What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-20 compared with 2024-02-22 · 666 added, 882 removed, 2017 unchanged (43% of the section changed)

8 unchanged sentences

Based on our assessment and those criteria, management concluded that, as of December 31, 2024, our internal control over financial reporting is effective.

KPMG LLP, an independent registered public accounting firm, audited the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023, as stated in their report listed under the heading “(a) 1.A.

Financial Statements” of Item 15 hereof.

KPMG, LLP, which is the independent registered public accounting firm that audited the financial statements included in this Form 10-K, has issued an audit report on the Company’s internal control over financial reporting, which can be found under the heading “Report of Independent Registered Public Accounting Firm” in Part IV, Item 15 of this Form 10-K.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

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Other Information

Nothing to report.

94 SLM CORPORATION — 2023 Form 10-K

Insider Trading Arrangements

In the fourth quarter of 2024, no director or officer (as defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934, as amended) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” for the purchase or sale of securities of the Company, each within the meaning of Item 408 of Regulation S-K.

2024 Form 10-K — SLM CORPORATION 89

Directors, Executive Officers and Corporate Governance

The information contained in the 2024 Proxy Statement, including information appearing in the sections titled “Proposal 1 — Election of Directors,” “Executive Officers,” “Compensation Discussion and Analysis — Other Arrangements, Policies and Practices Related to Executive Compensation Programs — Section 16(a) Beneficial Ownership Reporting Compliance,” and “Corporate Governance” in the 2024 Proxy Statement, is incorporated herein by reference.

The information contained in the 2025 Proxy Statement, including information appearing in the sections titled “Proposal 1 — Election of Directors,” “Executive Officers,” “Compensation Discussion and Analysis — Other Arrangements, Policies and Practices Related to Executive Compensation Programs — Section 16(a) Beneficial Ownership Reporting Compliance,” and “Corporate Governance”, is incorporated herein by reference.

Executive Compensation

The information contained in the 2024 Proxy Statement, including information appearing in the sections titled “Executive Compensation” and “Director Compensation” in the 2024 Proxy Statement, is incorporated herein by reference.

The information contained in the 2025 Proxy Statement, including information appearing in the sections titled “Executive Compensation” and “Director Compensation”, is incorporated herein by reference.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information contained in the 2024 Proxy Statement, including information appearing in the sections titled “Equity Compensation Plan Information,” “Ownership of Common Stock by 5 Percent or More Holders,” and “Ownership of Common Stock by Directors and Executive Officers” in the 2024 Proxy Statement, is incorporated herein by reference.

The information contained in the 2025 Proxy Statement, including information appearing in the sections titled “Equity Compensation Plan Information,” “Ownership of Common Stock by 5 Percent or More Holders,” and “Ownership of Common Stock by Directors and Executive Officers”, is incorporated herein by reference.

Certain Relationships and Related Transactions, and Director Independence

The information contained in the 2024 Proxy Statement, including information appearing under “Corporate Governance — Related Party Transactions” and “Corporate Governance — Director Independence” in the 2024 Proxy Statement, is incorporated herein by reference.

The information contained in the 2025 Proxy Statement, including information appearing under “Corporate Governance — Related Party Transactions” and “Corporate Governance — Director Independence”, is incorporated herein by reference.

Principal Accounting Fees and Services

The information contained in the 2024 Proxy Statement, including information appearing under “Independent Registered Public Accounting Firm” in the 2024 Proxy Statement, is incorporated herein by reference.

The information contained in the 2025 Proxy Statement, including information appearing under “Independent Registered Public Accounting Firm”, is incorporated herein by reference.

2024 Form 10-K — SLM CORPORATION 90

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Financial Statements

The following consolidated financial statements of SLM Corporation and the Report of the Independent Registered Public Accounting Firm thereon are included in Item 8 above:

The following consolidated financial statements of SLM Corporation and the Report of the Independent Registered Public Accounting Firm thereon are included in Part II, Item 8 above:

Report of Independent Registered Public Accounting Firm

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Oral or written requests for copies of any exhibits should be directed to the Corporate Secretary.

96 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION 91

2.1 Separation and Distribution Agreement by and among SLM Corporation, New BLC Corporation and Navient Corporation, dated as of April 28, 2014 (incorporated by reference to Exhibit 2.2 of the Company’s Current Report on Form 8-K filed on May 2, 2014).

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4.8 Form of Senior Note due 2026 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed on November 1, 2021).

4.9 Fourth Supplemental Indenture dated as of January 31, 2025 between SLM Corporation and Deutsche Bank National Trust Company, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed on January 31, 2025).

4.10 Form of Senior Note due 2030 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed on January 31, 2025).

10.1† SLM Corporation Executive Severance Plan for Senior Officers, including amendments as of June 25, 2015 (incorporated by reference to Exhibit 10.6 of the Company’s Annual Report on Form 10-K filed on February 26, 2016).

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10.8† SLM Corporation Deferred Compensation Plan for Directors, as Established Effective May 1, 2014 and Amended June 25, 2015 (incorporated by reference to Exhibit 10.11 of the Company’s Annual Report on Form 10-K filed on February 26, 2016).

2024 Form 10-K — SLM CORPORATION 92

10.9† Amended and Restated SLM Corporation Incentive Plan (incorporated by reference to Exhibit 10.24 of the Company’s Current Report on Form 8-K (file no.

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001-13251) filed on May 25, 2005).

2023 Form 10-K — SLM CORPORATION 97

10.11† SLM Corporation Directors Equity Plan (incorporated by reference to Exhibit 10.1 of the Company’s Registration Statement on Form S-8 (File No.

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10.19 Amended and Restated Loan Servicing and Administration Agreement between Sallie Mae Bank and Navient Solutions, Inc., dated as of April 30, 2014 (incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K filed on May 2, 2014).

10.20† Agreement and Release, dated as of March 20, 2018, between the Company and the Personal Representatives of the Estate of Charles P.

Rocha (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on April 23, 2018).

10.20† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2019 Restricted Stock Unit Term Sheet (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on April 17, 2019).

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10.24† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2020 Performance Stock Unit Term Sheet (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on April 22, 2020).

10.26† Form of SLM Corporation 2012 Omnibus Incentive Plan, Bonus Restricted Stock Unit Term Sheet (Three-Year Restriction), 2018 Management Incentive Plan Award (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on April 17, 2019).

10.27† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2020 Restricted Stock Unit Term Sheet (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on April 22, 2020).

10.28† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2020 Performance Stock Unit Term Sheet (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on April 22, 2020).

10.25† Offer Letter between Jonathan W.

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10.26 Fixed Dollar Uncollared ASR Master Confirmation and Form of Supplement (incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q filed on April 22, 2020).

10.31† Form of SLM Corporation 2012 Omnibus Incentive Plan, Independent Director Restricted Stock Agreement – 2020 (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on July 22, 2020).

10.27† Separation Agreement between Raymond J.

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Witter Sign-On Equity Grant - 2020 Restricted Stock Unit Term Sheet (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on July 22, 2020).

98 SLM CORPORATION — 2023 Form 10-K

10.29† Offer Letter between Donna F.

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10.32† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2021 Performance Stock Unit Term Sheet (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on April 21, 2021).

2024 Form 10-K — SLM CORPORATION 93

10.33† Form of SLM Corporation 2012 Omnibus Incentive Plan, 2021 Stock Option Award Agreement (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on April 21, 2021).

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10.46† Offer Letter between Peter Graham and the Company dated August 25, 2023 (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on October 25, 2023).

10.47† Form of SLM Corporation 2021 Omnibus Incentive Plan, 2024 Restricted Stock Unit Term Sheet (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on April 24, 2024).

10.48† Form of SLM Corporation 2021 Omnibus Incentive Plan, 2024 Performance Stock Unit Term Sheet (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on April 24, 2024).

10.49† Form of SLM Corporation 2021 Omnibus Incentive Plan, Independent Director Restricted Stock Agreement – 2024 (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q /A filed on July 2 6 , 2024).

10.50† SLM Corporation Amended and Restated Change in Control Severance Plan for Senior Officers effective June 18, 2024 (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q /A filed on July 2 6 , 2024).

10.51† SLM Corporation Amended and Restated Executive Severance Plan for Senior Officers effective June 18, 2024 (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q /A filed on July 2 6 , 2024)

19.1* Securities Trading Policy.

21.1* List of Subsidiaries.

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Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

2024 Form 10-K — SLM CORPORATION 94

32.2* Certification Pursuant to 18 U.S.C.

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101.SCH XBRL Taxonomy Extension Schema Document.

2023 Form 10-K — SLM CORPORATION 99

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.

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* Filed herewith

100 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION 95

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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(Principal Executive Officer) February 20, 2025

Graham Executive Vice President and Chief Financial Officer

(Principal Financial Officer) February 22, 2024

/S/ JONATHAN R.

Boyles Senior Vice President and Controller

(Principal Accounting Officer) February 22, 2024

Graham Executive Vice President, Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer) February 20, 2025

/S/ MARY CARTER WARREN FRANKE

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Scott Blackley Director February 20, 2025

Child Director February 22, 2024

/S/ MARIANNE M.

Keler Director February 22, 2024

Greig Director February 20, 2025

Lavelle Director February 20, 2025

2023 Form 10-K — SLM CORPORATION 101

/S/ CHRISTOPHER T.

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Jim Matheson Director February 20, 2025

/S/ SAMUEL T.

Ramsey Director February 22, 2024

2024 Form 10-K — SLM CORPORATION 96

/S/ VIVIAN C.

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Strong Director February 20, 2025

/S/ SHANNON WATKINS

Shannon Watkins Director February 22, 2024

/S/ KIRSTEN O.

Wolberg Director February 20, 2025

102 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION 97

CONSOLIDATED FINANCIAL STATEMENTS

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Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of SLM Corporation and subsidiaries (the Company) as of December 31, 2023 and December 31, 2022, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and December 31, 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S.

We have audited the accompanying consolidated balance sheets of SLM Corporation and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with U.S.

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 20, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

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Assessment of the Allowance for Credit Losses related to Private Education Loans Evaluated on a Collective Basis

As discussed in Notes 2 and 7 to the consolidated financial statements, the Company’s total allowance for credit losses as of December 31, 2023 was $1,340 million, of which $1,335 million related to the Company’s allowance for credit losses on private education loans evaluated on a collective basis (the Collective ACL).

For all loans carried at amortized cost, upon loan origination, the Company is required to measure the allowance for credit losses based on the estimate of all current expected credit losses over the remaining contractual term of the loans.

In determining the lifetime expected credit losses on the private education loan portfolio, the Company applies a discounted cash flow method that incorporates a probability of default model and a prepayment model.

This method requires the Company to project future principal and interest

As discussed in Notes 2 and 6 to the consolidated financial statements, the Company’s total allowance for credit losses on private education loans evaluated on a collective basis (the Collective ACL) was $1,436 million as of December 31, 2024.

For all loans carried at amortized cost, upon loan origination, the Company

F- 2 SLM CORPORATION — 2024 Form 10-K

cash flows on the loans in this portfolio following a vintage-based methodology that considers life of loan loss expectations, prepayments, defaults, recoveries, and any other adjustments deemed necessary to determine the adequacy of the allowance for credit losses.

In estimating current expected credit losses, the Company uses a combination of expected economic scenarios, which are weighted based upon the current economic conditions and the Company’s view of the risks of alternate outcomes.

In determining the loss rates used for the vintage-based approach, the Company uses the probability of default model which starts with historical loss rates, stratifies the loans within each vintage, and then adjusts the loss rates based upon economic factors forecasted over a reasonable and supportable forecast period.

At the end of the reasonable and supportable forecast period, the forecast is immediately reverted to historical averages.

The cash flows are then discounted at the loan’s effective interest rate to calculate the present value of those cash flows.

is required to measure the allowance for credit losses based on the estimate of all current expected credit losses over the remaining contractual term of the loans.

In determining the lifetime expected credit losses on the private education loan portfolio, the Company applies a discounted cash flow method that requires the Company to project future principal and interest cash flows on loans in the private education loan portfolio.

To estimate the future expected cash flows, the Company uses statistical loan-level models that consider life of loan expectations for defaults, prepayments, recoveries, and any other qualitative adjustments deemed necessary to determine the adequacy of the allowance for credit losses.

These cash flows are discounted at the loan’s effective interest rate to calculate the present value of the cash flows.

The difference between the present value of those cash flows and the amortized cost basis of the underlying loans is the allowance for credit losses.

Future default rates and future prepayment speeds are estimated at a loan level using historical experience, current borrower characteristics, current conditions, and economic factors forecasted over a reasonable and supportable period.

At the end of the reasonable and supportable forecast period, the Company immediately reverts forecasted economic factors to long-term historical averages.

In estimating future default rates and prepayment speeds, the Company uses a combination of expected economic scenarios coupled with historical experience.

The Company also develops an adverse and favorable economic scenario.

These scenarios are weighted based upon the current economic conditions and the Company’s view of the risks of alternate outcomes.

In estimating recoveries, the Company uses both estimates of what would be received from the sale of defaulted loans as well as historical borrower payment behavior to estimate the timing and amount of future recoveries of charged-off loans.

The Company also takes certain qualitative factors into consideration when calculating the Collective ACL, which could result in management overlays.

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A high degree of audit effort, including specialized skills and knowledge, and subjective and complex auditor judgment was involved in the assessment due to significant measurement uncertainty.

Specifically, the assessment of the Collective ACL methodology encompassed the evaluation of the conceptual soundness and performance of the probability of default and prepayment models, including their significant assumptions.

Such significant assumptions included (1) economic factors, (2) loss rates derived from the probability of default model, and (3) prepayment rates derived from the prepayment model.

Specifically, the assessment of the Collective ACL methodology encompassed the evaluation of the conceptual soundness and performance of the statistical loan-level models, including their significant assumptions.

Such significant assumptions included (1) forecasted economic factors and (2) default and prepayment rates derived from statistical loan-level models.

The assessment also encompassed the conceptual soundness of the methods and significant assumptions used to determine certain individual management overlays.

In addition, auditor judgement was required to evaluate the sufficiency of audit evidence obtained.

In addition, auditor judgment was required to evaluate the sufficiency of audit evidence obtained.

The following are the primary procedures we performed to address the critical audit matter.

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• Collective ACL methodology

• performance monitoring of the probability of default and prepayment models

• development of the statistical loan-level models used to estimate future defaults and prepayment speeds

• performance monitoring of the statistical loan-level models

• determination and measurement of the significant assumptions used in the models

• continued use and appropriateness of the probability of default model

• continued use and appropriateness of the prepayment model

• development of the individual management overlay methods and assumptions

• development of certain individual management overlay methods and assumptions

• analysis of the Collective ACL results, trends, and ratios.

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generally accepted accounting principles

• evaluating judgments made by the Company relative to the performance testing of the probability of default and prepayment models by comparing them to the relevant Company-specific metrics and trends

• assessing the conceptual soundness and performance testing of the probability of default and prepayment models by inspecting the model documentation to determine whether the models are suitable for their intended use

2024 Form 10-K — SLM CORPORATION F-3

• evaluating the selection of the economic factors used to adjust loss rates over the reasonable and supportable forecast period by comparing them to the Company’s business environment and relevant industry practices

• evaluating the conceptual soundness of the methods and assumptions used to develop the individual management overlays and their impact on the Collective ACL compared with relevant credit risk factors and consistency with credit trends and identified limitations of the underlying probability of default and prepayment models.

• evaluating judgments made by the Company relative to the development and performance testing of the statistical loan-level models by comparing them to the relevant Company-specific metrics and trends

• assessing the conceptual soundness and performance testing of the statistical loan-level models by inspecting the model documentation to determine whether the models are suitable for their intended use

• evaluating the selection of the forecasted economic factors used to adjust future default rates and future prepayment speeds over the reasonable and supportable forecast period by comparing them to the Company’s business environment and relevant industry practices

• evaluating the conceptual soundness of the methods and assumptions used to develop certain individual management overlays and their impact on the Collective ACL compared with relevant credit risk factors and consistency with credit trends and identified limitations of the underlying statistical loan-level models.

We also assessed the sufficiency of the audit evidence obtained related to the Collective ACL by evaluating the cumulative results of the audit procedures and potential bias in the accounting estimates.

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20,902,158 20,306,357

Loans held for sale — 29,448

Restricted cash 173,894 149,669

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Income taxes receivable, net 425,625 366,247

Tax indemnification receivable — 2,816

Other assets 36,846 52,342

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Gains (losses) on securities, net 467 2,678 ( 60,267 )

Gains (losses) on derivatives and hedging activities, net — ( 5 ) 144

Losses on derivatives and hedging activities, net — — ( 5 )

Other income 112,873 84,148 67,160

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Acquired intangible assets impairment and amortization expense 5,329 66,364 7,779

Restructuring expenses — — 1,255

Total non-interest expenses 641,899 685,570 559,241

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Net income $ 608,325 $ 581,391 $ 469,014

Other comprehensive income (loss):

Other comprehensive income:

Unrealized gains (losses) on investments 42,604 59,205 ( 194,157 )

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Net income — — — — — — — — 469,014 — 469,014

Other comprehensive income, net of tax — — — — — — — 16,303 — — 16,303

Other comprehensive loss, net of tax — — — — — — — ( 75,973 ) — — ( 75,973 )

Total comprehensive income — — — — — — — — — — 393,041

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— — — — — — — — ( 9,029 ) — ( 9,029 )

Dividend equivalent units related to employee stock-based compensation plans — — — — — — 530 — ( 546 ) — ( 16 )

Issuance of common shares — 3,107,768 3,107,768 — 622 618 — ( 807 ) — 433

Stock-based compensation expense — — — — — — 34,070 — 289 — 34,359

Common stock repurchased and cancelled — ( 28,502,460 ) — ( 28,502,460 ) — ( 5,700 ) ( 466,860 ) — — — ( 472,560 )

Common stock repurchased — — ( 40,253,548 ) ( 40,253,548 ) — — — — — ( 707,742 ) ( 707,742 )

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Comprehensive

Loss Retained Earnings Treasury Stock Total Equity

Income (Loss) Retained Earnings Treasury Stock Total Equity

Balance at December 31, 2022 2,510,696 435,121,140 ( 194,445,696 ) 240,675,444 $ 251,070 $ 87,025 $ 1,109,072 $ ( 93,870 ) $ 3,163,640 $ ( 2,789,967 ) $ 1,726,970

Net income — — — — — — — — 581,391 — 581,391

Other comprehensive loss, net of tax — — — — — — — ( 75,973 ) — — ( 75,973 )

Other comprehensive income, net of tax — — — — — — — 18,766 — — 18,766

Total comprehensive income — — — — — — — — — — 600,157

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Net income $ 608,325 $ 581,391 $ 469,014

Adjustments to reconcile net income to net cash used in operating activities:

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Provisions for credit losses 408,515 345,463 633,453

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Purchase of subsidiary, net of cash acquired — ( 14,654 ) ( 127,654 )

Total net cash (used in) provided by investing activities ( 12,460 ) 1,077,392 2,604,673

Total net cash provided by (used in) investing activities 675,993 ( 12,460 ) 1,077,392

Financing activities

Brokered deposit placement fee ( 7,975 ) ( 7,841 ) ( 11,170 )

Net increase (decrease) in certificates of deposit 953,412 130,109 ( 2,130,728 )

Net increase in certificates of deposit 88,444 953,412 130,109

Net increase (decrease) in other deposits ( 687,108 ) ( 770,485 ) 570,147

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Issuance costs for unsecured debt offering — — ( 375 )

Unsecured debt issued — — 492,135

Unsecured debt repaid — — ( 202,784 )

2023 Form 10-K — SLM CORPORATION F-13

Preferred stock dividends paid ( 18,296 ) ( 17,705 ) ( 9,029 )

2024 Form 10-K — SLM CORPORATION F-13

Common stock dividends paid ( 99,172 ) ( 101,233 ) ( 112,961 )

Common stock repurchased ( 247,968 ) ( 350,264 ) ( 713,197 )

Net cash used in financing activities ( 316,232 ) ( 854,892 ) ( 2,619,516 )

Net cash provided by (used in) financing activities 228,155 ( 316,232 ) ( 854,892 )

Net increase (decrease) in cash, cash equivalents and restricted cash 574,753 ( 473,329 ) 227,492

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Total cash, cash equivalents and restricted cash $ 4,874,260 $ 4,299,507 $ 4,772,836

Supplemental non-cash operating and investing activities:

Accrued interest capitalized during the period $ 632,504 $ 632,649 $ 589,725

Trading investments received in consideration for loans sold $ 5,218 $ 5,327 $ 16,477

Available-for-sale investments received in consideration for loans sold $ 210,371 $ 162,256 $ 222,663

See accompanying notes to consolidated financial statements.

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While the Sallie Mae name has existed for more than 50 years, the company that operates as Sallie Mae today, SLM Corporation, was formed in late 2013 and includes its wholly-owned subsidiary, Sallie Mae Bank, an industrial bank established in 2005 (the “Bank”).

On April 30, 2014, we legally separated (the “Spin-Off”) from another public company that is now named Navient Corporation (“Navient”), which is in the education loan management, servicing, asset recovery, and consolidation loan business.

On April 30, 2014, we legally separated (the “Spin-Off”) from another public company that is now named Navient Corporation (“Navient”), which is in the education loan management, consolidation loan, and business processing businesses.

We are a consumer banking business and did not retain any assets or liabilities generated prior to the Spin-Off other than those explicitly retained by us pursuant to the documents executed in connection with the Spin-Off.

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The Bank is regulated by the Utah Department of Financial Institutions (the “UDFI”), the Federal Deposit Insurance Corporation (the “FDIC”), and the Consumer Financial Protection Bureau (the “CFPB”).

2023 Form 10-K — SLM CORPORATION F-15

Significant Accounting Policies

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We classify those vertical risk retention interests related to the transactions as available-for-sale investments, except for the interest in the residual classes, which we classify as trading investments recorded at fair value with changes recorded through earnings.

2024 Form 10-K — SLM CORPORATION F-15

Significant Accounting Policies (Continued)

Available-for-Sale Investments

Our available-for-sale investments consist of mortgage-backed securities, Utah Housing Corporation bonds, and U.S.

government-sponsored enterprises and Treasury securities.

Our available-for-sale investments consist of mortgage-backed securities, Utah Housing Corporation bonds, U.S.

government-sponsored enterprises and Treasury securities, and the vertical risk retention interests described above (other than residual classes).

We record our investment purchases and sales on a trade date basis.

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If any credit impairment exists, an allowance for losses is established for the amount of the unrealized loss that is determined to be credit-related.

F- 16 SLM CORPORATION — 2023 Form 10-K

Significant Accounting Policies (Continued)

Other Investments

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Loans Held for Investment

Loans, consisting of Private Education Loans and FFELP Loans, that we have the ability and intent to hold for the foreseeable future, are classified as held for investment, and are carried at amortized cost.

Loans, consisting of Private Education Loans, that we have the ability and intent to hold for the foreseeable future, are classified as held for investment, and are carried at amortized cost.

Amortized cost includes the unamortized premiums, discounts, and capitalized origination costs and fees, all of which are amortized to interest income as discussed under “ — Loan Interest Income.” Loans that are held for investment are reported net of an allowance for credit losses.

At September 30, 2022, we transferred the portfolio of our former suite of credit cards (“Credit Cards”) from loans held for investment to loans held for sale as we planned to sell the portfolio.

In May 2023, we sold our Credit Card loan portfolio to a third party.

During the third quarter of 2024, we transferred our FFELP Loan portfolio from loans held for investment to loans held for sale as we planned to sell the portfolio.

During the fourth quarter of 2024, we sold our FFELP Loan portfolio to a third party.

This transaction qualified for sale treatment and removed the balance of the loans from our balance sheet on the settlement date.

For additional information, see Notes to Consolidated Financial Statements, Note 6, “Loans Held for Sale” in this Form 10-K.

Loans Held for Sale

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Amounts on deposit in these accounts are primarily the result of timing differences between when principal and interest is collected on the trust assets and when principal and interest is paid on trust liabilities.

F- 16 SLM CORPORATION — 2024 Form 10-K

Significant Accounting Policies (Continued)

Allowance for Credit Losses

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This method requires us to project future principal and interest cash flows on our loans in those portfolios.

To estimate the future expected cash flows, we use a vintage-based methodology that considers life of loan loss expectations, prepayments, defaults, recoveries, and any other adjustments deemed necessary, to determine the adequacy of the allowance at each balance sheet date.

To estimate the future expected cash flows, we use statistical loan-level models that consider life of loan expectations for defaults, prepayments, recoveries, and any other qualitative adjustments deemed necessary, to determine the adequacy of the allowance at each balance sheet date.

These cash flows are discounted at the loan’s effective interest rate to calculate the present value of those cash flows.

Management adjusts the effective interest rate used to discount

2023 Form 10-K — SLM CORPORATION F-17

Significant Accounting Policies (Continued)

expected cash flows to incorporate expected prepayments.

Management adjusts the effective interest rate used to discount expected cash flows to incorporate expected prepayments.

The difference between the present value of those cash flows and the amortized cost basis of the underlying loans is the allowance for credit losses.

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We have elected to report the entire change in present value as credit loss expense.

In determining the loss rates used for the vintage-based approach, we start with our historical loss rates, stratify the loans within each vintage, and then adjust the loss rates based upon economic factors forecasted over a reasonable and supportable forecast period.

We estimate future default rates used in our current expected credit losses at a loan level using historical loss experience, current borrower characteristics, current conditions, and economic factors forecasted over a reasonable and supportable period.

At the end of the reasonable and supportable forecast period, we immediately revert our forecasted economic factors to long-term historical averages.

We estimate future prepayment speeds used in our current expected credit losses at a loan level using historical prepayment experience, current borrower characteristics, current conditions, and economic factors forecasted over a reasonable and supportable period.

The reasonable and supportable forecast period is meant to represent the period in which we believe we can estimate the impact of forecasted economic factors in our expected losses.

At the end of the reasonable and supportable forecast period, we immediately revert our forecasted economic factors to long-term historical loss conditions.

We use a two-year reasonable and supportable forecast period, although this period is subject to change as our view evolves on our ability to reasonably forecast economic conditions to estimate future losses.

In estimating our current expected credit losses, we use a combination of expected economic scenarios coupled with our historical experience to derive a base case adjusted for any qualitative factors (as described below).

In estimating future default rates and prepayment speeds in our current expected credit losses, we use a combination of expected economic scenarios coupled with our historical experience and adjust for any qualitative factors (as described below).

We also develop an adverse and favorable economic scenario.

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This weighting of expectations is used in calculating our current expected credit losses recorded each period.

In estimating recoveries, we use both estimates of what we would receive from the sale of defaulted loans as well as historical borrower payment behavior to estimate the timing and amount of future recoveries on charged-off loans.

We use historical experience and economic forecasts to estimate future prepayment speeds.

At the end of the two-year reasonable and supportable forecast for prepayments, we immediately revert to our historical long-term prepayment rates.

In addition to the above modeling approach, we also take certain other qualitative factors into consideration when calculating the allowance for credit losses, which could result in management overlays (increases or decreases to the allowance for credit losses).

These management overlays can encompass a broad array of factors not captured by model inputs, including but not limited to, changes in lending policies and procedures, including changes in underwriting standards, changes in servicing policies and collection administration practices, state law changes that could impact servicing and collection practices, charge-offs, recoveries not already included in the analysis, the effect of other external factors such as legal and regulatory requirements on the level of estimated current expected credit losses, the performance of the model over time versus actual losses, and any other operational or regulatory changes that could affect our estimate of future losses.

We obtain forecasts for our loss model inputs from Moody’s Analytics.

Moody’s Analytics provides a range of forecasts for each of these inputs with various likelihoods of occurrence.

We determine which forecasts we will include in our estimation of allowance for credit losses and the associated weightings for each of these inputs.

At December 31, 2024, December 31, 2023, and December 31, 2022, we used the Baseline (50th percentile likelihood of occurring)/S1 (stronger near-term growth scenario - 10 percent likelihood of occurring)/S3 (unfavorable (or downside) scenario - 10 percent likelihood of occurring) scenarios and weighted them 40 percent, 30 percent, and 30 percent, respectively.

Management reviews both the scenarios and their respective weightings each quarter in determining the allowance for credit losses.

In estimating recoveries, we use both estimates of what we expect to receive from the sale of defaulted loans as well as historical borrower payment behavior to estimate the timing and amount of future recoveries on charged-off loans.

In addition to the above modeling approach, we also take certain qualitative factors into consideration when calculating the allowance for credit losses, which could result in management overlays (increases or decreases to the allowance for credit losses).

These management overlays can encompass a broad array of factors not captured by model inputs, including, but not limited to, changes in lending policies and procedures, including changes in underwriting standards, changes in servicing policies and collection administration practices, including the loan modification program changes implemented in the fourth quarter of 2023, state law changes that could impact servicing and collection practices, charge-offs, recoveries not already included in the analysis, the effect of other external factors such as legal and regulatory requirements on the level of estimated current expected credit losses, the performance of the model over time versus actual losses, and any other operational or regulatory changes that could affect our estimate of future losses.

The evaluation of the allowance for credit losses is inherently subjective, as it requires material estimates that may be susceptible to significant changes.

If actual future performance in delinquency, charge-offs, and recoveries is significantly different than estimated, or management assumptions or practices were to change, this could materially affect the estimate of the allowance for credit losses, the timing of when losses are recognized, and the related provision for credit losses on our consolidated statements of income.

If actual future performance in delinquency, charge-offs, and recoveries is significantly different than estimated, or management assumptions or practices were to change, this could materially affect

2024 Form 10-K — SLM CORPORATION F-17

Significant Accounting Policies (Continued)

the estimate of the allowance for credit losses, the timing of when losses are recognized, and the related provision for credit losses in our consolidated statements of income.

When calculating our allowance for credit losses and liability for unfunded commitments, we incorporate several inputs that are subject to change period to period.

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• Weighting of economic forecasts;

• Prepayment speeds;

• Recovery rates.

Below we describe in further detail our policies and procedures for the allowance for credit losses as they relate to our Private Education Loan and FFELP Loan portfolios.

Of the model inputs outlined above, economic forecasts, weighting of economic forecasts, and recovery rates are subject to estimation uncertainty, and changes in these inputs could have a material impact to our allowance for credit losses and the related provision for credit losses.

In the fourth quarter of 2022, we changed our loss model to include forecasts of college graduate unemployment, retail sales, and median family income in determining the adequacy of the allowance for credit losses.

Prior to this change, we included forecasts of college graduate unemployment and the Consumer Price Index in our loss forecasting models.

In 2023, we experienced slower prepayment rates due to the rising interest rate environment.

Historically, when rates rise, loan prepayments decline due to a reduction in consolidation activity of our borrowers to third party lenders, and when rates decline, loan prepayments rise due to an increase in consolidation activity of our borrowers to third party lenders.

During 2023, our estimates of future prepayment speeds reflected the then current interest rate environment and future expectations of increased prepayment speeds in line with market expectations of a decline in interest rates based on the scenarios produced by Moody's Analytics described above.

Slower prepayment speeds increase the allowance for credit losses because the loss rates applied in the future periods are applied to higher loan balances.

In the second quarter of 2024, we implemented a loan-level future default rate model that includes current portfolio characteristics and forecasts of real gross domestic product and college graduate unemployment.

In the second quarter of 2024, we also implemented a future prepayment speeds model to include forecasts of real gross domestic product, retail sales, the Secured Overnight Financing Rate (“SOFR”), and the U.S.

10-year treasury rate.

These models reduce the reliance on certain qualitative overlays compared to the previous default rate and prepayment speeds models.

Prior to these changes, our default rate and prepayment speeds models used forecasts of college graduate unemployment, retail sales, home price index, and median family income.

Both the future default rate model and the future prepayment speeds model are used in determining the adequacy of the allowance for credit losses.

The combined impact upon implementation of these model enhancements and the changes in the related qualitative overlays did not have a material impact on the overall level of our allowance for credit losses.

Below we describe in further detail our policies and procedures for the allowance for credit losses as they relate to our Private Education Loan portfolio.

During the third quarter of 2024, we reclassified our FFELP Loan portfolio to loans held for sale and subsequently sold the FFELP Loan portfolio to a third party during the fourth quarter of 2024.

During the third quarter of 2022, we reclassified our Credit Card loan portfolio to loans held for sale and subsequently sold the Credit Card portfolio to a third party in May 2023.

F- 18 SLM CORPORATION — 2023 Form 10-K

Significant Accounting Policies (Continued)

Allowance for Private Education Loan Losses

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Once the loan is funded, that liability transfers to the allowance for Private Education Loan losses.

F- 18 SLM CORPORATION — 2024 Form 10-K

Significant Accounting Policies (Continued)

Key Credit Quality Indicators - Private Education Loans

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Previously, we used a mix of in-house collectors and sales to third parties.

We will continue to sell a segment of defaulted loans immediately after charge-off but will no longer sell retained defaulted loans (that have been subject to internal collection attempts for six months) to third parties and instead will continue our collection efforts using in-house collectors and third-party collectors.

We continue to sell a segment of defaulted loans immediately after charge-off but no longer sell retained defaulted loans (that have been subject to internal collection attempts for six months) to third parties and instead continue our collection efforts using in-house collectors and third-party collectors.

This improved our estimate of recovery rates for the year ended December 31, 2023.

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As part of concluding on the adequacy of the allowance for credit losses for Private Education Loans, we review key allowance and loan metrics.

The most relevant of these metrics considered are the allowance coverage of net charge-offs ratio;

the allowance as a percentage of ending total loans and accrued interest to be capitalized and of ending loans in repayment and accrued interest to be capitalized on loans in repayment;

The most relevant of the metrics considered are the allowance coverage of net charge-offs ratio;

the allowance as a percentage of ending total loans plus unfunded loan commitments and total accrued interest receivable;

and delinquency and forbearance percentages.

We consider a Private Education Loan to be delinquent if the borrower has not made a required payment prior to the 31st day after such payment was contractually due.

2023 Form 10-K — SLM CORPORATION F-19

Significant Accounting Policies (Continued)

Adoption of ASU No.

2022-02, “Troubled Debt Restructurings and Vintage Disclosures”

On March 31, 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No.

2022-02, “Troubled Debt Restructurings and Vintage Disclosures” (“ASU No.

2022-02”), which eliminated the accounting guidance for troubled debt restructurings (“TDRs”) while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.

The enhanced disclosures are required to be provided for modifications made starting in the period of adoption.

Information about modifications in periods before adoption is not required to be provided.

2022-02 also requires that entities disclose current-period gross charge-offs by year of origination.

For entities that have adopted the amendments in CECL, the amendment is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

Early adoption of the amendments in ASU No.

2022-02 was permitted if an entity has adopted CECL.

The amendments should be applied prospectively.

For the transition method related to the recognition and measurement of TDRs, an entity has the option to apply a modified retrospective transition method.

We elected to early adopt all aspects of ASU No.

2022-02 prospectively for the period beginning January 1, 2022.

The adoption was immaterial to our consolidated financial statements.

For additional information, see Note 7, "Allowance for Credit Losses," in this Form 10–K.

Troubled Debt Restructurings - 2021

In the year ended December 31, 2021, in estimating the expected defaults for our Private Education Loans that were considered TDRs, we followed the same discounted cash flow process described above but used the historical loss rates related to past TDR loans.

The appropriate gross loss rates were determined for each individual loan by evaluating loan maturity, risk characteristics, and macroeconomic conditions.

The allowance for our TDR portfolio was included in our overall allowance for Private Education Loans.

Our TDR portfolio was comprised mostly of loans with interest rate reductions and loans with forbearance usage greater than three months, as further described below.

We adjust the terms of loans for certain borrowers when we believe such changes will help our customers manage their student loan obligations and achieve better student outcomes, and increase the collectability of the loans.

These changes generally take the form of a temporary forbearance of payments, a temporary or permanent interest rate reduction, a temporary or permanent interest rate reduction with a permanent extension of the loan term, and/or a short-term extended repayment alternative.

Forbearance is granted prospectively for borrowers who are current in their payments and may be granted retroactively for certain delinquent borrowers.

We classified a loan as a TDR due to forbearance using a two-step process.

The first step was to identify a loan that was in full principal and interest repayment status and received more than three months of forbearance in a 24 -month period;

however, during the first nine months after a loan had entered full principal and interest repayment status, we did not count up to the first six months of forbearance received during that period against the three-month policy limit.

The second step was to evaluate the creditworthiness of the loan by examining its most recent refreshed FICO score.

Loans that met the criteria in the first test and had a FICO score above a certain threshold (based on the most recent quarterly FICO score refresh) were not classified as TDRs.

Loans that met the criteria in the first test and had a FICO score under the threshold (based on the most recent quarterly FICO score refresh) were classified as TDRs.

A loan also became a TDR when it was modified to reduce the interest rate on the loan (regardless of when such modification occurred and/or whether such interest rate reduction was temporary).

Once a loan qualified for TDR status, it remained a TDR for allowance purposes for the remainder of its life.

About half our loans that were considered TDRs involved a temporary forbearance of payments and did not change the contractual interest rate of the loan.

Off-Balance Sheet Exposure for Contractual Loan Commitments

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The portion of the allowance for credit losses related to future disbursements is shown as a liability on the face of the balance sheet, and related provision for credit losses is reflected on the income statement.

F- 20 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION F-19

Significant Accounting Policies (Continued)

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The accrued interest on these loans will be capitalized and increase the unpaid principal balance of the loans when the borrower exits the grace period after separation from school.

The discounted cash flow approach described above considers both the collectability of principal as well as this portion of accrued interest that is expected to capitalize to the balance of the loan.

Therefore, the allowance for this portion of accrued interest balance is included in our allowance for credit losses.

The discounted cash flow approach does not consider interest accrued on loans that are in a full principal and interest repayment status or in interest-only repayment status.

We separately capture the amount of expected uncollectible interest associated with these loans using historical experience to estimate the uncollectible interest for the next four months at each period-end date.

The discounted cash flow approach and the allowance for credit losses described above consider both the collectability of principal and accrued interest.

The allowance for uncollectible interest estimates the additional uncollectible interest that is not captured in the allowance for credit losses.

The allowance for uncollectible interest uses historical experience to estimate the uncollectible interest on loans for which payment in full of principal or interest is not expected.

This amount is recorded as a reduction of interest income.

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At September 30, 2022, we transferred our Credit Card portfolio to loans held for sale as we planned to sell our Credit Card portfolio.

At that time, we reversed $ 2.4 million through the provisions for credit losses for the allowance related to these loans, when the loans were transferred to held for sale.

At that time, we reversed $ 2.4 million through the provisions for credit losses for the allowance related to these loans.

We subsequently sold the Credit Card portfolio to a third party in May 2023.

For the year ended December 31, 2021, we used the gross loss approach when estimating the allowance for credit losses for our Credit Card portfolio.

Because our Credit Card portfolio was new and we did not have sufficient historical loss experience, we used estimated loss rates reported by other financial institutions to estimate our allowance for credit losses for Credit Cards, net of expected recoveries.

In addition, we used a model that utilized purchased credit card information with risk characteristics similar to those of our own portfolio as a challenger model.

We then considered any qualitative factors that may change our future expectations of losses.

Allowance for FFELP Loan Losses

During the third quarter of 2024, we transferred our FFELP Loan portfolio to loans held for sale as we planned to sell our FFELP Loan portfolio.

At that time, we wrote down this loan portfolio to its estimated fair value through an adjustment to the allowance for credit losses of $ 8 million.

We subsequently sold the FFELP Loan portfolio to a third party in the fourth quarter of 2024.

FFELP Loans are insured as to their principal and accrued interest in the event of default, subject to a risk-sharing level based on the date of loan disbursement.

These insurance obligations are supported by contractual rights against the United States.

For loans disbursed on or after July 1, 2006, we receive 97 percent reimbursement on all qualifying claims.

For loans disbursed after October 1, 1993, and before July 1, 2006, we receive 98 percent reimbursement on all qualifying claims.

For loans disbursed prior to October 1, 1993, we receive 100 percent reimbursement.

Because we bear a maximum of three percent loss exposure due to this federal guarantee, our allowance for credit losses for FFELP Loans and related periodic provision expense are relatively small.

We use the gross loss approach when estimating the allowance for credit losses for the unguaranteed portion of our FFELP Loans.

We maintain an allowance for credit losses for our FFELP Loans at a level sufficient to cover lifetime expected credit losses.

The allowance for FFELP Loan losses uses historical experience of customer default behavior.

We apply the default rate projections, net of applicable risk sharing, to our FFELP Loans for the current period to perform our quantitative calculation.

Once the quantitative calculation is performed, we review the adequacy of the allowance for credit losses and determine if qualitative adjustments need to be considered.

For loans disbursed on or after July 1, 2006, owners receive 97 percent reimbursement on all qualifying claims.

For loans disbursed after October 1, 1993, and before July 1, 2006, owners receive 98 percent reimbursement on all qualifying claims.

For loans disbursed prior to October 1, 1993, owners receive 100 percent reimbursement.

Because owners bear a maximum of three percent loss exposure due to this federal guarantee, our allowance for credit losses for FFELP Loans and related periodic provision expense were relatively small.

For the years ended December 31, 2023 and 2022, we used the gross loss approach when estimating the allowance for credit losses for the unguaranteed portion of our FFELP Loans.

We maintained an allowance for credit losses for our FFELP Loans at a level sufficient to cover lifetime expected credit losses.

The allowance for FFELP Loan losses used historical experience of customer default behavior.

We applied the default rate projections, net of applicable risk sharing, to our FFELP Loans for the respective period to perform our quantitative calculation.

Once the quantitative calculation was performed, we reviewed the adequacy of the allowance for credit losses and determined if qualitative adjustments needed to be considered.

Business Combinations

On March 4, 2022, we completed the acquisition of the assets primarily used or held for use of Epic Research Education Services, LLC, which does business as Nitro College (“Nitro”).

Nitro provides resources that help students and families evaluate how to responsibly pay for college and manage their financial responsibilities after graduation.

The addition of Nitro will support our mission of providing students with the confidence needed to successfully navigate the higher education journey.

The acquisition of the Nitro assets, including its employees and intellectual property, has expanded our digital marketing capabilities, reduced the cost to acquire customer accounts, and accelerated our progress to become a broader education solutions provider for students before, during, and immediately after college.

On March 4, 2022, we completed the acquisition of the assets primarily used or held for use of Epic Research Education Services, LLC, which did business as Nitro College (“Nitro”).

Nitro provided resources that helped students and families evaluate how to responsibly pay for college and manage their financial responsibilities after graduation.

The addition of Nitro supports our mission of providing students with the confidence needed to successfully navigate the higher education journey.

The acquisition of the Nitro assets, including its employees and intellectual property, expanded our digital marketing capabilities, reduced the cost to acquire customer accounts, and accelerated our progress to become a broader education solutions provider for students before, during, and immediately after college.

In 2024, we completed the transition of the related Nitro branding to the Sallie and Sallie Mae brands and platforms.

On July 21, 2023, we completed the acquisition of several key assets of Scholly, Inc.

Scholly is engaged in the business of operating as a scholarship publishing and servicing platform, comprised of websites and mobile application search products that offer custom recommendations for post-secondary scholarships for students, their families, and others as well as related services for scholarship providers.

The addition of Scholly assets will support our mission of providing students with the confidence needed to successfully navigate the higher education journey.

These acquisitions were accounted for as business combinations using the acquisition method of accounting in accordance with the FASB’s Accounting Standard Codification 805, “Business Combinations,” whereby as of the respective acquisition date, the acquired tangible assets and liabilities were recorded at their estimated fair values.

2023 Form 10-K — SLM CORPORATION F-21

Scholly was engaged in the business of operating as a scholarship publishing and servicing platform, comprised of websites and mobile application search products that offered custom recommendations for post-secondary scholarships for students, their families, and others as well as related services for scholarship providers.

The addition of Scholly assets supports our mission of providing students with the confidence needed to successfully navigate the higher education journey.

These acquisitions were accounted for as business combinations using the acquisition method of accounting in accordance with the Accounting Standard Codification 805, “Business Combinations,” of the Financial Accounting Standards Board (“FASB”), whereby as of the respective acquisition date, the acquired tangible assets and liabilities were recorded at their estimated fair values.

The identifiable intangible assets were recorded at fair values as determined by an independent appraiser.

The final purchase price allocation for Nitro resulted in an excess purchase price over fair value of

F- 20 SLM CORPORATION — 2024 Form 10-K

Significant Accounting Policies (Continued)

identifiable intangible assets were recorded at fair values as determined by an independent appraiser.

The final purchase price allocation for Nitro resulted in an excess purchase price over fair value of net assets acquired, or goodwill, of $ 51 million.

net assets acquired, or goodwill, of $ 51 million.

The final purchase price allocation for Scholly resulted in an excess purchase price over fair value of net assets acquired, or goodwill, of $ 5 million.

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In the fourth quarter of 2023, we impaired our Nitro trade name and trademarks intangible asset.

See Notes to Consolidated Financial Statements, Note 10, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

See Note 8, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

Identifiable intangible assets at the acquisition date of Scholly included definite life intangible assets with an aggregate fair value of approximately $ 11 million, including trade name and trademarks, developed technology, customer relationships, and partner relationships.

See “— Goodwill and Acquired Intangible Assets,” and Notes to Consolidated Financial Statements, Note 10, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

See “—Goodwill and Acquired Intangible Assets” in this Note 2 and Note 8, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

Goodwill and Acquired Intangible Assets

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We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.

See Notes to Consolidated Financial Statements, Note 10, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

See Note 8, “Goodwill and Acquired Intangible Assets” in this Form 10-K for additional details.

Our retail deposit accounts are principally certificates of deposit (“CDs”), money market deposit accounts (“MMDAs”), and high-yield savings (“HYS”) accounts.

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For retail MMDA and HYS accounts, the depositor may be required to give written notice of any intended withdrawal not less than seven days before the withdrawal is made.

F- 22 SLM CORPORATION — 2023 Form 10-K

Significant Accounting Policies (Continued)

The Bank also includes brokered CDs in its funding base.

Early withdrawal of brokered CDs is prohibited (except in the case of death or legal incapacity).

Early withdrawal of brokered CDs is generally prohibited (except in the case of death or legal incapacity).

Other deposit accounts include large interest-bearing omnibus accounts deposited in the Bank by commercial entities having custodial responsibilities for many underlying accounts.

These omnibus accounts may be structured with or without fixed maturities, and may have fixed or variable interest rates.

2024 Form 10-K — SLM CORPORATION F-21

Significant Accounting Policies (Continued)

Fair Value Measurement

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For the amortization of the basis adjustments, we determine the constant effective yield necessary to apply the interest method based upon the contractual terms of the loan contract, with no consideration given to expected prepayments.

For fixed-rate loans, when a prepayment occurs the unamortized balance of the basis adjustments is adjusted so that future amortization (based upon the contractual terms of the loan) will result in a constant effective yield equal to the

2023 Form 10-K — SLM CORPORATION F-23

Significant Accounting Policies (Continued)

original effective interest rate.

Prepayments do not result in a change in the effective interest rate of the loan.

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For variable-rate loans, the effective interest rate at the time of origination is the loan’s effective interest rate assuming all future contractual payments.

The effective interest rate remains the same for that loan until the loan rate changes.

The effective interest rate remains the same for that loan until the loan rate

F- 22 SLM CORPORATION — 2024 Form 10-K

Significant Accounting Policies (Continued)

If there is no prepayment and no change in the stated interest rate, the periodic amortization of the basis adjustments is equal to the difference between the effective interest rate multiplied by the book basis and the contractual interest due.

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The accounting basis used to determine the effective interest rate of the cash flows is equal to the balances of the unpaid principal balance and unamortized basis adjustments at the time of the rate change.

We also pay to the U.S.

Department of Education (the “DOE”) an annual 105 basis point Consolidation Loan Rebate Fee on FFELP consolidation loans, which is netted against loan interest income.

We also paid the U.S.

Department of Education (the “DOE”) an annual 105 basis point Consolidation Loan Rebate Fee on FFELP consolidation loans, which was netted against loan interest income.

Additionally, interest earned on education loans reflects potential non-payment adjustments in accordance with our uncollectible interest recognition policy.

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For loans not currently in full principal and interest repayment status or interest-only repayment status, we recognize the allowance for the portion of uncollectible interest representing amounts to be capitalized after separation from school and the expiration of the grace period to the provisions for credit losses and classify this allowance as part of our allowance for credit losses.

The allowance for the portion of uncollectible interest on loans making full interest payments will continue to be recorded as a reduction of interest income.

The allowance for the portion of uncollectible interest on loans making full interest payments estimates the additional uncollectible interest that is not captured in the allowance for credit losses and will continue to be recorded as a reduction of interest income.

As we maintain an allowance for uncollectible interest on loans making full interest payments and an allowance for credit losses for the interest on loans where all, or a portion of the interest, will be capitalized in the future, we do not place loans in nonaccrual status prior to charge-off.

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At December 31, 2024, we had an immaterial amount of loans in nonaccrual status.

At December 31, 2022, we had no loans in nonaccrual status.

At December 31, 2023, we also had an immaterial amount of loans in nonaccrual status.

We recognize certain fee income (primarily late fees) on all loans when earned according to the contractual provisions of the promissory notes, as well as our expectation of collectability.

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Interest expense also includes the amortization of deferred gains and losses on closed qualifying hedge transactions.

Amortization of debt issuance costs, premiums, discounts, and terminated hedge-basis

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Significant Accounting Policies (Continued)

adjustments are recognized using the effective interest rate method.

Amortization of debt issuance costs, premiums, discounts, and terminated hedge-basis adjustments are recognized using the effective interest rate method.

Refer to Note 9, “Deposits,” and Note 10, “Borrowings” in this Form 10-K for further details of our interest-bearing liabilities.

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Other income also included fees related to our Credit Card program.

At September 30, 2022, we transferred our Credit Card portfolio to loans held for sale and subsequently sold the Credit Card portfolio to a third party in May 2023.

2024 Form 10-K — SLM CORPORATION F-23

Significant Accounting Policies (Continued)

September 30, 2022, we transferred our Credit Card portfolio to loans held for sale and subsequently sold the Credit Card portfolio to a third party in May 2023.

Securitization Accounting

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We may also be responsible for indemnities in other instances for such things as willful misfeasance or bad faith.

In 2023 and 2022, we also closed several loan sales and securitization transactions that were not consolidated on our balance sheet due to the transaction having met the criteria for sales treatment, for which Sallie Mae is not the primary beneficiary.

In these transactions, we remove loans from our consolidated balance sheet and recognize any assets retained and liabilities assumed at fair value, and record a gain or loss on the transferred loans.

Our continuing

2023 Form 10-K — SLM CORPORATION F-25

Significant Accounting Policies (Continued)

involvement in these securitization transactions mainly consists of acting as the primary servicer and holding certain retained interests.

We provide additional information regarding these types of activities in Note 12, “Borrowings — Unconsolidated VIEs” in this Form 10-K.

In 2024 and 2023, we also closed several loan sales and securitization transactions that were not consolidated on our balance sheet due to the transaction having met the criteria for sales treatment and Sallie Mae not being the primary beneficiary.

In these transactions, we removed loans from our consolidated balance sheet and recognized any assets retained and liabilities assumed at fair value, and recorded a gain or loss on the transferred loans.

Our continuing involvement in these securitization transactions mainly consists of acting as the primary servicer and holding certain retained interests.

We provide additional information regarding these types of activities in Note 10, “Borrowings — Unconsolidated Funding Vehicles” in this Form 10-K.

Derivative Accounting

We account for our derivatives, consisting of interest rate swaps, at fair value on the consolidated balance sheets as either an asset or liability.

Derivative positions are recorded as net positions by counterparty based on master netting arrangements (see Note 13, “Derivative Financial Instruments”), exclusive of accrued interest and cash collateral held or pledged.

Derivative positions are recorded as net positions by counterparty based on master netting arrangements (see Note 11, “Derivative Financial Instruments” in this Form 10-K), exclusive of accrued interest and cash collateral held or pledged.

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) requires all standardized derivatives, including most interest rate swaps, to be submitted for clearing to central counterparties to reduce counterparty risk.

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All variation margin payments on derivatives cleared through the CME and LCH are accounted for as legal settlement.

As of December 31, 2023, $ 1.8 billion notional of our derivative contracts were cleared on the CME and $ 0.1 billion were cleared on the LCH.

The derivative contracts cleared through the CME and LCH represent 92.6 percent and 7.4 percent, respectively, of our total notional derivative contracts of $ 1.9 billion at December 31, 2023.

As of December 31, 2024, $ 850 million notional of our derivative contracts were cleared on the CME and $ 71 million were cleared on the LCH.

The derivative contracts cleared

F- 24 SLM CORPORATION — 2024 Form 10-K

Significant Accounting Policies (Continued)

through the CME and LCH represent 92.3 percent and 7.7 percent, respectively, of our total notional derivative contracts of $ 921 million at December 31, 2024.

For derivatives cleared through the CME and LCH, the net gain (loss) position includes the variation margin amounts as settlement of the derivative and not collateral against the fair value of the derivative.

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The accounting for derivative instruments requires that every derivative instrument, including certain derivative instruments embedded in other contracts, be recorded on the balance sheet as either an asset or liability measured at fair value.

Our derivative instruments are classified and accounted for by us as fair value hedges, cash flow hedges, and trading hedges.

Our derivative instruments are classified and accounted for by us as either fair value hedges or cash flow hedges.

Each derivative is designated to a specific (or pool of) liability(ies) on the consolidated balance sheets, and is designated as either a “fair value” hedge or a “cash flow” hedge.

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If it is also determined the hedge will not be effective in the future, we discontinue the hedge accounting prospectively and begin amortization of any basis adjustments that exist related to the hedged item.

On March 12, 2020, the FASB issued ASU No.

On March 12, 2020, FASB issued ASU No.

2020-04, “Reference Rate Reform (“Topic 848”):

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Our derivative portfolio is made up of interest rate swaps that are centrally cleared through either the CME or the LCH.

On October 16, 2020, both the CME and the LCH changed the price alignment interest and discount rate applied when valuing these transactions to the Secured Overnight Financing rate (“SOFR”).

On October 16, 2020, both the CME and the LCH changed the price alignment interest and discount rate applied when valuing these transactions to SOFR.

The ISDA 2020 LIBOR Fallbacks Protocol (the “ISDA Fallback Protocol”) was made available for adherence on October 23, 2020, with an effective date of January 25, 2021.

1 unchanged sentence

We have elected the option provided in Topic 848 to not reassess previous accounting determinations as well as the option to not dedesignate a hedging relationship due to a current or future change in a critical or contractual term related to reference rate reform, including changes in the discount rate.

F- 26 SLM CORPORATION — 2023 Form 10-K

Significant Accounting Policies (Continued)

As our liabilities began to use alternatives to LIBOR before LIBOR was no longer published, for cash flow hedges of forecasted LIBOR based payments, we elected the expedient offered in Topic 848 to disregard the potential change in the designated hedged interest rate risk that may occur because of reference rate reform when we assess whether the hedged forecasted transactions are probable, in accordance with the requirements of “Derivatives and Hedging” Topic 815.

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We record all excess tax benefits/deficiencies related to the settlement of employee stock-based compensation to the income tax expense line item on our consolidated statements of income.

Restructuring Activities

From time to time we implement plans to restructure our business.

During the third quarter of 2020, we initiated a restructuring program to reduce costs and improve operating efficiencies by better aligning our organizational structure with our new corporate strategic imperatives.

In conjunction with these restructuring plans, involuntary benefit arrangements, and certain other costs that are incremental and incurred as a direct result of our restructuring plans, are classified as restructuring expenses in the accompanying consolidated statements of income.

We recorded $ 1 million in additional restructuring expenses in the year ended December 31, 2021.

We sponsor employee severance plans that provide severance benefits in the event of termination of our full-time employees and part-time employees who work at least 24 hours per week.

The severance plans establish specified benefits based on base salary, job level immediately preceding termination, and years of service upon termination of employment due to involuntary termination or a job abolishment, as defined in the severance plans.

The benefits payable under the severance plans relate to past service.

Accordingly, we recognize severance costs to be paid pursuant to the severance plans when payment of such benefits is probable and reasonably estimable.

Such benefits, including severance pay calculated based on the severance plan, medical and dental benefits, outplacement services, and continuation pay, were incurred during the year ended December 31, 2020, as a direct result of our restructuring initiative.

Accordingly, such costs are classified as restructuring expenses in the accompanying consolidated statements of income.

We finalized this restructuring plan in 2020.

2024 Form 10-K — SLM CORPORATION F-25

Significant Accounting Policies (Continued)

We account for income taxes under the asset and liability approach, which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and tax basis of our assets and liabilities.

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We recognize interest and penalties related to unrecognized tax benefits in income tax expense (benefit).

In connection with the Spin-Off, we recorded a liability related to uncertain tax positions of $ 27 million for which we are indemnified by Navient.

If there is an adjustment to the indemnified uncertain tax liability, an offsetting adjustment to the indemnification receivable is recorded as pre-tax adjustment to other income in the income statement.

As of December 31, 2023, with respect to those amounts recorded at the Spin-Off, both the remaining liability balance (related to uncertain tax positions) and the remaining indemnification receivable balance (related to uncertain tax positions) were zero .

2023 Form 10-K — SLM CORPORATION F-27

Recently Adopted Accounting Pronouncements

In November 2023, the FASB issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

The ASU improves reportable segment disclosure requirements and requires enhanced disclosures about significant segment expenses.

We adopted this amendment as of December 31, 2024, on a retrospective basis.

See Note 22, “Segment Reporting” in this Form 10-K for additional details on the impact of adoption of the ASU.

Recently Issued Accounting Pronouncements

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

The ASU requires entities to disclose specific categories in the effective tax rate reconciliation and provide additional information for reconciling items where the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income/loss by the applicable statutory income tax rate.

Additionally, entities are required to disclose the year-to-date amount of income taxes paid (net of refunds received) disaggregated by jurisdiction.

The standard is effective for fiscal years beginning after December 15, 2024.

We do not expect the impact of this ASU to be material to our consolidated financial statements.

In November 2024, the FASB issued ASU No.

2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosure (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

The ASU is intended to provide more detailed information about specified categories of expenses (purchases of inventory, employee compensation, depreciation and amortization) included in certain expense captions presented on the consolidated statements of income.

The guidance in this standard is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

We are currently evaluating the impact of the ASU on our consolidated financial statements.

Cash and Cash Equivalents

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As of December 31, 2024 and 2023, no funds were on deposit with the FRB under this program.

F- 26 SLM CORPORATION — 2024 Form 10-K

Trading Investments

We periodically sell Private Education Loans through securitization transactions where we were required to retain a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitizations).

We periodically sell Private Education Loans through securitization transactions where we are required to retain a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitizations).

42 unchanged sentences

For available-for-sale securities in an unrealized loss position, we first assess whether we intend to sell, or it is more likely than not that we will be required to sell, the security before recovery of its amortized cost basis.

If either of these criteria is met, the security’s amortized cost basis is written down to fair value through income.

If either of these criteria are met, the security’s amortized cost basis is written down to fair value through net income.

For securities in an unrealized loss position that do not meet these criteria, we evaluate whether the decline in fair value has resulted from credit loss or other factors.

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government-sponsored enterprise bonds are rated Aaa by Moody’s Investors Service or AA+ by Standard and Poor’s.

The decline in value from December 31, 2022 to December 31, 2023 was driven by the current interest rate environment and is not credit-related.

We have the intent and ability to hold these bonds for a period of time sufficient for the market price to recover to at least the adjusted amortized cost of the security.

4 unchanged sentences

We expect to receive all contractual cash flows related to these investments and do not consider a credit impairment to exist.

2023 Form 10-K — SLM CORPORATION F-29

F- 28 SLM CORPORATION — 2024 Form 10-K

Investments (Continued)

24 unchanged sentences

2058 39,379 40,355

2058 46,733 46,342

Total $ 2,042,473 $ 1,933,226

6 unchanged sentences

Because these are non-marketable securities, we use observable price changes of identical or similar securities of the same issuer, or when observable prices are not available, use market data of similar entities, in determining any changes in the value of the securities.

In the third quarter of 2024, we funded a new investment in non-marketable securities of an issuer whose securities we have not previously purchased.

In March 2023, our $ 5 million investment in a convertible debt security, classified as a trading investment, and the related accrued interest were converted into equity securities and were reclassified to investments in non-marketable securities.

In the second quarter of 2021, we funded an additional investment, as part of a larger equity raise, in an issuer whose equity securities we purchased in the past.

We used the valuation associated with the more recent equity raise to adjust the valuation of our previous investments, and, as a result, recorded a gain of $ 35 million on our earlier equity securities investments.

This gain was recorded in “gains (losses) on securities, net” in the consolidated statements of income in 2021.

In the fourth quarter of 2022, we determined that our investment in these non-marketable equity securities was impaired.

As such, we wrote down the value based upon an

F- 30 SLM CORPORATION — 2023 Form 10-K

In the fourth quarter of 2022, we determined that our investment in an issuer whose equity securities we purchased in the past was impaired.

As such, we wrote down the value based upon an estimate of the value of these securities and recorded a loss of $ 60 million in “gains (losses) on securities, net” in the consolidated statements of income in 2022.

At December 31, 2024 and December 31, 2023, our total investment in non-marketable securities was $ 24 million and $ 14 million, respectively.

2024 Form 10-K — SLM CORPORATION F-29

Investments (Continued)

estimate of the value of these securities and recorded a loss of $ 60 million in “gains (losses) on securities, net” in the consolidated statements of income in 2022.

At December 31, 2023 and December 31, 2022, our total investment in the non-marketable securities of this issuer was $ 14 million and $ 8 million, respectively.

Low Income Housing Tax Credit Investments

We invest in affordable housing projects that qualify for the LIHTC, which is designed to promote private development of low-income housing.

These investments generate a return mostly through realization of federal tax credits and tax benefits from net operating losses on the underlying properties.

We recognized $ 13 million, $ 11 million, and $ 9 million of tax credits and other tax benefits associated with investments in affordable housing projects within income tax expense for the years ended December 31, 2024, 2023, and 2022, respectively.

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Loans Held for Investment

Loans held for investment consist of Private Education Loans and FFELP Loans.

Loans held for investment consist solely of Private Education Loans as of December 31, 2024.

During the third quarter of 2024, we transferred our remaining FFELP Loan portfolio to loans held for sale and subsequently sold the FFELP Loan portfolio to an unaffiliated third party during the fourth quarter of 2024.

We wrote down the FFELP Loan portfolio to its estimated fair value through an adjustment to the allowance for credit losses of $ 8 million in 2024.

We use “Credit Cards” to refer to the suite of Credit Card loans that we previously held.

At September 30, 2022, we transferred our Credit Card portfolio to loans held for sale and subsequently sold the Credit Card portfolio to a third party in May 2023.

We recorded a loss of $ 4 million on the on the sale of the Credit Card portfolio in 2023.

For additional information, see Note 6, “Loans Held for Sale” in this Form 10-K.

We recorded a loss of $ 4 million on the sale of the Credit Card portfolio in 2023.

Our Private Education Loans are made largely to bridge the gap between the cost of higher education and the amount funded through financial aid, government loans, and customers’ resources.

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Private Education Loans may be fixed-rate or may carry a variable interest rate indexed to SOFR, the Secured Overnight Financing Rate.

As of December 31, 2023, 33 percent of all our Private Education Loans were indexed to SOFR.

As of December 31, 2022, 45 percent of all our Private Education Loans were indexed to LIBOR or SOFR.

As of December 31, 2024 and December 31, 2023, 23 percent and 33 percent, respectively, of all our Private Education Loans were indexed to SOFR.

We provide incentives for customers to include a cosigner on the loan, and the vast majority of Private Education Loans in our portfolio are cosigned.

We also encourage customers to make payments while in school.

FFELP Loans are insured as to their principal and accrued interest in the event of default, subject to a risk-sharing level based on the date of loan disbursement.

These insurance obligations are supported by contractual rights against the United States.

For loans disbursed on or after July 1, 2006, we receive 97 percent reimbursement on all qualifying claims.

For loans disbursed after October 1, 1993, and before July 1, 2006, we receive 98 percent reimbursement on all qualifying claims.

For loans disbursed prior to October 1, 1993, we receive 100 percent reimbursement on all qualifying claims.

In 2021, we recognized $ 548 million in gains from the sale of approximately $ 4.24 billion of our Private Education Loans, including $ 3.98 billion of principal and $ 264 million in capitalized interest, to unaffiliated third parties.

In 2022, we recognized $ 328 million in gains from the sale of approximately $ 3.34 billion of our Private Education Loans, including $ 3.13 billion of principal and $ 217 million in capitalized interest, to unaffiliated third parties.

In 2023, we recognized $ 164 million in gains from the sale of approximately $ 3.15 billion of our Private Education Loans, including $ 2.93 billion of principal and $ 226 million in capitalized interest, to an unaffliated third party.

The following table summarizes our Private Education Loan sales to unaffiliated third parties for the periods presented.

Years Ended December 31,

(dollars in millions) 2024 2023 2022

Loan principal $ 3,418 $ 2,927 $ 3,126

Capitalized interest

Total Private Education Loans sold $ 3,692 $ 3,153 $ 3,343

Gain on sale of loans, net

$ 255 $ 164 $ 328

There were VIEs created in the execution of certain of these loan sales;

2 unchanged sentences

We remained the servicer of these loans pursuant to applicable servicing agreements executed in connection with the sales.

For additional information, see Note 12, “Borrowings - Unconsolidated VIEs” in this Form 10-K.

2023 Form 10-K — SLM CORPORATION F-31

For additional information, see Note 10, “Borrowings — Unconsolidated Funding Vehicles” in this Form 10-K.

F- 30 SLM CORPORATION — 2024 Form 10-K

Loans Held for Investment (Continued)

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Deferred origination costs and unamortized premium/ (discount) 103,070 81,554

Allowance for credit losses ( 1,335,105 ) ( 1,353,631 )

Allowance for loan losses ( 1,435,920 ) ( 1,335,105 )

Total Private Education Loans, net 20,902,158 19,772,293

1 unchanged sentence

Deferred origination costs and unamortized premium/ (discount) — 1,330

Allowance for credit losses ( 4,667 ) ( 3,444 )

Allowance for loan losses — ( 4,667 )

Total FFELP Loans, net — 534,064

Loans held for investment, net $ 20,902,158 $ 20,306,357

The estimated weighted average life of education loans in our portfolio was approximately 5.0 years at both December 31, 2023 and 2022.

The average balance and the respective weighted average interest rates of loans in our portfolio (net of unamortized premium/discount) are summarized as follows:

(1) FFELP Loans were transferred to loans held for sale during the third quarter of 2024 and subsequently sold to a third party during the fourth quarter of 2024.

The estimated weighted average life of education loans in our portfolio was approximately 5.6 years and 5.0 years at December 31, 2024 and 2023, respectively.

The average balance (net of unamortized premium/(discount)) and the respective weighted average interest rates of loans in our portfolio are summarized as follows:

2024 2023 2022

2 unchanged sentences

FFELP Loans 413,338 7.45 574,218 7.19 662,194 4.62

Credit Cards (1)

— — — — 14,982 4.67

Total portfolio $ 21,534,883 $ 21,613,919 $ 21,238,931

(1) Credit Card loans were transferred to loans held for sale at September 30, 2022 and were subsequently sold to a third party in May 2023.

F- 32 SLM CORPORATION — 2023 Form 10-K

Loans Held for Investment (Continued)

Certain Collection Tools — Private Education Loans

Forbearance is granted prospectively for borrowers who are current in their payments and may be granted retroactively for certain delinquent borrowers.

Over the course of the last few years, we have made significant changes to our credit administration practices, enhancing our loss mitigation programs through both our forbearance and loan modification offerings.

We adjust the terms of loans for certain borrowers when we believe such changes will help our borrowers manage their student loan obligations and achieve better student outcomes, and increase the collectability of the loans.

Forbearance allows a borrower to not make scheduled payments for a specified period of time.

Our forbearance policies and practices vary depending upon whether a borrower is current or delinquent at the time forbearance is requested, generally with stricter requirements for delinquent borrowers.

Using forbearance extends the original term of the loan by the term of forbearance taken.

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Interest will not capitalize at the end of certain types of forbearance, such as disaster forbearance, however.

We grant forbearance through our servicing centers to borrowers who are current in their payments and through our collections centers to certain borrowers who are delinquent.

Our forbearance policies and practices vary depending upon whether a borrower is current or delinquent at the time forbearance is requested, generally with stricter payment requirements for delinquent borrowers.

We view the population of borrowers that use forbearance positively because the borrowers are either proactively reaching out to us to obtain assistance in managing their obligations or are working with our collections center to bring their loans current.

Forbearance may be granted through our servicing centers to customers who are exiting their grace period, and to other customers who are current in their payments, to provide temporary payment relief.

In these circumstances, a customer’s loan is placed into a forbearance status in limited monthly increments and is reflected in the forbearance status at month-end during this time.

At the end of the forbearance period, the customer will enter repayment status as current and is expected to begin making scheduled monthly payments.

Forbearance may also be granted through our collections centers to customers who are delinquent in their payments.

If specific payment requirements are met, the forbearance can cure the delinquency and the customer is returned to a current repayment status.

Forbearance as a collection tool is used most effectively when applying historical experience and our judgment to a customer’s unique situation.

We leverage updated customer information and other decision support tools to best determine who will be granted forbearance based on our expectations as to a customer’s ability and willingness to repay their obligation.

This strategy is aimed at assisting customers while mitigating the risks of delinquency and default as well as encouraging resolution of delinquent loans.

In most instances, we require one payment, as an indication of a customer’s willingness and ability to repay, before granting forbearance to delinquent borrowers.

Historically, we have utilized disaster forbearance to assist borrowers affected by material events, typically federally-declared disasters, including hurricanes, wildfires, floods, and the COVID-19 pandemic.

2024 Form 10-K — SLM CORPORATION F-31

Loans Held for Investment (Continued)

During the first six months following a borrower’s grace period, the borrower may be eligible for extended grace forbearance, which provides temporary payment relief to give the borrower additional time to be in a position to make regular principal and interest payments.

Hardship forbearance may be granted in order to provide temporary payment relief to borrowers who are either current in their payments but demonstrate a need for relief, or who are delinquent in their payments but demonstrate an ability and willingness to repay their obligation.

In these circumstances, a borrower’s loan is placed into a forbearance status in limited monthly increments and is reflected in the forbearance status at month-end during this time.

At the end of the forbearance period, for borrowers who were current when they entered forbearance, or those who were delinquent but met specific payment requirements curing their delinquency, the borrower will enter repayment status as current.

In all instances, the borrowers are expected to begin making scheduled monthly payments at the end of their forbearance periods.

This strategy is aimed at assisting borrowers while mitigating the risks of delinquency and default as well as encouraging resolution of delinquent loans.

Disaster forbearance is used to assist borrowers affected by material events, typically federally-declared disasters, including hurricanes, wildfires, floods, and pandemics.

We typically grant disaster forbearance to affected borrowers in increments of up to three months at a time, but the disaster forbearance granted generally does not apply toward the 12-month forbearance limit described below.

Management continually monitors our credit administration practices and may periodically modify these practices based upon performance, industry conventions, and/or regulatory feedback.

In light of these considerations, we previously announced certain changes to our credit administration practices, including the imposition of limits on the number of forbearance months granted consecutively and the number of times certain extended or reduced repayment alternatives may be granted.

Currently, we generally grant forbearance in increments of one to two months at a time, for up to 12 months over the life of the loan, although disaster forbearance and certain assistance we grant to borrowers who are still in school do not apply toward the 12-month limit.

Currently, we generally grant forbearance in increments of one to two months at a time, for up to 12 months over the life of the loan, although extended grace forbearance is typically granted in one six-month increment and disaster forbearance and certain other limited instances do not apply toward the 12-month limit.

We also currently require 12 months of positive payment performance by a borrower (meaning the borrower must make payment in a cumulative amount equivalent to 12 monthly required payments under the loan) between successive grants of forbearance and between forbearance grants and certain other repayment alternatives.

This required period of positive payment performance does not apply, however, to forbearances granted during the first six months following a borrower’s grace period and is not required for a borrower to receive a contractual interest rate reduction.

This required period of positive payment performance does not apply, however, to extended grace forbearances and is not required for a borrower to receive a contractual interest rate reduction.

In addition, we currently limit the participation of delinquent borrowers in certain short-term extended or interest-only repayment alternatives to once in 12 months and twice in five years .

We also now count the number of months a borrower receives a short-term extended repayment alternative toward the 12-month forbearance limit described above.

We also offer rate and term modifications to customers experiencing more severe hardship.

In the fourth quarter of 2023, we developed additional modification programs tailored to the financial condition of individual borrowers.

2023 Form 10-K — SLM CORPORATION F-33

Loans Held for Investment (Continued)

to these additional modification programs, for our borrowers experiencing the most severe financial conditions, we currently may reduce the contractual interest rate on a loan to as low as 2.0 percent for the remaining life of the loan and also permanently extend the final maturity of the loan.

Other borrowers experiencing severe hardship may not require as much assistance, however, given their circumstances.

In those instances, we may reduce the contractual interest rate on a loan to a rate greater than 2.0 percent, and up to 8.0 percent, for a temporary period of up to two to four years, and in some instances may also permanently extend the final maturity of the loan.

When we give a borrower facing financial difficulty an interest rate reduction under our programs, we evaluate their ability to pay and provide customized repayment terms based upon their financial condition.

As part of demonstrating the ability and willingness to pay, the customer must make three consecutive monthly payments at the reduced payment to qualify for the program.

We believe by tailoring the modification programs to the borrower’s current financial condition and not having a one size fits all approach, we increase the likelihood the borrower will be able to make the modified payments and avoid default.

This approach of giving different interest rate reductions to different borrowers experiencing more severe hardship also helps us better manage the overall assistance we provide to borrowers.

We currently limit the granting of a permanent extension of the final maturity date of a loan under our loan modification programs to one time over the life of the loan.

We also currently permit two consecutive rate reductions so long as the borrower qualifies and makes three consecutive monthly payments at the reduced payment in connection with each rate reduction.

We also now limit the number of interest rate reductions to twice over the life of the loan.

While there are limitations to our estimate of the future impact of the various credit administration practices changes we have implemented, we expect that the credit administration practices described above, including the changes we implemented in 2021, will accelerate periodic defaults and will increase periodic defaults in our Private Education Loan held for investment portfolio.

For 2021, we increased our allowance for credit losses as a result of the new credit administration practices.

In 2022, we further increased our allowance for credit losses to reflect higher expected future periodic defaults in both the near term (reasonable and supportable period) and long term.

This change reflected our estimate that the elevated default rates experienced in the latter half of 2022 that continued into 2023 would eventually decline over time.

Among the measures that we have implemented and may modify further and expect may partly offset or moderate any acceleration of or increase in defaults will be greater focus on the risk assessment process to ensure borrowers are mapped to the appropriate program, better utilization of existing loss mitigation programs (e.g., Graduated Repayment Period program (“GRP”) and rate modifications), the use of a program offering short-term payment reductions (permitting interest-only payments for up to six months) for certain early-stage delinquencies, and implementation of potential new risk mitigation and collection strategies.

We expect to learn more about how our borrowers are reacting to these changes to our credit administration practices and, as we analyze such reactions, we will continue to refine our estimates of the impact of those changes on our allowance for credit losses.

As discussed above, we will continue to monitor our credit administration practices and may modify them further from time to time based upon performance, industry conventions, and/or regulatory feedback.

For borrowers experiencing more severe hardship, following evaluation of their ability and willingness to repay, we currently use modification programs tailored to the financial condition of the individual borrower.

Pursuant to our modification programs, we may reduce the contractual interest rate on a loan to a rate between 2 percent and 8 percent for a temporary period of two to four years , and in some instances may also permanently extend the final maturity of the loan.

For borrowers experiencing the most severe financial conditions, we may permanently reduce the contractual interest rate on a loan to 2 percent for the remaining life of the loan and also permanently extend the final maturity of the loan.

Following modification, borrowers who are delinquent but meet specific payment requirements curing their delinquency will be brought current.

We currently limit the granting of a permanent extension of the final maturity date of a loan to once over the life of the loan, and the number of interest rate reductions to twice over the life of the loan.

We continually monitor our credit administration practices and may modify them further from time to time based upon performance, industry conventions, and/or regulatory feedback.

The period of delinquency for loans is based on the number of days scheduled payments are contractually past due.

As of December 31, 2023 and 2022, we had $ 151 million and $ 135 million, respectively, of Private Education Loans held for investment and $ 45 million and $ 68 million, respectively, of FFELP Loans held for investment which were more than 90 days delinquent that continue to accrue interest.

At December 31, 2023, we had an immaterial amount of loans in nonaccrual status.

At December 31, 2022, we had no loans in nonaccrual status.

As of December 31, 2024 and 2023, we had $ 142 million and $ 151 million, respectively, of Private Education Loans held for investment that were more than 90 days delinquent and continue to accrue interest.

As of December 31, 2023, $ 45 million of FFELP Loans held for investment were more than 90 days delinquent that continued to accrue interest.

We sold the FFELP Loan portfolio to an unaffiliated third party during the fourth quarter of 2024.

At December 31, 2024 and December 31, 2023, we had an immaterial amount of loans in nonaccrual status.

Borrower-in-Custody Arrangements

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We did not have any FFELP Loans pledged at December 31, 2024 or 2023.

Loans Held for Investment by Region

At December 31, 2023 and 2022, 43.5 percent and 43.1 percent, respectively, of total education loans were concentrated in the following states:

F- 32 SLM CORPORATION — 2024 Form 10-K

Loans Held for Investment (Continued)

Loans Held for Investment by Region

At December 31, 2024 and 2023, 43.8 percent and 43.5 percent, respectively, of total education loans were concentrated in the following states:

As of December 31, 2024 2023

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No other state had a concentration of total education loans in excess of 5 percent of the aggregate outstanding education loans held for investment.

Loans Held for Sale

We had no loans held for sale at December 31, 2023 and $ 29 million in loans held for sale at December 31, 2022.

The balance at December 31, 2022 was comprised of our Credit Card loan portfolio.

At September 30, 2022, when the loans were transferred to held for sale, we reversed $ 2.4 million through the provisions for credit losses for the allowance related to these loans.

At September 30, 2022, we wrote down this loan portfolio to its estimated fair value through a charge-off to the allowance for credit losses of $ 1.5 million.

In May 2023, we sold our Credit Card loan portfolio to a third party.

This transaction qualified for sale treatment and removed the balance of the loans from our balance sheet on the settlement date.

We recorded a loss of $ 4 million related to the sale in the second quarter of 2023.

Allowance for Credit Losses

Allowance for Credit Losses and Unfunded Loan Commitments

Our provision for credit losses represents the periodic expense of maintaining an allowance sufficient to absorb lifetime expected credit losses in the held for investment loan portfolios.

1 unchanged sentence

We believe the allowance for credit losses is appropriate to cover lifetime expected losses incurred in the loan portfolios.

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses, — Allowance for Private Education Loan Losses, — Allowance for FFELP Loan Losses, — Allowance for Credit Card Loans,” for a more detailed discussion.

When a new loan commitment is made, we record the CECL allowance as a liability for unfunded loan commitments by recording a provision for credit losses.

The allowance is recorded in “Other Liabilities” on the consolidated balance sheet.

When the loan is funded, we transfer that liability to the allowance for loan losses.

The majority of the total accrued interest receivable on our Private Education Loan portfolio represents accrued interest on deferred loans where no payments are due while the borrower is in school and on fixed-pay loans where the borrower makes a $ 25 monthly payment that is smaller than the interest accrued on the loan in that month.

The allowance for credit losses considers the collectability of both principal and accrued interest.

The allowance for uncollectible interest estimates the additional uncollectible interest that is not captured in the allowance for credit losses.

See “— Accrued Interest Receivable” in this Note 6 for further discussion.

For the years ended December 31, 2024, 2023, and 2022, the allowance for loan losses, ending total loans, and accrued interest balances were all collectively evaluated for impairment, none of the balances were individually evaluated for impairment.

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses” for a more detailed discussion on our allowance for credit losses accounting policies.

2024 Form 10-K — SLM CORPORATION F-33

Allowance for Credit Losses (Continued)

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Allowance for Credit Losses Metrics

The following tables provide a summary of the activity in the allowance for loan losses and the allowance for unfunded loan commitments during the years ended December 31, 2024, 2023, and 2022.

Year Ended December 31, 2024

1 unchanged sentence

Loans Private Education

Allowance for Credit Losses

Beginning balance $ 3,444 $ 1,353,631 $ 1,357,075

Transfer from unfunded commitment liability (1)

— 320,237 320,237

Allowance for loan losses, beginning balance $ 4,667 $ 1,335,105 $ 1,339,772

Transfer from allowance for unfunded loan commitments — 311,787 311,787

Provision for current period 4,010 357,067 361,077

Loan sale reduction to provision — ( 235,955 ) ( 235,955 )

Loans transferred to held-for-sale — — —

Total provisions (1)

4 unchanged sentences

Net charge-offs ( 380 ) ( 332,084 ) ( 332,464 )

Ending Balance $ 4,667 $ 1,335,105 $ 1,339,772

Allowance (3) :

Ending balance:

collectively evaluated for impairment $ 4,667 $ 1,335,105 $ 1,339,772

Ending balance:

collectively evaluated for impairment $ 537,401 $ 21,025,844 $ 21,563,245

Accrued interest to be capitalized (3) :

Ending balance:

collectively evaluated for impairment $ — $ 1,203,357 $ 1,203,357

Net charge-offs as a percentage of average loans in repayment (4)

Write-downs arising from transfer of loans to held for sale (2)

( 8,297 ) — ( 8,297 )

Allowance as a percentage of the ending total loan balance and accrued interest to be capitalized (5)

Allowance for loan losses, ending balance — 1,435,920 1,435,920

Allowance for unfunded loan commitments, beginning balance (3)

— 112,962 112,962

Allowance as a percentage of the ending loans in repayment and accrued interest to be capitalized on loans in repayment (4)(5)

Provision (1)(4)

— 283,393 283,393

Allowance coverage of net charge-offs 4.66 3.57

Transfer to allowance for loan losses — ( 311,787 ) ( 311,787 )

Allowance for unfunded loan commitments, ending balance (3)

— 84,568 84,568

Total allowance for credit losses, ending balance $ — $ 1,520,488 $ 1,520,488

Net charge-offs as a percentage of average loans in repayment (5)

Allowance for loan losses coverage of net charge-offs — 4.32

Total allowance for credit losses as a percentage of the ending total loan balance, plus unfunded loan commitments and total accrued interest receivable — % 5.83 %

Ending total loans, gross $ — $ 22,235,008

3 unchanged sentences

$ — $ 16,106,751

Accrued interest to be capitalized on loans in repayment (6)

$ — $ 435,807

(1) See Note 8, “Unfunded Loan Commitments,” for a summary of the activity in the allowance for and balance of unfunded loan commitments, respectively.

(2) Below is a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

When a new loan commitment is made, we record the CECL allowance as a liability for unfunded loan commitments by recording a provision for credit losses.

When the loan is funded, we transfer that liability to the allowance for credit losses.

Consolidated Statements of Income

Provisions for Credit Losses Reconciliation

Year Ended December 31, 2023 (dollars in thousands)

Private Education Loan provisions for credit losses:

Provisions for loan losses $ 34,964

Provisions for unfunded loan commitments 308,275

Total Private Education Loan provisions for credit losses 343,239

Other impacts to the provisions for credit losses:

FFELP Loans 2,224

Provisions for credit losses reported in consolidated statements of income $ 345,463

(3) For the year ended December 31, 2023, there were no allowance for credit losses, loans, or accrued interest to be capitalized balances that were individually evaluated for impairment.

Unfunded loan commitments $ — $ 2,311,660

Total accrued interest receivable $ — $ 1,549,415

(1) See “— Provisions for Credit Losses” below in this Note 6 for a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

(2) Represents fair value adjustments on loans transferred to held for sale.

(3) When a new loan commitment is made, we record an allowance to cover lifetime expected credit losses on the unfunded commitments, which is recorded in “Other Liabilities” on the consolidated balance sheet.

See “— Unfunded Loan Commitments” in this Note 6 for further discussion.

(4) Includes incremental provision for new commitments and changes to provision for existing commitments.

(5) Loans in repayment include loans on which borrowers are making interest only or fixed payments, as well as loans that have entered full principal and interest repayment status after any applicable grace period (but, for purposes of the table, do not include those loans while they are in forbearance).

(5) Accrued interest to be capitalized on Private Education Loans only.

(6) Accrued interest to be capitalized on loans in repayment includes interest on loans that are in repayment but have not yet entered into full principal and interest repayment status after any applicable grace period (but, for purposes of the table, does not include interest on those loans while they are in forbearance).

F- 34 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses (Continued)

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Year Ended December 31, 2023

1 unchanged sentence

Loans Private Education

Loans Credit Cards Total

Allowance for Credit Losses

Beginning balance $ 4,077 $ 1,158,977 $ 2,281 $ 1,165,335

Transfer from unfunded commitment liability (1)

— 344,310 — 344,310

Allowance for loan losses, beginning balance $ 3,444 $ 1,353,631 $ 1,357,075

Transfer from allowance for unfunded loan commitments — 320,237 320,237

Provision for current period 2,224 240,347 242,571

Loan sale reduction to provision — ( 205,383 ) ( 205,383 )

Loans transferred to held-for-sale — — ( 2,372 ) ( 2,372 )

Total provisions (1)

4 unchanged sentences

Net charge-offs ( 1,001 ) ( 373,727 ) ( 374,728 )

Ending Balance $ 3,444 $ 1,353,631 $ — $ 1,357,075

Allowance (3) :

Ending balance:

collectively evaluated for impairment $ 3,444 $ 1,353,631 $ — $ 1,357,075

Ending balance:

collectively evaluated for impairment $ 609,050 $ 20,303,688 $ — $ 20,912,738

Accrued interest to be capitalized (3) :

Ending balance:

collectively evaluated for impairment $ — $ 936,837 $ — $ 936,837

Net charge-offs as a percentage of average loans in repayment (4)

Allowance for loan losses, ending balance 4,667 1,335,105 1,339,772

Allowance for unfunded loan commitments, beginning balance (2)

— 124,924 124,924

Allowance as a percentage of the ending total loan balance and accrued interest to be capitalized (5)

Provision (1)(3)

— 308,275 308,275

Allowance as a percentage of the ending loans in repayment and accrued interest to be capitalized on loans in repayment (4)(5)

Transfer to allowance for loan losses — ( 320,237 ) ( 320,237 )

Allowance for unfunded loan commitments, ending balance (2)

— 112,962 112,962

Allowance coverage of net charge-offs 5.62 3.51 —

Total allowance for credit losses, ending balance $ 4,667 $ 1,448,067 $ 1,452,734

Net charge-offs as a percentage of average loans in repayment (4)

0.23 % 2.44 %

Allowance for loan losses coverage of net charge-offs 4.66 3.57

Total allowance for credit losses as a percentage of the ending total loan balance, plus unfunded loan commitments and total accrued interest receivable 0.87 % 5.89 %

Ending total loans, gross $ 537,401 $ 21,025,844

3 unchanged sentences

$ 406,568 $ 15,409,814

Accrued interest to be capitalized on loans in repayment (6)

$ — $ 324,384 $ —

(1) See Note 8, “Unfunded Loan Commitments,” for a summary of the activity in the allowance for and balance of unfunded loan commitments, respectively.

(2) Below is a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

When a new loan commitment is made, we record the CECL allowance as a liability for unfunded loan commitments by recording a provision for credit losses.

When the loan is funded, we transfer that liability to the allowance for credit losses.

Consolidated Statements of Income

Provisions for Credit Losses Reconciliation

Year Ended December 31, 2022 (dollars in thousands)

Private Education Loan provisions for credit losses:

Provisions for loan losses $ 236,023

Provisions for unfunded loan commitments 396,521

Total Private Education Loan provisions for credit losses 632,544

Other impacts to the provisions for credit losses:

FFELP Loans ( 20 )

Credit Cards 929

Provisions for credit losses reported in consolidated statements of income $ 633,453

(3) For the year ended December 31, 2022, there were no allowance for credit losses, loans, or accrued interest to be capitalized balances that were individually evaluated for impairment.

Unfunded loan commitments $ — $ 2,221,077

Total accrued interest receivable $ — $ 1,354,565

(1) See “— Provisions for Credit Losses” below in this Note 6 for a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

(2) When a new loan commitment is made, we record an allowance to cover lifetime expected credit losses on the unfunded commitments, which is recorded in “Other Liabilities” on the consolidated balance sheet.

See “— Unfunded Loan Commitments” in this Note 6 for further discussion.

(3) Includes incremental provision for new commitments and changes to provision for existing commitments.

(4) Loans in repayment include loans on which borrowers are making interest only or fixed payments, as well as loans that have entered full principal and interest repayment status after any applicable grace period (but, for purposes of the table, do not include those loans while they are in forbearance).

(5) Accrued interest to be capitalized on Private Education Loans only.

2024 Form 10-K — SLM CORPORATION F-35

Allowance for Credit Losses (Continued)

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Year Ended December 31, 2022

1 unchanged sentence

Loans Private Education

Allowance for Credit Losses

Beginning balance $ 4,378 $ 1,355,844 $ 1,501 $ 1,361,723

Transfer from unfunded commitment liability (1)

— 301,655 — 301,655

Allowance for loan losses, beginning balance $ 4,077 $ 1,158,977 $ 2,281 $ 1,165,335

Transfer from allowance for unfunded loan commitments — 344,310 — 344,310

Provision for current period ( 20 ) 410,254 3,301 413,535

7 unchanged sentences

Net charge-offs ( 613 ) ( 385,679 ) ( 3,210 ) ( 389,502 )

Ending Balance $ 4,077 $ 1,158,977 $ 2,281 $ 1,165,335

Ending balance:

individually evaluated for impairment $ — $ 47,712 $ — $ 47,712

Ending balance:

collectively evaluated for impairment $ 4,077 $ 1,111,265 $ 2,281 $ 1,117,623

Ending balance:

individually evaluated for impairment $ — $ 1,057,665 $ — $ 1,057,665

Ending balance:

collectively evaluated for impairment $ 695,216 $ 19,659,198 $ 25,014 $ 20,379,428

Accrued interest to be capitalized:

Ending balance:

individually evaluated for impairment $ — $ — $ — $ —

Ending balance:

collectively evaluated for impairment $ — $ 947,391 $ — $ 947,391

Net charge-offs as a percentage of average loans in repayment (3)

Allowance for loan losses, ending balance 3,444 1,353,631 — 1,357,075

Allowance for unfunded loan commitments, beginning balance (2)

— 72,713 — 72,713

Allowance as a percentage of the ending total loan balance and accrued interest to be capitalized (4)

Provision (1)(3)

— 396,521 — 396,521

Allowance as a percentage of the ending loans in repayment and accrued interest to be capitalized on loans in repayment (3)(4)

Transfer to allowance for loan losses — ( 344,310 ) — ( 344,310 )

Allowance for unfunded loan commitments, ending balance (2)

— 124,924 — 124,924

Allowance coverage of net charge-offs 12.70 5.79 6.63

Total allowance for credit losses, ending balance $ 3,444 $ 1,478,555 $ — $ 1,481,999

Net charge-offs as a percentage of average loans in repayment (4)

0.12 % 2.55 % — %

Allowance for loan losses coverage of net charge-offs 5.62 3.51 —

Total allowance for credit losses as a percentage of the ending total loan balance, plus unfunded loan commitments and total accrued interest receivable 0.57 % 6.30 % — %

Ending total loans, gross $ 609,050 $ 20,303,688 $ —

3 unchanged sentences

$ 453,915 $ 15,129,550 $ —

Accrued interest to be capitalized on loans in repayment (5)

$ — $ 312,537 $ —

(1) See Note 8, “Unfunded Loan Commitments,” for a summary of the activity in the allowance for and balance of unfunded loan commitments, respectively.

Unfunded loan commitments $ — $ 1,995,808 $ —

Total accrued interest receivable $ — $ 1,177,562 $ —

(1) See “— Provisions for Credit Losses” below in this Note 6 for a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

See “— Unfunded Loan Commitments” in this Note 6 for further discussion.

(3) Includes incremental provision for new commitments and changes to provision for existing commitments.

F- 36 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Provisions for Credit Losses

Below is a reconciliation of the provisions for credit losses reported in the consolidated statements of income.

When a new loan commitment is made, we record the CECL allowance as a liability for unfunded loan commitments by recording a provision for credit losses.

When the loan is funded, we transfer that liability to the allowance for credit losses.

Consolidated Statements of Income

Provisions for Credit Losses Reconciliation

Year Ended December 31, 2021 (dollars in thousands)

Years Ended December 31,

(dollars in thousands) 2024 2023 2022

Private Education Loan provisions for credit losses:

5 unchanged sentences

Credit Cards — — 929

Total 4,010 2,224 909

Provisions for credit losses reported in consolidated statements of income $ 408,515 $ 345,463 $ 633,453

(3) Loans in repayment include loans on which borrowers are making interest only or fixed payments, as well as loans that have entered full principal and interest repayment status after any applicable grace period (but, for purposes of the table, do not include those loans while they are in forbearance).

(4) Accrued interest to be capitalized on Private Education Loans only.

(5) Accrued interest to be capitalized on loans in repayment includes interest on loans that are in repayment but have not yet entered into full principal and interest payment status after any applicable grace period (but, for purposes of the table, does not include interest on those loans while they are in forbearance).

F- 38 SLM CORPORATION — 2023 Form 10-K

Allowance for Credit Losses (Continued)

Private Education Loans Allowance for Credit Losses - Forecast Assumptions

Prior to this change, we used forecasts of college graduate unemployment and the Consumer Price Index in our loss forecasting models.

We obtain forecasts for these inputs from Moody’s Analytics.

Moody’s Analytics provides a range of forecasts for each of these inputs with various likelihoods of occurring.

We determine which forecasts we will include in our estimation of allowance for credit losses and the associated weightings for each of these inputs.

At January 1, 2020 (the initial adoption date of CECL), December 31, 2023, December 31, 2022, and December 31, 2021, we used the Base (50th percentile likelihood of occurring)/S1 (stronger near-term growth scenario with 10 percent likelihood of occurring)/S3 (downside scenario with 10 percent likelihood of occurring) scenarios and weighted them 40 percent, 30 percent, and 30 percent, respectively.

Management reviews both the scenarios and their respective weightings each quarter in determining the allowance for credit losses.

Provision for credit losses for the year ended December 31, 2023 was $ 345 million, compared with $ 633 million in the year-ago period.

During 2023, the provision for credit losses was primarily affected by new loan commitments, net of expired commitments, slower prepayment rates, management overlays, and changes in economic outlook, which were partially offset by $ 205 million in negative provisions recorded as a result of the approximately $ 3.15 billion in Private Education Loans sales during 2023 and an increase in recovery rates (as a result of the change in our defaulted loan recovery process).

In the year-ago period, the provision for credit losses was primarily affected by new loan commitments made during the period, slower than expected prepayment rates, and additional management overlays, which were partially offset by negative provisions recorded related to $ 3.34 billion in Private Education Loans sold in 2022 and the adoption of a new loss model that included a reduction in the long-term estimate of losses after the reasonable and supportable period.

Management overlays increased in 2022 due to several factors, including additional provisions for our expectation of higher future losses related to the previously announced credit administration practices changes we implemented in 2021, “gap year” loans, a shortage and lack of tenured collections staff, and other operational challenges we experienced in 2022.

The provision for credit losses for the year ended December 31, 2024 was $ 409 million, compared with $ 345 million in the year-ago period.

During 2024, the provision for credit losses was primarily affected by new loan commitments, net of expired commitments, and changes in recovery rates, which were partially offset by $ 236 million in negative provisions recorded as a result of the approximately $ 3.69 billion in Private Education Loan sales during 2024, an improved economic outlook, and changes in management overlays.

In 2023, the provision for credit losses was primarily affected by new loan commitments, net of expired commitments, slower prepayment rates, management overlays, and changes in economic outlook, which were partially offset by $ 205 million in negative provisions recorded as a result of the approximately $ 3.15 billion in Private Education Loan sales during 2023 and an increase in recovery rates (as the result of a change in our defaulted loan recovery process).

During 2022, the provision for credit losses was primarily affected by new loan commitments made during the period, slower than expected prepayment rates, and additional management overlays, which were partially offset by negative provisions recorded related to approximately $ 3.34 billion in Private Education Loans sold in 2022 and the adoption of a new loss model that included a reduction in the long-term estimate of losses after the reasonable and supportable period.

Management overlays increased in 2022 due to several factors, including additional provisions arising from our expectation of higher future losses related to the previously announced credit administration practices changes we implemented in 2021, “gap year” loans, a shortage and lack of tenured collections staff, and other operational challenges we experienced in 2022.

“Gap year” loans refer to loans to borrowers who took a “gap year” during the COVID-19 pandemic and entered full principal and interest repayment status starting in late 2021 and early 2022.

Losses on these “gap year” loans were higher than expected and contributed to the higher provision expense recorded in 2022 to cover the higher-than-expected losses.

As part of concluding on the adequacy of the allowance for credit losses, we review key allowance and loan metrics.

The most significant of these metrics considered are the allowance coverage of net charge-offs ratio;

the allowance as a percentage of ending total loans and accrued interest to be capitalized and of ending loans in repayment and accrued interest to be capitalized on loans in repayment;

and delinquency and forbearance percentages.

Losses on those “gap year” loans were higher than expected and contributed to the higher provision expense recorded in 2022 to cover the higher-than-expected losses.

Private Education Loans Allowance for Credit Losses - Forecast Assumptions

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses” for a more detailed discussion on the forecast assumptions used in calculating the allowance for credit losses.

Loan Modifications to Borrowers Experiencing Financial Difficulty

5 unchanged sentences

The forecast of expected future cash flows is updated as the loan modifications occur.

Forbearance is granted prospectively for borrowers who are current in their payments and may be granted retroactively for certain delinquent borrowers.

As part of demonstrating the ability and willingness to pay, the customer must make three consecutive monthly payments at the reduced payment to qualify for the program.

This approach of giving different interest rate reductions to different borrowers experiencing more severe hardship also helps us better manage the overall assistance we provide to borrowers.

We currently limit the

2024 Form 10-K — SLM CORPORATION F-37

Allowance for Credit Losses (Continued)

granting of a permanent extension of the final maturity date of a loan under our loan modification programs to one time over the life of the loan.

We also currently permit two consecutive rate reductions so long as the borrower qualifies and makes three consecutive monthly payments at the reduced payment in connection with each rate reduction.

We also now limit the number of interest rate reductions to twice over the life of the loan.

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Within the Private Education Loan portfolio, we deem loans greater than 90 days past due as nonperforming.

FFELP Loans are at least 97 percent guaranteed as to their principal and accrued interest by the federal government in the event of default and, therefore, we do not deem FFELP Loans as nonperforming from a credit risk perspective at any point in their life cycle prior to claim payment and continue to accrue interest on those loans through the date of claim.

FFELP Loans are at least 97 percent guaranteed as to their principal and accrued interest by the federal government in the event of default and, therefore, we did not deem FFELP Loans as nonperforming from a credit risk perspective at any point in their life cycle prior to claim payment and continued to accrue interest on those loans through the date of claim.

For additional information, see Note 2, “Significant Accounting Policies —Allowance for Credit Losses” in this Form 10-K.

Under our current forbearance practices, temporary forbearance of payments is generally granted in one -to- two month increments, for up to 12 months over the life of the loan, with 12 months of positive payment performance by a borrower required between grants (meaning the borrower must make payment in a cumulative amount equivalent to 12 monthly required payments under the loan).

See Note 5, “Loans Held for Investment — Certain Collection Tools - Private Education Loans.” In the first quarter of 2022, we adopted ASU No.

2022-02 (see Note 2, “Significant Accounting Policies”).

Under this new amendment, if the debt has been previously restructured, an entity must consider the cumulative effect of past restructurings made within the 12-month period before the current restructuring when determining whether a delay in payment resulting from the current restructuring is insignificant.

During the first six months following a borrower’s grace period, the borrower may be eligible for extended grace forbearance in one six-month increment (which would also count towards the 12-month forbearance cap).

See Note 5, “Loans Held for Investment — Certain Collection Tools - Private Education Loans” in this Form 10-K.

In the first quarter of 2022, we adopted ASU No.

Under this ASU, if the debt has been previously restructured, an entity must consider the cumulative effect of past restructurings made within the 12-month period before the current restructuring when determining whether a delay in payment resulting from the current restructuring is insignificant.

Due to our current forbearance practices, including the limitations on forbearances offered to borrowers, we do not believe the granting of forbearances will exceed the significance threshold and, therefore, we do not consider the forbearances as loan modifications.

The limitations on granting of forbearances described above apply to hardship forbearances.

We offer other administrative forbearances (e.g., death and disability, bankruptcy, military service, disaster forbearance, and in school assistance) that are either required by law (such as by the Servicemembers Civil Relief Act) or are considered separate from our active loss mitigation programs and therefore are not considered to be loan modifications requiring disclosure under ASU No.

We offer certain administrative forbearances (e.g., death and disability, bankruptcy, military service, disaster forbearance, and in school assistance) that are required by law (such as by the Servicemembers Civil Relief Act), are considered separate from our active loss mitigation programs, or do not exceed the significance threshold and therefore are not considered to be loan modifications requiring disclosure under ASU No.

In addition, we may offer on a limited basis term extensions or rate reductions or a combination of both to borrowers to reduce consolidation activities.

For purposes of this disclosure, we do not consider them modifications of loans to borrowers experiencing financial difficulty and they therefore are not included in the tables below.

The following tables show the amortized cost basis at the end of the respective reporting period of the loans to borrowers experiencing financial difficulty that were modified during the period, disaggregated by class of financing receivable and type of modification.

For additional information on our forbearance and modification programs, see Note 5, “Loans Held for Investment —Certain Collection Tools — Private Education Loans” in this Form 10-K.

As part of the additional modification programs that were launched in the fourth quarter of 2023, we also offered for a short period of time a permanent term extension with no interest rate reduction program.

This program ended in the fourth quarter of 2023.

The amortized cost of this program totaled $ 7.3 million as of December 31, 2024, representing 0.03 percent of the total Private Education Loan portfolio.

This program added a weighted average of 6.7 years to the life of loans in the program.

As of December 31, 2024, $ 6.0 million of these loans were in a current or deferred status, $ 0.6 million of these loans were 30-59 days past due, $ 0.4 million of these loans were 60-89 days past due, and $ 0.3 million of these loans were 90 days or greater past due.

As of December 31, 2024, the defaulted amount and amortized cost basis of loans that received a permanent term extension and no interest rate reduction and defaulted during the year ended December 31, 2024 and were modified for borrowers experiencing financial difficulty during the twelve months prior to default were $ 2.5 million and $ 2.0 million, respectively.

Additionally, loans that received a permanent term extension with no interest rate reduction in the fourth quarter of 2023 that were both modified and subsequently charged-off during the twelve months ended December 31, 2024 are not included in the amortized cost basis and had an amortized cost basis of $ 0.6 million.

F- 38 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

The following tables show the amortized cost basis at the end of the respective reporting periods of the loans to borrowers experiencing financial difficulty that were modified during the period, disaggregated by class of financing receivable and type of modification.

When we approve a Private Education Loan at the beginning of an academic year, we do not always disburse the full amount of the loan at the time of approval, but instead have a commitment to fund a portion of the loan at a later date (usually at the start of the second semester or subsequent trimesters).

We consider borrowers to be in financial difficulty after they have exited school and have difficulty making their scheduled principal and interest payments.

The increase in loan modifications during the year ended December 31, 2024 compared to the year-ago period is primarily due to additional modification programs implemented in the fourth quarter of 2023 and subsequent refinements to those programs.

Loan Modifications Made to Borrowers Experiencing Financial Difficulty

4 unchanged sentences

Total $ 31,966 0.13 % $ 1,003,089 4.20 %

F- 40 SLM CORPORATION — 2023 Form 10-K

Allowance for Credit Losses (Continued)

Loan Modifications Made to Borrowers Experiencing Financial Difficulty

12 unchanged sentences

Reduced average contractual rate from 12.71 % to 3.66 %

2024 Form 10-K — SLM CORPORATION F-39

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Year Ended December 31, 2023

7 unchanged sentences

Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses — Allowance for Private Education Loan Losses, and — Allowance for FFELP Loan Losses” in this Form 10-K for a more detailed discussion.

2023 Form 10-K — SLM CORPORATION F-41

Allowance for Credit Losses (Continued)

For the current period presented, the following table provides loan modifications for which a payment default occurred in the relevant period presented and within 12 months of the loan receiving a loan modification.

Additionally, for the current period presented, the table summarizes charge-offs occurring in the relevant period presented and within 12 months of the loan receiving a loan modification.

We define payment default as 60 days past due for purposes of this disclosure.

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses — Allowance for Private Education Loan Losses” and “Significant Accounting Policies — Allowance for Credit Losses — Allowance for FFELP Loan Losses” in this Form 10-K for a more detailed discussion.

For the periods presented, the following table presents the defaulted amount and period-end amortized cost basis, by modification category, of loans that defaulted during the period and were modified for borrowers experiencing financial difficulty during the 12 months preceding default.

Solely for the purpose of the below table, starting in the quarter ended December 31, 2024, we changed our definition of payment default to be two missed consecutive post-modification payment obligations.

As such, as reflected for the year ended December 31, 2024 below, defaulted amount represents the principal amount of modified loans at the time the borrower missed two consecutive post-modification payment obligations during the period.

Previously, as reflected for the year ended December 31, 2023 in the table below, defaulted amount represented the principal amount of modified loans at the time they became 60 days or more past due in the relevant period.

Loans that were both modified and subsequently charged-off during the twelve months ended December 31, 2024 are not included in the period-end amortized cost basis and had an amortized cost basis of $ 40.4 million at the time of charge-off.

The increase in loan modifications during the year ended December 31, 2024 compared to the year-ago period is primarily due to the additional modification programs implemented in the fourth quarter of 2023 and subsequent refinements to those programs.

The following two tables do not include loans that received a permanent term extension with no interest rate reduction during the fourth quarter of 2023, which are described earlier in this Note 6.

Year Ended December 31, 2024 Year Ended December 31, 2023

(Dollars in thousands) Modified Loans (1)(2)

Payment Default (3)

Charge-Offs (4)

Modified Loans (1)(2)

Payment Default (3)

Charge-Offs (4)

(Dollars in thousands) Defaulted Amount Period-end Amortized Cost Basis Defaulted Amount Period-end Amortized Cost Basis

Private Education Loans

Interest Rate Reduction $ 6,460 $ 4,621 $ 4,521 $ 4,174

Combination - Interest Rate Reduction and Term Extension 143,300 114,307 26,341 24,798

Total $ 149,760 $ 118,928 $ 30,862 $ 28,972

(1) Represents period-end amortized cost basis of loans that have been modified and for which a payment default occurred in the relevant period presented and within 12 months of receiving a modification (or within the reporting period, for the loans shown in in the year-ago period, as the case may be).

(2) For the year ended December 31, 2023, the modified loans include $ 24.8 million of interest rate reduction and term extension loan modifications and $ 4.2 million of interest rate reduction only loan modifications.

For the year ended December 31, 2022, the modified loans include $ 20.6 million of interest rate reduction and term extension loan modifications and $ 2.3 million of interest rate reduction only loan modifications.

(3) Represents the unpaid principal balance at the time of payment default.

(4) Represents the unpaid principal balance at the time of charge off.

F- 40 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

We closely monitor performance of the loans to borrowers experiencing financial difficulty that are modified to understand the effectiveness of the modification efforts.

The following table depicts the performance of loans that have been modified during the respective reporting periods (the full years 2023 and 2022, respectively).

Payment Status (Amortized Cost Basis)

At December 31, 2023

(dollars in thousands) Deferment (1)

Current (2)(3)

Past Due (2)(3)

90 Days or Greater

Past Due (2)(3)

Private Education Loans $ 6,843 $ 334,967 $ 17,205 $ 7,689 $ 13,822 $ 380,526

Total $ 6,843 $ 334,967 $ 17,205 $ 7,689 $ 13,822 $ 380,526

The following table depicts the performance of loans that have been modified during the respective reporting periods (the twelve months ended December 31, 2024 and 2023, respectively).

Twelve Months Ended

December 31, 2024 Twelve Months Ended

December 31, 2023

(Dollars in thousands) Balance % Balance %

Payment Status (Amortized Cost Basis) (1) :

At December 31, 2022

(dollars in thousands) Deferment (1)

Current (2)(3)

Past Due (2)(3)

90 Days or Greater

Past Due (2)(3)

Private Education Loans $ 7,698 $ 289,134 $ 13,859 $ 8,809 $ 6,616 $ 326,116

Total $ 7,698 $ 289,134 $ 13,859 $ 8,809 $ 6,616 $ 326,116

Loan modifications in deferment (2)

$ 33,645 $ 6,843

Loan modifications in repayment:

Loans current (3)(4)

826,007 83 % 334,967 90 %

Loans delinquent 30-59 days (3)(4)

77,446 8 % 17,205 4 %

Loans delinquent 60-89 days (3)(4)

43,484 4 % 7,689 2 %

Loans 90 days or greater past due (3)(4)

54,473 5 % 13,822 4 %

Total loan modifications in repayment 1,001,410 100 % 373,683 100 %

Total Private Education Loan modifications $ 1,035,055 $ 380,526

(1) Loans that were both modified and subsequently charged-off during the twelve months ended December 31, 2024 and 2023 are excluded from the table and had an amortized cost basis of $ 40.4 million and $ 8.4 million, respectively.

Additionally, loans that received a permanent term extension with no interest rate reduction during the fourth quarter of 2023 are excluded from the table.

(2) Deferment includes customers who have returned to school or are engaged in other permitted educational activities and are not yet required to make full principal and interest payments on the loans (e.g., residency periods for medical students or a grace period for bar exam preparation).

Deferment also includes loans that have entered a forbearance after the loan modification was granted.

(2) For purposes of this table, loans in repayment only include loans on which borrowers are making full principal and interest payments after any applicable grace period (but, for purposes of the table, do not include those loans while they are in forbearance).

(3) Represents loans in repayment, which include loans that have entered full principal and interest repayment status after any applicable grace period (but, for purposes of the table, do not include those loans while they are in forbearance).

(4) The period of delinquency is based on the number of days scheduled payments are contractually past due.

F- 42 SLM CORPORATION — 2023 Form 10-K

Allowance for Credit Losses (Continued)

2024 Form 10-K — SLM CORPORATION F-41

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Private Education Loans Held for Investment - Key Credit Quality Indicators

FFELP Loans are at least 97 percent guaranteed as to their principal and accrued interest in the event of default;

therefore, there are no key credit quality indicators associated with FFELP Loans.

For Private Education Loans, the key credit quality indicators are FICO scores, the existence of a cosigner, the loan status, and loan seasoning.

The FICO scores are assessed at original approval and periodically refreshed/updated through the loan’s term.

The following tables highlight the gross principal balance of our Private Education Loan portfolio (held for investment), by year of origination approval, stratified by key credit quality indicators.

The following tables highlight the gross principal balance of our Private Education Loan portfolio (held for investment), by year of origination approval/first disbursement, stratified by key credit quality indicators.

As of December 31, 2024

(dollars in thousands) Private Education Loans Held for Investment - Credit Quality Indicators

Year of Origination 2023 (1)

Year of Origination Approval 2024 (1)

2019 and Prior (1)

28 unchanged sentences

$ ( 1,709 ) $ ( 26,903 ) $ ( 61,967 ) $ ( 47,926 ) $ ( 33,478 ) $ ( 160,101 ) $ ( 332,084 )

Total accrued interest by origination vintage $ 177,959 $ 408,800 $ 269,978 $ 152,094 $ 116,618 $ 229,116 $ 1,354,565

Total accrued interest by origination approval vintage $ 195,291 $ 484,531 $ 325,962 $ 197,504 $ 106,565 $ 239,562 $ 1,549,415

(1) Balance represents gross Private Education Loans held for investment.

3 unchanged sentences

(5) Current period refers to period from January 1, 2024 through December 31, 2024.

2023 Form 10-K — SLM CORPORATION F-43

Allowance for Credit Losses (Continued)

F- 42 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

As of December 31, 2023

(dollars in thousands) Private Education Loans Held for Investment - Credit Quality Indicators

Year of Origination 2022 (1)

Year of Origination Approval 2023 (1)

2018 and Prior (1)

28 unchanged sentences

$ ( 1,640 ) $ ( 28,690 ) $ ( 63,835 ) $ ( 44,701 ) $ ( 45,325 ) $ ( 189,536 ) $ ( 373,727 )

Total accrued interest by origination vintage $ 142,915 $ 315,308 $ 207,858 $ 184,832 $ 116,211 $ 210,438 $ 1,177,562

Total accrued interest by origination approval vintage $ 177,959 $ 408,800 $ 269,978 $ 152,094 $ 116,618 $ 229,116 $ 1,354,565

(1) Balance represents gross Private Education Loans held for investment.

3 unchanged sentences

(5) Current period refers to period from January 1, 2023 through December 31, 2023.

F- 44 SLM CORPORATION — 2023 Form 10-K

Allowance for Credit Losses (Continued)

2024 Form 10-K — SLM CORPORATION F-43

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Delinquencies - Private Education Loans Held for Investment

The following tables provide information regarding the loan status of our Private Education Loans held for investment, by year of origination approval.

The following tables provide information regarding the loan status of our Private Education Loans held for investment, by year of origination approval/first disbursement.

Loans in repayment include loans on which borrowers are making interest only or fixed payments, as well as loans that have entered full principal and interest repayment status after any applicable grace period (but, for purposes of the following tables, do not include those loans while they are in forbearance).

Private Education Loans Held for Investment - Delinquencies by Origination Vintage

Private Education Loans Held for Investment - Delinquencies by Origination Approval Vintage

As of December 31, 2024

24 unchanged sentences

(3) The period of delinquency is based on the number of days scheduled payments are contractually past due.

2023 Form 10-K — SLM CORPORATION F-45

Allowance for Credit Losses (Continued)

Private Education Loans Held for Investment - Delinquencies by Origination Vintage

F- 44 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Private Education Loans Held for Investment - Delinquencies by Origination Approval Vintage

As of December 31, 2023

24 unchanged sentences

(3) The period of delinquency is based on the number of days scheduled payments are contractually past due.

F- 46 SLM CORPORATION — 2023 Form 10-K

Allowance for Credit Losses (Continued)

Private Education Loans Held for Investment - Delinquencies by Origination Vintage

2024 Form 10-K — SLM CORPORATION F-45

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Private Education Loans Held for Investment - Delinquencies by Origination Approval Vintage

As of December 31, 2022

24 unchanged sentences

(3) The period of delinquency is based on the number of days scheduled payments are contractually past due.

2023 Form 10-K — SLM CORPORATION F-47

Allowance for Credit Losses (Continued)

F- 46 SLM CORPORATION — 2024 Form 10-K

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

Accrued Interest Receivable

The following table provides information regarding accrued interest receivable on our Private Education Loans.

The table also discloses the amount of accrued interest on loans 90 days or greater past due as compared to our allowance for uncollectible interest on loans making full interest payments.

The table also discloses the amount of accrued interest on loans 90 days or greater past due as compared to our allowance for uncollectible interest.

The majority of the total accrued interest receivable represents accrued interest on deferred loans where no payments are due while the borrower is in school and fixed-pay loans where the borrower makes a $ 25 monthly payment that is smaller than the interest accruing on the loan in that month.

The accrued interest on these loans will be capitalized to the balance of the loans when the borrower exits the grace period after separation from school, and the current expected credit losses on accrued interest that will be capitalized is included in our allowance for credit losses.

The accrued interest on these loans will be capitalized to the balance of the loans when the borrower exits the grace period after separation from school.

The allowance for credit losses considers the collectibility of both principal and accrued interest.

The allowance for uncollectible interest estimates the additional uncollectible interest that is not captured in the allowance for credit losses.

See Note 2, “Significant Accounting Policies — Allowance for Credit Losses — Uncollectible Interest” in this Form 10-K for additional information.

Private Education Loans

6 unchanged sentences

December 31, 2023 $ 1,354,565 $ 8,373 $ 9,897

(1) The allowance for uncollectible interest at December 31, 2023 and 2022 represents the expected losses related to the portion of accrued interest receivable on those loans that are in repayment (at December 31, 2023 and 2022, relates to $ 151 million and $ 240 million, respectively, of accrued interest receivable) that is/was not expected to be capitalized.

The accrued interest receivable that is/was expected to be capitalized ($ 1.2 billion and $ 937 million at December 31, 2023 and 2022, respectively) is reserved in the allowance for credit losses.

F- 48 SLM CORPORATION — 2023 Form 10-K

(1) At December 31, 2024 and 2023, $ 164 million and $ 151 million, respectively, of accrued interest receivable was not expected to be capitalized and $ 1.4 billion and $ 1.2 billion of accrued interest receivable was expected to be capitalized.

Unfunded Loan Commitments

18 unchanged sentences

However, historically not all of these commitments are funded prior to the expiration of the commitments.

2024 Form 10-K — SLM CORPORATION F-47

Allowance for Credit Losses and Unfunded Loan Commitments (Continued)

We estimate the amount of commitments expected to be funded in calculating the reserve for unfunded commitments.

The amount we expect to fund and use in our calculation of the reserve for unfunded commitments will change period to period based upon the loan characteristics of the underlying commitments.

2023 Form 10-K — SLM CORPORATION F-49

Premises and Equipment, net

13 unchanged sentences

At December 31, 2024, we had $ 56 million in total goodwill.

See Notes to Consolidated Financial Statements, Note 2, “Significant Accounting Policies — Business Combination,” in this Form 10-K for additional details on our acquisitions of Nitro and Scholly.

See Note 2, “Significant Accounting Policies — Business Combinations” in this Form 10-K for additional details on our acquisitions of Nitro and Scholly.

Goodwill is not amortized but is tested periodically for impairment.

We test goodwill for impairment annually in the fourth quarter of the year, or more frequently if we believe that indicators of impairment exist.

As a part of the 2023 annual impairment testing, we conducted a quantitative impairment test of goodwill associated with our education business services reporting unit.

As a part of the 2024 annual impairment testing, we conducted a quantitative impairment test of goodwill associated with our education services business.

We utilized the income approach to estimate the fair value of the reporting unit.

8 unchanged sentences

That impairment loss was recorded to acquired intangible assets impairment and amortization expense.

In the fourth quarter of 2024, we determined that it was more likely than not that the Scholly partner relationships asset no longer held value.

As a result, the Company performed an impairment review and wrote down the Scholly partner relationships asset to zero, which resulted in the recognition of a non-cash pre-tax impairment loss of less than $ 1 million.

That impairment loss was recorded to acquired intangible assets impairment and amortization expense.

F- 48 SLM CORPORATION — 2024 Form 10-K

1 unchanged sentence

Acquired intangible assets include the following:

December 31, 2023 December 31, 2022

(Dollars in thousands) Useful Life

As of December 31,

(dollars in thousands) 2024 2023

(in years) (1)

7 unchanged sentences

Partner relationships (4)

— — — — 730 ( 122 ) 608

Sallie.com domain 4.0 150 ( 6 ) 144 — — —

Total acquired intangible assets $ 17,700 $ ( 10,271 ) $ 7,429 $ 18,280 $ ( 5,672 ) $ 12,608

2 unchanged sentences

(3) In 2023, we fully impaired the Nitro trade name and trademarks asset for $ 56 million.

(4) In 2024, we fully impaired the Scholly partner relationships asset for less than $ 1 million.

We recorded amortization of acquired intangible assets totaling approximately $ 5 million and $ 10 million in the years ended December 31, 2024 and 2023, respectively.

We will continue to amortize our intangible assets with definite useful lives over their remaining estimated useful lives.

We estimate amortization expense associated with these intangible assets will be approximately $ 5 million, $ 4 million, $ 3 million, and $ 1 million in 2024, 2025, 2026, and 2027.

We estimate amortization expense associated with these intangible assets will be approximately $ 4 million, $ 3 million, and $ 1 million in 2025, 2026, and 2027.

2024 Form 10-K — SLM CORPORATION F-49

9 unchanged sentences

These and other large omnibus accounts, aggregating the deposits of many individual depositors, represented $ 7.0 billion of our deposit total as of December 31, 2024, compared with $ 7.6 billion at December 31, 2023.

The omnibus accounts are structured in such a way that entitles the individual depositor pass-through deposit insurance (subject to FDIC rules and limitations), and the majority of these deposits have contractual minimum balances and maturity terms.

Some of our deposit products are serviced by third-party providers.

13 unchanged sentences

(1) Includes the effect of interest rate swaps in effective hedge relationships.

F-52 SLM CORPORATION — 2022 Form 10-K

Deposits (Continued)

Certificates of deposit remaining maturities are summarized as follows:

8 unchanged sentences

Total $ 10,540,428 $ 10,448,365

F-50 SLM CORPORATION — 2022 Form 10-K

Deposits (Continued)

As of December 31, 2024 and 2023, there were $ 567 million and $ 478 million, respectively, of deposits exceeding FDIC insurance limits.

Accrued interest on deposits was $ 92 million and $ 91 million at December 31, 2024 and 2023, respectively.

2023 Form 10-K — SLM CORPORATION F-53

Outstanding borrowings consist of unsecured debt and secured borrowings issued through our term ABS program and our Secured Borrowing Facility.

Outstanding borrowings consist of unsecured debt and secured borrowings issued through our term asset-backed securities (“ABS”) program and our Secured Borrowing Facility.

The issuing entities for those secured borrowings are VIEs and are consolidated for accounting purposes.

16 unchanged sentences

Secured Financings

On May 16, 2023, we amended our Secured Borrowing Facility to extend the maturity of the facility.

The amount that can be borrowed under the facility is $ 2 billion.

On June 14, 2024, we amended our $ 2 billion maximum Secured Borrowing Facility to extend the maturity.

We hold 100 percent of the residual interest in the Secured Borrowing Facility trust.

Under the Secured Borrowing Facility, we incur financing costs on unused borrowing capacity and on outstanding advances.

The amended Secured Borrowing Facility extended the revolving period, during which we may borrow, repay, and reborrow funds, until May 15, 2024.

The scheduled amortization period, during which amounts outstanding under the Secured Borrowing Facility must be repaid, ends on May 15, 2025 (or earlier, if certain material adverse events occur).

At both December 31, 2023 and December 31, 2022, there were no secured borrowings outstanding under the Secured Borrowing Facility.

Short-term borrowings have a remaining term to maturity of one year or less.

The Secured Borrowing Facility’s contractual maturity is two years from the date of inception or renewal (one-year revolving period plus a one-year amortization period);

The amendment extended the revolving period, during which we may borrow, repay, and reborrow funds, until June 13, 2025.

The scheduled amortization period, during which amounts outstanding under the Secured Borrowing Facility must be repaid, ends on June 13, 2026 (or earlier, if certain material adverse events occur).

The one-year revolving period plus the one-year amortization period results in a contractual maturity that is two years from the date of inception or renewal;

however, we classify advances under our Secured Borrowing Facility as short-term borrowings because it is our intention to repay those advances within one year.

For the years ended December 31, 2023 and 2022, there were no outstanding short-term borrowings.

The Secured Borrowing Facility also incurs a non-use fee based upon the facility’s maximum borrowing limit of $ 2 billion, for both 2023 and 2022, which is applied to the unfunded balance.

The facility non-use fee was 55 basis points and 45 basis points in 2023 and 2022, respectively.

Long-term Borrowings

Unsecured Debt

On October 29, 2020, we issued at par an unsecured debt offering of $ 500 million of 4.20 percent Senior Notes due October 29, 2025.

At December 31, 2023, the outstanding balance was $ 497 million.

On November 1, 2021, we issued an unsecured debt offering of $ 500 million, 3.125 percent Senior Notes due November 2, 2026, at a price of 99.43 percent.

At December 31, 2023, the outstanding balance was $ 495 million.

F- 54 SLM CORPORATION — 2023 Form 10-K

For the years ended December 31, 2024 and December 31, 2023, there were no outstanding short-term borrowings under the Secured Borrowing Facility.

With the Secured Borrowing Facility, we incur financing costs on the unused borrowing capacity and on any outstanding advances.

The non-use fee is based upon the Facility’s maximum borrowing limit of $ 2 billion, for both 2024 and 2023, and is applied to the unfunded balance.

The Facility non-use fee was 55 basis points in both 2024 and 2023.

2024 Form 10-K — SLM CORPORATION F-51

Borrowings (Continued)

Secured Financings

2023 Transactions

On March 15, 2023, we executed our $ 579 million SMB Private Education Loan Trust 2023-A term ABS transaction, which was accounted for as a secured financing.

We sold $ 579 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $ 572 million of gross proceeds.

The Class A and Class B notes had a weighted average life of 5.06 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.53 percent.

On December 31, 2023, $ 591 million of our Private Education Loans, including $ 551 million of principal and $ 40 million in capitalized interest, were encumbered because of this transaction.

On August 16, 2023, we executed our $ 568 million SMB Private Education Loan Trust 2023-C term ABS transaction, which was accounted for as a secured financing.

We sold $ 568 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $ 568 million of gross proceeds.

The Class A and Class B notes had a weighted average life of 4.93 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.69 percent.

On December 31, 2023, $ 620 million of our Private Education Loans, including $ 579 million of principal and $ 41 million in capitalized interest, were encumbered because of this transaction.

2022 Transactions

On August 9, 2022, we executed our $ 575 million SMB Private Education Loan Trust 2022-C term ABS transaction, which was accounted for as a secured financing.

We sold $ 575 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $ 575 million of gross proceeds.

The Class A and Class B notes had a weighted average life of 4.69 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.76 percent.

At December 31, 2023, $ 543 million of our Private Education Loans, including $ 513 million of principal and $ 30 million in capitalized interest, were encumbered because of this transaction.

Pre-2022 Transactions

Prior to 2022, we executed a total of $ 9.81 billion in ABS transactions that were accounted for as secured financings.

At December 31, 2023, $ 4.02 billion of our Private Education Loans, including $ 3.90 billion of principal and $ 128 million in capitalized interest, were encumbered as a result of these transactions.

Long-term Borrowings

The following table summarizes the outstanding long-term borrowings, the weighted average interest rates at the end of the period and the related average balance during the period.

11 unchanged sentences

Total long-term borrowings $ 6,440,345 4.30 % $ 5,589,120 $ 5,227,512 3.89 % $ 5,321,215

2023 Form 10-K — SLM CORPORATION F-55

Borrowings (Continued)

As of December 31, 2024, the maturities of our brokered CDs and borrowings are summarized below.

14 unchanged sentences

To disclose how we expect this debt to pay down over time, the maturities for our secured borrowings are based on the projected bond principal paydowns using the current estimated loan prepayment speeds.

Secured Financings

The following summarizes our secured financings issued in 2022 and 2023:

Issue Date Issued Total Issued Weighted Average

Unsecured Financing Transactions

On October 29, 2020, we issued $ 500 million of 4.20 percent unsecured Senior Notes due October 29, 2025.

At December 31, 2024, the outstanding balance was $ 499 million.

This unsecured borrowing remained classified as long-term as of December 31, 2024 in accordance with our ability and intent to refinance the debt on a long-term basis.

On February 18, 2025, we redeemed these Senior Notes with proceeds from $ 500 million of 6.50 percent unsecured Senior Notes issued on January 31, 2025 and due January 31, 2030.

See Note 23, “Subsequent Events” in this Form 10-K for additional information.

On November 1, 2021, we issued $ 500 million of 3.125 percent unsecured Senior Notes due November 2, 2026, at a price of 99.43 percent.

At December 31, 2024, the outstanding balance was $ 496 million.

F- 52 SLM CORPORATION — 2024 Form 10-K

Borrowings (Continued)

Secured Financing Transactions

The following summarizes our term funding collateralized by pools of Private Education Loans in the long-term ABS market issued in 2023 and 2024 in which we retained 100 percent of the residual class certificates.

SMB Private Education Loan Trust Date Closed Loans Transferred to the Trust (1)

Proceeds Weighted Average

Cost of Funds (2)

Weighted Average Life

Weighted Average Life of Class A and Class B Notes

(Dollars in thousands)

Private Education Loans:

2022-C August 2022 575,000 SOFR plus 1.76 %

Total notes issued in 2022 $ 575,000

Total loan and accrued interest amount securitized at inception in 2022 (2)

2023-A March 2023 $ 579,000 SOFR plus 1.53 %

2023-C August 2023 $ 568,000 SOFR plus 1.69 %

Total notes issued in 2023 $ 1,147,000

Total loan and accrued interest amount securitized at inception in 2023 (3)

(1) Represents SOFR equivalent cost of funds for floating and fixed-rate bonds, excluding issuance costs.

(2) At December 31, 2023, $ 543 million of our Private Education Loans, including $ 513 million of principal and $ 30 million in capitalized interest, were encumbered related to these transactions.

(3) At December 31, 2023, $ 1.21 billion of our Private Education Loans, including $ 1.13 billion of principal and $ 81 million in capitalized interest, were encumbered related to these transactions.

F- 56 SLM CORPORATION — 2023 Form 10-K

2023-A ABS Transaction March 15, 2023 $ 644,573 $ 579,000 $ 571,910 SOFR plus 1.53 %

2023-C ABS Transaction August 16, 2023 647,934 568,000 567,881 SOFR plus 1.69 %

Total 2023 $ 1,292,507 $ 1,147,000 $ 1,139,791

2024-C ABS Transaction May 15, 2024 $ 733,644 $ 668,000 $ 667,888 SOFR plus 1.19 %

2024-E ABS Transaction August 14, 2024 944,645 868,000 867,743 SOFR plus 1.42 %

2024-F ABS Transaction November 6, 2024 732,445 680,000 679,981 SOFR plus 1.08 %

Total 2024 $ 2,410,734 $ 2,216,000 $ 2,215,612

(1) The transfer of such loans did not qualify for sale treatment and thus remain on our consolidated balance sheet.

At December 31, 2024, the following Private Education Loan amounts remain encumbered related to these transactions:

SMB Private Education Loan Trust Loan Principal Capitalized

Interest Total Loans

(Dollars in thousands)

2023-A ABS Transaction $ 484,551 $ 32,856 $ 517,407

2023-C ABS Transaction 516,507 35,287 551,794

Total 2023 $ 1,001,058 $ 68,143 $ 1,069,201

2024-C ABS Transaction $ 646,550 $ 52,968 $ 699,518

2024-E ABS Transaction 841,355 69,238 910,593

2024-F ABS Transaction 662,361 55,131 717,492

Total 2024 $ 2,150,266 $ 177,337 $ 2,327,603

(2) Represents SOFR equivalent cost of funds for variable and fixed-rate bonds, excluding issuance costs.

Pre-2023 Transactions

Prior to 2023, we executed a total of $ 10.38 billion in ABS transactions that were accounted for as secured financings.

At December 31, 2024, $ 3.74 billion of our Private Education Loans, including $ 3.63 billion of principal and $ 107 million in capitalized interest, were encumbered as a result of these transactions.

2024 Form 10-K — SLM CORPORATION F-53

Borrowings (Continued)

4 unchanged sentences

(dollars in thousands)

Debt Outstanding Carrying Amount of Assets Securing Debt Outstanding

Short-Term Long-Term Total Loans Restricted Cash Other Assets (1)

Debt Outstanding Carrying Amount of Net Assets Securing Debt Outstanding

Short-Term Long-Term Total Loans Restricted Cash Other Assets, Net (1)

Secured borrowings:

4 unchanged sentences

(dollars in thousands)

Debt Outstanding Carrying Amount of Assets Securing Debt Outstanding

Short-Term Long-Term Total Loans Restricted Cash Other Assets (1)

Debt Outstanding Carrying Amount of Net Assets Securing Debt Outstanding

Short-Term Long-Term Total Loans Restricted Cash Other Assets, Net (1)

Secured borrowings:

2 unchanged sentences

Total $ — $ 4,235,312 $ 4,235,312 $ 5,539,964 $ 149,412 $ 303,753 $ 5,993,129

(1) Other assets primarily represent accrued interest receivable.

Unconsolidated VIEs

(1) Other assets, net primarily represents accrued interest receivable and payable.

F- 54 SLM CORPORATION — 2024 Form 10-K

Borrowings (Continued)

Unconsolidated Funding Vehicles

Private Education Loan Securitizations

4 unchanged sentences

Additionally, the five percent vertical interest we maintain does not absorb more than an insignificant amount of the VIE’s expected losses, nor do we receive more than an insignificant amount of the VIE’s expected residual returns.

2023-B Transaction

On May 24, 2023, we closed an SMB Private Education Loan Trust 2023-B term ABS transaction (the “2023-B Transaction”), in which an unaffiliated third party sold to the trust approximately $ 2 billion of Private Education Loans that the third-party seller previously purchased from us on May 3, 2023.

Sallie Mae Bank sponsored the 2023-B Transaction, is the servicer and administrator, and was the seller of an additional $ 105 million of Private Education Loans into the trust.

The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2023-B Transaction and we recorded a $ 5 million gain on sale associated with this transaction.

In connection with the 2023-B Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization).

We classified those vertical risk retention interests related to the 2023-B Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.

2023 Form 10-K — SLM CORPORATION F-57

Borrowings (Continued)

2023-D Transaction

On November 7, 2023, we closed an SMB Private Education Loan Trust 2023-D term ABS transaction (the “2023-D Transaction”), in which an unaffiliated third party sold to the trust approximately $ 1.0 billion of Private Education Loans that the third-party seller previously purchased from us on October 13, 2023.

Sallie Mae Bank sponsored the 2023-D Transaction, is the servicer and administrator, and was the seller of an additional $ 53 million of Private Education Loans into the trust.

The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2023-D Transaction and we recorded a $ 1 million gain on sale associated with this transaction.

In connection with the 2023-D Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization).

We classified those vertical risk retention interests related to the 2023-D Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.

2022-A Transaction

On March 16, 2022, we closed an SMB Private Education Loan Trust 2022-A term ABS transaction (the “2022-A Transaction”), in which an unaffiliated third party sold to the trust approximately $ 973 million of Private Education Loans that the third-party seller previously purchased from us on November 17, 2021.

In the 2022-A Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $ 95 million of Private Education Loans into the trust.

The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-A Transaction and we recorded a $ 10 million gain on sale associated with this transaction.

In connection with the 2022-A Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization).

We classified those vertical risk retention interests related to the 2022-A Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.

2022-B Transaction

On May 27, 2022, we closed an SMB Private Education Loan Trust 2022-B term ABS transaction (the “2022-B Transaction”), in which an unaffiliated third party sold to the trust approximately $ 2.0 billion of Private Education Loans that the third-party seller previously purchased from us on April 27, 2022.

In the 2022-B Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $ 107 million of Private Education Loans into the trust.

The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-B Transaction and we recorded an $ 11 million gain on sale associated with this transaction.

In connection with the 2022-B Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization).

We classified those vertical risk retention interests related to the 2022-B Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.

2022-D Transaction

On October 19, 2022, we closed an SMB Private Education Loan Trust 2022-D term ABS transaction (the “2022-D Transaction”), in which an unaffiliated third party sold to the trust approximately $ 1.0 billion of Private Education Loans that the third-party seller previously purchased from us on September 15, 2022.

In the 2022-D Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $ 54 million of Private Education Loans into the trust.

The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-D Transaction and we recorded a $ 3 million gain on sale associated with this transaction.

In connection with the 2022-D Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization).

We classified those vertical risk retention interests related to the 2022-D Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.

We classified those vertical risk retention interests related to the securitization transactions listed below as available-for-sale investments, except for the interest in the residual class, which we classified as trading investments recorded at fair value with changes recorded through earnings.

The following summarizes our Private Education Loan ABS transactions closed in 2023 and 2024 where the respective VIEs were not consolidated.

SMB Private Education Loan Trust Date Closed Loans Transferred to the Trust by Third-Party Seller Date Third-Party Seller Previously Purchased Loans from the Bank Additional Loans the Bank Transferred to the Trust (1)

Gain on Sale for Additional Loans Transferred by Bank

(Dollars in thousands)

2023-B ABS transaction (2)

May 24, 2023 $ 1,988,277 May 3, 2023 $ 104,743 $ 5,391

2023-D ABS transaction (2)

November 7, 2023 995,184 October 13, 2023 52,572 1,570

2024-A ABS transaction (2)

March 13, 2024 1,988,248 February 1, 2024 104,748 6,685

2024-R1 ABS transaction (3)

April 9, 2024 68,896 n/a — —

2024-B ABS transaction (2)

April 11, 2024 191,445 March 6, 2020 and

November 17, 2021

2024-D ABS transaction (2)

June 28, 2024 1,494,953 May 23, 2024 78,782 $ 6,051

(1) The transfer of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the transaction.

(2) Sallie Mae Bank sponsored the transaction and is the servicer and administrator.

(3) An unaffiliated third party sold to the Trust approximately $ 69 million of Private Education Loan residual flows from our 2020-PTA and 2020-PTB transactions through a re-securitization.

Sallie Mae Bank sponsored the 2024-R1 transaction and is the administrator of the Trust.

The table below provides a summary of our exposure related to our unconsolidated VIEs.

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(2) Vertical risk retention interest classified as trading investment.

F- 58 SLM CORPORATION — 2023 Form 10-K

Borrowings (Continued)

Other Borrowing Sources

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We did not utilize these lines of credit in the years ended December 31, 2024 and 2023.

2024 Form 10-K — SLM CORPORATION F-55

Borrowings (Continued)

We established an account at the FRB to meet eligibility requirements for access to the Primary Credit borrowing facility at the FRB’s Discount Window (the “Window”).

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All borrowings at the Window must be fully collateralized.

We can pledge asset-backed and mortgage-backed securities, as well as FFELP Loans and Private Education Loans, to the FRB as collateral for borrowings at the Window.

We can pledge asset-backed and mortgage-backed securities, as well as Private Education Loans, to the FRB as collateral for borrowings at the Window.

Generally, collateral value is assigned based on the estimated fair value of the pledged assets.

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All variation margin payments on derivatives cleared through the CME and LCH are accounted for as legal settlement.

As of December 31, 2023, $ 1.8 billion notional of our derivative contracts were cleared on the CME and $ 0.1 billion were cleared on the LCH.

The derivative contracts cleared through the CME and LCH represent 92.6 percent and 7.4 percent, respectively, of our total notional derivative contracts of $ 1.9 billion at December 31, 2023.

As of December 31, 2024, $ 850 million notional of our derivative contracts were cleared on the CME and $ 71 million were cleared on the LCH.

The derivative contracts cleared through the CME and LCH represent 92.3 percent and 7.7 percent, respectively, of our total notional derivative contracts of $ 921 million at December 31, 2024.

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Changes in fair value for derivatives not designated as hedging instruments are presented as realized gains (losses).

Our exposure is limited to the value of the derivative contracts in a gain position less any collateral held and plus any collateral posted.

Our exposure to the counterparty is limited to the value of the derivative contracts in a gain position less any collateral held and plus any collateral posted.

When there is a net negative exposure, we consider our exposure to the counterparty to be zero.

At December 31, 2023 and 2022, we had a net positive exposure (derivative gain positions to us, less collateral held by us and plus collateral posted with counterparties) related to derivatives of $ 9 million and $ 12 million, respectively.

2023 Form 10-K — SLM CORPORATION F-59

Derivative Financial Instruments (Continued)

At December 31, 2024 and 2023, we had a net positive exposure (derivative gain/loss positions to us, less collateral held by us and plus collateral posted with counterparties) related to derivatives of $ 5 million and $ 9 million, respectively.

Accounting for Derivative Instruments

Our derivative instruments are classified and accounted for by us as fair value hedges, cash flow hedges, and trading hedges.

Our derivative instruments are classified and accounted for by us as either fair value hedges or cash flow hedges.

F- 56 SLM CORPORATION — 2024 Form 10-K

Derivative Financial Instruments (Continued)

Fair Value Hedges

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Those amounts are subsequently reclassified to earnings, in the same line item in the consolidated statements of income as impacted by the hedged item, when the hedged item affects earnings.

Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on our variable-rate deposits.

During the next twelve months, we estimate that $ 36 million will be reclassified as a decrease to interest expense.

Trading Activities

When derivative instruments do not qualify for hedge accounting treatment, they are accounted for at fair value with all changes in fair value recorded through earnings.

All of our derivative instruments entered into with maturities of less than three years are economically hedging risk, but do not receive hedge accounting treatment.

Trading derivatives also include any hedges that originally received hedge accounting treatment, but lost hedge accounting treatment due to failed effectiveness testing, as well as the activity of certain derivatives prior to those derivatives receiving hedge accounting treatment.

F- 60 SLM CORPORATION — 2023 Form 10-K

Derivative Financial Instruments (Continued)

Summary of Derivative Financial Statement Impact

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(2) Cash collateral pledged excludes amounts that represent legal settlement of the derivative contracts.

2024 Form 10-K — SLM CORPORATION F-57

Derivative Financial Instruments (Continued)

Notional Values

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Net total notional $ 639,097 $ 1,203,783 $ 281,520 $ 702,309 $ — $ — $ 920,617 $ 1,906,092

2023 Form 10-K — SLM CORPORATION F-61

Derivative Financial Instruments (Continued)

As of December 31, 2024 and 2023, the following amounts were recorded on the consolidated balance sheet related to cumulative basis adjustments for fair value hedges:

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Total change in other comprehensive income (loss) for unrealized gains (losses) on derivatives, before income tax (expense) benefit $ ( 30,394 ) $ ( 34,457 ) $ 93,731

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on our variable-rate deposits.

During the next twelve months, we estimate $ 21 million will be reclassified as a decrease to interest expense.

Cash Collateral

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Collateral held is recorded in “Other Liabilities” on the consolidated balance sheets.

Cash collateral pledged related to derivative exposure between us and our derivatives counterparties was $ 9 million and $ 11 million at December 31, 2023 and 2022, respectively.

Cash collateral pledged by us related to derivative exposure between us and our derivatives counterparties was $ 5 million and $ 9 million at December 31, 2024 and 2023, respectively.

Collateral pledged is recorded in “Other interest-earning assets” on the consolidated balance sheets.

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Common Stock Dividends

In both the years ended December 31, 2023 and 2022, we paid a total common stock dividend of $ 0.44 per common share.

In the year ended December 31, 2024, we paid a total common stock dividend of $ 0.46 per common share.

In both the years ended December 31, 2023 and 2022, we paid a total common stock dividend of $ 0.44 per common share.

Common stock dividend declarations are subject to determination by, and the discretion of, our Board of Directors.

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Share Repurchases

On January 22, 2020, we announced a share repurchase program (the “2020 Share Repurchase Program”), which was effective upon announcement and expired on January 21, 2022, and permitted us to repurchase shares of common stock from time to time up to an aggregate repurchase price not to exceed $ 600 million.

Under the authority of the 2020 Share Repurchase Program, on March 10, 2020, we entered into an accelerated share repurchase agreement (“ASR”) with a third-party financial institution under which we paid $ 525 million for an upfront delivery of our common stock and a forward agreement.

On March 11, 2020, the third-party financial institution delivered to us approximately 45 million shares.

The final total actual number of shares of common stock delivered to us pursuant to the forward agreement was based generally upon a volume-weighted average price at which the shares of our common stock traded during the regular trading sessions on the NASDAQ Global Select Market during the term of the ASR.

The transactions were accounted for as equity transactions and were included in treasury stock when the shares were received, at which time there was an immediate reduction in the weighted average common shares calculation for basic and diluted earnings per share.

On January 26, 2021, we completed the ASR and upon final settlement on January 28, 2021, we received an additional 13 million shares.

In total, we repurchased 58 million shares under the ASR at an average price per share of $ 9.01 .

Under the 2020 Share Repurchase Program, we also repurchased an additional 4 million shares of common stock for $ 75 million in the three months ended March 31, 2021.

We have utilized all capacity under the 2020 Share Repurchase Program.

On January 27, 2021, we announced another share repurchase program (the “2021 Share Repurchase Program”), which was effective upon announcement and expired on January 26, 2023, and originally permitted us to repurchase shares of our common stock from time to time up to an aggregate repurchase price not to exceed $ 1.25 billion.

In October 2021, our Board of Directors approved a $ 250 million increase in the amount of common stock that could be repurchased under our 2021 Share Repurchase Program, which expired on January 26, 2023.

This was in addition to the original $ 1.25 billion of authorization announced on January 27, 2021, for a total 2021 Share Repurchase Program authorization of $ 1.5 billion.

Of the total $ 1.5 billion 2021 Share Repurchase Program authorization, we repurchased 81.1 million shares of common stock for $ 1.46 billion in the year ended December 31, 2021.

(Those amounts include the shares repurchased under the Tender Offer described below.) We also repurchased 2.0 million shares of common stock under the 2021 Share Repurchase Program for $ 38 million in the three months ended March 31, 2022.

We have utilized all capacity under the 2021 Share Repurchase Program.

On January 26, 2022, we announced another share repurchase program (the “2022 Share Repurchase Program”), which was effective upon announcement and expired on January 25, 2024, and permitted us to repurchase shares of our common stock from time to time up to an aggregate repurchase price not to exceed $ 1.25 billion.

Under the 2022 Share Repurchase Program, we repurchased 22.3 million shares of common stock at an average price per share of $ 15.64 , for $ 349 million in the year ended December 31, 2023, and we repurchased 38.2 million shares of common stock at an average price per share of $ 17.52 , for $ 669 million in the year ended December 31, 2022.

There was $ 236 million of capacity remaining under the 2022 Share Repurchase Program at December 31, 2023.

Any capacity remaining unused under the 2022 Share Repurchase Program on January 25, 2024 expired on that date pursuant to the terms of the 2022 Share Repurchase Program.

On January 24, 2024, we announced a new share repurchase program (the “2024 Share Repurchase Program”), which became effective on January 26, 2024 and expires on February 6, 2026, and permits us to repurchase shares of our common stock from time to time up to an aggregate repurchase price not to exceed $ 650 million.

Under the 2024 Share Repurchase Program, repurchases may occur from time to time and through a variety of methods, including open market repurchases, repurchases effected through Rule 10b5-1 trading plans, negotiated block purchases, accelerated share repurchase programs, tender offers, 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 the 2024 Share Repurchase Program or at all.

Common Stock Tender Offer

On February 2, 2021, we announced the commencement of a “modified Dutch Auction” tender offer (the “Tender Offer”) to purchase up to $ 1 billion in aggregate purchase price of our outstanding shares of common stock, par value $ 0.20 per share.

Pursuant to the Tender Offer, we repurchased 28.5 million shares at a price of $ 16.50 per share.

The purchase of shares settled on March 16, 2021, for an aggregate cost of approximately $ 472 million, including fees and expenses related to the Tender Offer.

We cancelled the 28.5 million shares purchased in connection with the Tender Offer.

This cancellation decreased the balances of common stock by $ 6 million and of additional paid-in capital by $ 466 million, respectively.

F- 64 SLM CORPORATION — 2023 Form 10-K

Stockholders’ Equity (Continued)

In January 2020, we announced a share repurchase program of up to $ 600 million of common stock.

This program expired in January 2022.

In January 2021, we announced an additional share repurchase program of up to $ 1.25 billion of common stock (the “2021 Share Repurchase Program”) that expired in January 2023.

In October 2021, our Board of Directors approved a $ 250 million increase in the amount of common stock that could be repurchased under the 2021 Share Repurchase Program, resulting in a total authorization of $ 1.5 billion of common stock.

In January 2022, we announced a share repurchase program of up to $ 1.25 billion of common stock that expired in January 2024.

In January 2024, we announced a new share repurchase program of up to $ 650 million of common stock (the “2024 Share Repurchase Program”).

The program expires in February 2026.

We had $ 402 million of capacity remaining under the 2024 Share Repurchase Program at December 31, 2024.

Under the above share repurchase programs, repurchases could occur from time to time and through a variety of methods, including open market repurchases, repurchases effected through Rule 10b5-1 trading plans, negotiated block purchases, accelerated share repurchase programs, tender offers, or other similar transactions.

The timing and volume of any repurchases are subject to market conditions, and there can be no guarantee that the Company will repurchase up to the limit of the 2024 Share Repurchase Program.

Share Repurchases under our Rule 10b5-1 Trading Plans

During the years ended December 31, 2023, 2022, and 2021, we repurchased 22 million, 40 million, and 57 million shares, respectively, of our common stock at a total cost of $ 349 million, $ 708 million, and $ 1.1 billion, respectively, under Rule 10b5-1 trading plans authorized under our share repurchase programs.

During the years ended December 31, 2024, 2023, and 2022, we repurchased 12 million, 22 million, and 40 million shares, respectively, of our common stock at a total cost of $ 250 million, $ 349 million, and $ 708 million, respectively, under Rule 10b5-1 trading plans authorized under our share repurchase programs.

The following table summarizes our common share repurchases and issuances associated with these programs.

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(1) Common shares purchased under our share repurchase programs.

We have utilized all capacity under our 2021 Share Repurchase Program.

There was $ 402 million of capacity remaining under the 2024 Share Repurchase Program at December 31, 2024.

(2) For the year ended December 31, 2021, the amount includes 13 million shares related to the accelerated share repurchase agreement described above.

(3) For the year ended December 31, 2021, the amount includes 28.5 million shares related to the settlement of our common stock Tender Offer described above.

(2) Average purchase price per share includes purchase commission costs and excise taxes.

(5) Comprised of shares withheld from stock option exercises and vesting of restricted stock for employees’ tax withholding obligations and shares tendered by employees to satisfy option exercise costs.

(3) Comprised of shares withheld from stock option exercises and the vesting of restricted stock, restricted stock units, performance stock units, and dividend equivalent units for employees’ tax withholding obligations and shares tendered by employees to satisfy option exercise costs.

(4) Common shares issued under our various compensation and benefit plans.

The closing price of our common stock on the NASDAQ Global Select Market on December 31, 2024 was $ 27.58 .

2023 Form 10-K — SLM CORPORATION F-65

F- 60 SLM CORPORATION — 2024 Form 10-K

Earnings per Common Share

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(1) Includes the potential dilutive effect of additional common shares that are issuable upon exercise of outstanding stock options, restricted stock, restricted stock units, performance stock units, and the outstanding commitment to issue shares under the ESPP, determined by the treasury stock method.

(2) For the years ended December 31, 2023, 2022, and 2021, securities covering approximately 1 million shares, 1 million shares, and 1 million shares, respectively, were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive.

F- 66 SLM CORPORATION — 2023 Form 10-K

(2) For the years ended December 31, 2024, 2023, and 2022, securities covering approximately less than 1 million shares, 1 million shares, and 1 million shares, respectively, were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive.

2024 Form 10-K — SLM CORPORATION F-61

Stock-Based Compensation Plans and Arrangements

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There were 86,536 time-vested options granted in the year ended December 31, 2022.

The options were granted solely to members of senior management.

The exercise price of the options is equal to 115 percent of the fair market value of a share of our common stock as of the grant date.

The options will vest 100 percent on the third anniversary of the respective grant date and expire ten years after the respective grant date.

The fair value of each stock option grant was estimated on the date of grant using the Monte Carlo simulation-pricing model.

The expected volatility of our common stock at the date of grant is estimated based on a historic volatility rate and the expected option life is calculated based on historical stock option experience as the best estimate of future exercise patterns.

The dividend yield assumption is based on historical and anticipated dividend payouts.

The risk-free interest rate assumption is based on observed interest rates consistent with the expected life of each stock option grant.

There were 86,536 time-vested options granted in the year ended December 31, 2022.

The options were granted to team members of an acquisition that took place in the first half of the year in 2022.

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The risk-free interest rate assumption is based on observed interest rates consistent with the expected life of each stock option grant.

There were no stock options granted in the year ended December 31, 2023.

2023 Form 10-K — SLM CORPORATION F-67

There were no stock options granted in the years ended December 31, 2023 and 2024.

F- 62 SLM CORPORATION — 2024 Form 10-K

Stock-Based Compensation Plans and Arrangements (Continued)

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Exercised (2)(3)

( 65,668 ) 17.65

Outstanding at December 31, 2024 (4)

1,000,529 $ 17.59 6.2 years $ 9,997

Exercisable at December 31, 2023 — $ — — $ —

Exercisable at December 31, 2024 933,223 $ 17.65 6.1 years $ 9,267

(1) The aggregate intrinsic value represents the total intrinsic value (the aggregate difference between our closing stock price on December 31, 2024 and the exercise price of in-the-money options) that would have been received by the option holders if all in-the-money options had been exercised on December 31, 2024.

(2) The total intrinsic value of the options exercised was $ 0.3 million for the year ended December 31, 2024.

No options were exercised in the years ended December 31, 2023 and 2022.

The total intrinsic value of options exercised was $ 2 million for the year ended December 31, 2021.

(3) Cash of $ 1 million was received from option exercises for the year ended December 31, 2024.

The actual tax benefit realized for the tax deductions from option exercises totaled less than $ 1 million for the year ended December 31, 2024.

(4) For net-settled options, gross number is reflected.

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( 83,479 ) 16.47

Canceled ( 7,069 ) 20.51

Non-vested at December 31, 2024 (2)

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(2) As of December 31, 2024, there was $ 0.7 million of unrecognized compensation cost related to restricted stock, which is expected to be recognized over a weighted average period of 0.5 years.

F- 68 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION F-63

Stock-Based Compensation Plans and Arrangements (Continued)

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As of December 31, 2024, there was less than $ 1 million of unrecognized compensation cost related to the ESPP, which is expected to be recognized by July 2025.

2023 Form 10-K — SLM CORPORATION F-69

F- 64 SLM CORPORATION — 2024 Form 10-K

Stock-Based Compensation Plans and Arrangements (Continued)

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Total $ — $ ( 40 ) $ — $ ( 40 ) $ — $ ( 370 ) $ — $ ( 370 )

2024 Form 10-K — SLM CORPORATION F-65

Fair Value Measurements (Continued)

The following table summarizes the change in balance sheet carrying value associated with level 3 financial instruments carried at fair value on a recurring basis.

Investments Investments

Years ended December 31,

(dollars in thousands) Available For Sale -

Debt Securities Trading - Residual Interests Total Available For Sale -

Debt Securities Trading - Residual Interests Total

Balance, beginning of period $ — $ 54,481 $ 54,481 $ — $ 50,786 $ 50,786

Total gains/(losses):

Included in earnings (or changes in net assets) (1)

20 478 498 — 2,721 2,721

Included in other comprehensive income 80 — 80 — — —

Settlements 2,589 ( 1,697 ) 892 — 974 974

Transfers into level 3 — — — — — —

Transfers out of level 3 — — — — — —

Balance, end of period $ 2,689 $ 53,262 $ 55,951 $ — $ 54,481 $ 54,481

Change in unrealized gains (losses) for the period included in other comprehensive income for assets held at the end of the reporting period $ 80 $ — $ 80 $ — $ — $ —

Change in unrealized gains (losses) for the period included in earnings (or changes in net assets) for assets held at the end of the reporting period (2)

$ — $ 478 $ 478 $ — $ 2,721 $ 2,721

(1) Included in earnings (or changes in net assets) is comprised of the amounts recorded in the specified line item in the consolidated statements of income:

Years Ended December 31,

(dollars in thousands)

Interest Income - Investments $ 20 $ —

Gains (losses) on securities, net 478 2,721

Total $ 498 $ 2,721

(2) Recorded in "gains (losses) on securities, net" in the consolidated statements of income.

The following table presents the significant unobservable inputs used in the recurring valuations of the level 3 financial instruments detailed above.

As of December 31, 2024

(dollars in thousands) Fair Value Valuation Technique Unobservable Input Range (Average)

Debt Securities $ 2,689 Discounted cash flow Constant Prepayment Rate 6.9 %- 11.0 % ( 8.3 %)

Probability of default 4.0 %- 17.0 % ( 11.5 %)

Residual Interests 53,262 Discounted cash flow Constant Prepayment Rate 6.9 %- 11.0 % ( 8.3 %)

Probability of default 4.0 %- 17.0 % ( 11.5 %)

Total $ 55,951

The significant inputs detailed in the above table would be expected to have the following impacts to the valuations:

• A decrease in CPR would result in a longer weighted average life of the trust, resulting in a decrease to the valuation due to the delay in residual cash flows with the increased term.

The opposite is true for an increase in the CPR.

• A decrease in the probability of defaults means increased principal receipts, resulting in an increase to the valuation due to the increase in residual cash flow.

F- 66 SLM CORPORATION — 2024 Form 10-K

Fair Value Measurements (Continued)

• Conversely, an increase in the probability of defaults means decreased principal receipts, resulting in a decrease to the valuation due to the decrease in residual cash flow.

The following table summarizes the fair values of our financial assets and liabilities, including derivative financial instruments.

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FFELP Loans — — — 542,775 534,064 8,711

Loans held for sale — — — 29,448 29,448 —

Cash and cash equivalents 4,700,366 4,700,366 — 4,149,838 4,149,838 —

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Accrued interest receivable 1,663,474 1,546,590 116,884 1,448,766 1,379,904 68,862

Tax indemnification receivable — — — 2,816 2,816 —

Derivative instruments — — — — — —

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Investments classified as trading are carried at fair value in the consolidated financial statements.

Investments in residual class interests are valued using observable inputs in its cash flow modeling where available but many significant inputs are unobservable.

Investments in residual class interests are valued using observable inputs in the cash flow modeling where available, but many significant inputs are unobservable.

Residual interests are not exchange traded nor do they have quoted market prices, as they are unique and do not actively trade.

As such, these are level 3 valuations.

At December 31, 2023 and December 31, 2022, we had $ 54 million and $ 56 million, respectively, classified as level 3 financial instruments carried at fair value on a recurring basis through earnings.

At December 31, 2023 and December 31, 2022, $ 54 million and $ 51 million, respectively, represent the five percent vertical risk retentions in the residual classes of Private Education Loans sold through securitizations.

Total gains/(losses), net included in earnings were $ 3 million in net gains in the year ended December 2023, compared to less than $ 1 million in net losses in the year-ago period.

Settlements in the year ended December 31, 2023 were $ 1 million, compared to $ 13 million in the year-ago period.

2023 Form 10-K — SLM CORPORATION F-71

Fair Value Measurements (Continued)

were no transfers into or out of level 3 related to these residual interest investments during the years ended December 31, 2023 and 2022.

The change in mark to market gains/(losses) on investments held as of the reporting date were $ 4 million in the year ended December 31, 2023, compared to $ 13 million in the year-ago period.

At December 31, 2022, $ 5 million of the total trading investment balance included a debt security investment which was converted to an equity investment (classified in other investments) in the first quarter of 2023.

Total interest income included in earnings was less than $ 1 million for both of the years ended December 31, 2023 and 2022.

There were no transfers into or out of level 3 related to this investment.

There were no market value adjustments recorded related to this investment in the years ended December 31, 2023 and 2022.

The fair value at December 31, 2023 of the residual interests classified as level 3 valuations was $ 54 million.

The residual interest investments are the projected future cash flows representing the difference between the securitized trust’s asset cash flows and the related outflows to the bondholders and for other fees.

The residual investments are valued using an internal discounted cash flow model to arrive at the net present value of expected trust residual distributions.

These instruments are not actively traded, nor do they have quoted market prices.

As a result, unobservable model input assumptions are made regarding the expected CPR and the probability of defaults of the loans in the securitization trusts.

At December 31, 2023, the range (average by volume) of the CPR input was 8.1 percent to 12.2 percent (average of 9.49 percent) and the range of the defaults input was 5.1 percent to 20.7 percent (average of 11.03 percent).

The significant inputs considered unobservable detailed above would be expected to have the following impacts to the valuations:

• A decrease in CPR would result in a longer weighted average life of the trust, resulting in a decrease to the valuation due to the delay in residual cash flows with the increased term.

The opposite is true for an increase in the CPR.

• A decrease in the probability of defaults means increased principal receipts, resulting in an increase to the valuation due to the increase in residual cash flow.

• Conversely, an increase in the probability of defaults means decreased principal receipts, resulting in a decrease to the valuation due to the decrease in residual cash flow.

Available-for-Sale

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As such, these are level 2 valuations.

The fair value of our non-residual vertical risk retention investments is estimated using pricing indications obtained from the investment bankers who participate in the asset-backed securities market.

As such, these are level 2 valuations.

The fair value of most of our non-residual vertical risk retention investments is estimated using pricing indications obtained from the investment bankers who participate in the asset-backed securities market.

As such, these

2024 Form 10-K — SLM CORPORATION F-67

Fair Value Measurements (Continued)

are level 2 valuations.

Where we are unable to obtain pricing indications for our non-residual vertical risk retention investments, we classify them as level 3 valuations.

Loans Held For Investment and Accrued Interest Receivable

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The remaining accrued interest receivable that will not be capitalized into the principal balance of the loan is carried at cost.

During the third quarter of 2024, we transferred our FFELP Loan portfolio to loans held for sale as we planned to sell our FFELP Loan portfolio.

At that time, we wrote down this loan portfolio to its estimated fair value through an adjustment to the allowance for credit losses of $ 8 million.

We subsequently sold the FFELP Loan portfolio to a third party during the fourth quarter of 2024.

For FFELP Loans, the fair value was determined by modeling expected loan level cash flows using stated terms of the assets and internally developed assumptions to determine aggregate portfolio yield, net present value, and average life.

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As such, these are level 3 valuations.

F- 72 SLM CORPORATION — 2023 Form 10-K

Fair Value Measurements (Continued)

Loans Held For Sale

Our loans held for sale are accounted for at the lower of cost or market.

The fair value was determined by using observable quoted prices for similar assets in our most recent market transactions.

These are considered level 2 valuations.

Tax Indemnification Receivable

Tax indemnification receivable is carried at cost.

The carrying value approximates fair value.

This is a level 2 valuation.

Money Market and Savings Accounts

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This is a level 1 valuation.

The fair value of long-term borrowings is estimated using pricing indications obtained from the investment bankers who participate in the asset-backed securities market.

This is a level 2 valuation.

The fair value of long-term secured borrowings is estimated using pricing indications obtained from the investment bankers who participate in the asset-backed securities market.

The fair value of our long-term unsecured borrowings is sourced from a third-party pricing service.These are level 2 valuations.

All derivatives are accounted for at fair value in the consolidated financial statements.

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When the counterparty has exposure to us under derivative contracts with the Company, we fully collateralize the exposure (subject to certain thresholds).

F- 68 SLM CORPORATION — 2024 Form 10-K

Fair Value Measurements (Continued)

Interest rate swaps are valued using a standard derivative cash flow model with a SOFR swap yield curve, which is an observable input from an active market.

2 unchanged sentences

These valuations are determined through standard pricing models using the stated terms of the borrowings and observable yield curves.

2023 Form 10-K — SLM CORPORATION F-73

Arrangements with Navient Corporation

In connection with the Spin-Off, we entered into a Separation and Distribution Agreement with Navient (the “Separation and Distribution Agreement”).

We also entered into various other ancillary agreements with Navient to effect the Spin-Off and provide a framework for our relationship with Navient thereafter, such as a transition services agreement, a tax sharing agreement, an employee matters agreement, a loan servicing and administration agreement, a joint marketing agreement, a key services agreement, a data sharing agreement, and a master sublease agreement.

The majority of these agreements were transitional in nature with most having terms that have expired.

In the case of the loan servicing and administration agreement for those FFELP Loans that we hold and Navient services for us, the agreement is scheduled to expire or be renewed by the end of 2026.

We continue to have exposure to risks related to Navient’s creditworthiness.

If we are unable to obtain indemnification payments from Navient, our results of operations and financial condition could be materially and adversely affected.

We briefly summarize below some of the most significant agreements and relationships we continue to have with Navient.

For additional information regarding the Separation and Distribution Agreement and the other ancillary agreements, see our Current Report on Form 8-K filed on May 2, 2014.

Separation and Distribution Agreement

The Separation and Distribution Agreement addresses, among other things, the following activities:

• the obligation of each party to indemnify the other against liabilities retained or assumed by that party pursuant to the Separation and Distribution Agreement and in connection with claims of third parties;

• the allocation among the parties of rights and obligations under insurance policies;

• the creation of a governance structure by which matters related to the separation and other transactions contemplated by the Separation and Distribution Agreement are to be managed.

The Separation and Distribution Agreement provides specific processes and procedures pursuant to which we may submit claims for indemnification to Navient.

If for any reason Navient is unable or unwilling to pay claims made against it, our costs, operating expenses, cash flows, and financial condition could be materially and adversely affected over time.

Indemnification Obligations

Pursuant to the terms of the Separation and Distribution Agreement, and as contemplated by the structure of the Spin-Off, Navient is legally obligated to indemnify the Bank against all claims, actions, damages, losses, or expenses that may arise from the conduct of all activities of pre-Spin-Off SLM occurring prior to the Spin-Off, except for certain liabilities related to the conduct of the pre-Spin-Off consumer banking business that were specifically assumed by the Bank (and as to which the Bank is obligated to indemnify Navient).

Some significant examples of the types of indemnification obligations Navient has under the Separation and Distribution Agreement and related ancillary agreements include:

• Navient is required to indemnify the Company and the Bank for any liabilities, costs, or expenses they may incur arising from any action or threatened action related to the servicing, operations, and collections activities of pre-Spin-Off SLM and its subsidiaries with respect to Private Education Loans and FFELP Loans that were assets of the Bank or Navient at the time of the Spin-Off;

provided that written notice was provided to Navient on or prior to April 30, 2017, the third anniversary date of the Spin-Off.

Navient is not required to indemnify for changes in law or changes in prior existing interpretations of law that occur on or after April 30, 2014.

• In connection with the Spin-Off, we recorded a liability related to uncertain tax positions of $ 27 million for which we are indemnified by Navient.

As of December 31, 2023, the remaining balance of the indemnification receivable related to those uncertain tax positions was zero .

F- 74 SLM CORPORATION — 2023 Form 10-K

Arrangements with Navient Corporation (Continued)

Long-Term Arrangements

The loan servicing and administration agreement governs the terms by which Navient provides servicing, administration, and collection services for the Bank’s portfolio of FFELP Loans, as well as servicing history information with respect to Private Education Loans previously serviced by Navient and access to certain promissory notes in Navient’s possession.

The term of the loan servicing and administration agreement has been extended to December 31, 2026.

The tax sharing agreement governs the respective rights, responsibilities, and obligations of us and Navient after the Spin-Off relating to taxes, including with respect to the payment of taxes, the preparation and filing of tax returns, and the conduct of tax contests.

Under this agreement, each party is generally liable for taxes attributable to its business.

The agreement also addresses the allocation of tax liabilities that are incurred as a result of the Spin-Off and related transactions.

Regulatory Capital

19 unchanged sentences

Therefore, the regulatory capital impact of the Bank’s transition adjustments recorded on January 1, 2020 from the adoption of CECL, and 25 percent of the ongoing impact of CECL on the Bank’s allowance for credit losses, retained earnings, and average total consolidated assets, each as reported for regulatory capital purposes (collectively, the “adjusted transition amounts”), were deferred for the two-year period ending January 1, 2022.

On January 1 of 2023 and 2022, 25 percent of the adjusted transition amounts were phased in for regulatory capital purposes.

On January 1, 2024, an additional 25 percent of the adjusted transition amounts was phased in for regulatory capital purposes.

On January 1, 2025, the remaining 25 percent of the adjusted transition amounts will be phased in for regulatory capital purposes, with the phased-in amounts included in regulatory capital at the beginning of the year.

On each of January 1 of 2022, 2023 and 2024, 25 percent of the adjusted transition amounts was phased in for regulatory capital purposes.

On January 1, 2025, the remaining 25 percent of the adjusted transition amounts was phased in for regulatory capital purposes, with the phased-in amounts included in regulatory capital at the beginning of the year.

The Bank’s January 1, 2020 CECL transition amounts increased our allowance for credit losses by $ 1.1 billion, increased the liability representing our off-balance sheet exposure for unfunded commitments by $ 116 million, and increased our deferred tax asset by $ 306 million, resulting in a cumulative effect adjustment that reduced retained earnings by $ 953 million.

5 unchanged sentences

Amounts for the Year Ended Phase-In

Amounts for the Year Ended Remaining Adjusted Transition Amounts to be Phased-In

(Dollars in thousands) December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2023

(Dollars in thousands) December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2024

Retained earnings $ 836,351 $ ( 209,088 ) $ ( 209,088 ) $ ( 209,088 ) $ 209,087

2 unchanged sentences

Deferred tax asset 306,171 ( 76,542 ) ( 76,542 ) ( 76,543 ) 76,544

The Bank’s required and actual regulatory capital amounts and ratios under U.S.

The Bank’s required and actual regulatory capital amounts and ratios, including applicable capital conservation buffers, under U.S.

Basel III are shown in the following table.

2 unchanged sentences

At December 31, 2024 and December 31, 2023, the unrealized loss on available-for-sale investments included in other comprehensive income totaled $ 83 million and $ 115 million, net of tax of $ 27 million and $ 37 million, respectively.

The capital ratios would remain above the U.S.

Basel III well capitalized thresholds if the unrealized loss became fully recognized into capital.

The capital ratios would remain above the well capitalized thresholds, including applicable capital conservation buffers, if the unrealized loss became fully recognized into capital.

(Dollars in thousands) Actual U.S.

15 unchanged sentences

(3) For both December 31, 2024 and 2023, the actual amounts and the actual ratios include the respective adjusted transition amounts discussed above that were phased in at the beginning of 2024 and 2023.

F- 76 SLM CORPORATION — 2023 Form 10-K

Regulatory Capital (Continued)

Bank Dividends

2 unchanged sentences

Generally, under Utah’s industrial bank laws and regulations as well as FDIC regulations, the Bank may pay dividends from its net profits without regulatory approval if, following the payment of the dividend, the Bank’s capital and surplus would not be impaired.

The Company relies on dividends from the Bank, as necessary, to enable the Company to pay any declared dividends and other payments and consummate share repurchases, as described herein.

The Bank declared $ 550 million, $ 700 million, and $ 1.4 billion in dividends to the Company for the years ended December 31, 2023, 2022, and 2021, respectively, with the proceeds primarily used to fund share repurchase programs and stock dividends.

F- 70 SLM CORPORATION — 2024 Form 10-K

Regulatory Capital (Continued)

relies on dividends from the Bank, as necessary, to enable the Company to pay any declared dividends and other payments and consummate share repurchases, as described herein.

The Bank declared $ 570 million, $ 550 million, and $ 700 million in dividends to the Company for the years ended December 31, 2024, 2023, and 2022, respectively, with the proceeds primarily used to fund share repurchase programs and stock dividends.

In the future, we expect that the Bank will pay dividends to the Company as may be necessary to enable the Company to pay any declared dividends on its Series B Preferred Stock and common stock and to consummate any common share repurchases by the Company under its repurchase programs.

9 unchanged sentences

At December 31, 2024, we had $ 2.3 billion of outstanding contractual loan commitments which we expect to fund during the remainder of the 2024/2025 academic year.

At December 31, 2023, we had a $ 113 million reserve recorded in “Other Liabilities” to cover expected losses that may occur during the one-year loss emergence period on these unfunded commitments.

See Notes to Consolidated Financial Statements, Note 2,“Significant Accounting Policies - Allowance for Credit Losses — Off-Balance Sheet Exposure for Contractual Loan Commitments” in this Form 10-K and Note 8, “Unfunded Loan Commitments” in this Form 10-K for additional information.

Regulatory Matters

In May 2014, the Bank received a Civil Investigative Demand (“CID”) from the CFPB as part of the CFPB’s separate investigation relating to customer complaints, fees, and charges assessed in connection with the servicing of student loans and related collection practices of pre-Spin-Off SLM by entities now subsidiaries of Navient during a time period prior to the Spin-Off (the “CFPB Investigation”).

To the extent requested, the Bank has been cooperating fully with the CFPB.

Given the timeframe covered by the CID and the CFPB Investigation, and the focus on practices and procedures previously conducted by Navient and its servicing subsidiaries prior to the Spin-Off, Navient is leading the response to these investigations.

Consequently, we have no basis from which to estimate either the duration or ultimate outcome of this investigation.

We note that on January 18, 2017, the CFPB filed a complaint in federal court in Pennsylvania against Navient, along with its subsidiaries, Navient Solutions, Inc.

and Pioneer Credit Recovery, Inc.

The complaint alleges these Navient entities, among other things, engaged in deceptive practices with respect to their historic servicing and debt collection practices.

Neither SLM, the Bank, nor any of their current subsidiaries are named in, or otherwise a party to, the lawsuit and are not alleged to have engaged in any wrongdoing.

The CFPB’s complaint asserts Navient’s assumption of these liabilities pursuant to the Separation and Distribution Agreement.

2023 Form 10-K — SLM CORPORATION F-77

Commitments, Contingencies and Guarantees (Continued)

related to the conduct of the pre-Spin-Off consumer banking business that were specifically assumed by the Bank (and as to which the Bank is obligated to indemnify Navient).

Navient has acknowledged its indemnification obligations under the Separation and Distribution Agreement, in connection with the previously disclosed investigation matters and the now resolved multistate litigation.

Navient has informed the Bank, however, that it believes the Bank may be responsible to indemnify Navient against certain potential liabilities arising from the above-described lawsuits under the Separation and Distribution Agreement and/or a separate loan servicing agreement between the parties, and has suggested that the parties defer further discussion regarding indemnification obligations, and reimbursement of ongoing legal costs, in connection with the lawsuits.

The Bank disagrees with Navient’s position and the Bank has reiterated to Navient that Navient is responsible for promptly indemnifying the Bank against all liabilities arising out of the conduct of pre-Spin-Off SLM that are at issue.

At December 31, 2024, we had an $ 85 million reserve recorded in “Other Liabilities” to cover lifetime expected credit losses on the unfunded commitments.

See Note 2,“Significant Accounting Policies — Allowance for Credit Losses — Off-Balance Sheet Exposure for Contractual Loan Commitments” and Note 6, “Allowance for Credit Losses and Unfunded Loan Commitments — Unfunded Loan Commitments” in this Form 10-K for additional information.

Contingencies

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When loss contingencies are not both probable and estimable, we do not establish reserves.

Based on current knowledge, management does not believe there are loss contingencies, if any, arising from pending investigations, litigation, or regulatory matters for which reserves should be established.

F- 78 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION F-71

Reconciliations of the statutory U.S.

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The effective tax rate varies from the statutory U.S.

federal rate of 21 percent primarily due to business tax credits and the impact of state taxes, net of federal benefit, for the year ended December 31, 2023;

due to business tax credits and the impact of state taxes, net of federal benefit, for the year ended December 31, 2022;

and due to the impact of state taxes, net of federal benefit, for the year ended December 31, 2021.

federal rate of 21 percent primarily due to business tax credits and the impact of state taxes, net of federal benefit, for the years ended December 31, 2024, 2023, and 2022.

Income tax expense consists of:

10 unchanged sentences

Provision for income tax expense $ 190,311 $ 196,905 $ 161,711

2023 Form 10-K — SLM CORPORATION F-79

F- 72 SLM CORPORATION — 2024 Form 10-K

Income Taxes (Continued)

29 unchanged sentences

Management believes that it is more likely than not that the results of future operations will generate sufficient taxable income to realize our deferred tax assets (other than state net operating loss, net unrealized losses and capital loss carryovers as outlined above).

As of December 31, 2023, the state net operating loss carryforwards will begin to expire in 2029 and the capital losses in 2025.

F- 80 SLM CORPORATION — 2023 Form 10-K

As of December 31, 2024, the state net operating loss carryforwards will begin to expire in 2029 and the capital losses will begin to expire in 2025.

2024 Form 10-K — SLM CORPORATION F-73

Income Taxes (Continued)

8 unchanged sentences

Decreases related to settlements with taxing authorities ( 18,349 ) ( 10,089 ) ( 4,666 )

Increases related to settlements with taxing authorities — — 96

Reductions related to the lapse of statute of limitations ( 3,927 ) ( 4,819 ) ( 7,050 )

2 unchanged sentences

Included in the $ 48 million are $ 39 million of unrecognized tax benefits that, if recognized, would favorably impact the effective tax rate.

As a part of the Spin-Off, the Company recorded a liability related to uncertain tax positions for which it was indemnified by Navient.

See Note 2, “Significant Accounting Policies — Income Taxes” in this Form 10-K for additional details.

Tax-related interest and penalty expense is reported as a component of income tax expense.

5 unchanged sentences

Various combinations of subsidiaries, tax years, and jurisdictions remain open for review, subject to statute of limitations periods (typically three to four prior years).

The Company’s federal income tax returns for the years ended December 31, 2015, December 31, 2016, and December 31, 2017 are currently under audit by the Internal Revenue Service.

We do not expect the resolution of open audits to have a material impact on our unrecognized tax benefits.

It is reasonably possible that the uncertain tax position reserve may decrease by as much as $ 21 million during the next 12 months due to the expiration of statutes of limitations and audit settlements.

It is reasonably possible that the uncertain tax position reserve may decrease by as much as $ 11 million during the next 12 months due to the expiration of statutes of limitations.

The reduction in the uncertain tax position reserve would be reflected as a tax benefit.

2023 Form 10-K — SLM CORPORATION F-81

F- 74 SLM CORPORATION — 2024 Form 10-K

Concentrations of Risk

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We provide funding, delivery, and servicing support for education loans in the United States through our Private Education Loan program.

Because of this concentration in one industry, we are exposed to credit, legislative/political/reputational, operational, regulatory, liquidity, capital, and interest rate risks associated with the student loan industry.

Because of this concentration in one industry, we are exposed to a number of risks, including, but not limited to, credit, legislative/political/reputational, operational, regulatory, liquidity, capital, and interest rate risks associated with the student loan industry.

Concentration Risk in the Revenues Associated with Private Education Loans

18 unchanged sentences

Also, our ability to maintain our current level of deposits or grow our deposit base could be affected by regulatory restrictions, including the possible imposition by our regulators of prior approval requirements or restrictions on our offered rates, brokered deposit growth, or other areas.

F- 82 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION F-75

Parent Only Statements

5 unchanged sentences

Total investments in subsidiaries (primarily Sallie Mae Bank) 2,773,211 2,628,838

Tax indemnification receivable — 2,816

Due from subsidiaries, net 43,556 63,679

22 unchanged sentences

Total liabilities and equity $ 3,210,413 $ 2,932,644

2023 Form 10-K — SLM CORPORATION F-83

F- 76 SLM CORPORATION — 2024 Form 10-K

Parent Only Statements (Continued)

4 unchanged sentences

Net interest loss ( 28,195 ) ( 30,516 ) ( 35,776 )

Non-interest loss ( 2,701 ) ( 5,117 ) ( 13,078 )

Non-interest income (loss) 114 ( 2,701 ) ( 5,117 )

Non-interest expenses 62,696 61,958 55,466

Loss before income tax benefit and equity in net income from subsidiaries ( 90,777 ) ( 95,175 ) ( 96,359 )

Income tax expense (benefit) ( 6,942 ) ( 10,351 ) 8,477

Income tax benefit ( 7,117 ) ( 6,942 ) ( 10,351 )

Equity in net income from subsidiaries (primarily Sallie Mae Bank) 691,985 669,624 555,022

2 unchanged sentences

Net income attributable to SLM Corporation common stock $ 590,029 $ 563,686 $ 459,985

F- 84 SLM CORPORATION — 2023 Form 10-K

2024 Form 10-K — SLM CORPORATION F-77

Parent Only Statements (Continued)

3 unchanged sentences

Net income $ 608,325 $ 581,391 $ 469,014

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Undistributed earnings of subsidiaries ( 691,985 ) ( 669,624 ) ( 555,022 )

3 unchanged sentences

Amortization of discount on unsecured borrowings 573 571 571

Loss on early extinguishment of unsecured debt — — 2,784

Acquisition related costs — 952 2,603

(Increase) decrease in investment in subsidiaries, net 27,350 35,654 ( 9,179 )

(Increase) decrease in due from subsidiaries, net 36,864 5,124 ( 58,310 )

Decrease in due from subsidiaries, net 20,123 36,864 5,124

Increase in other assets ( 14,265 ) ( 13,422 ) ( 20,533 )

9 unchanged sentences

Issuance costs for unsecured debt offering — — ( 375 )

Unsecured debt issued — — 492,135

Unsecured debt repaid — — ( 202,784 )

Common stock dividends paid ( 99,172 ) ( 101,233 ) ( 112,961 )

5 unchanged sentences

Cash and cash equivalents at end of year $ 391,481 $ 237,857 $ 196,820

2023 Form 10-K — SLM CORPORATION F-85

Selected Quarterly Financial Information (unaudited)

(Dollars in thousands, except per share data) First Second Third Fourth

Quarter Quarter Quarter Quarter

Net interest income $ 405,068 $ 386,631 $ 384,628 $ 385,886

provisions for credit losses 114,112 17,729 198,023 15,599

Net interest income after provisions for credit losses 290,956 368,902 186,605 370,287

Gains (losses) on sales of loans, net ( 9 ) 124,754 ( 5 ) 35,550

Gains (losses) on securities, net 1,711 ( 1,213 ) 1,490 690

Other income 20,009 20,513 22,753 20,873

Total operating expenses 154,539 154,164 167,402 143,101

Acquired intangible assets impairment and amortization expense 2,272 2,245 2,834 59,013

Income tax expense 37,338 91,482 11,242 56,843

Net income 118,518 265,065 29,365 168,443

Preferred stock dividends 4,063 4,274 4,642 4,726

Net income attributable to SLM Corporation common stock $ 114,455 $ 260,791 $ 24,723 $ 163,717

Basic earnings per common share (1)

$ 0.47 $ 1.11 $ 0.11 $ 0.73

Diluted earnings per common share (1)

$ 0.47 $ 1.10 $ 0.11 $ 0.72

Declared dividends per common share $ 0.11 $ 0.11 $ 0.11 $ 0.11

(1) Basic and diluted earnings per common share attributable to SLM Corporation are computed independently for each of the quarters presented.

Therefore, the sum of quarterly basic and diluted earnings per common share information may not equal annual basic and diluted earnings per common share.

F- 78 SLM CORPORATION — 2024 Form 10-K

Selected Quarterly Financial Information (unaudited) (Continued)

First Second Third Fourth

(Dollars in thousands, except per share data) Quarter Quarter Quarter Quarter

Net interest income $ 375,032 $ 362,808 $ 369,510 $ 381,431

provisions for credit losses 98,050 30,545 207,598 297,260

Net interest income after provisions for credit losses 276,982 332,263 161,912 84,171

Gains on sales of loans, net 9,881 239,997 74,978 2,894

Gains (losses) on securities, net ( 3,580 ) 667 891 ( 58,245 )

Gains (losses) on derivative and hedging activities, net ( 5 ) — — —

Other income 15,629 17,589 19,234 14,708

Segment Reporting

The Company is managed as a single line of business with a single reportable segment originating and servicing high-quality Private Education Loans and providing other education-related services to customers.

Our consolidated financial results are regularly reviewed by the Company’s Chief Executive Officer (the “CEO”) to allocate resources and evaluate financial performance.

The CEO evaluates the performance of the Company and decides how to allocate resources based on net income and total consolidated assets.

The CEO uses net income to assess financial performance and to decide whether to re-invest profits into the Company or to return capital to shareholders in the form of dividends or the repurchase of common stock.

Net income is also used to compare budget versus actual results, and the budget versus actual analysis is part of the segment financial performance review.

The following table illustrates the significant expense categories and amounts regularly provided to the CEO.

Years Ended December 31,

(dollars in thousands) 2024 2023 2022

Non-interest expenses:

Compensation and benefits $ 349,387 $ 326,554 $ 270,354

Professional fees 129,472 145,062 164,226

Technology expenses 57,431 54,942 48,561

FDIC assessment fees 51,606 45,766 20,939

Other operating expenses 48,674 46,882 47,382

Total operating expenses 636,570 619,206 551,462

Acquired intangible assets amortization expense 733 2,417 2,328 2,301

Income tax expense (benefit) 37,356 114,296 29,551 ( 19,492 )

Net income (loss) 128,812 342,073 75,172 ( 77,043 )

Preferred stock dividends 1,275 1,757 2,531 3,466

Net income (loss) attributable to SLM Corporation common stock $ 127,537 $ 340,316 $ 72,641 $ ( 80,509 )

Basic earnings (loss) per common share (1)

$ 0.46 $ 1.30 $ 0.29 $ ( 0.33 )

Diluted earnings (loss) per common share (1)

$ 0.45 $ 1.29 $ 0.29 $ ( 0.33 )

Declared dividends per common share $ 0.11 $ 0.11 $ 0.11 $ 0.11

(1) Basic and diluted earnings (loss) per common share attributable to SLM Corporation are computed independently for each of the quarters presented.

Therefore, the sum of quarterly basic and diluted earnings (loss) per common share information may not equal annual basic and diluted earnings (loss) per common share.

Acquired intangible assets impairment and amortization expense 5,329 66,364 7,779

Total non-interest expenses $ 641,899 $ 685,570 $ 559,241

2024 Form 10-K — SLM CORPORATION F-79

Subsequent Event

Subsequent Events

Unsecured Debt

On January 31, 2025, we issued $ 500 million of 6.50 percent unsecured Senior Notes due January 31, 2030.

On February 18, 2025, we redeemed $ 500 million of the 4.20 percent unsecured Senior Notes due October 29, 2025.

The Senior Notes were redeemed at 100 percent of their principal amount, plus the accrued and unpaid interest thereon through the redemption date.

As a result of the redemption, we will recognize a loss of approximately $ 1 million on the transaction in the first-quarter 2025 consolidated statements of income.

2025 Loan Sales

On February 6, 2025, we sold approximately $ 2.0 billion of our Private Education Loans, including $ 1.8 billion in principal, $ 163 million in capitalized interest and $ 10 million in accrued interest, to an unaffiliated third party.

The gain on sale of loans sold expressed as a percentage was in the mid-to-high single-digits and will be recognized in the first-quarter 2024 consolidated statements of income.

The gain on sale of loans sold expressed as a percentage was in the high single-digits and will be recognized in the first-quarter 2025 consolidated statements of income.

The transaction qualified for sale treatment and removed the balance of the loans from our balance sheet on the settlement date.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures