SLM Corp — Director's Dealing 2020

Jan 30, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SLM Corp (SLM)
CIK: 0001032033
Period of Report: 2020-01-28

Reporting Person: Jafarieh Nicolas (SVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-28	Common Stock	F	2253	$11.13	Disposed	70946.3153	Direct
2020-01-28	Common Stock	F	1223	$11.13	Disposed	69723.3153	Direct

Footnotes

F1: On January 28, 2019, the reporting person 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 January 28, 2020, 2021 and 2022. On January 28, 2020, 6,993 shares vested in connection with these RSUs, of which 2,253 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

F2: Includes Dividend Equivalent units in connection with RSUs granted under the SLM Corporation 2012 Omnibus Incentive Plan.

F3: Includes shares of common stock acquired under a dividend reinvestment plan.

F4: On January 28, 2019, the reporting person was granted restricted stock units ("RSUs") representing rights to receive shares of common stock of SLM Corporation (the "Company"), subject to transfer restrictions that lapse in one-third increments on January 28, 2020, 2021 and 2022. On January 28, 2020, the transfer restrictions lapsed in connection with 4,088 of these RSUs, of which 1,223 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.