Navient sets Q4 2026 holding-company reorganization; NAVI converts one-for-one, no stockholder vote

NAVIENT CORP

New parent Navient Holdings, Inc. will hold Navient LLC and E Parent, Inc. (Earnest); merger proceeds under Delaware DGCL Section 251(g), so no stockholder vote is required.
Existing NAVI shares convert one-for-one into Navient Holdings stock, which keeps trading as "NAVI" on Nasdaq; conversion is tax-free for U.S. federal income tax purposes.
Navient LLC will assume the listed notes, including the 6% Senior Notes due Dec. 15, 2043 (JSM), and remain a reporting company.
Directors, executive officers, assets and operations stay the same; CEO Edward Bramson says the framework adds strategic flexibility. Expected effective in Q4 2026.
Webcast Oct. 22, 2026 at 8:30 a.m. ET with Bramson, CFO Steve Hauber and treasurer Roger Yankoupe; Navient may still decide not to proceed or delay.

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