NAVIENT CORP — Director's Dealing 2021

Oct 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NAVIENT CORP (NAVI)
CIK: 0001593538
Period of Report: 2021-10-07

Reporting Person: Fisher Joe (EVP, CFO & PAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-07	Common Stock	F	1746	$19.43	Disposed	85312.3052	Direct

Footnotes

F1: As previously reported, on October 7, 2020, the reporting person was granted 16,648 RSUs under the Navient Corporation 2014 Omnibus Incentive Plan representing the right to receive shares of 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 October 7, 2021, 5,549 shares of such RSUs were settled and an additional 249 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 1,746 shares were withheld by Navient to satisfy the reporting person's tax withholding obligations.

F2: Dividend equivalent rights (1,813.7870 units) issued on previously unvested restricted are included in the reporting person's common stock holding balance. Each dividend equivalent right is the economic equivalent of one share of Navient Corporation common stock.

F3: The reporting person's common stock balance includes 870 shares acquired under the Navient Corporation Employee Stock Purchase Plan.