Attached files
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| EX-10.01 - EXHIBIT 10.01 - NAVIENT CORP | exhibit1001.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 23,
2018
Navient Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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001-36228
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46-4054283
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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123 Justison Street, Wilmington, Delaware
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19801
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(302) 283-8000
Not Applicable
(Former name or former address, if changed since last
report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
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Emerging
growth company
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☐
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
ITEM 5.02
DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENT OF
CERTAIN OFFICERS
As
previously reported by Navient Corporation (“Navient”
or the “Company”) in a Current Report on Form 8-K filed
with the Securities and Exchange Commission on May 23, 2018 (the
“Initial Form 8-K”), Navient announced that John F.
(Jeff) Whorley Jr., its Group President, Asset Management and
Servicing, will depart the Company to join First Data Management
(“First Data”) in conjunction with First Data’s
acquisition of Navient’s student loan technology platform.
This Current Report on Form 8-K/A is being filed as an amendment to
the Initial Form 8-K to provide the material terms of the
separation agreement between the Company and Mr.
Whorley.
On July 17,
2018, the Company entered into a Letter Agreement
(“Agreement”) with Mr. Whorley setting forth the terms
of his departure. In exchange for Mr. Whorley’s agreeing to a
general release and certain post-employment restrictions, the
Company has agreed to pay Mr. Whorley a 2018 annual cash incentive
bonus equal to 150% of his current base salary (i.e., an annual
incentive bonus assuming target performance) reduced on a pro-rated
basis to reflect the number of days he was employed with the
Company during 2018. In addition, for purposes of any outstanding
equity awards granted to Mr. Whorley pursuant to the Navient
Corporation 2014 Omnibus Incentive Plan, the Company has agreed
that such awards will remain outstanding and continue to vest and
become payable pursuant to their respective terms. Finally, Mr.
Whorley has agreed that his departure from the Company will not
entitle him to any severance payments or benefits under the Navient
Corporation Executive Severance Plan for Senior
Officers.
The
description of the Agreement included in this Current Report is
qualified in its entirety by the terms of the Agreement which is
attached and incorporated herein as Exhibit 10.01.
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(d) Exhibits
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Exhibit
Number
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Description
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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NAVIENT CORPORATION
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Date:
July 20, 2018
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By:
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/s/
Mark L. Heleen
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Mark
L. Heleen
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Chief
Legal Officer
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