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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 2/9/24 |
| Issuer: |
| Issuer CIK: 1593538 |
| Issuer Name: NAVIENT CORP |
| Issuer Trading Symbol: NAVI |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1551788 |
| | Owner Name: THOMPSON JANE J. |
| Reporting Owner Address: |
| | Owner Street 1: 13865 SUNRISE VALLEY DRIVE |
| | Owner Street 2: |
| | Owner City: HERNDON |
| | Owner State: VA |
| | Owner ZIP Code: 20171 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| Aff 10b5 One: 0 |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Phantom Stock Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 2/9/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,647.3131 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F1 |
| | Expiration Date: |
| | | Footnote ID: F1 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 8,647.3131 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 110,242.7653 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnotes: |
| Footnote - F1: Represents phantom stock units acquired pursuant to the terms of the Navient Corporation Deferred Compensation Plan for Directors. Phantom stock units are settled in shares of Navient Corporation common stock, on a one-to-one basis, upon distribution. The phantom stock units will vest with continued active service on the Navient Board of Directors as follows: 25% will vest on the grant date (Feb 9, 2024); 25% will vest on May 1, 2024; 25% will vest on August 1, 2024; and 25% will vest on November 1, 2024. |
| Footnote - F2: Dividends 3,628.3459 units accrued on phantom stock units pursuant to the terms of the Navient Corporation Deferred Compensation Plan for Directors are included in the reporting person's holding balance. |
| Remarks: Exibit 24 - Power of Attorney |
| Owner Signature: |
| Signature Name: /s/ Elizabeth Han (POA) for Jane J. Thompson |
| Signature Date: 2/13/24 |
