SLM Corp — Director's Dealing 2017

Feb 15, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SLM CORP (SLM)
CIK: 0001032033
Period of Report: 2017-02-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-10	Common Stock	F	3593	$12.43	Disposed	181285	Direct
2017-02-10	Common Stock	F	1508	$12.43	Disposed	179777	Direct

Footnotes

F1: On February 10, 2015, Mr. Dale was granted 31,746 restricted stock units ("RSUs") representing rights to receive shares of common stock of SLM Corporation (the "Company"), subject to continued employment, to vest in one-third increments on February 10, 2016, 2017 and 2018. On February 10, 2017, 10,582 shares vested in connection with these RSUs, of which 3,593 shares were withheld by the Company to satisfy Mr. Dale's tax withholding obligations.

F2: On February 10, 2015, a portion of Mr. Dale's 2014 Management Incentive Plan Award was granted in the form of RSUs that carry transfer restrictions that lapse in one-third increments on February 10, 2016, 2017 and 2018, regardless of continued employment. On February 10, 2017, the restrictions lapsed on 4,769 RSUs, and 1,508 shares of the Company common stock were withheld to satisfy Mr. Dale's tax obligations in connection with the lapsing of such restrictions.