NAVIENT CORP — Director's Dealing 2021

Feb 8, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NAVIENT CORP (NAVI)
CIK: 0001593538
Period of Report: 2021-02-04

Reporting Person: YOWAN DAVID L. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-04	Common Stock	A	10569	—	Acquired	40372	Direct

Footnotes

F1: Represents a grant of restricted stock to a non-employee director under the Navient Corporation 2014 Omnibus Incentive 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 (Feb 4, 2021); 25% on May 1, 2021; 25% on August 1, 2021; and 25% on November 1, 2021.

F2: Dividend equivalent rights (328.5391 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: Reflects the disposition of 0.5391 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.