Sec Form 4/A Filing - Jafarieh Nicolas @ SLM Corp - 2024-02-16

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Jafarieh Nicolas
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 -Legal, Govt, Comm Officer
(Last) (First) (Middle)
300 CONTINENTAL DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
02/16/2024
(Street)
NEWARK, DE19713
4. If Amendment, Date Original Filed (MM/DD/YY)
02/20/2024
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/18/2024( 1 ) F 2,153 ( 2 ) D $ 20.18 192,748.93 ( 3 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jafarieh Nicolas
300 CONTINENTAL DRIVE
NEWARK, DE19713
EVP -Legal, Govt, Comm Officer
Signatures
/s/ Jeffrey Lipschutz (POA) for Nicolas Jafarieh 02/21/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 Amendment is being filed to correct two administrative errors pertaining to the Form 4 filed with the SEC on February 20, 2024 for the reporting person (the "Original Form 4"). The "Date of Earliest Transaction" in Box 3 at the top of the Original Form 4 was incorrectly disclosed as February 11, 2024 instead of the correct date of February 16, 2024. In addition, the "Transaction Date" of the last line item in Box 2 in Table I of the Original Form 4 was incorrectly disclosed as February 11, 2024 instead of the correct date of February 18, 2024. Accordingly, this Form 4 Amendment corrects the two administrative errors from the Original Form 4.
( 2 )On February 18, 2022, 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 18, 2023, 2024, and 2025. On February 18, 2024, 6,682 shares vested in connection with these RSUs, of which 2,153 shares were withheld by the Company to satisfy the reporting person's tax withholding obligations.
( 3 )Includes Dividend Equivalent Units in connection with RSUs held by the reporting person.

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.