SLM (SLM) independent director granted stock and restricted shares as compensation

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Blackley Richard Scott reported acquisition or exercise transactions in this Form 4 filing.

SLM Corp director Richard Scott Blackley received equity compensation in the form of common stock grants. On June 16, 2026, he was awarded 7,349 shares of Common Stock in lieu of his quarterly cash retainer and committee fees. On June 17, 2026, he received an additional 1,198 shares of Restricted Common Stock as partial payment of his annual independent director retainer under the SLM Corporation 2021 Omnibus Incentive Plan, subject to vesting under the 2026 Independent Director Restricted Stock Agreement. Following these awards, he directly holds 41,619.126 shares of SLM common stock, including Dividend Equivalent Units tied to prior restricted stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Blackley Richard Scott

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,198	$0.00	--
Grant/Award	Common Stock	7,349	$0.00	--

Holdings After Transaction: Common Stock — 41,619.126 shares (Direct, null)

Footnotes (1)

The reporting person received shares of Restricted Common Stock, issued pursuant to the terms of the SLM Corporation 2021 Omnibus Incentive Plan - 2026 Independent Director Restricted Stock Agreement (the "2026 Agreement") in partial payment of the annual retainer to independent directors. The Restricted Common Stock award is subject to vesting upon the terms set forth in the 2026 Agreement. Includes Dividend Equivalent Units issued in connection with Restricted Common Stock held by the reporting person. Represents a grant of shares of SLM Corporation's Common Stock (the "Shares") received in lieu of the reporting person's quarterly cash retainer and respective committee fees. The per share value of the Shares was equal to the closing sales price per share as of the grant date.

Key Figures

Restricted stock grant: 1,198 shares Stock in lieu of cash retainer: 7,349 shares Director holdings after transactions: 41,619.126 shares +2 more

5 metrics

Restricted stock grant 1,198 shares Restricted Common Stock on June 17, 2026

Stock in lieu of cash retainer 7,349 shares Common Stock grant on June 16, 2026

Director holdings after transactions 41,619.126 shares Total direct SLM Common Stock after reported awards

Transaction price per share $0.00 per share All reported equity awards were compensation-related

Number of acquisition transactions 2 transactions Form 4 transaction summary shows two award acquisitions

Key Terms

Restricted Common Stock, Dividend Equivalent Units, 2021 Omnibus Incentive Plan, Independent Director Restricted Stock Agreement, +1 more

5 terms

Restricted Common Stock financial

"The reporting person received shares of Restricted Common Stock, issued pursuant to the terms of the SLM Corporation 2021 Omnibus Incentive Plan"

Restricted common stock is company shares that carry limits on selling or transferring for a set period or until certain conditions are met, like time-based vesting or regulatory clearance. Think of them as shares in a locked box that gradually open; they can become freely tradable later but initially reduce the number of shares available on the market. Investors watch restricted stock because its eventual release can change a company’s share supply, affect stock price, and influence control and dilution.

Dividend Equivalent Units financial

"Includes Dividend Equivalent Units issued in connection with Restricted Common Stock held by the reporting person."

Dividend equivalent units are bookkeeping credits that mirror cash dividends paid on actual shares, granted to holders of stock-based awards such as restricted stock units or deferred compensation. They matter to investors because they increase a company’s reported employee compensation cost and can lead to issuance of more shares or cash payouts over time, similar to extra pay linked to ownership that affects shareholder dilution and corporate cash flow.

2021 Omnibus Incentive Plan financial

"issued pursuant to the terms of the SLM Corporation 2021 Omnibus Incentive Plan - 2026 Independent Director Restricted Stock Agreement"

Independent Director Restricted Stock Agreement financial

"2026 Independent Director Restricted Stock Agreement (the "2026 Agreement") in partial payment of the annual retainer to independent directors."

quarterly cash retainer financial

"received in lieu of the reporting person's quarterly cash retainer and respective committee fees."

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Form 4 Insider Transactions: What Each Field Means →

06/18/2026 - 04:07 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Blackley Richard Scott

(Last)

(First)

(Middle)

300 CONTINENTAL DRIVE

(Street)

NEWARK

DELAWARE

19713

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SLM Corp [ SLM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/16/2026		A		7,349⁽¹⁾	A	$0	40,421.126⁽²⁾	D
Common Stock	06/17/2026		A		1,198⁽³⁾	A	$0	41,619.126⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reporting person received shares of Restricted Common Stock, issued pursuant to the terms of the SLM Corporation 2021 Omnibus Incentive Plan - 2026 Independent Director Restricted Stock Agreement (the "2026 Agreement") in partial payment of the annual retainer to independent directors. The Restricted Common Stock award is subject to vesting upon the terms set forth in the 2026 Agreement.

2. Includes Dividend Equivalent Units issued in connection with Restricted Common Stock held by the reporting person.

3. Represents a grant of shares of SLM Corporation's Common Stock (the "Shares") received in lieu of the reporting person's quarterly cash retainer and respective committee fees. The per share value of the Shares was equal to the closing sales price per share as of the grant date.

Remarks:

	/s/ Richard Nelson (POA) for Richard Scott Blackley	06/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SLM (SLM) director Richard Scott Blackley report?

Richard Scott Blackley reported receiving two equity awards of SLM Common Stock as compensation. One was a restricted stock grant for 1,198 shares, and the other was a 7,349-share grant taken instead of cash retainers and committee fees.

How many SLM (SLM) shares does Richard Scott Blackley hold after these awards?

After the reported equity awards, Richard Scott Blackley directly holds 41,619.126 shares of SLM Common Stock. This total includes Dividend Equivalent Units that were issued in connection with restricted stock previously granted to him as an independent director.

Were the SLM (SLM) director stock transactions open-market buys or compensation grants?

The transactions were compensation-related grants, not open-market purchases. All reported shares were awarded at a price of $0.00 per share as director compensation, including restricted stock and shares received instead of cash retainers and committee fees.

What is the nature of the restricted stock grant reported by SLM (SLM) director Blackley?

Blackley received Restricted Common Stock under the SLM Corporation 2021 Omnibus Incentive Plan through the 2026 Independent Director Restricted Stock Agreement. The award serves as partial payment of his annual independent director retainer and is subject to vesting terms in that agreement.

Why did SLM (SLM) director Blackley receive shares instead of a cash retainer?

One transaction represents a grant of SLM Common Stock received in lieu of Blackley’s quarterly cash retainer and committee fees. The per-share value equaled the closing sales price on the grant date, effectively converting cash compensation into equity-based compensation.