STEPHEN M. HAUBER - 06 Feb 2024 Form 4 Insider Report for NAVIENT CORP (NAVI)

Role: EVP, Chief Risk&Compliance Off
Signature: /s/ Elizabeth Han (POA) for Stephen M. Hauber
Issuer symbol: NAVI
Transactions as of: 06 Feb 2024
Net transactions value: -$38,575
Form type: 4
Filing time: 08 Feb 2024, 16:54:14 UTC
Previous filing: 05 Feb 2024
Next filing: 13 Feb 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NAVI	Common Stock	Tax liability	$38,575	-2,417	-1%	$15.96	230,090	06 Feb 2024	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As previously reported, on February 6, 2023, the reporting person was granted 15,856 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 6, 2024, 5,285 shares of such RSUs were settled and an additional 195 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 2,417 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.

Content

As previously reported, on February 6, 2023, the reporting person was granted 15,856 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 6, 2024, 5,285 shares of such RSUs were settled and an additional 195 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 2,417 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.