STANDISH TROY 4

What Happened
Troy Standish, Chief Operating Officer of Navient Corporation (NAVI), had a total of 5,762 shares withheld by the company to satisfy tax withholding related to vested restricted stock units (RSUs). The withholdings occurred across three vesting settlements: 893 shares on Feb 6, 2026 (at $10.05, ~$8,975), 3,059 shares on Feb 7, 2026 (at $10.05, ~$30,743), and 1,810 shares on Feb 9, 2026 (at $10.03, ~$18,154). These are dispositions coded as F (tax withholding) rather than open-market sales.

Key Details

• Transaction dates & prices: Feb 6, 2026 — 893 shares @ $10.05; Feb 7, 2026 — 3,059 shares @ $10.05; Feb 9, 2026 — 1,810 shares @ $10.03. Total value ≈ $57,872.
• Shares withheld: 5,762 shares were withheld by Navient to cover the reporting person's tax obligations upon RSU vesting. (Transaction code F = tax withholding.)
• Holdings after transaction: The filing does not state an explicit total common-stock holding balance for the reporting person. Dividend-equivalent units and 401(k) share equivalents are noted in footnotes.
• Notable footnotes:
  • F1/F3/F4: These withholdings relate to RSU settlements from grants made in 2023, 2025, and 2024; each settlement included additional dividend-equivalent shares and the committee-approved withholding to satisfy taxes.
  • F2: 1,039.946 dividend-equivalent rights are included in the reported common stock balance.
  • F5: Between Nov 28, 2025 and Feb 9, 2026 the reporting person acquired 300.7624 share equivalents under the Navient 401(k) plan.
• Filing: Report filed Feb 10, 2026; the Form 4 lists the Feb 6–9, 2026 transactions.

Context
These transactions are routine tax-withholdings on vested RSUs (code F) and do not represent a discretionary open-market sale by the insider. For retail investors, note that tax-withholdings are standard when equity awards vest and are not necessarily indicative of the insider’s view on the company’s prospects.