X0306 4 2016-02-03 0001593538 NAVIENT CORP NAVI 0001065144 SHAPIRO STEVEN L 123 JUSTISON STREET SUITE 300 WILMINGTON DE 19801 1 Common Stock 2016-02-03 4 A 0 10893 0 A 62005 D Common Stock 3000 I By IRA Common Stock 76425 I By LLC Stock Option (Right to Buy) 14.2901 2016-01-29 5 G 0 E 6600 14.2901 D 2014-04-30 2018-05-08 Common Stock 6600 0 D Stock Option (Right to Buy) 3.7009 2016-01-29 5 G 0 E 26000 3.7009 D 2014-04-30 2019-05-22 Common Stock 26000 0 D Stock Option (Right to Buy) 6.6127 2016-01-29 5 G 0 E 10900 6.6127 D 2014-04-30 2020-01-28 Common Stock 10900 0 D Stock Option (Right to Buy) 11.4873 2016-01-29 5 G 0 E 19572 11.4873 D 2014-04-30 2018-02-07 Common Stock 19572 0 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. The reporting person made a gift of the stock options set forth above to an irrevocable trust for the benefit of himself, his spouse and his adult children. The reporting person disclaims beneficial ownership of the shares held by the trust, except to the extent of his pecuniary interest therein. Exhibit 24 - Power of Attorney /s/ Kurt T. Slawson (POA) for Steven L Shapiro 2016-02-05