0001193125-15-162088 Sample Contracts

Navient Corporation 2014 Omnibus Incentive Plan Stock Option Agreement
Stock Option Agreement • April 30th, 2015 • Navient Corp • Security brokers, dealers & flotation companies • Delaware
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Navient Corporation 2014 Omnibus Incentive Plan Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • April 30th, 2015 • Navient Corp • Security brokers, dealers & flotation companies • Delaware

Pursuant to the terms and conditions of the Navient Corporation 2014 Omnibus Incentive Plan (the “Plan”), the Compensation and Personnel Committee (the “Committee”) of the Navient Corporation Board of Directors (the “Board”) hereby grants to (the “Grantee”) on February 18, 2015 (the “Grant Date”) an award (the “Award”) of Restricted Stock Units (“RSUs”), which represent the right to acquire shares of common stock of Navient Corporation (the “Corporation”) subject to the following terms and conditions of this Restricted Stock Unit Agreement (the “Agreement”):

Navient Corporation 2014 Omnibus Incentive Plan Independent Director Restricted Stock Agreement
Restricted Stock Agreement • April 30th, 2015 • Navient Corp • Security brokers, dealers & flotation companies

Pursuant to the terms and conditions of the Navient Corporation 2014 Omnibus Incentive Plan (the “Plan”), Navient Corporation (the “Corporation”) hereby grants to (the “Grantee”) shares of common stock of the Corporation, par value $0.01 (the “Restricted Stock”), on February 18, 2015 (the “Grant Date”) subject to the terms and conditions below. All capitalized terms used herein that are not defined shall have the meanings as set forth in the Plan.

Navient Corporation 2014 Omnibus Incentive Plan Three-Year Bonus Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • April 30th, 2015 • Navient Corp • Security brokers, dealers & flotation companies • Delaware

Pursuant to the terms and conditions of the Navient Corporation 2014 Omnibus Incentive Plan (the “Plan”), the Compensation and Personnel Committee (the “Committee”) of the Navient Corporation Board of Directors (the “Board”) hereby grants to (the “Grantee”) on February 18, 2015 (the “Grant Date”) an award (the “Award”) of shares of Bonus Restricted Stock Units (“Bonus RSUs”), which represent the right to acquire shares of common stock of Navient Corporation (the “Corporation”) subject to the following terms and conditions (this “Agreement”):

Navient Corporation 2014 Omnibus Incentive Plan Performance Stock Unit Agreement
Performance Stock Unit Agreement • April 30th, 2015 • Navient Corp • Security brokers, dealers & flotation companies • Delaware

Pursuant to the terms and conditions of the Navient Corporation 2014 Omnibus Incentive Plan (the “Plan”), the Compensation and Personnel Committee (the “Committee”) of the Navient Corporation Board of Directors (“Board”) hereby grants to (the “Grantee”) on February 18, 2015 (the “Grant Date”) an award (the “Award”) of shares of Performance Stock Units (“PSUs”), which represent the right to acquire shares of common stock of Navient Corporation (the “Corporation”) subject to the following terms and conditions of this Performance Stock Unit Agreement (the “Agreement”):

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