Navient Corporation SEC Filings

NAVIENT CORP Executive Vice President and CFO Stephen M. Hauber reported a routine tax-related share withholding tied to previously granted restricted stock units (RSUs). On May 22, 2026, 1,673 RSUs vested and 175.319 additional shares were issued from related dividend equivalent rights. To cover tax withholding obligations, 816 common shares were withheld by Navient, as approved by the Compensation and Human Resources Committee. After this non-market disposition, Hauber directly holds 353,517.473 shares of Navient common stock.

Navient Corporation has filed a preliminary prospectus supplement, dated May 26, 2026, to offer senior unsecured notes due 2031. The supplement describes customary terms for senior notes, optional redemption mechanics and a change-of-control repurchase feature; aggregate size, interest rate and exact dates are subject to completion.

The supplement reiterates key portfolio metrics: $15.6 billion of Private Education Loans, $27.2 billion of FFELP Loans and $48,004 (in millions) of total assets as of March 31, 2026. Net proceeds are stated for general corporate purposes, including debt repurchases.

Navient Corporation reports first-quarter 2026 results showing a return to profitability on a GAAP basis and continued balance-sheet simplification. GAAP net income was $17 million, or $0.17 per diluted share, compared with a net loss of $2 million, or $(0.02), a year earlier. Core Earnings net income was $19 million, or $0.20 per diluted share, down from $26 million, or $0.25, reflecting lower net interest margins and the exit from business processing.

In Consumer Lending, net income was $35 million with a net interest margin of 2.48%. Private Education Loan originations reached $818 million, up 61% from $508 million, driven by refinance volume. Federal Education Loans generated $22 million of net income and a 0.65% net interest margin as the FFELP portfolio continued to pay down.

Navient highlighted its restructuring program and portfolio sales completed in 2024–2025, which reduced operating expenses and removed the Business Processing segment. The company returned $38 million to shareholders through $23 million of share repurchases and $15 million of dividends. The GAAP equity-to-asset ratio was 4.9% and the Adjusted Tangible Equity Ratio was 8.9% as of March 31, 2026.

Navient Corporation reported improved profitability for the quarter ended March 31, 2026. GAAP net income was $17 million, or $0.17 diluted earnings per share, compared with a net loss of $2 million, or $0.02 per share, a year earlier. Core Earnings net income was $19 million, down from $26 million.

In the Consumer Lending segment, net income was $35 million as Navient originated $818 million of Private Education Loans, a 61% increase from $508 million, driven largely by $778 million of refinance originations. Net interest margin in this segment was 2.48%, while delinquency and forbearance rates improved modestly.

The Federal Education Loans segment generated $22 million of net income with a 0.65% net interest margin as the FFELP portfolio continued to pay down. Company-wide, Navient maintained a GAAP equity-to-asset ratio of 4.9% and an adjusted tangible equity ratio of 8.9%, repurchased $23 million of common stock, paid $15 million in dividends, and issued $683 million of asset-backed securities to support funding.

Sherborne Investors and related entities updated their ownership disclosure in Navient Corp, reporting beneficial ownership of 29,449,997 common shares, or approximately 31.3% of the company. The change in percentage stems from a decrease in Navient’s outstanding shares, rather than new share purchases or sales by the reporting group.

Navient announced that Edward Bramson, who currently serves as chair of the board, has been appointed President and Chief Executive Officer, effective June 5, 2026. All reporting persons show shared voting and dispositive power over the same block of shares and report no transactions in Navient stock during the past 60 days.

Joe Fisher reported proposed sales of Common Stock under Rule 144. The notice lists three proposed dispositions: 20,000 shares on 03/12/2026, 30,000 shares on 04/13/2026, and 30,982 shares on 04/14/2026, with dollar values shown for each.

The filing also lists recent restricted stock vesting events dated 02/04/2025, 02/06/2025, 02/09/2025, and 03/03/2025 with respective share counts in the filing excerpt.

Navient Corporation is asking shareholders to vote on four key items at its 2026 virtual annual meeting. Investors will elect six directors, ratify KPMG LLP as independent auditor for 2026, cast an advisory vote on executive pay, and choose how often to hold future Say‑on‑Pay votes, with the Board recommending “ONE YEAR.”

The meeting will be held online on June 4, 2026, and shareholders of record as of April 6, 2026 can vote by internet, phone, mail, or during the webcast. Navient highlights majority voting for directors, proxy access, fully independent key committees, and stock ownership guidelines as part of its governance framework.

The proxy details a leadership transition: CEO David Yowan will step down in June 2026 but remain on the Board, while Board Chair Edward Bramson becomes combined Chair and CEO, supported by Lead Independent Director Larry Klane. The filing also outlines Sherborne Group’s 31.3% ownership, related cooperation agreement limits, and the Board’s risk, compensation, and cybersecurity oversight structures.

JSM affiliate files Form 144 reporting sales activity in Common Stock. The filing lists scheduled issuances from restricted stock vesting and an ESPP purchase and discloses that Joe Fisher sold 20,000 shares on 03/12/2026 for $160,421.29 and 30,000 shares on 04/13/2026 for $240,961.96.