X0306 4 2018-02-06 0001593538 NAVIENT CORP NAVI 0001109264 REMONDI JOHN F 123 JUSTISON STREET SUITE 300 WILMINGTON DE 19801 1 1 Chief Executive Officer Common Stock 2018-02-06 4 F 0 11412 13.76 D 1887249.3124 D Common Stock 250 I As custodian for child As previously reported, on February 6, 2017, the reporting person was granted 77,519 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 6, 2018, 24,753 shares of such RSUs were settled and an additional 1,122 shares were issued to the reporting person upon the vesting of the related dividend equivalent rights. In connection with this settlement, 11,412 shares were withheld by Navient, as approved by the Navient Compensation and Personnel Committee (the "Committee"), to satisfy the reporting person's tax withholding obligations. /s/ Kurt T. Slawson (POA) for John F. Remondi 2018-02-07