NAVIENT CORP — Director's Dealing 2018

Jan 31, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NAVIENT CORP (NAVI)
CIK: 0001593538
Period of Report: 2018-01-30

Reporting Person: REMONDI JOHN F (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-30	Common Stock	M	256107	$11.4873	Acquired	1946511.3124	Direct
2018-01-30	Common Stock	F	231927	$14.3648	Disposed	1714584.3124	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-30	Stock Option (Right to Buy)	$11.4873	M	256107	Disposed	2018-02-07	Common Stock (256107)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	250	Indirect

Footnotes

F1: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on November 1, 2017, and effective on November 3, 2017, and represent exercises of stock options set to expire on February 7, 2018.

F2: Includes shares withheld for the payment of (i) the option exercise price and (ii) the payment of various tax withholding obligations.

F3: Represents the weighted average price of shares withheld to satisfy various tax withholding obligations.