Inder Singh
About Inder M. Singh
Inder M. Singh (age 66) has served as an independent director of John Wiley & Sons (WLY) since 2021 and currently chairs the Audit Committee and serves on the Executive Committee . He brings deep finance, audit, and technology-sector expertise, including prior roles as EVP & CFO of Arm (2019–2022) and SVP & CFO of Unisys (2016–2019), with additional leadership positions at SunTrust (2013–2016) and Comcast (2012–2013) . Singh is designated an “audit committee financial expert,” underscoring his credibility in financial reporting oversight and risk management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Arm Limited | Executive Vice President & Chief Financial Officer | 2019–2022 | Led finance for global semiconductor IP leader; technology/infra sector exposure |
| Unisys Corp. | Senior Vice President & Chief Financial Officer | 2016–2019 | CFO for tech services; performance management, capital allocation |
| Unisys Corp. | Chief Strategy & Marketing Officer | 2016 | Strategy and go-to-market leadership |
| SunTrust (equities unit) | Managing Director | 2013–2016 | Sell-side leadership; capital markets perspective |
| Comcast Corporation | Senior Vice President, Finance | 2012–2013 | Large-cap corporate finance experience |
External Roles
| Organization | Role | Status | Committees/Notes |
|---|---|---|---|
| IonQ (NYSE: IONQ) | Director; Audit Committee Chair | Current | Public company board; audit chair |
| Axelera AI | Director; Audit Committee Chair | Current | Private AI company; audit chair |
| ICEYE | Director; Audit Committee Chair | Current | Private space/earth observation; audit chair |
| Resonance | Advisory Board Member | Current | Advisory role |
| Columbia University | Entrepreneurship Advisory Board; Engineering Development Council | Advisor | Startup mentorship and engineering development |
| U.S. Dept. of Homeland Security & others | Project Advisor | Prior/ongoing | National security and critical infrastructure topics |
Board Governance
| Dimension | Details |
|---|---|
| Independence | Board determined Singh is independent; all Audit, Compensation, and Governance Committee members are independent . |
| Committee assignments | Audit Committee (Chair); Executive Committee (member) . |
| Committee expertise | All Audit Committee members are “audit committee financial experts”; oversight includes financial reporting, ERM, cybersecurity, data privacy, and AI utilization risks . |
| Meetings/attendance | FY2025: Board held 6 meetings; Audit 7; Executive 1. No incumbent director attended fewer than 75% of applicable meetings; all directors attended the 2024 Annual Meeting . |
| Executive sessions | Regular executive sessions of non-management and independent directors . |
| Orientation/education | Structured director onboarding and ongoing education, including technology/cybersecurity updates . |
| Governance posture | Controlled company but voluntarily complies with full NYSE governance standards . |
Fixed Compensation (Director – FY2025)
| Component | Amount ($) |
|---|---|
| Cash Fee | $92,500 |
| Chair Fee | $15,000 |
| Stock Awards (annual) | $130,000 |
| All Other Compensation | $25,169 (dividends on deferred stock + $10,000 matching gifts) |
| Total | $262,669 |
Program features (Board-wide):
- Annual cash retainer $85,000; additional annual retainers: Audit Chair $30,000; Audit member $15,000; Compensation Chair $20,000; Governance Chair $17,500; no meeting fees .
- Annual director equity: $130,000 in restricted Class A shares; no stock options; strong ownership guidelines and ability to defer into share units .
Performance Compensation
Directors do not receive performance-conditioned pay; equity is time-based to align with shareholders. Key grant terms:
| Equity Award | Grant Date | Shares/Value | Vesting Terms |
|---|---|---|---|
| Annual restricted stock (non-management directors) | Sep 28, 2024 | 2,758 shares = $130,000 value for each eligible director (ex-Wiley) | Vest on earliest of: day before next Annual Meeting; death/disability; or Change in Control |
Other Directorships & Interlocks
| Company | Public/Private | Singh’s Role | Interlock/Conflict Notes |
|---|---|---|---|
| IonQ (NYSE: IONQ) | Public | Director; Audit Chair | Audit committee service within NYSE limits (no member serves on >2 other public company audit committees). Axelera and ICEYE appear private, supporting compliance . |
| Axelera AI | Private | Director; Audit Chair | Private; no related-party transactions disclosed at WLY in FY2025 . |
| ICEYE | Private | Director; Audit Chair | Private; no related-party transactions disclosed at WLY in FY2025 . |
| Resonance | N/A | Advisory Board | Advisory role; no RPTs at WLY in FY2025 . |
Governance controls limiting conflicts: Governance Committee pre-approves outside board service to screen conflicts; Audit Committee reviews and approves related-person transactions; no such material transactions in FY2025 .
Expertise & Qualifications
- Audit and finance expertise: Designated “audit committee financial expert”; prior CFO roles at Arm and Unisys; risk oversight experience .
- Technology and infrastructure: Senior roles across semiconductors, IT services, telecom/cable; national security and critical infrastructure advisory work .
- Cyber and AI oversight: Audit Committee remit explicitly covers cybersecurity, data privacy, and AI risk/governance .
Equity Ownership
| As-Of Date | Class A Shares Beneficially Owned | Deferred Stock Equivalents | % of Class |
|---|---|---|---|
| Apr 30, 2025 | — | 11,670 | <1% |
| Jul 31, 2025 | — | 11,775 | <1% |
Additional alignment and restrictions:
- Director stock ownership guideline: ≥5x annual cash retainer; as of Apr 30, 2025, all non-management directors met or are within the 5-year accumulation period .
- Hedging/pledging prohibited; pre-clearance, blackout periods, and 10b5-1 governance in place .
- Section 16 compliance: No Singh-specific delinquencies reported for FY2025 .
Governance Assessment
- Positives: Independent audit chair and financial expert; robust remit over financial reporting, ERM, and cyber/AI risks; strong attendance and board education; no related-party transactions; strict insider-trading, clawback, and ownership policies; strong shareholder support for executive pay (Say-on-Pay >99% in 2024) .
- Watch items: Singh chairs multiple audit committees across tech/AI boards (IonQ public; Axelera, ICEYE private). Current NYSE audit-committee service limits are observed; however, investors should monitor workload and any intersections with Wiley’s AI licensing activities—no related-party exposure disclosed in FY2025 .
- Context: Wiley is a controlled company but voluntarily adheres to full NYSE governance standards; 8 of 10 directors are independent; regular executive sessions support independent oversight .