NAVIENT CORP 8-K

What Happened

• Navient Corporation (NAVI) announced on May 29, 2026 that it completed a public offering of $500,000,000 aggregate principal amount of 9.375% Senior Notes due 2031. The offering was completed under the company’s Form S‑3 shelf registration (Reg. No. 333-286944) and a related prospectus/prospectus supplement filed May 2, 2025 and May 27, 2026.
• The company entered into an Underwriting Agreement dated May 26, 2026 with BofA Securities, Barclays Capital, J.P. Morgan Securities and RBC Capital Markets as representatives of the underwriters. The notes were issued under Navient’s Base Indenture (dated July 18, 2014) as amended by a Seventeenth Supplemental Indenture dated May 29, 2026.

Key Details

• Offering size: $500,000,000 principal.
• Coupon / maturity: 9.375% interest, due 2031.
• Documents filed: Underwriting Agreement (May 26, 2026), Seventeenth Supplemental Indenture (May 29, 2026), form of note and related counsel opinion (Skadden).
• Trustee: The Bank of New York Mellon (under the Indenture).

Why It Matters

• This transaction creates a direct financial obligation for Navient — $500M of senior unsecured debt carrying a 9.375% coupon through 2031 — which will increase the company’s interest expense and total debt outstanding.
• Investors should note the size, high coupon and maturity date when evaluating Navient’s capital structure and near‑term cash interest requirements. Full offering documents and the filed exhibits are available in the company’s 8‑K for more detail.