SLM Corp 8-K

What Happened

• On May 6, 2026, SLM Corporation (SLM) announced a cash tender offer to purchase any and all of its outstanding 3.125% senior notes, pursuant to an Offer to Purchase dated May 6, 2026. The Tender Offer is being made in connection with a contemporaneous offering of new senior debt securities (the “New Notes Offering”); proceeds from the New Notes Offering are intended to fund repurchases under the Tender Offer.

Key Details

• Tender Offer announced: May 6, 2026 (Offer to Purchase dated May 6, 2026).
• Target securities: all outstanding 3.125% senior notes.
• Financing link: Tender Offer is conditioned on completion of the New Notes Offering (terms satisfactory to SLM).
• Other mechanics: the Tender Offer is not conditioned on any minimum amount of notes being tendered and may be amended, extended, terminated or withdrawn; no assurance the New Notes Offering will be completed.
• Exhibit: Press release announcing the Tender Offer was furnished with the 8-K.

Why It Matters

• This filing signals SLM’s plan to refinance or restructure this tranche of debt by using proceeds from a new senior debt issuance to repurchase the 3.125% notes. For investors, the key facts are the financing dependency (the tender is conditioned on the New Notes Offering) and that the company can repurchase any or all outstanding notes if the financing closes. Because the Tender Offer may be amended or withdrawn and the New Notes Offering may not be completed, outcomes and timing are uncertain until further announcements.