X0306 4 2019-02-03 0001593538 NAVIENT CORP NAVI 0001109264 REMONDI JOHN F 123 S. JUSTISON STREET SUITE 300 WILMINGTON DE 19801 1 1 Chief Executive Officer Common Stock 2019-02-03 4 F 0 22527 11.44 D 1966175.3473 D Common Stock 250 I As custodian for child As previously reported, on February 3, 2016, the reporting person was granted 125,816 restricted stock units ("RSUs") under the Navient Corporation 2014 Omnibus Incentive Plan representing the right to receive shares of Navient Corporation ("Navient") common stock in the future, which vest in one-third increments on each of the first, second and third anniversaries of the grant. On February 3, 2019, 41,939 shares of such RSUs were settled and an additional 6,556.2389 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 22,527 shares were withheld by Navient (as approved by the Navient Compensation and Personnel Committee) to satisfy the reporting person's tax withholding obligations. Reflects the disposition of 0.2389 shares settled in cash upon the delivery of the related dividend equivalent rights, in accordance with the terms of the 2014 Navient Corporation Omnibus Incentive Plan. /s/ Kurt T. Slawson (POA) for John F. Remondi 2019-02-05