SLM Corp — Director's Dealing 2021

Feb 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SLM Corp (SLM)
CIK: 0001032033
Period of Report: 2021-02-05

Reporting Person: Witter Jonathan W. (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-05	Common Stock	A	65189	—	Acquired	1083778	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-05	Stock Options (Right to Buy)	$17.65	A	441501	Acquired	2031-02-05	Common Stock (441501.0)	Direct

Footnotes

F1: A long-term incentive award of restricted stock units ("RSUs") under the SLM Corporation 2012 Omnibus Incentive Plan, which is classified as "Common Stock," as permitted, since the RSUs will be settled solely by delivery of shares of SLM Corporation (the "Company") Common Stock. Subject to continuing employment, these RSUs vest in one-third increments on February 5, 2022, 2023 and 2024.

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

F3: The exercise price is a 15% premium above the Common Stock closing price of $15.34 on the February 5, 2021 grant date.

F4: 100% of the stock options cliff vest on the third anniversary of the February 5, 2021 grant date.

F5: The stock options will expire 10 years after the February 5, 2021 grant date.