UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 11, 2014
Navient Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-36228 | 46-4054283 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 300 Continental Drive, Newark, Delaware | 19713 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (302) 283-8000
(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)) |
| ITEM 8.01 | Other Events. |
On December 11, 2014, the board of directors (the “Board”) of Navient Corporation (the “Company”) approved a stock repurchase program under which it is authorized to purchase up to $1.0 billion of its outstanding shares of common stock. The authorization for the share repurchase program is effective January 1, 2015, and the program does not have an expiration date.
A copy of the Company’s press release announcing the share repurchase program is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| ITEM 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1* | Press Release of Navient Corporation, dated as of December 15, 2014 | |
| * | Filed herewith. |
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.
| NAVIENT CORPORATION | ||||
| Date: December 15, 2014 | By: | /s/ Mark L. Heleen | ||
| Mark L. Heleen | ||||
| Senior Vice President, Senior Deputy General Counsel | ||||
| and Secretary | ||||
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1* | Press Release of Navient Corporation, dated as of December 15, 2014 | |
| * | Filed herewith. |
Exhibit 99.1
NEWS RELEASE
For immediate release
Navient announces $1 billion share repurchase program
NEWARK, Del., Dec. 15, 2014 — Navient (Nasdaq: NAVI), the nation’s leading loan management, servicing and asset recovery company, announced today that its Board of Directors approved a new share repurchase program for up to $1.0 billion of the company’s outstanding common stock. Effective Jan. 1, 2015, the share repurchase authorization permits the company to repurchase shares from time to time through a combination of open market repurchases, privately negotiated transactions, or accelerated share repurchase transactions. The program does not have an expiration date. The previous $400 million authorization announced by the company on May 22, 2014, was recently completed on Nov. 26, 2014.
* * *
About Navient
As the nation’s leading loan management, servicing and asset recovery company, Navient (Nasdaq: NAVI) helps customers navigate the path to financial success. Servicing more than $300 billion in student loans, the company supports the educational and economic achievements of more than 12 million Americans. A growing number of government and higher education clients rely on Navient for proven solutions to meet their financial goals. Learn more at navient.com. Created from the strategic separation of Sallie Mae, Navient began trading on Nasdaq as an independent company on May 1, 2014.
# # #
Contact:
Media: Patricia Nash Christel, 302-283-4076, patricia.christel@navient.com
Investors: Joe Fisher, 302-283-4075, joe.fisher@navient.com
Customers: 888-272-5543