DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant  ☒                             Filed by a Party other than the Registrant  ☐

Check the appropriate box:

 

  Preliminary Proxy Statement
  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2))
  Definitive Proxy Statement
  Definitive Additional Materials
  Soliciting Material Pursuant to Section 240.14a-12

SLM Corporation

(Name of Registrant as Specified In Its Charter)

 

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

  No fee required.
  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
  (1)  

Title of each class of securities to which transaction applies:

 

     

  (2)  

Aggregate number of securities to which transaction applies:

 

     

  (3)  

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

     

  (4)  

Proposed maximum aggregate value of transaction:

 

     

  (5)  

Total fee paid:

 

     

  Fee paid previously with preliminary materials.
  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
  (1)  

Amount Previously Paid:

 

     

  (2)  

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on June 18, 2020.

 

SLM CORPORATION

 

LOGO

 

SLM CORPORATION

ATTN: CORPORATE SECRETARY

300 CONTINENTAL DRIVE

NEWARK, DE 19713

    

 

Meeting Information

 

  Meeting Type:                    Annual Meeting

 

  For holders as of:               April 21, 2020

 

  Date:    June 18, 2020                Time: 11:00 AM Eastern Time

 

  Location:    Meeting live via the Internet-please visit

                        www.virtualshareholdermeeting.com/SLM2020.

 

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/SLM2020 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

 

    

 

You are receiving this communication because you hold shares in the company named above.

    

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

    

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

LOGO      See the reverse side of this notice to obtain proxy materials and voting instructions.


 

—  Before You Vote  —

How to Access the Proxy Materials

 

 

 

 

Proxy Materials Available to VIEW or RECEIVE:

 

NOTICE AND PROXY STATEMENT        FORM 10-K

 

How to View Online:

Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit: www.proxyvote.com.

 

How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

 

1)  BY INTERNET:

   www.proxyvote.com
 

2)  BY TELEPHONE:

   1-800-579-1639
 

3)  BY E-MAIL*:

   sendmaterial@proxyvote.com
 

*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before June 4, 2020 to facilitate timely delivery.

 

 

—  How To Vote  —

Please Choose One of the Following Voting Methods

 

 

 

 

 

 

LOGO

 

 

Vote By Internet:

 

    Before The Meeting:

Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

 

    During The Meeting:

Go to www.virtualshareholdermeeting.com/SLM2020. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials by no later than June 4, 2020, which will include a proxy card.


 

Voting Items

The Board of Directors recommends you vote FOR the following proposals:

 

 

 

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1.  Election of Directors

 

Nominees:

 

1a.   Paul G. Child

 

1b.  Mary Carter Warren Franke

 

1c.   Earl A. Goode

 

1d.  Marianne M. Keler

 

1e.   Mark L. Lavelle

 

1f.   Jim Matheson

 

1g.  Frank C. Puleo

 

1h.  Vivian C. Schneck-Last

 

1i.   William N. Shiebler

 

1j.   Robert S. Strong

 

1k.  Jonathan W. Witter

 

1l.   Kirsten O. Wolberg

  

2.  Advisory approval of SLM Corporation’s executive compensation.

 

3.  Ratification of the appointment of KPMG LLP as SLM Corporation’s independent registered public accounting firm for 2020.

 

NOTE: The proxy is revocable and the shares represented by the proxy, when properly executed, will be voted in the manner directed herein by the undersigned stockholder. If no direction is made, the proxy will be voted as the Board of Directors recommends. If any other matters properly come before the meeting or any adjournments or postponements thereof, the persons named in the proxy will vote in their discretion.


 

 

 

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