X0306 4 2016-02-03 0001593538 NAVIENT CORP NAVI 0001065134 Torre Bates Ann 123 JUSTISON STREET SUITE 300 WILMINGTON DE 19801 1 Common Stock 2016-02-03 4 A 0 10893 0 A 34418 D Grant of restricted stock to a non-employee director under the Navient Corporation 2014 Omnibus Incentive Plan. The restricted stock will vest if the reporting person is re-elected as a director at the Company's 2016 annual meeting of shareholders, which meeting is currently scheduled for May 26, 2016. Dividend equivalent rights accrued on previously unvested restricted stock awards are included in the reporting person's holding balance. Each dividend equivalent right is the economic equivalent of one share of Navient Corporation common stock. Exhibit 24 - Power of Attorney /s/ Kurt T. Slawson (POA) for Ann Torre Bates 2016-02-05