SLM (SLM) COO Kerri Palmer awarded 43,512 RSUs; 3,596 shares withheld for tax

Rhea-AI Filing Summary

SLM Corp executive Kerri A. Palmer reported equity compensation activity involving company common stock. On March 2, she acquired 43,512 shares at $0.0000 per share through a grant of restricted stock units under the 2021 Omnibus Incentive Plan, which will vest in one-third increments on March 2, 2027, 2028, and 2029, subject to continued employment. On March 3, 3,596 shares were disposed of at $19.19 per share to cover tax withholding on 7,973 vested RSUs from a prior grant, leaving her with 169,037.295 shares of common stock held directly.

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

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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^*

Palmer Kerri A.

(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 Operational 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		43,512(1)	A	$0	172,633.295(2)	D
Common Stock	03/03/2026		F		3,596(3)	D	$19.19	169,037.295(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, 7,973 shares vested in connection with these RSUs, of which 3,596 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.

Remarks:

	/s/ Jeffrey Lipschutz (POA) for Kerri A. Palmer	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).
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FAQ

What insider transactions did SLM (SLM) executive Kerri A. Palmer report?

Kerri A. Palmer reported a grant of 43,512 restricted stock units and a tax-withholding disposition of 3,596 common shares. The disposition satisfied tax obligations on 7,973 vested RSUs from a prior award while maintaining a substantial direct ownership position in SLM stock.

How many SLM (SLM) shares did Kerri A. Palmer acquire in the latest Form 4?

She acquired 43,512 shares of SLM common stock through a restricted stock unit grant at $0.0000 per share. These RSUs were issued under SLM’s 2021 Omnibus Incentive Plan and will convert into shares as they vest over three years, subject to continued employment.

Why were 3,596 SLM (SLM) shares disposed of in Kerri A. Palmer’s filing?

The 3,596 shares were withheld by SLM to cover Kerri A. Palmer’s tax obligations on 7,973 RSUs that vested on March 3, 2026. This tax-withholding disposition used share delivery instead of cash payment, a common mechanism in equity compensation plans.

What is the vesting schedule for Kerri A. Palmer’s new SLM restricted stock units?

The 43,512 restricted stock units granted on March 2 will vest in three equal installments on March 2, 2027, March 2, 2028, and March 2, 2029. Vesting is conditioned on her continued employment with SLM throughout this multi-year period.

How many SLM (SLM) shares does Kerri A. Palmer own after these transactions?

Following the reported grant and tax-withholding disposition, Kerri A. Palmer directly owns 169,037.295 shares of SLM common stock. This figure includes shares underlying previously granted RSUs and associated dividend equivalent units, as noted in the Form 4 footnotes.