| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NAVI | Common Stock | Tax liability | -$48.5K | -2.57K | -1.79% | $18.92 | 141K | Feb 4, 2023 | Direct | F1, F2 |
| transaction | NAVI | Common Stock | Tax liability | -$55.5K | -2.94K | -2.08% | $18.92 | 138K | Feb 4, 2023 | Direct | F3 |
| transaction | NAVI | Common Stock | Award | $0 | +33K | +23.91% | $0.00 | 171K | Feb 6, 2023 | Direct | F4 |
| transaction | NAVI | Common Stock | Award | $0 | +34.2K | +19.95% | $0.00 | 205K | Feb 6, 2023 | Direct | F5 |
| transaction | NAVI | Common Stock | Tax liability | -$14.2K | -752 | -0.37% | $18.92 | 205K | Feb 6, 2023 | Direct | F6, F7 |
| Id | Content |
|---|---|
| F1 | As previously reported, on February 4, 2021, the reporting person was granted 20,325 restricted stock units ("RSUs") under the Navient Corporation 2014 Omnibus Incentive Plan (the "Plan") representing the right to receive shares of Navient Corporation ("Navient") common stock in the future, which vest in one-third increments on each of the first, second and third anniversaries of the grant date. On February 4, 2023, 6,775 shares of such RSUs were settled and an additional 539 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 2,565 shares were withheld by Navient, as approved by the Navient Compensation and Human Resources Committee (the "Committee"), to satisfy the reporting person's tax withholding obligations. |
| F2 | Dividend equivalent rights (1,029.3959) issued on RSUs and performance stock units ("PSUs") are included in the reporting person's common stock holding balance. Each dividend equivalent right is the economic equivalent of one share of Navient common stock. |
| F3 | As previously reported, on February 4, 2022, the reporting person was granted 28,198 RSUs under the Plan representing the right to receive shares of Navient common stock in the future, which vest in one-third increments on each of the first, second and third anniversaries of the grant date. On February 4, 2023, 9,399 shares of such RSUs were settled and an additional 403 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 2,936 shares were withheld by Navient, as approved by the Committee, to satisfy the reporting person's tax withholding obligations. |
| F4 | Represents a grant of common stock to the reporting person in the form of restricted stock units pursuant to the Plan. The RSUs will be settled solely by delivery of shares of Navient common stock and vest in one-third increments on each of the first, second and third anniversaries of the grant date. |
| F5 | Represents a grant of common stock to the reporting person in the form of performance stock units to be settled solely by delivery of shares of the Company's common stock. A specified percentage of this target award will vest and be settled based upon the satisfaction of certain performance conditions over a three-year performance period ending on the final day of fiscal year 2025. The performance conditions shall be approved by the Committee in connection with the Company's 2023 Long-Term Incentive Program and shall be set forth in the form of PSU award agreement approved by the Committee. |
| F6 | As previously reported, on February 6, 2020, the reporting person was granted 6,382 RSUs under the Plan representing the right to receive shares of Navient common stock in the future, which vest in one-third increments on each of the first, second and third anniversaries of the grant date. On February 6, 2023, 2,127 shares of such RSUs were settled and an additional 368.2107 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 752 shares were withheld by Navient, as approved by the Committee, to satisfy the reporting person's tax withholding obligations. |
| F7 | Reflects the disposition of 0.2107 shares settled in cash upon the delivery of the related dividend equivalent rights, in accordance with the terms of the Plan. |
Exhibit 24 - Power of Attorney