slm-20230726
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): July 26, 2023

SLM CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-13251
52-2013874
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
300 Continental Drive
Newark,
Delaware
19713
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (302) 451-0200
(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $.20 per shareSLMThe NASDAQ Global Select Market
Floating Rate Non-Cumulative Preferred Stock, Series B, par value $.20 per shareSLMBPThe NASDAQ Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




ITEM 2.02    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On July 26, 2023, SLM Corporation issued a press release announcing its financial results for the quarter ended June 30, 2023. The press release is furnished as Exhibit 99.1 and incorporated by reference herein.
The press release at Exhibit 99.1 and incorporated by reference herein is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.


ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits
Exhibit
Number
Description
 99.1*
104Cover Page Interactive Data File (formatted as Inline XBRL)
*Furnished herewith.









SIGNATURES

    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.

                        
SLM CORPORATION
Date: July 26, 2023
By:/s/ STEVEN J. MCGARRY
Steven J. McGarry
Executive Vice President and Chief Financial Officer


                

                            
                    




Document

Exhibit 99.1
https://cdn.kscope.io/11503575b7002dcb4a58e66de1d00cd2-smbl.jpg
News Release
For Immediate Release

Sallie Mae Reports Second-Quarter 2023 Financial Results
Second-Quarter GAAP Net Income Attributable to Common Stock of $261 Million,
or $1.10 Per Diluted Share

Private Education Loan Originations Increase 6% from Year-Ago Quarter to $651 Million

Completed $2.1 Billion in Private Education Loan Sales During the Quarter
Resulting in a $128 Million Gain



NEWARK, Del., July 26, 2023 - Sallie Mae (Nasdaq: SLM), formally SLM Corporation, today released second-quarter 2023 financial results. Highlights of those results are included in the attached supplement. Complete financial results are available at www.SallieMae.com/investors.

Sallie Mae will host an earnings conference call tomorrow, July 27, 2023, at 8 a.m. ET. Executives will be on hand to discuss various highlights of the quarter and to answer questions related to Sallie Mae’s performance. A live audio webcast of the conference call and presentation slides may be accessed at www.SallieMae.com/investors and the hosting website.

Participants may also register for the earnings conference call. Once registration is completed, participants will be provided a dial-in number with a personalized conference code to access the call. Please dial in 15 minutes prior to the start time.

A replay of the webcast will be available via the company’s investor website approximately two hours after the call’s conclusion.
###

Sallie Mae (Nasdaq: SLM) believes education and life-long learning, in all forms, help people achieve great things. As the leader in private student lending, we provide financing and know-how to support access to college and offer products and resources to help customers make new goals and experiences, beyond college, happen. Learn more at SallieMae.com. Commonly known as Sallie Mae, SLM Corporation and its subsidiaries are not sponsored by or agencies of the United States of America.


Contacts:
Media
Rick Castellano, 302-451-2541, rick.castellano@salliemae.com

Investors
Melissa Bronaugh, 571-526-2455, melissa.bronaugh@salliemae.com



https://cdn.kscope.io/11503575b7002dcb4a58e66de1d00cd2-smbl.jpg
Sallie Mae Reports Second-Quarter 2023 Financial Results

Second-Quarter GAAP Net Income Attributable to Common Stock of $261 Million,
or $1.10 Per Diluted Share

Private Education Loan Originations Increase 6% from Year-Ago Quarter to $651 Million

Completed $2.1 Billion in Private Education Loan Sales During the Quarter
Resulting in a $128 Million Gain



“Our focus on maximizing the profitability of our core business drove strong results this quarter. We demonstrated our commitment to capital allocation with another successful loan sale and share buyback. We also continue to innovate, creating interesting growth opportunities through our recent transaction with Scholly. We believe all of this positions us well for future success.”
                                  Jonathan Witter, CEO, Sallie Mae

Second-Quarter 2023 Highlights vs. Second-Quarter 2022 Highlights

Continue to Execute on our Core Business Strategy:
GAAP net income of $265 million, down 23%.
Net interest income of $387 million, up 7%.
Net interest margin was 5.52%, up 23 basis points.
Private education loan originations of $651 million, up 6%.
Sold $2.1 billion in private education loans; unchanged from $2.1 billion in private education loan sales in the year-ago period.
Average private education loans outstanding, net, of $20.7 billion, up 2%.
Private education loan provisions for credit losses, including amounts for unfunded commitments, was $18 million, compared with a provision of $30 million in the year-ago period.
Private education loans held-for-investment in forbearance were 1.2% of private education loans held-for-investment in repayment and forbearance, down from 1.3%.
Private education loans held-for-investment delinquencies as a percentage of private education loans held-for-investment in repayment were 3.7%, unchanged from 3.7%.
Private education loans held-for-investment net charge-offs as a percentage of average private education loans held-for-investment in repayment (annualized) were 2.69%, up from 2.56%.
Total operating expenses of $154 million, up from $132 million.

Progress on our Balance Sheet and Capital Allocation:

Repurchased 16 million shares of common stock under share repurchase programs in the second quarter of 2023.
Paid second-quarter common stock dividend of $0.11 per share, unchanged from the second quarter of 2022.









Investor Contact:
Melissa Bronaugh, 571-526-2455
melissa.bronaugh@salliemae.com
Media Contact:
Rick Castellano, 302-451-2541
rick.castellano@salliemae.com






The following are significant items or events that occurred in the second quarter of 2023.
 
Provisions for Credit Losses
   Provision for credit losses in the second quarter of 2023 was $18 million, compared with $31 million in the year-ago quarter. During the second quarter of 2023, the provision for credit losses was primarily affected by $137 million in negative provisions resulting from the $2.1 billion private education loan sales during the quarter, and an increase in estimated recovery rates, which were offset by new loan commitments, net of expired commitments, changes in economic outlook, and management overlays.

Credit Performance
   Private education loans held-for-investment net charge-offs as a percentage of average private education loans held-for-investment in repayment (annualized) were 2.69%, up from 2.11% in the first quarter of 2023, down from 3.15% in the fourth quarter of 2022, and up from 2.56% in the year-ago quarter.

Progress on Balance Sheet and Capital Allocation
 Loan Sales
 
   In the second quarter of 2023, the company recognized a gain of $128 million from the sale of $2.1 billion of its private education loans to an unaffiliated third party.

   In the second quarter of 2023, the company sold its $26 million credit card loan portfolio to an unaffiliated third party and recognized a loss of $4 million from the sale.

 Share Repurchases
   
In the second quarter of 2023, the company repurchased 16 million shares of its common stock at a total cost of $257 million, or an average purchase price of $15.71 per share, under a Rule 10b5-1 trading plan authorized under its share repurchase programs. At June 30, 2023, there was $326 million of capacity remaining under the 2022 Share Repurchase Program, which was announced on Jan. 26, 2022 and expires on Jan. 25, 2024.

Repurchases may occur under the company’s share repurchase programs from time to time and through a variety of methods, including tender offers, open market repurchases, repurchases effected through Rule 10b5-1 trading plans, negotiated block purchases, accelerated share repurchase programs, or other similar transactions. The timing and volume of any repurchases will be subject to market conditions, and there can be no guarantee that the company will repurchase up to the limit of its share repurchase programs or at all.

The following provides guidance on the company’s performance in 2023.
Guidance*
   For 2023, the company expects the following:
Full-year diluted non-GAAP “Core Earnings” per common share of $2.50 - $2.70.**
Full-year Private Education Loan originations year-over-year growth of 5% - 6%.
Full-year total loan portfolio net charge-offs of $345 million - $385 million.
Full-year non-interest expenses of $610 million - $620 million.

* See page 6 for a cautionary note regarding forward-looking statements.

** See Non-GAAP “Core Earnings” to GAAP Reconciliation on page 9 for a description of non-GAAP “Core Earnings”. GAAP net income attributable to SLM Corporation common stock is the most directly comparable GAAP measure. However, this GAAP measure is not accessible on a forward-looking basis because the company is unable to estimate the net impact of derivative accounting and the associated net tax expense (benefit) for future periods.















Quarterly Financial Highlights
2Q 20231Q 20232Q 2022
Income Statement ($ millions)
Total interest income$634$638$463
Total interest expense247233100
Net interest income387405363
Less: provisions for credit losses1811431
Total non-interest income14422258
Total non-interest expenses156157134
Income tax expense 9237114
Net income 265119342
Preferred stock dividends442
Net income attributable to common stock261114340
Non-GAAP “Core Earnings” adjustments to GAAP(1)
Non-GAAP “Core Earnings” net income attributable to common stock(1)
$261$114$340
Ending Balances ($ millions)
Private Education Loans held for investment, net$18,649$20,498$18,511
FFELP Loans held for investment, net571590663
Credit Cards held for investment, net27
Deposits$20,361$21,804$19,980
Brokered8,72010,2759,024
Retail and other11,64111,52910,956
Key Performance Metrics
Net interest margin5.52%5.70%5.29%
Yield - Total interest-earning assets9.05%8.97%6.75%
Private Education Loans10.79%10.66%8.69%
Cost of Funds3.75%3.47%1.55%
Return on Assets (“ROA”)(2)
3.7%1.7%4.9%
Non-GAAP “Core Earnings” ROA(3)
3.7%1.7%4.9%
Return on Common Equity (“ROCE”)(4)
65.2%30.5%71.8%
Non-GAAP “Core Earnings” ROCE(5)
65.2%30.5%71.8%
Per Common Share
GAAP diluted earnings per common share$1.10$0.47$1.29
Non-GAAP “Core Earnings” diluted earnings per common share(1)
$1.10$0.47$1.29
Average common and common equivalent shares outstanding (millions)238244264







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Footnotes:

(1) Sallie Mae provides non-GAAP “Core Earnings” because it is one of several measures management uses to evaluate management performance and allocate corporate resources. The difference between non-GAAP “Core Earnings” and GAAP net income is driven by mark-to-fair value unrealized gains and losses on derivative contracts recognized in GAAP, but not in non-GAAP “Core Earnings” results. See the Non-GAAP “Core Earnings” to GAAP Reconciliation in this press release for a full reconciliation of GAAP and non-GAAP “Core Earnings.” Non-GAAP “Core Earnings” exclude periodic unrealized gains and losses caused by the mark-to-fair value valuations on derivatives that do not qualify for hedge accounting treatment under GAAP, but include current period accruals on the derivative instruments. Under GAAP, for our derivatives held to maturity, the cumulative net unrealized gain or loss over the life of the contract will be equal to $0. Management believes the company’s derivatives are effective economic hedges, and, as such, they are a critical element of the company’s interest rate risk management strategy. Our non-GAAP “Core Earnings” are not defined terms within GAAP and may not be comparable to similarly titled measures reported by other companies.

(2) We calculate and report our Return on Assets (“ROA”) as the ratio of (a) GAAP net income numerator (annualized) to (b) the GAAP total average assets denominator.

(3) We calculate and report our non-GAAP “Core Earnings” Return on Assets (“Non-GAAP Core Earnings ROA”) as the ratio of (a) non-GAAP “Core Earnings” net income numerator (annualized) to (b) the GAAP total average assets denominator.

(4) We calculate and report our Return on Common Equity (“ROCE”) as the ratio of (a) GAAP net income attributable to common stock numerator (annualized) to (b) the net denominator, which consists of GAAP total average equity less total average preferred stock.

(5) We calculate and report our non-GAAP “Core Earnings” Return on Common Equity (“Non-GAAP Core Earnings ROCE”) as the ratio of (a) non-GAAP “Core Earnings” net income attributable to common stock numerator (annualized) to (b) the net denominator, which consists of GAAP total average equity less total average preferred stock.



***






































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This press release contains “forward-looking statements” and information based on management’s current expectations as of the date of this release. Statements that are not historical facts, including statements about our beliefs, opinions, or expectations and statements that assume or are dependent upon future events, are forward-looking statements. This includes, but is not limited to: statements regarding future developments surrounding COVID-19 or any other pandemic, including, without limitation, statements regarding the potential impact of COVID-19 or any other pandemic on the company’s business, results of operations, financial condition, and/or cash flows; the company’s expectation and ability to pay a quarterly cash dividend on its common stock in the future, subject to the determination by the company’s Board of Directors, and based on an evaluation of the company’s earnings, financial condition and requirements, business conditions, capital allocation determinations, and other factors, risks, and uncertainties; the company’s 2023 guidance; the company’s three-year horizon outlook; the company’s expectation and ability to execute loan sales and share repurchases; the company’s projections regarding originations, net charge-offs, non-interest expenses, earnings, balance sheet position, and other metrics; any estimates related to accounting standard changes; and any estimates related to the impact of credit administration practices changes, including the results of simulations or other behavioral observations. Forward-looking statements are subject to risks, uncertainties, assumptions, and other factors that may cause actual results to be materially different from those reflected in such forward-looking statements. These factors include, among others, the risks and uncertainties set forth in Item 1A. “Risk Factors” and elsewhere in the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2022 (filed with the Securities and Exchange Commission (“SEC”) on Feb. 23, 2023) and subsequent filings with the SEC; the societal, business, and legislative/regulatory impact of pandemics and other public heath crises; increases in financing costs; limits on liquidity; increases in costs associated with compliance with laws and regulations; failure to comply with consumer protection, banking and other laws; changes in accounting standards and the impact of related changes in significant accounting estimates, including any regarding the measurement of our allowance for credit losses and the related provision expense; any adverse outcomes in any significant litigation to which the company is a party; credit risk associated with the company’s exposure to third parties, including counterparties to the company’s derivative transactions; and changes in the terms of education loans and the educational credit marketplace (including changes resulting from new laws and the implementation of existing laws). We could also be affected by, among other things: changes in our funding costs and availability; reductions to our credit ratings; cybersecurity incidents, cyberattacks, and other failures or breaches of our operating systems or infrastructure, including those of third-party vendors; damage to our reputation; risks associated with restructuring initiatives, including failures to successfully implement cost-cutting programs and the adverse effects of such initiatives on our business; changes in the demand for educational financing or in financing preferences of lenders, educational institutions, students, and their families; changes in law and regulations with respect to the student lending business and financial institutions generally; changes in banking rules and regulations, including increased capital requirements; increased competition from banks and other consumer lenders; the creditworthiness of our customers; changes in the general interest rate environment, including the rate relationships among relevant money-market instruments and those of our earning assets versus our funding arrangements; rates of prepayments on the loans that we own; changes in general economic conditions and our ability to successfully effectuate any acquisitions; and other strategic initiatives. The preparation of our consolidated financial statements also requires us to make certain estimates and assumptions, including estimates and assumptions about future events. These estimates or assumptions may prove to be incorrect. All forward-looking statements contained in this release are qualified by these cautionary statements and are made only as of the date of this release. We do not undertake any obligation to update or revise these forward-looking statements to conform such statements to actual results or changes in our expectations.


































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SLM CORPORATION
CONSOLIDATED BALANCE SHEETS (Unaudited)
June 30,December 31,
(Dollars in thousands, except share and per share amounts)20232022
Assets
Cash and cash equivalents$3,875,758 $4,616,117 
Investments:
Trading investments at fair value (cost of $43,260 and $47,554, respectively)52,146 55,903 
Available-for-sale investments at fair value (cost of $2,563,816 and $2,554,332, respectively)2,372,846 2,342,089 
Other investments95,771 94,716 
Total investments2,520,763 2,492,708 
Loans held for investment (net of allowance for losses of $1,364,716 and $1,357,075, respectively)19,219,518 19,626,868 
Loans held for sale— 29,448 
Restricted cash150,585 156,719 
Other interest-earning assets11,952 11,162 
Accrued interest receivable1,300,136 1,202,059 
Premises and equipment, net134,895 140,728 
Goodwill and acquired intangible assets, net113,756 118,273 
Income taxes receivable, net325,063 380,058 
Tax indemnification receivable2,902 2,816 
Other assets53,075 34,073 
Total assets$27,708,403 $28,811,029 
Liabilities
Deposits$20,361,485 $21,448,071 
Long-term borrowings5,213,698 5,235,114 
Other liabilities326,856 400,874 
Total liabilities25,902,039 27,084,059 
Commitments and contingencies
Equity
Preferred stock, par value $0.20 per share, 20 million shares authorized:
Series B: 2.5 million and 2.5 million shares issued, respectively, at stated value of $100 per share251,070 251,070 
Common stock, par value $0.20 per share, 1.125 billion shares authorized: 438.0 million and 435.1 million shares issued, respectively87,599 87,025 
Additional paid-in capital1,129,537 1,109,072 
Accumulated other comprehensive loss (net of tax benefit of ($26,845) and ($30,160), respectively)(83,564)(93,870)
Retained earnings3,485,732 3,163,640 
Total SLM Corporation stockholders’ equity before treasury stock4,870,374 4,516,937 
Less: Common stock held in treasury at cost: 211.9 million and 194.4 million shares, respectively(3,064,010)(2,789,967)
Total equity1,806,364 1,726,970 
Total liabilities and equity$27,708,403 $28,811,029 
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SLM CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months EndedSix Months Ended
 June 30,June 30,
(Dollars in thousands, except per share amounts)2023202220232022
Interest income:
Loans$568,342 $446,040 $1,151,126 $904,084 
Investments12,037 8,513 23,368 13,992 
Cash and cash equivalents53,526 8,478 97,009 9,993 
Total interest income633,905 463,031 1,271,503 928,069 
Interest expense:
Deposits191,407 60,468 374,938 110,005 
Interest expense on short-term borrowings3,299 2,973 6,317 5,848 
Interest expense on long-term borrowings52,568 36,782 98,549 74,376 
Total interest expense247,274 100,223 479,804 190,229 
Net interest income386,631 362,808 791,699 737,840 
Less: provisions for credit losses17,729 30,545 131,841 128,595 
Net interest income after provisions for credit losses368,902 332,263 659,858 609,245 
Non-interest income:
Gains on sales of loans, net124,754 239,997 124,745 249,878 
Gains (losses) on securities, net(1,213)667 498 (2,913)
Gains (losses) on derivatives and hedging activities, net— — — (5)
Other income20,513 17,589 40,522 33,218 
Total non-interest income144,054 258,253 165,765 280,178 
Non-interest expenses:
Operating expenses:
Compensation and benefits78,233 66,011 165,882 137,992 
FDIC assessment fees9,851 1,225 21,380 6,909 
Other operating expenses66,080 64,494 121,441 118,835 
Total operating expenses154,164 131,730 308,703 263,736 
Acquired intangible assets amortization expense2,245 2,417 4,517 3,150 
Total non-interest expenses156,409 134,147 313,220 266,886 
Income before income tax expense356,547 456,369 512,403 622,537 
Income tax expense91,482 114,296 128,820 151,652 
Net income265,065 342,073 383,583 470,885 
Preferred stock dividends4,274 1,757 8,337 3,032 
Net income attributable to SLM Corporation common stock$260,791 $340,316 $375,246 $467,853 
Basic earnings per common share$1.11 $1.30 $1.57 $1.74 
Average common shares outstanding235,061 261,333 238,261 269,112 
Diluted earnings per common share$1.10 $1.29 $1.56 $1.72 
Average common and common equivalent shares outstanding237,592 264,122 240,554 272,343 
Declared dividends per common share$0.11 $0.11 $0.22 $0.22 



8


Non-GAAP “Core Earnings” to GAAP Reconciliation
The following table reflects adjustments associated with our derivative activities.
Three Months EndedSix Months Ended
June 30,June 30,
(Dollars in thousands, except per share amounts)2023202220232022
Non-GAAP “Core Earnings” adjustments to GAAP:
GAAP net income $265,065 $342,073 $383,583 $470,885 
Preferred stock dividends4,274 1,757 8,337 3,032 
GAAP net income attributable to SLM Corporation common stock$260,791 $340,316 $375,246 $467,853 
Adjustments:
Net impact of derivative accounting(1)
— — — 248 
Net tax expense(2)
— — — 60 
Total Non-GAAP “Core Earnings” adjustments to GAAP— — — 188 
Non-GAAP “Core Earnings” attributable to SLM Corporation common stock$260,791 $340,316 $375,246 $468,041 
GAAP diluted earnings per common share$1.10 $1.29 $1.56 $1.72 
Derivative adjustments, net of tax— — — — 
Non-GAAP “Core Earnings” diluted earnings per common share$1.10 $1.29 $1.56 $1.72 

(1) Derivative Accounting: Non-GAAP “Core Earnings” exclude periodic unrealized gains and losses caused by the mark-to-fair value valuations on derivatives that do not qualify for hedge accounting treatment under GAAP, but include current period accruals on the derivative instruments. Under GAAP, for our derivatives held to maturity, the cumulative net unrealized gain or loss over the life of the contract will equal $0.

(2) Non-GAAP “Core Earnings” tax rate is based on the effective tax rate at Sallie Mae Bank where the derivative instruments are held.



9