SEC Form 4 · accession 0001127602-17-008960
SLM Corp · SLM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Boyles
Officer — SVP & Controller
Period of report
Nov 10, 2016
Accepted (ET)
Feb 28, 2017 · 5:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001032033
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 10, 2016 | M | 5,154 | $5.7343 | A | 187,980 | D | |
| Common StockF3 | Nov 10, 2016 | F | 4,009 | $8.59 | D | 183,971 | D | |
| Common StockF4 | Nov 10, 2016 | S | 1,145 | $8.6025 | D | 182,826 | D | |
| Common StockF5 | Nov 10, 2016 | S | 8,394 | $8.601 | D | 174,432 | D | |
| Common StockF6 | Feb 26, 2017 | F | 6,954 | $11.96 | D | 167,478 | D | |
| Common StockF7 | Feb 26, 2017 | F | 2,309 | $11.96 | D | 165,169 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F1 | $5.7343 | Nov 10, 2016 | M | 5,154 | D | Feb 3, 2015 | Feb 3, 2017 | Common Stock | 5,154 | 0 | D |
Explanation of responses
- F1This item reports the exercise of SARs with respect to 5,154 shares, which was previously not reported due to an administrative error.
- F2The total number of shares of Common Stock is adjusted to correct for a prior administrative error with respect to the number of shares of Common Stock reported to be held by the Reporting Person.
- F3This item reports the withholding of 4,009 shares that occurred in connection with the exercise of SARs, which was previously not reported due to an administrative error.
- F4This item reports the sale of 1,145 shares, which was previously not reported due to an administrative error. The disposition of these shares did not give rise to any matchable transaction.
- F5This item reports the sale of 8,394 shares, which was previously not reported due to an administrative error. The disposition of these shares did not give rise to any matchable transaction.
- F6On February 26, 2016, Mr. Boyles 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, 21,008 shares vested in connection with these RSUs, of which 6,954 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.
- F7On February 26, 2016, a portion of Mr. Boyles's 2015 Management Incentive Plan was granted in the form of RSUs that carry transfer restrictions that lapse in one-half increments on February 26, 2017 and 2018, regardless of continued employment. On February 26, 2017, the restrictions lapsed on 7,508 RSUs, and 2,309 shares of the Company common stock were withheld to satisfy Mr. Boyles's tax withholding obligations.