SLM Corp (SLM) EVP logs RSU tax-withholding share dispositions

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

SLM Corp executive vice president and chief risk officer Munish Pahwa reported several tax-related share dispositions tied to vested restricted stock units. On February 16, 2026, 2,167 shares of common stock were withheld to satisfy tax obligations on 6,072 RSUs that vested. On February 17, 2026, an additional 3,220 and 2,049 shares were withheld in connection with RSU grants from 2023 as those awards vested, leaving him with tens of thousands of directly owned SLM shares afterward.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Pahwa Munish

Role EVP & Chief Risk Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	3,220	$23.90	$77K
Tax Withholding	Common Stock	2,049	$23.90	$49K
Tax Withholding	Common Stock	2,167	$24.04	$52K

Holdings After Transaction: Common Stock — 66,050.242 shares (Direct)

Footnotes (1)

On February 16, 2024, the reporting person 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 16, 2025, 2026, and 2027. On February 16, 2026, 6,072 shares vested in connection with these RSUs, of which 2,167 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations. Includes Dividend Equivalent Units in connection with RSUs held by the reporting person. On February 17, 2023, 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 February 17, 2024, 2025, and 2026. On February 17, 2026, 10,404 shares vested in connection with these RSUs, of which 3,220 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations. On February 17, 2023, 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 February 17, 2024, 2025, and 2026. On February 17, 2026, 6,618 shares vested in connection with these RSUs, of which 2,049 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

Form 4 Insider Transactions: What Each Field Means →

02/18/2026 - 04:21 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
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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

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)
02/16/2026

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)
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	02/16/2026		F		2,167⁽¹⁾	D	$24.04	69,270.242⁽²⁾	D
Common Stock	02/17/2026		F		3,220⁽³⁾	D	$23.9	66,050.242⁽²⁾	D
Common Stock	02/17/2026		F		2,049⁽⁴⁾	D	$23.9	64,001.242⁽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)
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. On February 16, 2024, the reporting person 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 16, 2025, 2026, and 2027. On February 16, 2026, 6,072 shares vested in connection with these RSUs, of which 2,167 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

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

3. On February 17, 2023, 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 February 17, 2024, 2025, and 2026. On February 17, 2026, 10,404 shares vested in connection with these RSUs, of which 3,220 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

4. On February 17, 2023, 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 February 17, 2024, 2025, and 2026. On February 17, 2026, 6,618 shares vested in connection with these RSUs, of which 2,049 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

Remarks:

	/s/ Jeffrey Lipschutz (POA) for Munish Pahwa	02/18/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did SLM (SLM) executive Munish Pahwa report in this Form 4?

Munish Pahwa reported tax-withholding dispositions of SLM common stock related to vesting restricted stock units. Shares were withheld by SLM Corp to cover his tax obligations when previously granted RSUs vested on February 16 and 17, 2026, rather than representing open-market sales.

How many SLM (SLM) shares were withheld for taxes on February 16, 2026?

On February 16, 2026, 2,167 SLM common shares were withheld to cover taxes. These shares related to 6,072 restricted stock units that vested that day from a February 16, 2024 RSU grant, which vests in three equal annual installments through 2027.

What RSU grants drove the February 17, 2026 tax dispositions at SLM (SLM)?

The February 17, 2026 tax dispositions came from RSU grants awarded February 17, 2023. Those RSUs vest in one-third increments in 2024, 2025, and 2026, and on February 17, 2026, 10,404 and 6,618 shares vested, prompting 3,220 and 2,049 shares to be withheld for taxes.

Is Munish Pahwa’s Form 4 for SLM (SLM) an open-market stock sale?

The filing reflects tax-withholding dispositions, not open-market stock sales. SLM Corp withheld specific numbers of common shares when previously granted restricted stock units vested, using those shares to satisfy the executive’s tax liabilities associated with the vesting events.

What position does Munish Pahwa hold at SLM (SLM)?

Munish Pahwa serves as executive vice president and chief risk officer at SLM Corp. His Form 4 reports how many shares of SLM common stock were withheld by the company to satisfy tax obligations tied to the vesting schedule of his restricted stock unit awards.