SLM Corp — Director's Dealing 2017

Feb 28, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SLM CORP (SLM)
CIK: 0001032033
Period of Report: 2017-02-26

Reporting Person: Dale Jeffrey (SVP & Chief Risk Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-26	Common Stock	F	5706	$11.96	Disposed	174071	Direct
2017-02-26	Common Stock	F	3078	$11.96	Disposed	170993	Direct

Footnotes

F1: On February 26, 2016, Mr. Dale was granted restricted stock units ("RSUs") representing rights to receive shares of common stock of SLM Corporation (the "Company"), subject to vesting conditions, to vest in one-third increments on February 26, 2017, 2018 and 2019. On February 26, 2017, 16,806 shares vested in connection with these RSUs, of which 5,706 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

F2: On February 26, 2016, a portion of Mr. Dale's 2015 Management Incentive Plan was granted in the form of RSUs that carry transfer restrictions that lapse in one-third increments on February 26, 2017, 2018 and 2019, regardless of continued employment. On February 26, 2017, the restrictions lapsed on 9,738 RSUs, and 3,078 shares of the Company common stock were withheld to satisfy Mr. Dale's tax withholding obligations.