Form 4: Navient EVP, CFO & PAO Joe Fisher Reports Changes in Beneficial Ownership

Joe Fisher, EVP, CFO & PAO of Navient Corp, reports the settlement of performance stock units (PSUs) and related tax withholding, resulting in changes to his beneficial ownership of company stock.

Summary

• On February 28, 2024, Joe Fisher, EVP, CFO & PAO of Navient Corp, reported changes in his beneficial ownership of Navient common stock.
• These changes are primarily due to the settlement of performance stock units (PSUs) awarded under the 2014 Omnibus Incentive Plan.
• The 2021-2023 PSUs vested at 46.36% of the target amount, resulting in the settlement of 9,788.4504 shares on February 28, 2024.
• An additional 1,169.6286 shares were issued upon the vesting of related dividend equivalent rights.
• Navient withheld 4,943 shares to satisfy the reporting person's tax withholding obligations at a price of $15.75.
• The reporting person's common stock balance reflects the forfeiture of 12,678.8473 PSUs because the company failed to meet the threshold performance level for the 2021-2023 performance period.
• The reporting person's common stock balance reflects the disposition of 0.0790 shares settled in cash upon the delivery of the related dividend equivalent rights.

Sentiment

Score: 5

Explanation: The document is a standard regulatory filing detailing stock transactions. The forfeiture of PSUs due to not meeting performance targets is a slightly negative signal, but overall the document is neutral.

Negatives

• 12,678.8473 PSUs were forfeited because the company failed to meet the threshold performance level for the 2021-2023 performance period.

Industry Context

This filing is a routine disclosure related to executive compensation and stock ownership, common in publicly traded companies. It reflects the performance-based compensation structure used to incentivize executives.

Comparison to Industry Standards

• Performance-based equity compensation is a standard practice among publicly traded companies to align executive interests with shareholder value.
• The vesting and settlement of PSUs based on pre-defined performance metrics is a common approach.
• Tax withholding through share withholding is also a typical practice.

Stakeholder Impact

• The forfeiture of PSUs may negatively impact executive morale.
• Shareholders may view the failure to meet performance targets as a negative indicator.

Key Dates