NAVIENT CORP — Director's Dealing 2017

Jun 28, 2017

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NAVIENT CORP (NAVI)
CIK: 0001593538
Period of Report: 2017-06-19

Reporting Person: HAUBER STEPHEN M (SVP, Chief Risk&Compliance Off)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	78995.5332	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$9.3771	2021-01-27	Common Stock (8333)		Direct
Stock Option (Right to Buy)	$17.00	2019-05-01	Common Stock (47307)		Direct
Stock Option (Right to Buy)	$21.65	2020-02-18	Common Stock (46666)		Direct
Stock Option (Right to Buy)	$9.18	2021-02-03	Common Stock (138613)		Direct
Stock Option (Right to Buy)	$15.48	2022-02-06	Common Stock (39033)		Direct

Footnotes

F1: Represents grant of non-qualified stock options issued pursuant to the Navient 2014 Omnibus Incentive Plan that vest ratably over a three-year period commencing on the grant date of February 18, 2015. As of the filing date, 31,111 stock options are currently exercisable with the remaining 15,555 becoming exercisable on the third anniversary of the grant date (February 18, 2018).

F2: Represents grant of non-qualified stock options issued pursuant to the Navient 2014 Omnibus Incentive Plan that vest ratably over a three-year period commencing on the grant date of February 3, 2016. As of the filing date, 46,204
stock options are currently exercisable with the remaining 92,409 becoming exercisable on the second and third anniversaries of the grant date (February 3, 2018, and February 3, 2019, respectively).

F3: Represents grant of non-qualified stock options issued pursuant to the Navient 2014 Omnibus Incentive Plan that vest ratably over a three-year period commencing on the grant date of February 6, 2017. As of the filing date, no stock options are currently exercisable with the remaining 39,033 becoming exercisable on the first, second and third anniversaries of the grant date.