SLM Corp (SLM) awards RSUs, withholds shares for executive taxes

Rhea-AI Filing Summary

SLM Corp executive Munish Pahwa, EVP & Chief Risk Officer, reported equity compensation activity involving company common stock. On March 2, 2026, he acquired 23,074 restricted stock units as a long-term incentive award that vest in one-third increments on March 2, 2027, 2028, and 2029. On March 3, 2026, 2,332 shares were withheld at $19.19 per share to cover taxes on the vesting of 5,074 shares from a prior RSU grant, leaving him with 84,743.242 shares directly owned.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Pahwa Munish

Role EVP & Chief Risk Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,332	$19.19	$45K
Grant/Award	Common Stock	23,074	$0.00	--

Holdings After Transaction: Common Stock — 84,743.242 shares (Direct)

Footnotes (1)

1. A long-term incentive award of restricted stock units ("RSUs") under the SLM Corporation 2021 Omnibus Incentive Plan, which is classified as "Common Stock," as permitted, since the RSUs will be settled solely by delivery of shares of SLM Corporation (the "Company") Common Stock. Subject to continuing employment, these RSUs vest in one-third increments on March 2, 2027, 2028, and 2029. Includes Dividend Equivalent Units in connection with RSUs held by the reporting person. On March 3, 2025, the reporting person was granted RSUs representing rights to receive shares of Common Stock of the Company, subject to vesting conditions, to vest in one-third increments on March 3, 2026, 2027, and 2028. On March 3, 2026, 5,074 shares vested in connection with these RSUs, of which 2,332 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

Form 4 Insider Transactions: What Each Field Means →

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^*

Pahwa Munish

(Last) (First) (Middle)

300 CONTINENTAL DRIVE

(Street)

NEWARK DE 19713

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/02/2026		A		23,074(1)	A	$0	87,075.242(2)	D
Common Stock	03/03/2026		F		2,332(3)	D	$19.19	84,743.242(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. A long-term incentive award of restricted stock units ("RSUs") under the SLM Corporation 2021 Omnibus Incentive Plan, which is classified as "Common Stock," as permitted, since the RSUs will be settled solely by delivery of shares of SLM Corporation (the "Company") Common Stock. Subject to continuing employment, these RSUs vest in one-third increments on March 2, 2027, 2028, and 2029.

2. Includes Dividend Equivalent Units in connection with RSUs held by the reporting person.

3. On March 3, 2025, the reporting person was granted RSUs representing rights to receive shares of Common Stock of the Company, subject to vesting conditions, to vest in one-third increments on March 3, 2026, 2027, and 2028. On March 3, 2026, 5,074 shares vested in connection with these RSUs, of which 2,332 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

Remarks:

	/s/ Jeffrey Lipschutz (POA) for Munish Pahwa	03/04/2026
	** 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.

FAQ

What insider transactions did SLM (SLM) report for Munish Pahwa?

SLM reported that EVP & Chief Risk Officer Munish Pahwa received 23,074 restricted stock units and had 2,332 shares withheld to cover tax obligations on vesting RSUs, both classified as common stock transactions under the company’s equity incentive plan.

How many SLM shares did Munish Pahwa acquire in this Form 4 filing?

Munish Pahwa acquired 23,074 restricted stock units classified as common stock at a reported price of $0.00 per share. These RSUs are a long-term incentive award that will convert into SLM common shares as they vest over several future dates, subject to continued employment.

Why were 2,332 SLM shares disposed of in Munish Pahwa’s Form 4?

The 2,332 SLM shares were withheld as a tax-withholding disposition, not an open-market sale. They were retained by the company to satisfy Pahwa’s tax obligations on 5,074 RSUs that vested from a prior grant dated March 3, 2025, according to the filing footnotes.

When do Munish Pahwa’s new SLM restricted stock units vest?

The new restricted stock units granted to Munish Pahwa vest in three equal installments. Subject to continued employment, they vest one-third each on March 2, 2027, March 2, 2028, and March 2, 2029, delivering SLM common stock upon each vesting date, per the incentive plan terms.

How many SLM shares does Munish Pahwa own after these transactions?

After the reported grant and tax-withholding disposition, Munish Pahwa directly owns 84,743.242 shares of SLM common stock. This figure reflects his non-derivative holdings following the March 3, 2026 tax-withholding event, as disclosed in the Form 4 transaction details.

What plan governs the RSU grant to SLM executive Munish Pahwa?

The RSU grant to Munish Pahwa is issued under the SLM Corporation 2021 Omnibus Incentive Plan. The award is classified as common stock because it will be settled solely in SLM common shares, and includes related dividend equivalent units as described in the filing’s footnotes.