Form 4 for NAVI NAVIENT CORP

Accepted 2023-03-02 00:00:00 ET · period of report 2023-02-28 · accession 0001127602-23-008463 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
	2023-03-02	2023-02-28	NAVI	HELEEN MARK L	EVP, CLO, Sec	F - Tax	$18.05	-16.2K	421.4K	-4%	-$292.0K

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2023-02-28	F	D	16,177	$18.05	421,352.08	D	—	—	(F2) In connection with this settlement, 16,177 shares were withheld by Navient (as approved by the Navient Compensation and Human Resources Committee) to satisfy the reporting person's tax withholding obligations. (F1) Represents performance stock units ("PSUs") awarded to the reporting person under the Navient Corporation 2014 Omnibus Incentive Plan and previously reported on February 6, 2020. Each PSU represents the right to receive one share of Navient Corporation ("Navient") common stock in the future, which target amount vests at a specified percentage and is settled based upon achieving certain performance conditions over a three-year performance period ending on the final day of fiscal year 2022. On January 27, 2023, the Compensation and Human Resources Committee approved the achievement of the 2020-2022 PSUs at 115% of target resulting in the settling on February 28, 2023, of 30,584.2500 shares of such PSUs and an additional 5,283.4459 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. (F3) Reflects the disposition of 0.6959 shares settled in cash upon the delivery of the related dividend equivalent rights, in accordance with the terms of the 2014 Navient Corporation Omnibus Incentive Plan.