SEC Form 4 · accession 0001127602-16-042798
NAVIENT CORP · NAVI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark L Heleen
Officer — EVP & Chief Legal Officer
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 8:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001593538
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 18, 2016 | F | 1,303 | $10.13 | D | 90,216 | D | |
| Common StockF3 | Feb 18, 2016 | F | 617 | $10.13 | D | 89,599 | D | |
| Common StockF4 | holding | — | — | — | 5,904 | I | By 401(k) |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As previously reported, on February 18, 2015, Mr. Heleen was granted 3,979 vested restricted stock units ("RSUs") under the Navient Corporation 2014 Omnibus Incentive Plan representing the right to receive shares of Navient common stock in the future, subject to transfer restrictions which fully lapse on February 18, 2016. On February 18, 2016, 3,840 shares of such RSUs were settled and an additional 164.7509 shares were issued to Mr. Heleen upon the delivery of the related dividend equivalent rights. In connection with this settlement, 1,303 shares were withheld by Navient (as approved by the Navient Compensation and Personnel Committee) to satisfy Mr. Heleen's tax withholding obligations.
- F2Also reflects the disposition of 0.7509 shares settled in cash upon the delivery of the related dividend equivalent rights, in accordance with the terms of the 2014 Navient Corporation Omnibus Incentive Plan.
- F3As previously reported, on February 18, 2015, Mr. Heleen was granted 5,080 RSUs under the Navient Corporation 2014 Omnibus Incentive Plan representing the right to receive shares of Navient common stock in the future, which vest in one-third increments on each of the first, second and third anniversaries of the grant. On February 18, 2016, 1,693 shares of such RSUs were settled and an additional 72 shares were issued to Mr. Heleen upon the vesting of the related dividend equivalent rights. In connection with this settlement, 617 shares were withheld by Navient (as approved by the Navient Compensation and Personnel Committee) to satisfy Mr. Heleen's tax withholding obligations.
- F4Between February 5, 2016, and February 18, 2016 Mr. Heleen acquired 0.6178 share equivalents of Navient common stock under the Navient 401(k) Plan. The information in this report is based on the reporting person's actual account balance as of February 18, 2016.