring and Related Charges $ 19,306 $ 29,347 $ 61,554 $ 159,089
Charges by Activity:
Severance and termination benefits $ 9,179 $ 20,596 $ 28,556 $ 84,158
Impairment of operating lease ROU assets and technology, property, and equipment — 656 10,043 23,395
Acceleration of expense related to operating lease ROU assets, technology, property, and equipment, and intangible assets — 1,786 4,148 8,074
Facility related charges, net 4,368 4,249 4,254 17,021
Consulting costs 5,022 657 8,967 16,931
Other activities 737 1,403 5,586 9,510
Total Restructuring and Related Charges $ 19,306 $ 29,347 $ 61,554 $ 159,089
The 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.
In 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.
74
Index
Due 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.”
In 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.
In 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.
We incurred ongoing facility-related costs associated with certain properties, consulting costs, and costs for other activities, which includes relocation and other employee related costs.
The following table summarizes the activity for the Global Restructuring Program liability for the year ended April 30, 2026:
April 30, 2025 Charges Payments ForeignTranslation& Other Adjustments April 30, 2026
Severance and termination benefits $ 6,622 $ 9,179 $ (12,440) $ 100 $ 3,461
Consulting costs 927 5,022 (5,232) — 717
Other activities 289 737 (32) 4 998
Total $ 7,838 $ 14,938 $ (17,704) $ 104 $ 5,176
Approximately $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.
75
Index
Note 8 – Inventories
Inventories, net consisted of the following at April 30:
2026 2025
Finished goods $ 23,924 $ 27,581
Work-in-process 448 632
Paper and other materials 44 124
Total inventories before estimated sales returns and LIFO reserve 24,416 28,337
Inventory value of estimated sales returns 3,085 4,042
LIFO reserve (8,236) (9,504)
Inventories, net $ 19,265 $ 22,875
See Note 2, “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.
Finished 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.
Note 9 – Product Development Assets
Product 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:
2026 2025
Book composition costs $ 246,770 $ 247,442
Software costs 51,795 50,960
Content development costs 1,360 1,033
Product development assets, gross 299,925 299,435
Accumulated amortization (285,430) (283,382)
Product development assets, net $ 14,495 $ 16,053
Product 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.
The following table details our amortization expense for product development assets, net:
For the Years Ended April 30,
2026 2025 2024
Amortization expense $ 16,058 $ 16,610 $ 22,835
76
Index
Note 10 – Technology, Property, and Equipment
Technology, property, and equipment, net consisted of the following at April 30:
2026 2025
Capitalized software $ 687,427 $ 644,900
Computer hardware 55,511 54,160
Buildings and leasehold improvements 69,143 67,589
Furniture, fixtures, and warehouse equipment 30,303 31,817
Land and land improvements 885 860
Technology, property, and equipment, gross 843,269 799,326
Accumulated depreciation and amortization (707,009) (637,201)
Technology, property, and equipment, net $ 136,260 $ 162,125
The following table details our depreciation and amortization expense for technology, property, and equipment, net:
For the Years Ended April 30,
2026 2025 2024
Capitalized software amortization expense $ 61,745 $ 65,348 $ 83,250
Depreciation and amortization expense, excluding capitalized software 12,624 13,346 14,910
Total depreciation and amortization expense for technology, property and equipment $ 74,369 $ 78,694 $ 98,160
In 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.
For 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.
For 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.
77
Index
Note 11 – Goodwill and Intangible Assets
Goodwill
The following table summarizes the activity in goodwill by segment as of April 30:
Research Learning Total
Balance at April 30, 2024(1) $ 607,289 $ 484,079 $ 1,091,368
Acquisition(2) — 1,026 1,026
Foreign Translation Adjustment 32,145 (3,034) 29,111
Balance at April 30, 2025 $ 639,434 $ 482,071 $ 1,121,505
Foreign Translation Adjustment (67) 10,954 10,887
Balance at April 30, 2026 $ 639,367 $ 493,025 $ 1,132,392
(1) As 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.
(2) Refer to Note 4, “Acquisition and Divestitures,” for more information related to the acquisition that occurred in the year ended April 30, 2025.
Annual Impairment Tests as of February 1, 2026 and 2025
For 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.
If 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.
Fiscal Year 2024
We 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).
Change in Segment Reporting Structure and Goodwill Impairment
In 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.
As 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.
78
Index
We 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.
Prior 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.
After 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.
Wiley Edge Interim Impairment Test
As 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.
Refer to Note 4, “Acquisition and Divestitures,” for more information.
79
Index
Intangible Assets
Intangible assets, net as of April 30 were as follows:
2026 2025
Cost Accumulated Amortization Net Cost Accumulated Amortization Net
Intangible assets with definite lives, net(1):
Content and publishing rights $ 1,119,654 $ (705,438) $ 414,216 $ 1,080,115 $ (662,133) $ 417,982
Customer relationships 131,074 (104,683) 26,391 131,037 (95,996) 35,041
Developed technology(2) 41,243 (34,404) 6,839 41,195 (28,789) 12,406
Brands and trademarks 30,549 (26,211) 4,338 30,538 (25,484) 5,054
Covenants not to compete 1,157 (1,157) — 1,157 (1,148) 9
Total intangible assets with definite lives, net 1,323,677 (871,893) 451,784 1,284,042 (813,550) 470,492
Intangible assets with indefinite lives:
Brands and trademarks(2) 37,000 — 37,000 37,000 — 37,000
Publishing rights 90,175 — 90,175 87,552 — 87,552
Total intangible assets with indefinite lives 127,175 — 127,175 124,552 — 124,552
Total intangible assets, net $ 1,450,852 $ (871,893) $ 578,959 $ 1,408,594 $ (813,550) $ 595,044
(1) Refer to Note 4, “Acquisition and Divestitures,” for more information related to the acquisition that occurred in the year ended April 30, 2025.
(2) The 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.
Based 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:
Fiscal Year Amount
2027 $ 50,040
2028 44,511
2029 39,997
2030 36,206
2031 33,843
Thereafter 247,187
Total $ 451,784
Annual Indefinite-lived Intangible Impairment Test as of February 1, 2026 and 2025
We also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights.
80
Index
For 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.
Note 12 – Operating Leases
We have operating leases with contractual obligations as a lessee with respect to offices, warehouses and distribution centers, automobiles, and office equipment.
For operating leases, the ROU assets and liabilities as of April 30 are presented in our Consolidated Statements of Financial Position as follows:
2026 2025
Operating lease ROU assets $ 57,128 $ 66,128
Short-term portion of operating lease liabilities 15,954 18,282
Operating lease liabilities, non-current $ 69,544 $ 81,482
As 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, “Restructuring and Related Charges” for more information on this program and the charges incurred.
Our total net lease costs were as follows:
For the Years Ended April 30,
2026 2025 2024
Operating lease cost $ 14,107 $ 14,613 $ 14,575
Variable lease cost 710 833 1,096
Short-term lease cost 378 455 1,059
Sublease income (367) (560) (847)
Total net lease cost (1) $ 14,828 $ 15,341 $ 15,883
(1) Total 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, “Restructuring and Related Charges” for more information on these programs.
Other supplemental information includes the following:
For the Years Ended April 30,
2026 2025 2024
Weighted-average remaining contractual lease term (years) 6 7 7
Weighted-average discount rate 6.23 % 6.16 % 6.05 %
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 22,704 $ 22,209 $ 25,852
Operating lease liabilities arising from obtaining ROU assets $ 1,642 $ 1,646 $ 2,199
81
Index
The 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:
Fiscal Year Operating Lease Liabilities
2027 $ 20,180
2028 16,545
2029 15,199
2030 14,706
2031 14,457
Thereafter 21,635
Total future undiscounted minimum lease payments 102,722
Less: Imputed interest 17,224
Present value of minimum lease payments 85,498
Less: Current portion 15,954
Noncurrent portion $ 69,544
Note 13 – Income Taxes
The (benefit) provision for income taxes were as follows:
For the Years Ended April 30,
2026 2025 2024
Current provision
US – Federal $ 4,445 $ 5,497 $ 2,152
International 62,254 50,300 49,357
State and local 1,454 1,981 (337)
Total current provision $ 68,153 $ 57,778 $ 51,172
Deferred (benefit) provision
US – Federal $ (53,217) $ 3,394 $ (25,026)
International (10,993) 1,696 (4,772)
State and local (10,474) (4,151) (8,102)
Total deferred (benefit) provision $ (74,684) $ 939 $ (37,900)
Total (benefit) provision $ (6,531) $ 58,717 $ 13,272
International and United States pretax income (loss) were as follows:
For the Years Ended April 30,
2026 2025 2024
International $ 192,809 $ 189,781 $ 109,616
United States 22,277 (46,903) (296,663)
Total $ 215,086 $ 142,878 $ (187,047)
82
Index
In 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:
For the Year Ended April 30, 2026
US federal statutory rate $ 45,168 21.0 %
State and local income tax, net of federal (national) income tax effect(1) (9,478) (4.4) %
Foreign tax effects
United Kingdom 5,773 2.7 %
Germany
Statutory tax rate difference (4,630) (2.2) %
Changes in future corporate income tax rate (4,286) (2.0) %
Trade tax 12,225 5.7 %
Other 905 0.4 %
Hong Kong
Pillar II top-up tax 2,611 1.2 %
Tax exemption (2,873) (1.3) %
Other (782) (0.4) %
Brazil
Withholding tax 2,686 1.2 %
Other 59 — %
Australia 2,164 1.0 %
Other foreign jurisdictions 599 0.3 %
Effect of changes in tax laws or rates enacted in the current period — — %
Effect of cross-border tax laws
Net controlled foreign corporation tested income 3,942 1.8 %
Foreign-derived deduction eligible income (5,049) (2.3) %
Tax credits (1,737) (0.8) %
Changes in valuation allowances (57,019) (26.4) %
Nontaxable or nondeductible items 3,482 1.6 %
Worldwide changes in unrecognized tax benefits 333 0.2 %
Other adjustments (624) (0.3) %
Effective income tax rate $ (6,531) (3.0) %
(1) State 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
The 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.
Prior 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:
83
Index
For the Years Ended April 30,
2025 2024
US federal statutory rate 21.0 % 21.0 %
Impact of foreign operations 8.8 % (11.7) %
Change in valuation allowance 14.4 % (14.0) %
State income taxes, net of US federal tax benefit (1.5) % 4.6 %
Tax credits and related net benefits (2.7) % 1.8 %
Impairment of goodwill — % (10.9) %
Return to provision (1.9) % 6.1 %
Other 3.0 % (4.0) %
Effective income tax rate 41.1 % (7.1) %
Cash paid for income taxes, net of refunds received, by jurisdiction is as follows:
For the Year Ended April 30, 2026
Federal $ 410
State and local 1,789
International
UK 21,317
Germany 20,910
Australia 8,377
Other 5,621
Cash paid for income taxes, net of refunds received $ 58,424
Accounting for Uncertainty in Income Taxes:
As 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.
A reconciliation of the unrecognized tax benefits included within the Other long-term liabilities on the Consolidated Statements of Financial Position is as follows:
For the Years Ended April 30,
2026 2025
Balance at May 1 $ 9,797 $ 9,151
Additions for current year tax positions 1,428 1,423
Reductions for prior year tax positions (119) (337)
Reductions for lapse of statute of limitations (887) (440)
Balance April 30 $ 10,219 $ 9,797
84
Index
Tax Audits:
We 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.
Deferred Taxes:
Deferred taxes result from temporary differences in the recognition of revenue and expense for tax and financial reporting purposes.
The significant components of deferred tax assets and liabilities as of April 30 were as follows:
2026 2025
Net operating losses $ 7,437 $ 11,360
Capital losses 2,948 —
Reserve for sales returns and doubtful accounts 2,988 2,095
Accrued employee compensation 20,946 24,967
Foreign and federal credits 23,891 28,835
Other accrued expenses 1,039 1,009
Retirement and post-employment benefits 5,491 8,282
Operating lease liabilities 16,685 18,308
Interest expense disallowance 6,689 14,919
Impairment — 9,543
Other 517 415
Total gross deferred tax assets $ 88,631 $ 119,733
Less valuation allowance (7,282) (77,309)
Total deferred tax assets $ 81,349 $ 42,424
Prepaid expenses and other assets $ (813) $ (861)
Unremitted foreign earnings (2,220) (2,220)
Intangible and fixed assets (108,088) (130,077)
Right-of-use assets (10,289) (10,848)
Total deferred tax liabilities $ (121,410) $ (144,006)
Net deferred tax liabilities $ (40,061) $ (101,582)
Reported As
Deferred tax assets $ 58,911 $ 3,563
Deferred tax liabilities (98,972) (105,145)
Net deferred tax liabilities $ (40,061) $ (101,582)
85
Index
The 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.
We 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.
As 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.
We 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.
Enactment of the "One Big Beautiful Bill Act" (OBBBA)
On 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.
Under 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.
86
Index
Note 14 – Debt and Available Credit Facilities
Our total debt outstanding as of April 30 consisted of the amounts set forth in the following table:
2026 2025
Short-term portion of long-term debt(1) $ 12,500 $ 10,000
Term loan A - Amended and Restated CA(2) 162,243 174,581
Revolving credit facility - Amended and Restated CA 508,654 614,854
Total long-term debt, less current portion 670,897 789,435
Total debt $ 683,397 $ 799,435
(1) Relates to our term loan A under the Amended and Restated CA.
(2) Amounts 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.
The 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.
Fiscal Year Amount
2027 $ 12,500
2028 671,154
Total $ 683,654
Amended and Restated CA
On 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.
Under 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.
The 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.
87
Index
The 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:
For the Years Ended April 30,
2026 2025 2024
Amortization expense $ 1,137 $ 1,145 $ 1,246
Lines of Credit
We 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.
Our 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.
The 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.
Based 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.
88
Index
Note 15– Derivative Instruments and Hedging Activities
Interest Rate Contracts
As 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.
As 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.
As 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.
We 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:
Asset (Liability) Balance Sheet Location 2026 2025
Current asset portion Prepaid expenses and other current assets $ — $ 197
Current liability portion Other accrued liabilities (156) (118)
Non-current liability portion Other long-term liabilities (716) (3,438)
Total cash flow hedges $ (872) $ (3,358)
The effect of our interest rate swaps on the Consolidated Statements of Comprehensive Income (Loss) and the Consolidated Statements of Income (Loss) are as follows:
For the Years Ended April 30,
2026 2025 2024
Amount of pretax gains (losses) recognized in Other comprehensive income $ 3,453 $ (8,186) $ 15,164
Amount of pretax gains reclassified from Accumulated other comprehensive loss into Interest expense $ 829 $ 4,755 $ 12,420
Based 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.
Foreign Currency Contracts
We 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).
As 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.
89
Index
Note 16 – Commitment and Contingencies
Legal Proceedings
We 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.
Anthropic Class-Action Lawsuit
In 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.
90
Index
Note 17 – Retirement Plans
We 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.
Defined Benefit Plans
Our Board of Directors approved plan amendments that froze the following retirement plans:
•Retirement Plan for the Employees of John Wiley & Sons, Canada was frozen effective December 31, 2015;
•Retirement Plan for the Employees of John Wiley & Sons, Ltd., a UK plan was frozen effective April 30, 2015 and;
•US Employees’ Retirement Plan, Supplemental Benefit Plan, and Supplemental Executive Retirement Plan, were frozen effective June 30, 2013.
We 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.
The components of net pension expense for the defined benefit plans and the weighted average assumptions were as follows:
For the Years Ended April 30,
2026 2025 2024
US Non-US US Non-US US Non-US
Service cost $ — $ 499 $ — $ 560 $ — $ 532
Interest cost 11,850 17,479 12,133 16,603 11,654 16,069
Expected return on plan assets (9,641) (18,371) (9,610) (18,449) (10,372) (19,443)
Amortization of prior service cost (154) 60 (154) 66 (154) 60
Amortization of net actuarial loss 2,293 6,532 2,314 6,058 2,446 5,656
Curtailment/settlement (credit) — — — (181) — —
Net pension expense $ 4,348 $ 6,199 $ 4,683 $ 4,657 $ 3,574 $ 2,874
Discount rate 5.7 % 5.5 % 5.8 % 5.1 % 5.1 % 4.8 %
Rate of compensation increase N/A 3.0 % N/A 3.0 % N/A 3.0 %
Expected return on plan assets 5.8 % 6.2 % 5.8 % 6.2 % 5.8 % 6.4 %
In 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).
The 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).
91
Index
The 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.
The 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.
We 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.
The following table sets forth the changes in, and the status of, our defined benefit plans’ assets and benefit obligations:
92
Index
2026 2025
US Non-US US Non-US
CHANGE IN PLAN ASSETS
Fair value of plan assets, beginning of year $ 174,170 $ 302,532 $ 173,569 $ 293,168
Actual return on plan assets 17,429 13,376 13,312 (7,426)
Employer contributions 2,961 1,887 3,198 13,526
Employee contributions — — — —
Settlements — — — (729)
Benefits paid (15,677) (14,548) (15,909) (14,560)
Foreign currency rate changes — 3,870 — 18,553
Fair value, end of year $ 178,883 $ 307,117 $ 174,170 $ 302,532
CHANGE IN PROJECTED BENEFIT OBLIGATION
Benefit obligation, beginning of year $ (216,547) $ (323,332) $ (215,563) $ (324,362)
Service cost — (499) — (560)
Interest cost (11,850) (17,479) (12,133) (16,603)
Actuarial gains (losses) 1,282 14,725 (4,760) 22,520
Benefits paid 15,677 14,548 15,909 14,560
Foreign currency rate changes — (4,572) — (19,984)
Settlements and other — — — 1,097
Benefit obligation, end of year $ (211,438) $ (316,609) $ (216,547) $ (323,332)
Underfunded status, end of year $ (32,555) $ (9,492) $ (42,377) $ (20,800)
AMOUNTS RECOGNIZED ON THE STATEMENT OF FINANCIAL POSITION
Noncurrent assets — 21,769 — 12,885
Current pension liability (2,884) (1,405) (2,881) (1,282)
Noncurrent pension liability (29,671) (29,856) (39,496) (32,403)
Net amount recognized in statement of financial position $ (32,555) $ (9,492) $ (42,377) $ (20,800)
AMOUNTS RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS (BEFORE TAX) CONSIST OF
Net actuarial losses $ (64,405) $ (193,249) $ (75,768) $ (206,945)
Prior service cost gains (losses) 1,330 (947) 1,484 (992)
Total accumulated other comprehensive loss $ (63,075) $ (194,196) $ (74,284) $ (207,937)
Change in accumulated other comprehensive loss $ 11,209 $ 13,741 $ 1,103 $ (10,008)
INFORMATION FOR PENSION PLANS WITH AN ACCUMULATED BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS
Accumulated benefit obligation $ 211,438 $ 31,783 $ 216,547 $ 34,189
Fair value of plan assets $ 178,883 $ 527 $ 174,170 $ 511
INFORMATION FOR PENSION PLANS WITH A PROJECTED BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS
Projected benefit obligation $ 211,438 $ 31,789 $ 216,547 $ 34,198
Fair value of plan assets $ 178,883 $ 527 $ 174,170 $ 511
WEIGHTED AVERAGE ASSUMPTIONS USED IN DETERMINING ASSETS AND LIABILITIES
Discount rate 5.8 % 6.0 % 5.7 % 5.5 %
Rate of compensation increase N/A 3.0 % N/A 3.0 %
Accumulated benefit obligations $ (211,438) $ (308,934) $ (216,547) $ (315,748)
93
Index
Actuarial 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.
Actuarial 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.
Pension plan assets/investments:
The 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:
•Level 1: Unadjusted quoted prices in active markets for identical assets.
•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.
•Level 3: Unobservable inputs reflecting assumptions about the inputs used in pricing the asset.
We did not maintain any level 3 assets during the years ended April 30, 2026 and 2025.
Certain 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.
94
Index
The following tables set forth, by level within the fair value hierarchy, pension plan assets at their fair value as of April 30:
2026 2025
Level 1 Level 2 NAV Total Level 1 Level 2 NAV Total
US Plan Assets
Global equity securities: Limited Partnership $ 4,740 $ 49,912 $ 54,652 $ 4,904 $ 51,727 $ 56,631
Fixed income securities: Commingled trust funds — 124,231 124,231 — 117,539 117,539
Total US plan assets $ 4,740 $ 174,143 $ 178,883 $ 4,904 $ 169,266 $ 174,170
Non-US Plan Assets
Equity securities:
US equities $ — $ 11,922 $ 11,922 $ — $ 25,110 $ 25,110
Non-US equities 5,412 5,412 9,530 9,530
Balanced managed funds — 49,171 49,171 — 71,629 71,629
Fixed income securities: Commingled funds — 145,632 145,632 — 100,740 100,740
Other:
Real estate/other — 526 526 — 511 511
Cash and cash equivalents 11,057 83,397 94,454 12,503 82,509 95,012
Total Non-US plan assets $ 11,057 $ 296,060 $ — $ 307,117 $ 12,503 $ 290,029 $ — $ 302,532
Total plan assets $ 11,057 $ 300,800 $ 174,143 $ 486,000 $ 12,503 $ 294,933 $ 169,266 $ 476,702
Expected 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.
Benefit payments to retirees from all defined benefit plans are expected to be the following in the fiscal year indicated:
Fiscal Year US Non-US Total
2027 $ 16,120 $ 14,921 $ 31,041
2028 16,100 15,000 31,100
2029 16,117 16,233 32,350
2030 15,796 17,207 33,003
2031 15,623 17,998 33,621
2032–2036 77,619 103,865 181,484
Total $ 157,375 $ 185,224 $ 342,599
95
Index
Retiree Health Benefits
We 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).
Defined Contribution Savings Plans
We 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).
Note 18– Stock-Based Compensation
The 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.
Performance-Based and Other Restricted Stock Activity
Under 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.
We 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.
Under certain circumstances relating to a change of control or termination, as defined, the restrictions would lapse and shares would vest earlier.
96
Index
Activity for performance-based and other restricted stock awards during the years ended April 30, was as follows (shares in thousands):
2026 2025 2024
Restricted Shares Weighted Average Grant Date Value Restricted Shares Restricted Shares
Nonvested shares at beginning of year 1,216 $ 38.51 1,203 1,073
Granted 599 $ 42.77 735 1,089
Change in shares due to performance 33 $ 28.67 71 54
Vested and issued (492) $ 40.57 (448) (660)
Forfeited (147) $ 40.87 (345) (353)
Nonvested shares at end of year 1,209 $ 39.22 1,216 1,203
We 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:
For the Years Ended April 30,
2026 2025 2024
Stock-based compensation expense $ 20,608 $ 22,222 $ 24,982
As 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.
Compensation 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:
2026 2025 2024
Grant date value of shares vested $ 19,966 $ 18,504 $ 29,874
Stock Option Activity
Under 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.
The 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:
97
Index
Weighted average fair value of options on grant date $ 6.47
Weighted average assumptions:
Expected life of options (years) 6.3
Risk-free interest rate 4.6 %
Expected volatility 34.0 %
Expected dividend yield 4.6 %
Fair value of common stock on grant date $ 30.37
Exercise price of stock option grant $ 34.86
As 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.
The following table summarizes the activity and status of our stock option plans during the year ended April 30, 2026:
Number of Options (in 000’s) Weighted Average Exercise Price Weighted Average Remaining Term (in years) Aggregate Intrinsic Value (in millions)
Outstanding at beginning of year 250 $ 46.87
Granted — $ —
Exercised (3) $ 32.68
Expired or forfeited (3) $ 55.99
Outstanding at end of year 244 $ 46.93 6.5 $ 0.8
Exercisable at end of year 181 $ 50.90 6.2 $ 0.4
Vested and expected to vest in the future at April 30 243 $ 46.98 6.5 $ 0.8
The 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.
The 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.
Director Stock Awards
Under 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.
There 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.
98
Index
Note 19 – Capital Stock and Changes in Capital Accounts
Wiley 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.
Share Repurchases
In 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.
The following table summarizes the share repurchases during the years ended April 30 (shares in thousands):
2026 2025 2024
Shares repurchased - Class A 2,843 1,186 1,294
Shares repurchased - Class B 7 173 3
Average price - Class A and Class B $ 35.08 $ 44.16 $ 34.71
The 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.
Dividends
We 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.
99
Index
Changes in Common Stock
The 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).
Changes in Class A Common Stock: 2026 2025 2024
Number of shares, beginning of year 70,312 70,259 70,231
Common stock class conversions 2 53 28
Number of shares issued, end of year 70,314 70,312 70,259
Changes in Class A Common Stock in treasury:
Number of shares held, beginning of year 25,687 24,828 23,983
Restricted shares issued under stock-based compensation plans (492) (448) (662)
Impact of tax withholding on stock-based compensation and other 181 121 213
Purchases of treasury shares 2,843 1,186 1,294
Number of shares held, end of year 28,219 25,687 24,828
Number of Class A Common Stock outstanding, end of year 42,095 44,625 45,431
Changes in Class B Common Stock: 2026 2025 2024
Number of shares, beginning of year 12,870 12,923 12,951
Common stock class conversions (2) (53) (28)
Number of shares issued, end of year 12,868 12,870 12,923
Changes in Class B Common Stock in treasury:
Number of shares held, beginning of year 4,101 3,928 3,925
Purchases of treasury shares 7 173 3
Number of shares held, end of year 4,108 4,101 3,928
Number of Class B Common Stock outstanding, end of year 8,760 8,769 8,995
100
Index
Note 20 – Segment Information
We 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.
Our 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:
•Research
•Learning
•Held for Sale or Sold
Our 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.
Our 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.
The following tables present a summary of our Adjusted Operating Income (Loss) by segment, and the reconciliation to Income (loss) before taxes:
For the Year Ended April 30, 2026
Research Learning Total
Revenue $ 1,129,942 $ 546,586 $ 1,676,528
Cost of sales 303,702 127,807 431,509
Direct expenses 331,192 136,301 467,493
Allocated Corporate expenses 167,578 107,909 275,487
Amortization of intangible assets 44,866 8,184 53,050
Adjusted Operating Income by segment(1) $ 282,604 $ 166,385 $ 448,989
Reconciliation of Adjusted Operating Income by segment to Income before taxes
Adjusted unallocated Corporate expenses(2) (152,819)
Restructuring and related charges(3) (19,203)
Interest expense (43,848)
Net foreign exchange transaction losses (6,564)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (4,828)
Other expense, net (6,533)
Legal settlement(4) (108)
Income before taxes $ 215,086
101
Index
For the Year Ended April 30, 2025
Research Learning Held for Sale or Sold Total
Revenue $ 1,075,459 $ 584,768 $ 17,382 $ 1,677,609
Cost of sales 278,867 144,758 7,755 431,380
Direct expenses 336,484 142,204 10,365 489,053
Allocated Corporate expenses 160,959 114,703 2,840 278,502
Amortization of intangible assets 43,569 8,253 — 51,822
Adjusted Operating Income (Loss) by segment $ 255,580 $ 174,850 $ (3,578) $ 426,852
Reconciliation of Adjusted Operating Income by segment to Income before taxes
Adjusted unallocated Corporate expenses(2) (179,882)
Restructuring and related charges(3) (25,561)
Interest expense (52,547)
Net foreign exchange transaction losses (8,142)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (23,340)
Other income, net 5,498
Income before taxes $ 142,878
For the Year Ended April 30, 2024
Research Learning Held for Sale or Sold Total
Revenue $ 1,042,705 $ 574,739 $ 255,543 $ 1,872,987
Cost of sales 281,109 145,054 153,559 579,722
Direct expenses 323,392 145,514 48,127 517,033
Allocated Corporate expenses 155,495 132,394 23,142 311,031
Amortization of intangible assets 44,946 9,044 2,004 55,994
Adjusted Operating Income by segment $ 237,763 $ 142,733 $ 28,711 $ 409,207
Reconciliation of Adjusted Operating Income by segment to Income before taxes
Adjusted unallocated Corporate expenses(2) (185,456)
Impairment of goodwill(3) (108,449)
Restructuring and related charges(3) (63,041)
Interest expense (49,003)
Net foreign exchange transaction losses (2,959)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (183,389)
Other expense, net (3,957)
Loss before taxes $ (187,047)
102
Index
(1) Our 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 4, “Acquisition and Divestitures” for more details on the divestitures.
(2) Corporate expenses include certain costs that are not allocated to the reportable segments.
(3) See Note 7, “Restructuring and Related Charges” and Note 11, “Goodwill and Intangible Assets” for more information of these charges by segment.
(4) In 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.
See Note 3, “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.
Depreciation and amortization expense were as follows:
For the Years Ended April 30,
2026 2025 2024
Research $ 92,472 $ 89,302 $ 93,422
Learning 41,148 43,900 57,696
Held for Sale or Sold — — 3,437
Total depreciation and amortization $ 133,620 $ 133,202 $ 154,555
Corporate depreciation and amortization 9,857 13,924 22,434
Total depreciation and amortization $ 143,477 $ 147,126 $ 176,989
Revenue 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.
Revenue from external customers by geographical area was as follows:
For the Years Ended April 30,
2026 2025 2024
United States $ 854,540 $ 848,575 $ 988,129
United Kingdom 490,431 498,934 520,418
Germany 192,291 183,044 172,855
Other countries 139,266 147,056 191,585
Total $ 1,676,528 $ 1,677,609 $ 1,872,987
Total 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:
2026 2025 2024
United States $ 157,172 $ 185,610 $ 213,192
United Kingdom 21,187 25,315 27,584
Other countries 15,029 17,328 20,736
Total $ 193,388 $ 228,253 $ 261,512
Our 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.
103
Index
Note 21 – Subsequent Event
On 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.
The 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.
The 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.
104
Index