Navient Corp Enters Material Definitive Agreement
Ticker: JSM · Form: 8-K · Filed: Dec 26, 2024 · CIK: 1593538
| Field | Detail |
|---|---|
| Company | Navient Corp (JSM) |
| Form Type | 8-K |
| Filed Date | Dec 26, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: debt, agreement
TL;DR
Navient just signed a big deal for its 2043 senior notes.
AI Summary
On December 20, 2024, Navient Corporation entered into a material definitive agreement related to its Six Senior Notes Due December 15, 2043. The filing also includes financial statements and exhibits.
Why It Matters
This filing indicates a significant financial transaction or agreement for Navient Corporation, which could impact its debt structure and future financial operations.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new financial obligations or risks for a company.
Key Players & Entities
- Navient Corporation (company) — Registrant
- December 20, 2024 (date) — Date of earliest event reported
- Six Senior Notes Due December 15, 2043 (financial_instrument) — Subject of the material definitive agreement
- Delaware (jurisdiction) — State of incorporation
- 46-4054283 (tax_id) — IRS Employer Identification No.
- 13865 Sunrise Valley Drive, Herndon, Virginia 20171 (address) — Principal executive offices
- 703-810-3000 (phone_number) — Registrant's telephone number
FAQ
What is the nature of the material definitive agreement entered into by Navient Corporation?
The filing indicates a material definitive agreement was entered into on December 20, 2024, related to Navient's Six Senior Notes Due December 15, 2043. Specific details of the agreement are not provided in this excerpt.
When was the earliest event reported in this 8-K filing?
The earliest event reported is dated December 20, 2024.
Where are Navient Corporation's principal executive offices located?
Navient Corporation's principal executive offices are located at 13865 Sunrise Valley Drive, Herndon, Virginia 20171.
What is Navient Corporation's IRS Employer Identification Number?
Navient Corporation's IRS Employer Identification Number is 46-4054283.
What is the filing date of this 8-K report?
This 8-K report was filed as of December 26, 2024.
Filing Stats: 755 words · 3 min read · ~3 pages · Grade level 13.3 · Accepted 2024-12-26 08:29:39
Filing Documents
- ef20040603_8k.htm (8-K) — 38KB
- ef20040603_ex10-1.htm (EX-10.1) — 24KB
- 0001140361-24-050359.txt ( ) — 244KB
- navi-20241220.xsd (EX-101.SCH) — 5KB
- navi-20241220_def.xml (EX-101.DEF) — 18KB
- navi-20241220_lab.xml (EX-101.LAB) — 27KB
- navi-20241220_pre.xml (EX-101.PRE) — 20KB
- ef20040603_8k_htm.xml (XML) — 7KB
01
Item 1.01. Entry into a Definitive Material Agreement. On December 20, 2024, Sherborne Investors Management LP and certain of its affiliates (collectively, "Sherborne") and Navient Corporation (the "Company") entered into a second amendment (the "Second Amendment") to the Nomination and Cooperation Agreement, dated April 14, 2022, as amended by Amendment No. 1 to the Nomination and Cooperation Agreement, dated as of December 14, 2023 (as amended, the "Agreement"). The Second Amendment extends the "Covered Period", during which certain customary standstill provisions and other terms apply, at least through the earlier of (x) the closing of the Company's 2025 annual meeting of stockholders and (y) 5:00 p.m. Eastern Time on June 30, 2025. The Amendment deleted in its entirety Section 5(a) of the Agreement and replaced it with the following: "(a) This Agreement is effective as of the date hereof and shall remain in full force and effect for the period (the " Covered Period ") commencing on the date hereof and ending on the date that is the earlier of (A) the later of the date that is (i) the earlier of (x) the closing of the 2025 annual meeting of stockholders of the Company and (y) 5:00 p.m. Eastern Time on June 30, 2025, and (ii) the date that is twenty (20) business days following the date the Sherborne Designee ceases to be a member of the Board; and (B) the election to terminate this Agreement by the non-breaching Party, upon a judicial determination that the Sherborne Group or the Company has materially breached any of the terms of this Agreement or the Confidentiality Agreement and has failed to cure any such breach within twenty (20) days of receipt of written notice of such determination." The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits (d) Exhibits. Exhibit Number Description 10.1 Amendment No. 2 to Nomination and Cooperation Agreement by and among Sherborne Investors Management LP, Newbury Investors LLC, Sherborne Strategic Fund F, LLC, Edward J. Bramson and Navient Corporation, dated December 20, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE 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 By: /s/ Matthew Sheldon Name: Matthew Sheldon Title: Senior Vice President & General Counsel Date: December 26, 2024