David L. Yowan - 04 Jun 2026 Form 4 Insider Report for NAVIENT CORP (NAVI)

Reporting relationship: President & CEO, Director
Issuer ticker: NAVI
Reported as of: 04 Jun 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 05 Jun 2026, 17:01:22 UTC
Prior SEC filing: 02 Jan 2026
Source filing: View source filing
Reporting owner signature: /s/ Matthew Sheldon (POA) for David Yowan

Key filing fact

David L. Yowan filed Form 4 for NAVIENT CORP (NAVI) on 05 Jun 2026.

Key facts

This page summarizes David L. Yowan's Form 4 filing for NAVIENT CORP (NAVI).
7 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 05 Jun 2026, 17:01.

Change

Previous filing in this sequence was filed on 02 Jan 2026.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001702781 Primary reporting owner

YOWAN DAVID L.

Relationship: President & CEO, Director
Address: 13865 SUNRISE VALLEY DRIVE, HERNDON
Signature: /s/ Matthew Sheldon (POA) for David Yowan
Signature date: 05 Jun 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NAVI transaction

Common Stock

Award

Transaction value
Shares: +36,235
Change %: +9.7%
Price: $0.000000^*
Shares after: 407,919
Date: 04 Jun 2026
Ownership: Direct
Footnotes: F1, F2, F3

NAVI transaction

Common Stock

Tax liability

Transaction value
Shares: -14,676
Change %: -3.6%
Price: $7.77^*
Shares after: 393,243
Date: 04 Jun 2026
Ownership: Direct
Footnotes: F4

NAVI transaction

Common Stock

Options Exercise

Transaction value
Shares: +107,363
Change %: +27%
Price
Shares after: 500,606
Date: 04 Jun 2026
Ownership: Direct
Footnotes: F5

NAVI transaction

Common Stock

Tax liability

Transaction value
Shares: -43,482
Change %: -8.7%
Price: $7.77^*
Shares after: 457,124
Date: 04 Jun 2026
Ownership: Direct
Footnotes: F6

NAVI transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -63,881
Change %: -14%
Price: $7.77^*
Shares after: 393,243
Date: 04 Jun 2026
Ownership: Direct

NAVI transaction

Common Stock

Award

Transaction value
Shares: +18,018
Change %: +4.6%
Price: $7.77^*
Shares after: 411,261
Date: 04 Jun 2026
Ownership: Direct
Footnotes: F7

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

NAVI transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
Shares: -107,363
Change %: -100%
Price
Shares after: 0
Date: 04 Jun 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 107,363
Exercise price
Footnotes: F5, F8

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

This transaction represents performance stock units ("PSUs") awarded under the Navient Corporation 2024 Omnibus Incentive Plan (the "Plan"). Each PSU represents the right to receive one share of Navient Corporation ("Navient") common stock and is settled solely through the delivery of shares of Navient common stock. A specified percentage of the target award vests and settles based on the achievement of performance conditions over a 3-year performance period ending on the final day of 2027. The first tranche (15%) of PSUs reported (23,121.30) vested on an accelerated basis upon the reporting person's satisfaction of the applicable performance and service conditions and an additional 1,035.514 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights ("DERs"). The number of PSUs reported (36,235.221) reflects an above-target payout equal to 150% of the target award (24,156.814 inclusive of DERs) related to the 2025 legacy expense goal.

Footnote F2

The reporting person's common stock beneficial ownership balance reflects the forfeiture of PSUs (158,835 PSUs and 19,432.355 DERs), which that were previously voluntarily reported on Form 4, because Navient failed to meet the threshold level established for the PSUs granted for the 2023 - 2025 performance period, as reported in Navient's 2026 Proxy Statement on Form DEF 14A.

Footnote F3

DERs (3,548.752) issued on RSUs are included in the reporting person's common stock beneficial ownership balance. Each DER is the economic equivalent of one share of Navient common stock.

Footnote F4

In connection with this settlement, 14,676 shares were withheld by Navient (as approved by the Navient Compensation and Human Resources Committee) to satisfy the reporting person's tax withholding obligations.

Footnote F5

As previously reported, on July 7, 2025, the reporting person was awarded cash restricted stock units ("Cash RSUs") under the Plan. The Cash RSUs are settled solely in cash and do not represent the right to receive shares of Navient common stock. The Cash RSUs vested in full on June 4, 2026, upon termination of the reporting person's employment by the Company for a reason other than Cause, in accordance with the terms of the applicable award agreement, resulting in payment of the earned amount. Payment is subject to applicable tax withholding obligations. DERs accrue with respect to the Cash RSUs and are payable in cash upon settlement.

Footnote F6

In connection with this settlement, 43,482.142 shares were withheld by Navient (as approved by the Navient Compensation and Human Resources Committee) to satisfy the reporting person's tax withholding obligations.

Footnote F7

Represents a grant of restricted stock to Mr. Yowan in respect of his role as a non-employee director (effective June 5, 2025) under the Plan. The restrictions lift on a quarterly basis subject to continued active service on the Navient Board of Directors as follows: 25% on the grant date (June 4, 2026); 25% on August 1, 2026; 25% on November 1, 2026; and 25% on February 1, 2027.

Footnote F8

DERs accrue on the reporting person's Cash RSUs when and as dividends are paid on Navient common stock and vest along with the Cash RSUs on which they accrued. The reporting person has received 4,602.314 DERs relating to their July 7, 2025, grant of Cash RSUs, all of which vested on June 4, 2026, and are included in the reporting person's common stock holding balance. Each DER converts into one share of Navient common stock on the date of vesting, and the reporting person receives the cash value thereof in lieu of the delivery of stock. Each DER is the economic equivalent of one share of Navient common stock.