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What changed in SLM Corp's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of SLM Corp's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+497 added−447 removedSource: 10-K (2026-02-19) vs 10-K (2025-02-20)

Top changes in SLM Corp's 2025 10-K

497 paragraphs added · 447 removed · 377 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

71 edited+21 added−11 removed90 unchanged
Biggest changeDepartment of Education share complaint information from borrowers and meet quarterly to discuss, among other things, the nature of complaints received and available information about the resolution of complaints. Regulation of Sallie Mae Bank The Bank was chartered in 2005 and is a Utah industrial bank regulated by the FDIC, the UDFI, and the CFPB.
Biggest changeRegulation of Sallie Mae Bank The Bank was chartered in 2005 and is a Utah industrial bank regulated by the FDIC, the UDFI, and the CFPB. We are not a bank holding company under the Bank Holding Company Act, and, therefore are not subject to the federal regulations applicable to bank holding companies.
Over the past few years, we have implemented several improvements in our ability to interact with our loan customers, including: • an integrated platform with customer-centric capabilities that allows self-service and empowers our servicing and collections agents, thus streamlining our processes and providing efficiencies; • an online chat function for application support and customer service related inquiries; • a mobile application accessible through smart phones; and • expansion of customer surveys to gain feedback on areas for improvement within our originations, servicing, and collections functions.
Over the past few years, we have implemented several improvements in our ability to interact with our loan customers, including: • an integrated platform with customer-centric capabilities that allows self-service and empowers our servicing and collections agents, thus streamlining our processes and providing efficiencies; • an online chat function for application support, customer service, and collections related inquiries; • a mobile application accessible through smart phones; and • expansion of customer surveys to gain feedback on areas for improvement within our originations, servicing, and collections functions.
Some of the more significant laws and regulations applicable to our business include: • various state and federal laws governing unfair, deceptive, or abusive acts or practices; • various state laws and regulations imposing specific, mandated standards and requirements on the conduct and practices of student loan lenders and servicers; • the federal Truth-In-Lending Act and Regulation Z, which govern disclosures of credit terms to consumer borrowers; • the Fair Credit Reporting Act and Regulation V, which govern the use and provision of information to consumer reporting agencies; • the Equal Credit Opportunity Act and Regulation B, which prohibit creditor practices that discriminate on the basis of race, religion, and other prohibited factors in extending credit; • the Servicemembers Civil Relief Act, which applies to all debts incurred prior to commencement of active military service (including education loans) and limits the amount of interest, including fees, that may be charged; • the Truth in Savings Act and Regulation DD, which mandate certain disclosures related to consumer deposit accounts; • the Expedited Funds Availability Act, Check Clearing for the 21st Century Act and Regulation CC issued by the Board of Governors of the Federal Reserve System, which relate to the availability of deposit funds to consumers; • the Right to Financial Privacy Act, which imposes a duty to maintain the confidentiality of consumer financial records and prescribes procedures for complying with federal government requests for and subpoenas of financial records; • the Electronic Funds Transfer Act and Regulation E, which govern automated transfers of funds and consumers’ rights related thereto; • the Telephone Consumer Protection Act, which governs communication methods that may be used to contact customers; 2024 Form 10-K — SLM CORPORATION 14 • the Gramm-Leach-Bliley Act, which governs the ability of financial institutions to disclose nonpublic information about consumers to non-affiliated third parties; and • the California Consumer Privacy Act and California Privacy Rights Act, which govern transparency and disclosure obligations regarding personal information of residents of the State of California.
Some of the more significant laws and regulations applicable to our business include: • various state and federal laws governing unfair, deceptive, or abusive acts or practices; • various state laws and regulations imposing specific, mandated standards and requirements on the conduct and practices of student loan lenders and servicers; • the federal Truth-In-Lending Act and Regulation Z, which govern disclosures of credit terms to consumer borrowers; • the Fair Credit Reporting Act and Regulation V, which govern the use and provision of information to consumer reporting agencies; • the Equal Credit Opportunity Act and Regulation B, which prohibit creditor practices that discriminate on the basis of race, religion, and other prohibited factors in extending credit; 14 SLM CORPORATION — 2025 Form 10-K • the Servicemembers Civil Relief Act, which applies to all debts incurred prior to commencement of active military service (including education loans) and limits the amount of interest, including fees, that may be charged; • the Truth in Savings Act and Regulation DD, which mandate certain disclosures related to consumer deposit accounts; • the Expedited Funds Availability Act, Check Clearing for the 21st Century Act and Regulation CC issued by the Board of Governors of the Federal Reserve System, which relate to the availability of deposit funds to consumers; • the Right to Financial Privacy Act, which imposes a duty to maintain the confidentiality of consumer financial records and prescribes procedures for complying with federal government requests for and subpoenas of financial records; • the Electronic Funds Transfer Act and Regulation E, which govern automated transfers of funds and consumers’ rights related thereto; • the Telephone Consumer Protection Act, which governs communication methods that may be used to contact customers; • the Gramm-Leach-Bliley Act, which governs the ability of financial institutions to disclose nonpublic information about consumers to non-affiliated third parties; and • the California Consumer Privacy Act and California Privacy Rights Act, which govern transparency and disclosure obligations regarding personal information of residents of the State of California.
Consumer Financial Protection Bureau The CFPB has broad authority to promulgate regulations under federal consumer financial protection laws and to directly or indirectly enforce those laws, including providing regulatory oversight of the private education loan industry, and to examine financial institutions for compliance.
The CFPB has broad authority to promulgate regulations under federal consumer financial protection laws and to directly or indirectly enforce those laws, including providing regulatory oversight of the Private Education Loan industry, and to examine financial institutions for compliance.
Federal and state banking agencies have adopted regulations for maintaining the security and confidentiality of consumer information, and the Bank is subject to such regulations, as well as certain federal and state laws or regulations for notifying consumers in the event of a security breach.
Federal and state banking agencies have adopted regulations for maintaining the security and confidentiality of consumer information, and the Bank is subject to such regulations, as well as certain federal and state laws or regulations for notifying consumers or governmental agencies in the event of a security breach.
Our on-campus efforts with more than 2,000 higher education institutions are actively managed by our relationship management team, the largest in the industry, which has become a trusted resource for financial aid offices. Our loans are high credit quality and the overwhelming majority of our customers manage their payments with great success.
Our on-campus efforts with more than 2,100 higher education institutions are actively managed by our relationship management team, the largest in the industry, which has become a trusted resource for financial aid offices. Our loans are of high-credit quality, and the overwhelming majority of our customers manage their payments with great success.
This has a minimal impact on historically-stated numbers. 2024 Form 10-K — SLM CORPORATION 13 Supervision and Regulation Overview We are subject to extensive regulation, examination, and supervision by various federal, state, and local authorities. The more significant aspects of the laws and regulations that apply to us and our subsidiaries are described below.
This has a minimal impact on historically-stated numbers. 2025 Form 10-K — SLM CORPORATION 13 Supervision and Regulation Overview We are subject to extensive regulation, examination, and supervision by various federal, state, and local authorities. The more significant aspects of the laws and regulations that apply to us and our subsidiaries are described below.
Department of Education, National Center for Education Statistics, Digest of Education Statistics to 2031 (NCES 2024, January 2024), The Integrated Postsecondary Education Data System (IPEDS), College Board -Trends in College Pricing and Student Aid 2024. © 2024 The College Board and Company analysis. Other sources for these data points also exist publicly and may vary from our computed estimates.
Department of Education, National Center for Education Statistics, Digest of Education Statistics to 2031 (NCES 2025, January 2025), The Integrated Postsecondary Education Data System (IPEDS), College Board -Trends in College Pricing and Student Aid 2025. © 2025 The College Board and Company analysis. Other sources for these data points also exist publicly and may vary from our computed estimates.
In addition, U.S. law generally prohibits or substantially restricts U.S. persons from doing business with countries and territories that are the subject of comprehensive territorial sanctions designated by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) or with persons that are the subject of sanctions administered by OFAC or other agencies.
In addition, U.S. law generally prohibits or substantially restricts U.S. persons from doing business with countries and territories that are the subject of comprehensive territorial sanctions imposed by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) or with persons that are the subject of sanctions administered by OFAC or other agencies.
The CCPA and CCRA apply to for-profit businesses that conduct business in California and meet certain revenue or data collection thresholds. The CCPA and CCRA contain several exemptions, including an exemption applicable to information that is collected, processed, sold, or disclosed pursuant to the GLBA.
The CCPA and CPRA apply to for-profit businesses that conduct business in California and meet certain revenue or data collection thresholds. The CCPA and CPRA contain several exemptions, including an exemption applicable to information that is collected, processed, sold, or disclosed pursuant to the GLBA.
When issued by a banking agency, cease and desist and similar orders may, among other things, require affirmative action to correct any harm resulting from a violation or practice, including by compelling restitution, reimbursement, indemnifications, or guarantees against loss.
When issued by a banking agency, cease and desist and similar orders may, among other things, require affirmative action to correct any harm resulting from a violation or practice, including by compelling restitution, reimbursement, indemnification, or guarantees against loss.
The first two, interest only and fixed payment options, require monthly payments while the student is in school and during the grace period thereafter, and accounted for more than half of the Private Education Loans the Bank originated during 2024.
The first two, interest only and fixed payment options, require monthly payments while the student is in school and during the grace period thereafter, and accounted for more than half of the Private Education Loans the Bank originated during 2025.
The Bank declared $570 million, $550 million, and $700 million in dividends for the years ended December 31, 2024, 2023, and 2022, respectively, with the proceeds primarily used to fund share repurchase programs and stock dividends.
The Bank declared $700 million, $570 million, and $550 million in dividends for the years ended December 31, 2025, 2024, and 2023, respectively, with the proceeds primarily used to fund share repurchase programs and stock dividends.
Our human capital strategy is focused on the attraction, development, empowerment, recognition, and rewarding of team members as they bring our mission to life. As of December 31, 2024, we had approximately 1,710 team members, all located in the United States. We believe an engaged workforce leads to a more innovative, productive, and profitable company.
Our human capital strategy is focused on the attraction, development, empowerment, recognition, and rewarding of team members as they bring our mission to life. As of December 31, 2025, we had approximately 1,788 team members, all located in the United States. We believe an engaged workforce leads to a more innovative, productive, and profitable company.
These are the most recent sources available to us for this information. 2022/2023 is an estimate. 2024 Form 10-K — SLM CORPORATION 10 Tuition Rates • Average published tuition and fees (exclusive of room and board) at four-year public and private not-for-profit institutions increased at compound annual growth rates of 2.4 percent and 3.9 percent, respectively, from AYs 2020-2021 through 2024-2025.
These are the most recent sources available to us for this information. 2024/2025 is an estimate. 10 SLM CORPORATION — 2025 Form 10-K Tuition Rates Average published tuition and fees (exclusive of room and board) at four-year public and private not-for-profit institutions increased at compound annual growth rates of 2.1 percent and 3.4 percent, respectively, from AYs 2021-2022 through 2025-2026.
If enrollment levels or college costs decline, or the availability of federal education loans, grants, or subsidies and scholarships significantly increases, Private Education Loan demand could decrease. We focus primarily on students attending public and private not-for-profit four-year degree granting institutions. We lend to some students attending two-year and for-profit schools.
If enrollment levels or college costs decline, or the availability of federal education loans, grants, or subsidies and scholarships significantly increases, Private Education Loan demand could decrease. Traditionally, we have focused primarily on students attending public and private not-for-profit four-year degree granting institutions. We lend to some students attending two-year and for-profit schools.
The information contained on, or accessible through, the foregoing website does not constitute a part of, and is not incorporated by reference in, this Annual Report on Form 10-K. 2024 Form 10-K — SLM CORPORATION 5 Our Business Our business is focused and aligned to strategic imperatives that set the foundation for our continued success.
The information contained on, or accessible through, the foregoing website does not constitute a part of, and is not incorporated by reference in, this Annual Report on Form 10-K. 4 SLM CORPORATION — 2025 Form 10-K Our Business Our business is focused and aligned to strategic imperatives that set the foundation for our continued success.
If a customer’s account becomes delinquent, our collection teams work with the customer and/or the cosigner to understand their ability to make ongoing payments. If the customer is in financial hardship, we work with the customer and/or cosigner and identify potential alternative arrangements designed to reduce monthly payment 2024 Form 10-K — SLM CORPORATION 8 obligations.
If a customer’s account becomes delinquent, our collection teams work with the customer and/or the cosigner to understand their ability to make ongoing payments. If the customer is in financial hardship, we work with the customer and/or cosigner and identify potential alternative arrangements designed to reduce monthly payment 2025 Form 10-K — SLM CORPORATION 7 obligations.
Our ability to obtain such funding is dependent, in part, on the capital levels of the Bank and its compliance with other applicable regulatory requirements. During 2024, we maintained our diversified funding base by raising $2.2 billion in term funding collateralized by pools of Private Education Loans in the long-term asset-backed securities (“ABS”) market.
Our ability to obtain such funding is dependent, in part, on the capital levels of the Bank and its compliance with other applicable regulatory requirements. During 2025, we maintained our diversified funding base by raising $0.5 billion in term funding collateralized by pools of Private Education Loans in the long-term asset-backed securities (“ABS”) market.
The addition of Scholly assets supports our mission of providing students with the confidence needed to successfully navigate the higher education journey. 2024 Form 10-K — SLM CORPORATION 9 Key Drivers of Private Education Loan Market Growth The size of the Private Education Loan market is based primarily on three factors: college enrollment levels, the costs of attending college, and the availability of funds from the federal government to pay for a college education.
Scholly supports our mission of providing students with the confidence needed to successfully navigate the higher education journey. 8 SLM CORPORATION — 2025 Form 10-K Key Drivers of Private Education Loan Market Growth The size of the Private Education Loan market is based primarily on three factors: college enrollment levels, the costs of attending college, and the availability of funds from the federal government to pay for a college education.
Additionally, numerous other states have enacted or are in the process of enacting state-level data privacy and data security laws and regulations relating to the collection, storage, handling, use, disclosure, transfer, security, and other processing of personal information.
Additionally, numerous other states have enacted or are in the process of enacting state-level data privacy and data security laws and regulations relating to the collection, storage, handling, use, disclosure, transfer, security, and other processing of personal information, including the personal information of minors in some cases.
This brought our total ABS funding outstanding at December 31, 2024 to $5.4 billion, or 26 percent of our total Private Education Loans held for investment portfolio. We plan to continue to use ABS funding, market conditions permitting. This helps us better match-fund our assets and avoids excessive reliance on deposit funding. See Item 1.
This brought our total ABS funding outstanding at December 31, 2025 to $4.9 billion, or 24 percent of our total Private Education Loans held for investment portfolio. We plan to continue to use ABS funding, market conditions permitting. This helps us better match-fund our assets and avoids excessive reliance on deposit funding. See Item 1.
Average published tuition and fees at public and private four-year not-for-profit institutions grew 2.9 percent and 4.5 percent, respectively, between AYs 2022-2023 and 2023-2024 and 2.7 percent and 3.9 percent, respectively, between AYs 2023-2024 and 2024-2025. 3 Published Tuition and Fees 3 (Dollars in actuals) 3 Source: The College Board-Trends in College Pricing 2024. © 2024 The College Board.
Average published tuition and fees at public and private four-year not-for-profit institutions grew 2.7 percent and 3.6 percent, respectively, between AYs 2023-2024 and 2024-2025 and 2.9 percent and 4.0 percent, respectively, between AYs 2024-2025 and 2025-2026. 3 Published Tuition and Fees 3 (Dollars in actuals) 3 Source: The College Board-Trends in College Pricing 2025. © 2025 The College Board.
The for-profit schools where we continue to do business are primarily focused on career training and health care fields. We expect students who attend and complete programs at for-profit schools to support the same repayment performance as students who attend and graduate from public and private not-for-profit four-year degree granting institutions.
The for-profit schools where we continue to do business are primarily focused on career training and health care fields. We expect students who attend and complete programs at for-profit schools to support the same repayment performance as students who attend and graduate from public and private not-for-profit four-year degree granting institutions. As discussed in more detail in Item 1.
The College Board restates its data annually, which may cause previously reported results to vary. 2024 Form 10-K — SLM CORPORATION 11 Sources of Funding Private Education Loan originations were an estimated $11.5 billion in AY 2023-2024, an increase of $0.5 billion from AY 2022-2023. 4 _______ 4 Source: The College Board-Trends in Student Aid 2024© The College Board.
The College Board restates its data annually, which may cause previously reported results to vary. 2025 Form 10-K — SLM CORPORATION 11 Sources of Funding Private Education Loan originations were an estimated $11.5 billion in AY 2024-2025, consistent with an estimated $11.5 billion of Private Education Loan originations in AY 2023-2024. 4 4 Source: The College Board-Trends in Student Aid 2025© The College Board.
The Volcker Rule 2024 Form 10-K — SLM CORPORATION 19 does not have a meaningful effect on our current operations or those of our subsidiaries, as we do not materially engage in the businesses prohibited by the Volcker Rule. Human Capital Resources and Talent Development We believe in a mission-led culture that inspires commitment and drives performance.
The Volcker Rule does not have a meaningful effect on our current operations or those of our subsidiaries, as we do not materially engage in the businesses prohibited by the Volcker Rule. Human Capital Resources and Talent Development We believe in a mission-led culture that inspires commitment and drives performance.
Private Education Loan originations decreased $1 billion from the year-ago period to an estimated $13 billion in AY 2023-2024, and represent just 2.6 percent of total spending on higher education. 5 • Over the AYs 2019-2024 period, increases in total spending have been absorbed primarily through increased family contributions.
Private Education Loan originations increased $1 billion from the year-ago period to an estimated $14 billion in AY 2024-2025 and represent just 2.6 percent of total spending on higher education. 5 Over the AYs 2020-2025 period, increases in total spending have been absorbed primarily through increased family contributions.
Due to the lower cost of two-year programs, federal grant and loan programs are typically sufficient for the funding needs of these students. Approximately 18 percent or $1.31 billion of our 2024 Private Education Loan originations were for students attending for-profit schools.
Due to the lower cost of two-year programs, federal grant and loan programs are typically sufficient for the funding needs of these students. Approximately 16 percent or $1.25 billion of our 2025 Private Education Loan originations were for students attending for-profit schools.
In 2024, our team members donated approximately 4,700 hours through our community engagement programs. We also provide matching gifts for team members to support their interests and needs and those of their communities. 2024 Form 10-K — SLM CORPORATION 20
In 2025, our team members donated approximately 3,447 hours through our community engagement programs. We also provide matching gifts for team members to support their interests and needs and those of their communities. 20 SLM CORPORATION — 2025 Form 10-K
We rely on publicly available sources for market estimates, because we believe it provides a more appropriate basis for comparison of the performance of our business. 2024 Form 10-K — SLM CORPORATION 12 • We estimate total spending on higher education was $506 billion in AY 2023-2024, up from $465 billion in AY 2019-2020.
We rely on publicly available sources for market estimates, because we believe it provides a more appropriate basis for comparison of the performance of our business. 12 SLM CORPORATION — 2025 Form 10-K We estimate total spending on higher education was $536 billion in AY 2024-2025, up from $466 billion in AY 2020-2021.
All variation margin payments on derivatives cleared through the CME and LCH are required to be accounted for as legal settlement. 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.
All variation margin payments on derivatives cleared through the CME and LCH are required to be accounted for as legal settlement. As of December 31, 2025, $562 million notional of our derivative contracts were cleared on the CME and $11 million were cleared on the LCH.
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 the Company’s share repurchase programs.
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 16 SLM CORPORATION — 2025 Form 10-K share repurchases by the Company under the Company’s share repurchase programs.
These laws may also include requirements pertaining to payment processing, customer communications, the handling of customer inquiries and complaints, information concerning loan repayment options, access to borrower account records, the processing of disability applications and borrower requests to remove cosigners from loans, and debt collection, among other 2024 Form 10-K — SLM CORPORATION 18 requirements.
These laws may also include requirements pertaining to registration, reporting, payment processing, customer communications, the handling of customer inquiries and complaints, information concerning loan repayment options, access to borrower account records, the processing of disability applications and borrower requests to remove cosigners from loans, and debt collection, among other requirements.
Our telephone number is (302) 451-0200. ______________________ 1 “ Education pays, 2023,” Career Outlook , U.S. Bureau of Labor Statistics, August 2024. 2 https://research.collegeboard.org/trends/education-pays.
Our telephone number is (302) 451-4911. ______________________ 1 “ Education pays, 2024,” Career Outlook , U.S. Bureau of Labor Statistics, May 2025. 2 https://research.collegeboard.org/trends/education-pays.
At December 31, 2024, 3.7 percent of Private Education Loans (held for investment) in repayment were 30 days or more delinquent, and Private Education Loans (held for investment) in forbearance were 2.5 percent of loans in repayment and forbearance. In 2024, Private Education Loan net charge-offs as a percentage of average loans in repayment were 2.19 percent.
At December 31, 2025, 4.0 percent of Private Education Loans (held for investment) in repayment were 30 days or more delinquent, and Private Education Loans (held for investment) in forbearance were 2.7 percent of loans in repayment and forbearance. In 2025, Private Education Loan net charge-offs as a percentage of average loans in repayment were 2.15 percent.
State Regulation of Student Loan Lenders and Servicers In certain states, laws regulating the conduct of student loan lenders and servicers may apply to and impact the origination and servicing practices of the Bank.
State Regulation of Student Loan Lenders, Holders, and Servicers In certain states, laws regulating the conduct of student loan lenders, holders, and servicers may apply to and impact the origination, holding, and servicing practices of the Bank and/or other Company subsidiaries.
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. Our exposure on these derivative contracts is limited to the value of the derivative contracts in a gain position less any collateral held and plus any collateral posted.
The derivative contracts cleared through the CME and LCH represent 98.0 percent and 2.0 percent, respectively, of our total notional derivative contracts of $573 million at December 31, 2025. Our exposure on these derivative contracts is limited to the value of the derivative contracts in a gain position less any collateral held and plus any collateral posted.
Economic Sanctions The USA PATRIOT Act of 2001 (the “USA Patriot Act”), which amended the Bank Secrecy Act, substantially broadened the scope of United States anti-money laundering laws and regulations by imposing significant new compliance and due diligence obligations, creating new crimes and penalties, and expanding the extra-territorial jurisdiction of the United States. The U.S.
The BSA was amended by the USA PATRIOT Act of 2001, which substantially broadened the scope of United States anti-money laundering laws and regulations by imposing significant new compliance and obligations, creating new crimes and penalties, and expanding the extra-territorial jurisdiction of the United States. The U.S.
Additionally, states are taking an increased interest in directly regulating the conduct and practices of student loan lenders and servicers. Some states have enacted legislation creating specialized offices within state government to oversee the student loan origination and servicing industry operating within those states, as well as to set minimum standards governing the practices of student loan lenders and servicers.
Some states have enacted legislation creating specialized offices within state government to oversee the student loan origination and servicing industry operating within those states, as well as to set minimum standards governing the practices of student loan lenders and servicers.
The share repurchase programs do not require us to acquire any specific number of shares, and may be modified, suspended, extended, or terminated by us at any 2024 Form 10-K — SLM CORPORATION 16 time. We repurchased 11.6 million and 22.3 million shares during the years ended December 31, 2024 and 2023, respectively.
The share repurchase programs do not require us to acquire any specific number of shares, and may be modified, suspended, extended, or terminated by us at any time. We repurchased 12.8 million and 11.6 million shares during the years ended December 31, 2025 and 2024, respectively.
These products were designed to address the specific needs of graduate students, such as longer grace periods for medical students. We also offer two non-cost of attendance loans to support bar study preparation, as well as residency and relocation expenses for medical and dental school students. We regularly review and update the terms of our Private Education Loan products.
These products were designed to address the specific needs of graduate students. We also offer two non-cost of attendance loans to support bar study preparation, as well as residency and relocation expenses for medical and dental school students.
However, the definition of personal information is expanded under the California statutes to apply to certain data beyond the scope of the GLBA exemption.
However, the definition of personal information is expanded under the California statutes to apply to certain data 18 SLM CORPORATION — 2025 Form 10-K beyond the scope of the GLBA exemption.
For Private Education Loans originated during the year ended December 31, 2024, our average FICO scores (representing the higher credit scores of the cosigners or borrowers) at the time of original approval were 752, and approximately 90 percent of 2024 Form 10-K — SLM CORPORATION 6 those loans were cosigned.
For Private Education Loans originated during the year ended December 31, 2025, our average FICO scores (representing the higher credit scores of the cosigners or borrowers) at the time of original approval were 755, and approximately 92.8 percent of those loans were cosigned.
We simplify the college planning process and advance higher education access and completion by providing free tools, resources, scholarships, and responsible financing options. We believe education, in all forms, is the foundation for success, an equalizer of opportunities, and a proven pathway to economic mobility. Higher education increases lifetime wages and enables economic mobility. For example, data from the U.S.
We support students and families navigating to, through, and immediately after higher education. We simplify the college planning process and advance higher education access and completion by providing free tools, resources, scholarships, and responsible financing options. We believe education, in all forms, is the foundation for success, an equalizer of opportunities, and a proven pathway to economic mobility.
The amounts students and their families can contribute toward college costs and the availability of scholarships and institutional grants are also important. If the cost of education increases at a pace exceeding the sum of family income, savings, federal lending, and scholarships, more students and families can be expected to rely on Private Education Loans.
If the cost of education increases at a pace exceeding the sum of family income, savings, federal lending, and scholarships, or the availability of federal education loans, grants, or subsidies and scholarships significantly decrease, more students and families can be expected to rely on Private Education Loans.
Our competitors 1 in the Private Education Loan market include large banks such as Citizens Financial Group, Inc. and PNC Bank, as well as a number of specialty finance companies such as Sofi Technologies, Inc. and College Ave, and members of the Education Finance Council. We compete based on our products, originations capability, price, and customer service.
Our primary competitors 1 in the Private Education Loan market include large banks and specialty finance companies such as Citizens Financial Group, Inc., PNC Bank, Sofi Technologies, Inc. and College Ave, and members of the Education Finance Council.
Actions by Federal and State Regulators Under federal and state laws and regulations pertaining to the safety and soundness of insured depository institutions, the UDFI and the FDIC have the authority to compel or restrict certain actions of the Bank if it is determined to lack sufficient capital or other resources, or is otherwise operating in a manner deemed to be inconsistent with safe and sound banking practices.
Numerous other federal and state laws and regulations govern almost all aspects of the operations of the Bank and, to some degree, our operations and those of our non-bank subsidiaries as institution-affiliated parties. 2025 Form 10-K — SLM CORPORATION 15 Actions by Federal and State Regulators Under federal and state laws and regulations pertaining to the safety and soundness of insured depository institutions, the UDFI and the FDIC have the authority to compel or restrict certain actions of the Bank if it is determined to lack sufficient capital or other resources or is otherwise operating in a manner deemed to be inconsistent with safe and sound banking practices.
As a holder of Private Education Loans, we bear the full credit risk of the customers. We manage this risk by underwriting and pricing based on customized credit scoring criteria and the addition of qualified cosigners.
We manage this risk by underwriting and pricing based on customized credit scoring criteria and the addition of qualified cosigners.
Undercapitalized insured depository institutions generally may not accept, renew, or roll over brokered deposits. For more information on the Bank’s deposits, see Item 7.
An adequately capitalized insured depository institution must obtain a waiver from the FDIC to accept, renew, or roll over brokered deposits. Undercapitalized insured depository institutions generally may not accept, renew, or roll over brokered deposits. For more information on the Bank’s deposits, see Item 7.
“Private Education Loans” are education loans for students or their families that are not made, insured, or guaranteed by any state or federal government. We also offer a range of deposit products insured by the Federal Deposit Insurance Corporation (the “FDIC”). We serve more families than any other private student loan lender.
Private Education Loans Our primary business is to originate and service high-quality Private Education Loans. “Private Education Loans” are education loans for students or their families that are not made, insured, or guaranteed by any state or federal government. We also offer a range of deposit products insured by the Federal Deposit Insurance Corporation (the “FDIC”).
As of December 31, 2024, we had $402 million of capacity remaining under the 2024 Share Repurchase Program (as hereinafter defined). See Notes to the Consolidated Financial Statements, Note 12, “Stockholders’ Equity” in this Form 10-K for additional information. Regulatory Capital Requirements The Bank is subject to various regulatory capital requirements administered by the federal and state banking authorities.
See Notes to the Consolidated Financial Statements, Note 13, “Stockholders’ Equity” in this Form 10-K for additional information. Regulatory Capital Requirements The Bank is subject to various regulatory capital requirements administered by the federal and state banking authorities.
For any securitizations that are treated as off-balance sheet, including any loan sale transactions structured as securitizations, we comply with the Dodd-Frank risk retention rules by retaining (for a requisite period) an “eligible vertical interest” comprised of a five percent interest in each class of ABS interests issued in any such transaction; for future off-balance securitizations, we may also comply with the Dodd-Frank risk retention rules by retaining (for a requisite period) a single interest entitling the holder to five percent of any amounts payable by the trustee in respect of each interest issued by the issuing trust.
For any securitizations that are treated as off-balance sheet, including any loan sale transactions structured as securitizations, we comply with the Dodd-Frank risk retention rules by retaining (for a requisite period) an “eligible vertical interest” comprised of a five percent interest in each class of ABS interests issued in any such transaction; for future off-balance securitizations, we may comply with the Dodd-Frank risk retention rules in a different manner. 2025 Form 10-K — SLM CORPORATION 19 Anti-Money Laundering, the USA PATRIOT Act, and U.S.
We originated approximately $7.0 billion of Private Education Loans in 2024, an increase of 10 percent from the year ended December 31, 2023. As of December 31, 2024, we had $20.9 billion of Private Education Loans held for investment, net, outstanding.
We serve more families than any other private student loan lender. We originated approximately $7.4 billion of Private Education Loans in 2025, an increase of 6 percent from the year ended December 31, 2024. As of December 31, 2025, we had $20.3 billion of Private Education Loans held for investment, net, outstanding.
Item 1. Business Our Company Mission SLM Corporation, more commonly known as Sallie Mae, is the premier financial brand in higher education. As an education solutions company, our mission is to power confidence as students begin their unique journeys. We support students and families navigating to, through, and immediately after higher education.
Item 1. Business Our Company Mission SLM Corporation, more commonly known as Sallie Mae, is the premier financial brand in higher education. As an education solutions company, we provide students and their families with the products and services needed to confidently and successfully navigate their higher education journey.
Our Board of Directors has authorized share repurchase programs during prior years, the most recent of which occurred in January 2024 (for a program of up to $650 million of common stock).
Our Board of Directors has authorized share repurchase programs during prior years, including a share repurchase program which was approved in January 2024 (for a program of up to $650 million of common stock). As of December 31, 2025, we had $33 million of capacity remaining under the 2024 Share Repurchase Program (as hereinafter defined).
These evaluations are considered in evaluating mergers, acquisitions, and applications to open a branch or facility. Failure to adequately meet these criteria could result in additional requirements and limitations on the Bank. The Bank has received a CRA rating of Outstanding.
Failure to adequately meet these criteria could result in additional requirements and limitations on the Bank. The Bank received a CRA rating of Outstanding on its most recent review.
Commodity Futures Trading Commission that prohibit insured depository institutions and their affiliates from engaging in proprietary trading and from investing in, sponsoring, or having certain financial relationships with, certain private funds.
Volcker Rule The “Volcker Rule” provisions of the Dodd-Frank Act are implemented by rules issued by the U.S. banking agencies, the SEC, and the U.S. Commodity Futures Trading Commission that prohibit insured depository institutions and their affiliates from engaging in proprietary trading and from investing in, sponsoring, or having certain financial relationships with, certain private funds.
Under this authority, the Bank’s regulators can require it to enter into informal or formal supervisory agreements, including board resolutions, memoranda of understanding, written agreements, and consent or cease and desist orders, pursuant to which the Bank would be required to take identified corrective actions to address cited concerns and refrain from taking certain actions. 2024 Form 10-K — SLM CORPORATION 15 Enforcement Powers of Regulators As “institution-affiliated parties” of the Bank, we, our non-bank subsidiaries, and our management, employees, agents, independent contractors, and consultants are subject to potential civil and criminal penalties for violations of law, regulations, or written orders of a government agency.
Under this authority, the Bank’s regulators can require it to enter into informal or formal supervisory agreements, including board resolutions, memoranda of understanding, written agreements, and consent or cease and desist orders, pursuant to which the Bank would be required to take identified corrective actions to address cited concerns and refrain from taking certain actions.
This represents a significant change from the past in which states generally did not issue laws and regulations tailored specifically to the student loan origination and servicing industry.
This represents a significant change from the past in which states generally did not issue laws and regulations tailored specifically to the student loan origination and servicing industry. Passage of H.R.1 The passage of H.R.1 in July 2025 (“H.R.1.”) introduced significant changes to federal student loan programs, effective July 1, 2026, with limited grandfathering for existing borrowers.
The following discussion sets forth some of the elements of the bank regulatory framework applicable to us, the Bank, and our other non-bank subsidiaries. General The Bank is currently subject to prudential regulation and examination by the FDIC and the UDFI, and consumer compliance regulation and examination by the CFPB.
General The Bank is currently subject to prudential regulation and examination by the FDIC and the UDFI, and consumer compliance regulation and examination by the CFPB.
Treasury Department has issued a number of regulations that apply various requirements of the USA Patriot Act to financial institutions such as the Bank. These regulations impose obligations on financial institutions to maintain appropriate internal policies, procedures, and controls to detect, prevent, and report money laundering and terrorist financing and to verify the identity of their customers.
The BSA and its implementing regulations impose obligations on financial institutions to, among other things, maintain internal policies, procedures, and controls to detect, prevent and report money laundering and terrorist financing and to maintain programs to verify the identity of their customers, among other requirements.
“Business — Supervision and Regulation — Regulation of Sallie Mae Bank” for additional details about the Bank. 2024 Form 10-K — SLM CORPORATION 7 Our Lending Philosophy Sallie Mae is committed to responsible lending and encourages responsible borrowing by advising students and families to follow this three-step approach to paying for higher education: Start with money you won’t have to pay back.
We expect strategic partnerships to expand our access to scalable and capital efficient funding through innovative structures, while strengthening our loan originations capacity and ability to serve students families. 6 SLM CORPORATION — 2025 Form 10-K Our Lending Philosophy Sallie Mae is committed to responsible lending and encourages responsible borrowing by advising students and families to follow this three-step approach to paying for higher education: Start with money you won’t have to pay back.
Assessment rates for insured banks also are subject to adjustment depending on a number of factors, including significant holdings of brokered deposits in certain instances and the issuance or holding of certain types of debt.
Assessment rates for insured banks also are subject to adjustment depending on a number of factors, including significant holdings of brokered deposits in certain instances and the issuance or holding of certain types of debt. 2025 Form 10-K — SLM CORPORATION 17 Deposits With respect to brokered deposits, an insured depository institution must be well capitalized under the prompt corrective action framework in order to accept, renew, or roll over such deposits without FDIC clearance.
In the fourth quarter of 2024, the Bank sold its remaining portfolio of FFELP Loans to an unaffiliated third party. As of December 31, 2024, the Bank held no FFELP Loans. Our ability to obtain deposit funding and offer competitive interest rates on deposits will be necessary to sustain our Private Education Loan originations and achieve other business goals.
At December 31, 2025, the Bank had total assets of $29.7 billion, including $20.4 billion of Private Education Loans (held for investment), net, and total deposits of $21.5 billion. Our ability to obtain deposit funding and offer competitive interest rates on deposits will be necessary to sustain our Private Education Loan originations and achieve other business goals.
The enforcement and regulatory posture of the CFPB under the Trump Administration is unclear. The CFPB is the Bank’s primary consumer compliance supervisor with compliance examination authority and primary consumer protection enforcement authority. The UDFI and FDIC remain the prudential regulatory authorities with respect to the Bank’s financial strength.
Consumer Financial Protection Bureau The CFPB is the Bank’s primary consumer compliance supervisor with compliance examination authority and primary consumer protection enforcement authority.
Any loan by us to the Bank would be subordinate in right of payment to depositors and to certain other indebtedness of the Bank. 2024 Form 10-K — SLM CORPORATION 17 Community Reinvestment Act The Community Reinvestment Act (the “CRA”) requires the FDIC to evaluate the record of the Bank in meeting the credit needs of its local community, including low- and moderate-income neighborhoods, consistent with the safe and sound operation of the institution.
Community Reinvestment Act The Community Reinvestment Act (the “CRA”) requires the FDIC to evaluate the record of the Bank in meeting the credit needs of its local community, including low- and moderate-income neighborhoods, consistent with the safe and sound operation of the institution. These evaluations are considered in evaluating mergers, acquisitions, and applications to open a branch or facility.
We are not a bank holding company under the Bank Holding Company Act and therefore are not subject to the federal regulations applicable to bank holding companies. However, we and our non-bank subsidiaries are subject to regulation and oversight as institution-affiliated parties.
However, we and our non-bank subsidiaries are subject to regulation and oversight as institution-affiliated parties. The following discussion sets forth some of the elements of the bank regulatory framework applicable to us, the Bank, and our other non-bank subsidiaries.
We maintain policies and procedures designed to ensure compliance with relevant U.S. laws and regulations applicable to U.S. persons, including the Bank Secrecy Act, as amended, and its implementing regulations and U.S. economic sanctions. Volcker Rule The “Volcker Rule” provisions of the Dodd-Frank Act are implemented by rules issued by the U.S. banking agencies, the SEC, and the U.S.
OFAC sanctions programs also impose other restrictions on certain investments and dealings. We maintain policies and procedures designed to ensure compliance with relevant U.S. laws and regulations applicable to U.S. persons, including the BSA, as amended, and its implementing regulations and U.S. economic sanctions.
It mandates significant regulations, additional requirements, and oversight on almost every aspect of the U.S. financial services industry, including increased capital and liquidity requirements, limits on leverage, and enhanced supervisory authority. It requires the issuance of many regulations, which will take effect over several years.
Federal law establishes requirements and mandates oversight on almost every aspect of the U.S. financial services industry, including consumer protection laws and regulations, capital and liquidity requirements, limits on leverage, and enhanced supervisory authority. Additionally, states are taking an increased interest in directly regulating the conduct and practices of student loan lenders and servicers.
The private education loan Ombudsman within the CFPB is authorized to receive and attempt to informally resolve inquiries about private education loans. The private education loan Ombudsman is required by law to report to Congress annually on the trends and issues identified through this process.
The Private Education Loan Ombudsman is required by law to report to Congress annually on the trends and issues identified through this process. The CFPB recently indicated its intent to deemphasize student loans in its supervision and examination priorities going forward. Further, the operational, enforcement and regulatory posture of the CFPB under the current federal administration is currently unclear.
It has authority to prevent unfair, deceptive, or abusive acts and practices by issuing regulations or by using its enforcement authority without first issuing regulations. Under the Biden Administration, the CFPB was active in its supervision, examination, and enforcement of financial services companies, notably bringing enforcement actions, imposing fines, and mandating large refunds to customers of several large banking institutions.
It has authority to prevent unfair, deceptive, or abusive acts and practices by issuing regulations or by using its enforcement authority without first issuing regulations. The Private Education Loan Ombudsman within the CFPB is authorized to receive and attempt to informally resolve inquiries about Private Education Loans.
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Our focus remains on maximizing the profitability and growth of our core private student loan business, while harnessing and optimizing the power of our brand and attractive client base. In addition, we continue to seek to better inform the external narrative about student lending and Sallie Mae.
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Higher education increases lifetime wages and enables economic mobility. For example, data from the U.S.
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We also strive to maintain a rigorous and predictable capital allocation and return program to create shareholder value. We are focused on driving a mission-led culture that continues to make Sallie Mae a great place to work.
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Our focus is driving innovation to maximize the sustainable growth and profitability of our core private student loan business. Additionally, we aim to accelerate the growth of new lines of business to attract more customers requiring our products and services. We are also focused on building the data infrastructure, technology, and talent required to compete in a digital world.
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We also continue to strengthen our risk and compliance functions, enhance and build upon our risk management framework, and assess and monitor enterprise-wide risk. Private Education Loans Our primary business is to originate and service high-quality Private Education Loans.
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We seek to create a customer-centric brand as an education solutions company that supports students and families through their higher education journey. We are focused on driving greater internal commitment to our mission, brand, and strategy, while we evolve our structure and risk capabilities to support our core private student loan business and emerging new businesses.
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At December 31, 2024, the Bank had total assets of $30.0 billion, including $20.9 billion of Private Education Loans (held for investment), net, and total deposits of $21.5 billion. Previously, the Bank also owned a portfolio of loans insured or guaranteed under the previously existing Federal Family Education Loan Program (“FFELP Loans”).
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Similarly, we also experience cyclicality with respect to when borrowers are scheduled to exit their applicable grace period and enter full principal and interest repayment status, with the largest volume generally happening in our fourth fiscal quarter, and a smaller wave occurring in our second fiscal quarter.
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Enrollment We expect enrollment to remain relatively flat over the next several years. Enrollment at Four-Year Degree Granting Institutions 2 (in millions) • According to the U.S.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeSuch concentrations and the competitive environment for those products subject us to risks that could adversely affect our financial position. • Consumer access to alternative means of financing the costs of education and other factors may reduce demand for, or adversely affect our ability to retain, Private Education Loans, which could have a material adverse effect on us. • Consolidation or refinancing of existing Private Education Loans could have a material adverse effect on our business, financial condition, results of operations, and/or cash flows. • Defaults on our loans could adversely affect our business, financial condition, results of operations, and/or cash flows. • Our allowance for credit losses may not be adequate to cover actual losses in all possible scenarios, and we may be required to materially increase our allowance, which may adversely affect our capital, financial condition, and/or results of operations. • We are subject to the creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows. • The levels of or changes in interest rates could adversely affect our results of operations, financial condition, regulatory capital, and/or liquidity. • The interest rate and maturity characteristics of our earning assets do not fully match the interest rate and maturity characteristics of our funding arrangements, which may negatively impact the level of our net interest income. • We are subject to repayment and prepayment risks, which can increase uncertainty and adversely affect our business, financial condition, results of operations, and/or cash flows. • Our use of derivatives to manage interest rate sensitivity exposes us to credit and market risk that could have a material adverse effect on our earnings. • The trailing effects of the discontinuance of LIBOR could adversely affect our business and financial results. • Our ability to achieve our business goals will be heavily reliant on our ability to obtain deposits, obtain funding through asset-backed securitizations, and sell loans at attractive prices to help fund share repurchase programs and other activities.
Biggest changeThis concentration subjects us to risks that could adversely affect our liquidity, funding costs, and overall financial condition. • A deterioration in economic or macroeconomic conditions, or instability in the macroeconomic environment, could have a material adverse effect on our business, financial condition, and/or results of operations. • Defaults on our loans could adversely affect our business, financial condition, results of operations, and/or cash flows. • Our allowance for credit losses may not be adequate to cover actual losses in all possible scenarios, and we may be required to materially increase our allowance, which may adversely affect our capital, financial condition, and/or results of operations. • We are subject to the creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows. • The levels of or changes in interest rates could adversely affect our results of operations, financial condition, regulatory capital, and/or liquidity. • The interest rate and maturity characteristics of our earning assets do not fully match the interest rate and maturity characteristics of our funding arrangements, which may negatively impact the level of our net interest income. • We are subject to repayment and prepayment risks, which can increase uncertainty and adversely affect our business, financial condition, results of operations, and/or cash flows. • Our use of derivatives to manage interest rate sensitivity exposes us to credit and market risk that could have a material adverse effect on our earnings. • Our ability to achieve our business goals will be heavily reliant on our ability to obtain deposits, obtain funding through asset-backed securitizations, and sell loans at attractive prices to help fund share repurchase programs and other activities.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Estimates” and Notes to Consolidated Financial Statements, Note 2, “Significant Accounting Policies.” REGULATORY RISK We operate in a highly regulated environment and the laws and regulations that govern our operations, or changes in these laws and regulations, or our failure to comply with them, may adversely affect us.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Estimates” and Notes to Consolidated Financial Statements, Note 2, “Significant Accounting Policies.” REGULATORY RISK We operate in a highly regulated environment and the laws and regulations that govern our operations, or changes in these laws and regulations, or our failure to comply with them, may adversely affect us.
Our loan originations and deposits and the servicing, financial, accounting, data processing, communications, or other operating systems, processes, and facilities that support them may fail to operate properly, become disabled as a result of events beyond our control, or be unable to be rapidly configured to timely address regulatory changes or other business requirements, in each case potentially adversely affecting our ability to process these transactions adequately.
Our loan originations and deposits and the servicing, financial, accounting, data processing, communications, or other operating systems, processes, and facilities that support them may fail to operate properly, become disabled as a result of events beyond our control, or be unable to be rapidly configured to timely address business requirements or regulatory changes, in each case potentially adversely affecting our ability to process these transactions adequately.
This concentration poses the risk that any disruption, dislocation, significant adverse legislative or regulatory change, or other negative event or trend in the Private Education Loan market, the overall education loan market, or the overall economic environment, including an inflationary and rising or high interest rate environment or a recession in the U.S., could disproportionately and adversely affect our business, financial condition, and results of operations.
This concentration poses the risk that any disruption, dislocation, significant adverse legislative or regulatory change, or other negative event or trend in the Private Education Loan market, the overall education loan market, the higher education market, or the overall economic environment—including an inflationary and rising or high interest rate environment or a recession in the U.S.—could disproportionately and adversely affect our business, financial condition, and results of operations.
If these differences in judgment are significant, our allowance could increase significantly and result in sizable decreases in our net income and capital. See Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Estimates — Allowance for Credit Losses” for further details regarding our allowance for credit losses .
If these differences in judgment are significant, our allowance could increase significantly and result in sizable decreases in our net income and capital. See Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Estimates — Allowance for Credit Losses” for further details regarding our allowance for credit losses .
We describe certain of these risk and uncertainties in this section, although we may be adversely affected by other risks or uncertainties that (i) are presently not known to us, (ii) we have failed to identify or appreciate, or (iii) we currently consider immaterial.
We describe certain of these risks and uncertainties in this section, although we may be adversely affected by other risks or uncertainties that (i) are presently not known to us, (ii) we have failed to identify or appreciate, or (iii) we currently consider immaterial.
We operate in an environment of heightened political and regulatory scrutiny of education loan lending, servicing, and originations. The rising cost of higher education, questions regarding the quality of education provided, and the increasing amount of student loan debt outstanding in the United States have sustained this heightened and ongoing scrutiny.
We operate in an environment of heightened political and regulatory scrutiny of education loan lending, holding, servicing, and originations. The rising cost of higher education, questions regarding the quality of education provided, and the increasing amount of student loan debt outstanding in the United States have sustained this heightened and ongoing scrutiny.
Additionally, as described above, proposals of political candidates, administrations, or legislators that may affect the financial industry, or the student loan industry, in particular, could impact our reputation and/or business and adversely impact the price of our common stock.
Additionally, as described above, actions or proposals of political candidates, administrations, or legislators that may affect the financial industry, or the student loan industry, in particular, could impact our reputation and/or business and adversely impact the price of our common stock.
If any of those liabilities are significant, they could adversely affect our business, financial condition, results of operations, and/or cash flows. Adverse developments, and/or a continuation of recent turmoil, in the financial services industry could adversely affect our financial condition and results of operations. In the past couple of years, several financial services institutions failed or required outside liquidity support.
If any of those liabilities are significant, they could adversely affect our business, financial condition, results of operations, and/or cash flows. Adverse developments, and/or a continuation of recent turmoil, in the financial services industry could adversely affect our financial condition and results of operations. In the past few years, several financial services institutions failed or required outside liquidity support.
We may face risks from our operations related to litigation or regulatory or supervisory actions that could result in significant legal expenses and settlement or damage awards. From time to time, in the ordinary course of our business, we face litigation alleging violations of consumer protection, securities, employment, and other laws.
OPERATIONAL RISK We may face risks from our operations related to litigation or regulatory or supervisory actions that could result in significant legal expenses and settlement or damage awards. From time to time, in the ordinary course of our business, we face litigation alleging violations of consumer protection, securities, employment, and other laws.
Several factors may have a material adverse effect on both our ability to obtain such funding and the time it takes us to structure and execute these transactions, including the following: • Persistent and prolonged disruption or volatility in the capital markets (which could occur as a result of, among other things, general economic conditions, a government debt default, or a government shutdown) or in the education loan ABS sector specifically; • Degradation of the credit quality or performance of the Private Education Loans we sell or finance through securitization trusts, or adverse rating agency assumptions, rating actions, or conclusions with respect to those trusts or the education loan-backed securitization trusts sponsored by other issuers; • A material breach of our obligations to purchasers of our Private Education Loans, including securitization trusts; • The timing, pricing, and size of education loan asset-backed securitizations other parties issue, or the adverse performance of, or other problems with, such securitizations; • Challenges to the enforceability of Private Education Loans based on violations of, or changes to, federal or state consumer protection or licensing laws and related regulations, or imposition of penalties or liabilities on assignees of Private Education Loans for violation of such laws and regulations; and • Our inability to structure and gain market acceptance for new product features or services to meet new demands of ABS investors, rating agencies, or credit facility providers.
Several factors may have a material adverse effect on both our ability to obtain such funding and the time it takes us to structure and execute these transactions, including the following: • Persistent and prolonged disruption or volatility in the capital markets (which could occur as a result of, among other things, general economic conditions, a government debt default, or a government shutdown) or in the education loan ABS sector specifically; • Degradation of the credit quality or performance of the Private Education Loans we sell or finance through securitization trusts, or adverse rating agency assumptions, rating actions, or conclusions with respect to those trusts or the education loan-backed securitization trusts sponsored by other issuers; • A material breach of our obligations to purchasers of our Private Education Loans, including securitization trusts; • The timing, pricing, and size of education loan asset-backed securitizations other parties issue, or the adverse performance of, or other problems with, such securitizations; 2025 Form 10-K — SLM CORPORATION 29 • Challenges to the enforceability of Private Education Loans based on violations of, or changes to, federal or state consumer protection or licensing laws and related regulations, or imposition of penalties or liabilities on assignees of Private Education Loans for violation of such laws and regulations; and • Our inability to structure and gain market acceptance for new product features or services to meet new demands of ABS investors, rating agencies, or credit facility providers.
We are subject to the creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows. We are also subject to the creditworthiness of third parties, including various lending, securitization, investment, and derivative counterparties.
We are subject to the creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows. We are also subject to the creditworthiness of third parties, including various lending, securitization, strategic partnership, investment, and derivative counterparties.
The CFPB is the Bank’s primary consumer compliance supervisor, with exclusive authority to conduct examinations for the purposes of assessing compliance with the requirements of federal consumer financial laws and with primary consumer compliance enforcement authority. CFPB jurisdiction, regulation, and supervision could increase our costs and limit our ability to pursue business opportunities.
The CFPB is the Bank’s primary consumer compliance supervisor, with exclusive authority to conduct examinations for the purpose of assessing compliance with the requirements of federal consumer financial laws and with primary consumer compliance enforcement authority. CFPB jurisdiction, regulation, and supervision could increase our costs and limit our ability to pursue business opportunities.
An acquisition also could be dilutive to our existing stockholders if we were to issue common stock to fully or partially pay or fund the purchase price. Moreover, we may not be successful in identifying appropriate acquisition candidates, integrating acquired businesses or companies, or realizing expected value from acquisitions or new lines of business, products, or services.
An acquisition also could be dilutive to our existing stockholders if we were to issue common stock to fully or partially pay or fund the purchase price. Moreover, we may not be successful in identifying appropriate acquisition candidates, integrating acquired businesses or companies, or realizing expected value from strategic partnerships, acquisitions or new lines of business, products, services, or initiatives.
If those liabilities are significant, they could adversely affect our business and financial condition. • Adverse developments, and/or a continuation of recent turmoil, in the financial services industry could adversely affect our financial condition and results of operations. • The Bank is subject to various regulatory capital requirements, and failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material adverse effect on us. 2024 Form 10-K — SLM CORPORATION 21 • Unfavorable results from the periodic stress scenarios we model under regulatory guidance may adversely affect our business and result in regulatory action that could adversely affect us. • Changes in accounting standards, or incorrect estimates and assumptions by management in connection with the preparation of our consolidated financial statements, could adversely affect us. • We operate in a highly regulated environment and the laws and regulations that govern our operations, or changes in these laws and regulations, or our failure to comply with them, may adversely affect us. • Failure to comply with consumer protection, privacy, data protection, or cybersecurity laws and requirements could subject us to civil and criminal penalties or litigation, including class actions, and have a material adverse effect on our business. • Our framework for managing risks, including model risk and data governance risk, may not be effective in mitigating our risk of loss in all possible scenarios and, if the framework is ineffective, could have a material adverse effect on us. • Proposals of federal and state governments, or of various political officials or candidates, affecting the student loan industry in particular, subject us to political risk and could have a material adverse impact on us. • We are subject to reputational and other risks, which could damage our brand and have a material adverse impact on us. • Failure or significant interruption of our operating systems or infrastructure or the inability to adapt to changes could disrupt our business, cause significant losses, result in regulatory action or litigation, or damage our reputation. • We could lose market share if we are not able to keep pace with rapid changes in technology. • We depend on secure information technology and a breach of those systems or those of third-party vendors could materially adversely affect us and lead to significant financial, legal, and reputational exposure. • We depend significantly on third parties for a wide array of our operations and customer services and key components of our information technology infrastructure, and a breach of security or service levels, or violation of law by one of these third parties, could disrupt our business. • We may face risks from our operations related to litigation or regulatory or supervisory actions that could result in significant legal expenses and settlement or damage awards. • Our internal controls over financial reporting and disclosure controls, as well as other internal controls, may be ineffective, which could have a material adverse effect on our financial condition and/or results of operations. • Our business operations and those of our third-party vendors may be adversely impacted by unpredictable catastrophic events. • New lines of business and our ability to successfully make acquisitions are subject to significant risks. • We may have exposure to risks related to the Spin-Off, indemnification claims, and/or Navient’s creditworthiness. • The holders of our preferred stock have rights that are senior to those of our common stockholders. • We may be limited in our ability to receive dividends from the Bank, pay dividends on and repurchase our common stock, and make payments on our corporate debt. • Our business could be negatively affected if we are unable to attract, retain, and motivate skilled employees. 2024 Form 10-K — SLM CORPORATION 22 RISK FACTORS We face many risks and uncertainties, any one or more of which could have a material adverse effect on our business, financial condition (including capital and liquidity), results of operations, cash flows, and/or stock price.
If those liabilities are significant, they could adversely affect our business and financial condition. • Adverse developments, and/or a continuation of recent turmoil, in the financial services industry could adversely affect our financial condition and results of operations. • The Bank is subject to various regulatory capital requirements, and failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material adverse effect on us. 2025 Form 10-K — SLM CORPORATION 21 • Unfavorable results from the periodic stress scenarios we model under regulatory guidance may adversely affect our business and result in regulatory action that could adversely affect us. • Changes in accounting standards, or incorrect estimates and assumptions by management in connection with the preparation of our consolidated financial statements, could adversely affect us. • We operate in a highly regulated environment and the laws and regulations that govern our operations, or changes in these laws and regulations, or our failure to comply with them, may adversely affect us. • Failure to comply with consumer protection, privacy, data protection, or cybersecurity laws and requirements could subject us to civil and criminal penalties or litigation, including class actions, and have a material adverse effect on our business. • Our framework for managing risks, including model risk and data governance risk, may not be effective in mitigating our risk of loss in all possible scenarios and, if the framework is ineffective, could have a material adverse effect on us. • Proposals of federal and state governments, or of various political officials or candidates, affecting the student loan industry in particular, subject us to political risk and could have a material adverse impact on us. • We are subject to reputational and other risks, which could damage our brand and have a material adverse impact on us. • Failure or significant interruption of our operating systems or infrastructure or the inability to adapt to changes could disrupt our business, cause significant losses, result in regulatory action or litigation, or damage our reputation. • We could lose market share if we are not able to keep pace with rapid changes in technology (including AI). • We depend on secure information technology and a breach of those systems or those of third-party vendors could materially adversely affect us and lead to significant financial, legal, and reputational exposure. • We depend significantly on third parties for a wide array of our operations and customer services and key components of our information technology infrastructure, and a breach of security or service levels, or violation of law by one of these third parties, could disrupt our business. • We may face risks from our operations related to litigation or regulatory or supervisory actions that could result in significant legal expenses and settlement or damage awards. • Our internal controls over financial reporting and disclosure controls, as well as other internal controls, may be ineffective, which could have a material adverse effect on our financial condition and/or results of operations. • Our business operations and those of our third-party vendors may be adversely impacted by unpredictable catastrophic events. • New lines of business, strategic partnerships, and/or initiatives and our ability to successfully begin or make new acquisitions, strategic partnerships, and/or initiatives are subject to significant risks. • Our origination expansion initiative and strategic partnership funding model are new and untested and may expose us to a broad range of potential risks. • We may have exposure to risks related to the Spin-Off, indemnification claims, and/or Navient’s creditworthiness. • The holders of our preferred stock have rights that are senior to those of our common stockholders. • We may be limited in our ability to receive dividends from the Bank, pay dividends on and repurchase our common stock, and make payments on our corporate debt. • Our business could be negatively affected if we are unable to attract, retain, and motivate skilled employees. 22 SLM CORPORATION — 2025 Form 10-K RISK FACTORS We face many risks and uncertainties, any one or more of which could have a material adverse effect on our business, financial condition (including capital and liquidity), results of operations, cash flows, and/or stock price.
At December 31, 2024, we had issued and outstanding 2.5 million shares of our Series B Preferred Stock. Our Series B Preferred Stock is senior to our shares of common stock in right of payment of dividends and other distributions.
At December 31, 2025, we had issued and outstanding 2.5 million shares of our Series B Preferred Stock. Our Series B Preferred Stock is senior to our shares of common stock in right of payment of dividends and other distributions.
In 2024, the Bank conducted its annual capital stress tests and the results of these tests were presented to and reviewed by the Bank’s senior management, the Bank’s Board of Directors, and the Board’s Financial Risk Committee.
In 2025, the Bank conducted its annual capital stress tests and the results of these tests were presented to and reviewed by the Bank’s senior management, the Bank’s Board of Directors, and the Board’s Financial Risk Committee.
The occurrence of any such event could have a material adverse impact on our business, financial condition, results of operations, and/or cash flows. New lines of business or new products and services may subject us to additional risks.
The occurrence of any such event could have a material adverse impact on our business, financial condition, results of operations, and/or cash flows. New lines of business, new products and services, and/or new strategic partnerships or initiatives may subject us to additional risks.
If we require funding beyond that which we may be able to obtain through deposits and proceeds from ABS transactions at attractive prices, we may need to raise additional liquidity through other forms of secured and unsecured debt financing, which, in turn, could increase our funding costs and reduce our net interest margin.
If we require funding beyond what we may be able to obtain through deposits, loan sales, and proceeds from ABS transactions at attractive prices, we may need to raise additional liquidity through other forms of secured and unsecured debt financing, which, in turn, could increase our funding costs and reduce our net interest margin.
Additionally, our ability to successfully make acquisitions is subject to significant risks, including the risk that governmental authorities may not provide any requisite approvals, the risk that integrating acquisitions may be more difficult, costly, or time consuming than expected, and the risk that the value of acquisitions may be less than anticipated.
Additionally, our ability to successfully make acquisitions or enter into strategic partnerships is subject to significant risks, including the risk that governmental authorities may not provide any requisite approvals, the risk that integrating acquisitions may be more difficult, costly, or time consuming than expected, and the risk that the value of acquisitions or strategic partnerships may be less than anticipated.
If a service provider fails to provide the services we require or expect, or fails to meet applicable regulatory or contractual requirements, such as service levels, protection of our customers’ personal and confidential information, or compliance with applicable laws, that failure could negatively impact our business by adversely affecting our ability to process customers’ transactions in a timely and accurate manner, otherwise hampering our ability to serve our customers and investors, or subjecting us to litigation and regulatory risk for matters as diverse as poor vendor oversight, improper release or protection of personal information, or release of incorrect information.
If a service provider fails to provide the services we require or expect, or fails to meet applicable regulatory or contractual requirements, such as service levels, protection of our customers’ personal and confidential information, or compliance with applicable laws, that failure could negatively impact our business by adversely affecting our ability to process customers’ transactions in a timely and accurate manner, otherwise hampering our ability to serve our customers and investors, or subjecting us to litigation and regulatory risk for matters as diverse as poor vendor oversight, improper release or 2025 Form 10-K — SLM CORPORATION 37 protection of personal information, or release of incorrect information.
Any such failure could adversely affect our ability to service our customers, result in financial loss or liability to our customers and investors, disrupt our business, result in regulatory action or litigation, or cause reputational damage.
Any such failure could adversely affect our ability to achieve our strategic objective or service our customers, result in financial loss or liability to our customers and investors, disrupt our business, result in regulatory action or litigation, or cause reputational damage.
If we fail to cause the securitization trusts or other transaction parties to disclose adequately all material information regarding an investment in any securities, if we or the trusts make statements that are misleading in any material respect in information delivered to investors in any securities, if we breach any representations or warranties made in connection with securitization of the loans, or if we breach any other duties as the administrator or servicer of the securitization trusts, it is possible we could be sued and ultimately held liable to an investor or other transaction party.
If we fail, or fail to cause the securitization trusts or other transaction parties, to disclose adequately all material information regarding, or applicable to an investment in ABS, if we or the trusts make statements that are misleading in any material respect in information delivered to investors in ABS, if we breach any representations or warranties made in connection with securitization of the loans, or if we breach any other duties as the administrator, servicer, or program manager of sold and/or securitized loans, it is possible we could be sued and ultimately held liable to an investor or other transaction party.
From time to time, we may implement or acquire new lines of business or offer new products and services, or enter into new business arrangements with third-party service providers, alternative payment providers, or other industry participants. We may face compliance and regulatory risks in each of those cases.
From time to time, we may implement or acquire new lines of business, offer new products and services, begin new strategic partnerships, explore new initiatives, or enter into new business arrangements with third-party service providers, alternative payment providers, or other industry participants. We may face compliance and regulatory risks in each of those cases.
In addition, changes in the regulatory and supervisory environments could adversely affect us in substantial and unpredictable ways, including by limiting the types of financial services and products we may offer, enhancing 2024 Form 10-K — SLM CORPORATION 31 the ability of others to offer more competitive financial services and products, restricting our ability to make acquisitions or pursue other profitable opportunities, and negatively impacting our financial condition and results of operations.
In addition, changes in the regulatory and supervisory environments could adversely affect us in substantial and unpredictable ways, including by limiting the types of financial services and products we may offer, enhancing the ability of others to offer more competitive financial services and products, restricting our ability to make acquisitions or pursue other profitable opportunities, and negatively impacting our financial condition and results of operations.
OPERATIONAL RISKS Failure or significant interruption of our operating systems or infrastructure or the inability to adapt to changes could disrupt our business, cause significant losses, result in regulatory action or litigation, or damage our reputation.
TECHNOLOGICAL RISK Failure or significant interruption of our operating systems or infrastructure or the inability to adapt to changes could disrupt our business, cause significant losses, result in regulatory action or litigation, or damage our reputation.
We may be adversely affected by policies or events that have the effect of flattening or inverting the yield curve (that is, the difference between long-term and short-term interest rates), compressing interest rates on our earnings assets closer to interest rates on our deposits and borrowings, increasing the volatility of market rates of interest, or changing the spreads among different interest rate indices.
We 2025 Form 10-K — SLM CORPORATION 27 may be adversely affected by policies or events that have the effect of flattening or inverting the yield curve (that is, the difference between long-term and short-term interest rates), compressing interest rates on our earnings assets closer to interest rates on our deposits and borrowings, increasing the volatility of market rates of interest, or changing the spreads among different interest rate indices.
If any of these financial institutions or participants were to become or be perceived as unstable, or enter conservatorship, receivership, or bankruptcy, the consequences could have an adverse effect on our business, financial condition, and results of operations. 2024 Form 10-K — SLM CORPORATION 29 CAPITAL RISK The Bank is subject to various regulatory capital requirements administered by the FDIC and the UDFI.
If any of these financial institutions or participants were to become or be perceived as unstable, or enter conservatorship, receivership, or bankruptcy, the consequences could have an adverse effect on our business, financial condition, and results of operations. CAPITAL RISK The Bank is subject to various regulatory capital requirements administered by the FDIC and the UDFI.
Notwithstanding our efforts to maintain business continuity, a disruptive event impacting our processing locations, a failure to adequately anticipate the level of staffing or effort needed to efficiently and effectively communicate with and service our 2024 Form 10-K — SLM CORPORATION 34 customers or to service and collect on our loans, or another similar operational event could adversely affect our business, financial condition, results of operations, and/or cash flows.
Notwithstanding our efforts to maintain business continuity, a disruptive event impacting our processing locations, a failure to adequately anticipate the level of staffing or effort needed to efficiently and effectively communicate with and service our customers or to service and collect on our loans, or another similar operational event could adversely affect our business, financial condition, results of operations, and/or cash flows.
Our brand is very important to us and our business. Our reputation as an originator, servicer, seller, and securitizer of high-quality Private Education Loans and as a depository for online deposits is very dependent upon how our customers, our regulators, legislators, the education community, our employees, and the broader market perceive our business practices, financial heath, and integrity.
Our reputation as an originator, servicer, seller, and securitizer of high-quality Private Education Loans and as a depository for online deposits is very dependent upon how our customers, our regulators, legislators, the education community, our employees, and the broader market perceive our business practices, financial health, and integrity.
In the event of our bankruptcy, dissolution, or liquidation, the holders of our Series B Preferred Stock must be satisfied before any distributions can be made to our common stockholders. 2024 Form 10-K — SLM CORPORATION 38 We may be limited in our ability to receive dividends from the Bank, pay dividends on and repurchase our common stock, and make payments on our corporate debt.
In the event of our bankruptcy, dissolution, or liquidation, the holders of our Series B Preferred Stock must be satisfied before any distributions can be made to our common stockholders. We may be limited in our ability to receive dividends from the Bank, pay dividends on and repurchase our common stock, and make payments on our corporate debt.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Allowance for Credit Losses — Use of Forbearance and Modifications as a Private Education Loan Collection Tool” for a discussion of how items such as changes in credit administration practices can impact the timing and level of delinquencies and defaults on our loans.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Allowance for Credit Losses — Use of Forbearance and Modifications as a Private Education Loan Collection Tool” for a discussion of how items such as changes in credit administration practices can impact the timing and level of delinquencies and defaults on our 26 SLM CORPORATION — 2025 Form 10-K loans.
Negative publicity, including as a result of our culture, actual or alleged conduct by us, our employees, or our vendors, or public opinion of the broader student loan industry or other relevant industries generally, could damage our reputation and business and adversely impact the price of our common stock or other securities.
Negative publicity, including as a result of our culture, actual or alleged conduct by us, 34 SLM CORPORATION — 2025 Form 10-K our employees, or our vendors, or public opinion of the broader student loan industry or other relevant industries generally, could damage our reputation and business and adversely impact the price of our common stock or other securities.
Many factors can have an impact on borrower delinquencies, including, without limitation, economic conditions (including inflationary, rising or high interest rate, and recessionary environments), changes in interest rates, personal circumstances and hardships, risk characteristics such as school type, loan status, loan seasoning, underwriting criteria, presence of a cosigner, changes made in credit administration practices from time to time, changes in loan underwriting criteria made from time to time, legislative, regulatory and operational changes, servicing and collections staffing challenges, other operational challenges we may encounter, the cessation by the federal government of any payment suspension programs it may implement from time to time for borrowers of federal student loans (including the suspension program initiated during the COVID-19 pandemic), the invalidation or failure of efforts to forgive or lessen the burden of federal student loan indebtedness for certain borrowers, and unforeseen events or trends.
Many factors can have an impact on borrower delinquencies, including, without limitation, economic conditions (including inflationary, rising or high interest rate, and recessionary environments), the imposition or removal of tariffs (indirectly affecting consumer prices, spending, and saving habits), changes in interest rates, personal circumstances and hardships, risk characteristics such as school type, loan status, loan seasoning, underwriting criteria, presence of a cosigner, changes made in credit administration practices from time to time, changes in loan underwriting criteria made from time to time, legislative, regulatory and operational changes, servicing and collections staffing challenges, other operational challenges we may encounter, the cessation by the federal government of any payment suspension programs it may implement from time to time for borrowers of federal student loans, the invalidation or failure of efforts to forgive or lessen the burden of federal student loan indebtedness for certain borrowers, and unforeseen events or trends.
Significant competition exists for valuable acquisition targets, and we may not be able to acquire other businesses or companies on attractive terms.
Significant competition exists for valuable strategic partnerships and acquisition targets, and we may not be able to acquire or partner with other businesses or companies on attractive terms.
Additionally, regulatory agencies may periodically review our allowance for credit losses, including our methodology and models used in calculating the allowance, and could insist on an increase in the 2024 Form 10-K — SLM CORPORATION 25 allowance or recognition of additional charge-offs based on judgments different than those used by our management.
Additionally, regulatory agencies may periodically review our allowance for credit losses, including our methodology and models used in calculating the allowance, and could insist on an increase in the allowance or recognition of additional charge-offs based on judgments different than those used by our management.
These vehicles include, among others: • Home equity loans or other borrowings available to families to finance their education costs; • Pre-paid tuition plans, which allow students to pay tuition at today’s rates to cover tuition costs in the future; • Section 529 plans, which include both pre-paid tuition plans and college savings plans that allow a family to save funds on a tax-advantaged basis; • Education IRAs, now known as Coverdell Education Savings Accounts, under which a holder can make annual contributions for education savings; • Government education loan programs; and • Direct loans from colleges and universities, as well as income sharing agreements offered by schools and facilitated by private companies.
These vehicles include, among others: • Home equity loans or other borrowings available to families to finance their education costs; • Pre-paid tuition plans, which allow students to pay tuition at today’s rates to cover tuition costs in the future; • Section 529 plans, which include both pre-paid tuition plans and college savings plans that allow a family to save funds on a tax-advantaged basis; • Education IRAs, now known as Coverdell Education Savings Accounts, under which a holder can make annual contributions for education savings; • Government education loan programs; • Direct loans from colleges and universities, as well as income sharing agreements offered by schools and facilitated by private companies; • Employer-sponsored tuition reimbursement or education benefit programs; • Alternative credentialing, online education, and non-degree programs; and • “Buy now, pay later” or other FinTech-driven tuition payment models.
Additional discussion of the risks summarized in this risk factor summary, and other risks that we face, can be found below and should be carefully considered, together with other information in this Form 10-K and our other filings with the SEC, before making an investment decision regarding our securities. • Our product offerings are primarily concentrated in loan products for higher education and deposit products for online depositors.
Additional discussion of the risks summarized in this risk factor summary, and other risks that we face, can be found below and should be carefully considered, together with other information in this Form 10-K and our other filings with the SEC, before making an investment decision regarding our securities. • Our core product offerings are concentrated in Private Education Loan products and services.
Acquisitions and/or implementation of new lines of business, products, or services involve numerous risks and uncertainties, including inaccurate financial and operational assumptions, incomplete or failed due diligence, lower-than-expected performance, higher-than-expected costs, difficulties related to integration, diversion of 2024 Form 10-K — SLM CORPORATION 37 management’s attention from other business activities, adverse market or other reactions, changes in relationships with customers or counterparties, the potential loss of key personnel, and the possibility of litigation and other disputes.
Acquisitions and/or implementation of new lines of business, products, services, strategic partnerships, initiatives, or business arrangements involve numerous risks and uncertainties, including inaccurate financial and operational assumptions, incomplete or failed due diligence, lower-than-expected performance, higher-than-expected costs, difficulties related to integration, diversion of management’s attention from other business activities, adverse market or other reactions, changes in relationships with customers or counterparties, the potential loss of key personnel, and the possibility of litigation and other disputes.
As a result, our computer systems, software, and networks, as well as those of third-party vendors we utilize, may be vulnerable to unauthorized access, computer viruses, malware attacks, and other events that could have a security impact 2024 Form 10-K — SLM CORPORATION 35 beyond our control.
As a result, our computer systems, software, and networks, as well as those of third-party vendors we utilize, may be vulnerable to unauthorized access, computer viruses, malware attacks, and other events that could have a security impact beyond our control.
Additionally, while we and our third-party service providers commit resources to the design, implementation, maintenance, security, and monitoring of our networks and systems, there is no guarantee that our security controls, or those of our third-party service providers, will protect against all threats.
Additionally, while we and our third-party service providers 36 SLM CORPORATION — 2025 Form 10-K commit resources to the design, implementation, maintenance, security, and monitoring of our networks and systems, there is no guarantee that our security controls, or those of our third-party service providers, will protect against all threats.
While the assets, liabilities, and related hedging derivative contract re-pricing indices are typically highly correlated, there can be no assurance that the historically high correlation will not be disrupted by capital market dislocations or other factors outside our control.
While the assets, liabilities, and related hedging derivative contract re-pricing indices are typically highly correlated, there can be no assurance that the historically high correlation will not be disrupted by capital market dislocations or other factors outside our control. In these circumstances, our earnings could be materially adversely affected.
For instance, our new depositor acquisition marketing is partly dependent on search engines, as well as bank deposit information aggregators, to direct a significant 2024 Form 10-K — SLM CORPORATION 23 amount of traffic to our website via organic ranking and paid search advertising.
For instance, our new depositor acquisition marketing is partly dependent on search engines, as well as bank deposit information aggregators, to direct a significant amount of traffic to our website via organic ranking and paid search advertising.
Changes in the prevailing interpretations of federal or state laws, or the passage of new federal or state laws, and related regulations could also invalidate or call into question the legality of certain of our services and business practices. The impact of the Trump Administration’s policies is unclear.
Changes in the prevailing interpretations of federal or state laws, or the passage of new federal or state laws, and related regulations could also invalidate or call into question the legality of certain of our services and business practices.
At December 31, 2024, our brokered deposits totaled $9.5 billion, which represented 45 percent of our total deposits. Brokered deposits may be more price sensitive than other types of deposits and may become less available if alternative investments offer higher returns.
At December 31, 2025, our brokered deposits totaled $8.8 billion, which represented 42 percent of our total deposits. Brokered deposits may be more price sensitive than other types of deposits and may become less available if alternative investments offer higher returns.
These Risk Factors, together with other information in this Form 10-K and our other filings with the SEC, should be carefully considered before making an investment decision regarding our securities. CONCENTRATION RISK Our product offerings are primarily concentrated in loan products for higher education and deposit products for online depositors.
These Risk Factors, together with other information in this Form 10-K and our other filings with the SEC, should be carefully considered before making an investment decision regarding our securities. CONCENTRATION & COMPETITIVE RISK Our core product offerings are primarily concentrated in Private Education Loan products and services.
LIQUIDITY RISK Our ability to achieve our business goals will be heavily reliant on our ability to obtain deposits, obtain funding through asset-backed securitizations, and sell loans at attractive prices to help fund share repurchase programs and other activities.
LIQUIDITY RISK Our ability to achieve our business goals will be heavily reliant on our ability to obtain deposits, obtain funding through asset-backed securitizations, and sell loans at attractive prices.
Our Private Education Loan (held for investment) delinquencies (loans greater than 30 days past due), as a percentage of Private Education Loans (held for investment) in repayment, were 3.68% at December 31, 2024.
Our Private Education Loan (held for investment) delinquencies (loans greater than 30 days past due), as a percentage of Private Education Loans (held for investment) in repayment, were 4.00 percent at December 31, 2025.
See also “— CREDIT RISK — We are subject to the creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows” in this Item 1A. The trailing effects of the discontinuance of LIBOR could adversely affect our business and financial results.
See also “— CREDIT RISK — We are subject to the 28 SLM CORPORATION — 2025 Form 10-K creditworthiness of third parties other than borrowers and exposure to those third parties could adversely affect our business, financial condition, results of operations, and/or cash flows” in this Item 1A.
Complaints received by the CFPB regarding us could lead to additional scrutiny of us and increase our costs. Consent orders, decrees, or settlements entered into with governmental agencies may also increase our compliance costs or restrict certain of our activities.
Complaints received by the CFPB regarding us could lead to additional scrutiny of us and increase our costs. Consent orders, decrees, or settlements entered into with governmental agencies may also increase our compliance costs or restrict certain of our activities. Currently, the operational, enforcement, and regulatory posture of the CFPB under the current federal administration is unclear.
Any one of these circumstances could have a material adverse effect on our business reputation and ability to obtain and retain clients and, therefore, could materially adversely affect our business, financial condition, and/or results of operations.
Any one of these circumstances could have a material adverse effect on our business reputation and ability to obtain and retain clients and, therefore, could materially adversely affect our business, financial condition, and/or results of operations. The development and use of AI presents risks and challenges that may adversely impact our business.
If the models that we use to measure and/or mitigate these risks and values are poorly designed, based upon incorrect or incomplete information, poorly implemented, or are otherwise inadequate, or our governance surrounding the management of data we use in our models and other aspects of our business is poorly designed or implemented, or otherwise is inadequate, our business decisions may be adversely affected, we may provide inaccurate information to the public or regulators, and/or we may incur increased losses.
If the models that we use to measure and/or mitigate these risks and values are poorly designed, based upon incorrect or incomplete information, poorly implemented, or are otherwise inadequate, or our governance surrounding the management of data we use in our models and other aspects of our business is poorly designed or implemented, or otherwise is inadequate, our business decisions may be adversely affected, we may provide inaccurate information to the public or regulators, and/or we may incur increased losses. 38 SLM CORPORATION — 2025 Form 10-K In addition, there may be existing or developing risks that we have not appropriately anticipated, identified, or mitigated.
In addition, our ability to grow Private Education Loan originations and retain assets at our planned levels could be negatively affected if: • demographic trends in the United States result in a decrease in college-age individuals; • demand for higher education decreases (which can occur, among other times, during periods of strong employment in the United States and/or when fewer employers require college degrees for their employees); • the cost of attendance of higher education decreases; • consumers increase their targeted savings for higher education; • prepayment rates on our Private Education Loans increase or accelerate due to greater market liquidity, availability of alternative means of financing, improved household incomes, increasing consumer confidence, and/or various other factors; • macroeconomic factors (including, without limitation, high unemployment) cause loan applicants or borrowers to be unable to meet our credit standards or repay credit obligations; • there is broader public resistance to increasing higher education costs; or • proposals for new federal and state education spending described below in “—POLITICAL/REPUTATIONAL RISK” gain broader appeal or momentum.
In addition, our ability to grow Private Education Loan originations and retain assets at our planned levels could be negatively affected if: • Demographic trends in the United States result in a decrease in college-age individuals; • Demand for higher education decreases (which can occur, among other times, during periods of strong employment in the United States, due to decreased interest or access to U.S. higher education by international students, and/or when fewer employers require college degrees for their employees (including as a result of changes to macroeconomic conditions, workforce needs, and/or changes in technology and AI)); • The cost of attendance of higher education decreases; • Consumers increase their targeted savings for higher education; • Prepayment rates on our Private Education Loans increase or accelerate due to greater market liquidity, availability of alternative means of financing, improved household incomes, increasing consumer confidence, and/or various other factors; • State or federal initiatives for tuition-free or debt-free college; • Negative media or political attention on private student lending; • There is broader public resistance to increasing higher education costs; or • Proposals for new federal and state education spending described below in “—POLITICAL/REPUTATIONAL RISK” gain broader appeal or momentum.
We rely upon our senior leaders not only for business success, but also to lead with integrity. To the extent our senior leaders behave in a manner that does not comport with our values, the consequences to our brand and reputation could be severe and could adversely affect our financial condition and results of operations.
To the extent our senior leaders behave in a manner that does not comport with our values, the consequences to our brand and reputation could be severe and could adversely affect our financial condition and results of operations.
If we are a party to material litigation or regulatory or supervisory actions and if the defenses we assert are ultimately unsuccessful, or if we are unable to achieve a favorable outcome, we could be liable for large damages, penalties, or other costs or charge-offs and that could have a material adverse effect on our business, results of operations, and/or financial condition. 2024 Form 10-K — SLM CORPORATION 36 Our internal controls over financial reporting and disclosure controls, as well as other internal controls, may be ineffective, which could have a material adverse effect on our financial condition and/or results of operations.
If we are a party to material litigation or regulatory or supervisory actions and if the defenses we assert are ultimately unsuccessful, or if we are unable to achieve a favorable outcome, we could be liable for large damages, penalties, or other costs or charge-offs and that could have a material adverse effect on our business, results of operations, and/or financial condition.
Further, the regulatory environment at the state level has shifted such that some states recently have enacted new legislation specifically restricting the conduct and practices of student loan servicers.
Further, the regulatory environment at the state level has shifted such that some states recently have enacted new legislation specifically restricting the conduct and practices of student loan servicers. The enactment of any proposed legislation or policies such as those described in this Item 1A.
Our future success depends, in part, on our ability to underwrite and approve loans, process loan applications and payments, and provide other customer services, in a safe, automated manner with high-quality service standards. The volume of loan originations we are able to process is reliant on the systems and processes we have implemented and developed.
Our future success depends, in part, on our ability to underwrite and approve loans, process loan applications and payments, and provide other customer services, in a safe, automated manner with high-quality service standards.
Compliance with laws and regulations can be difficult and costly, and changes to laws and regulations, as well as increased intensity in compliance and supervision activities, often impose additional compliance costs and may constrain the marketing and origination of Private Education Loans or other products, adversely affect the collection of balances due on the loan assets held by us or by securitization trusts, adversely affect the execution of strategic initiatives, or otherwise adversely affect our business. 2024 Form 10-K — SLM CORPORATION 32 From time to time, we and our third-party service providers may use artificial intelligence, machine learning, data analytics, and similar tools to collect, aggregate, and analyze data in connection with our business.
Compliance with laws and regulations can be difficult and costly, and changes to laws and regulations, as well as increased intensity in compliance and supervision activities, often impose additional compliance costs and may constrain the marketing and origination of Private Education Loans or other products, adversely affect the collection of balances due on the loan assets held by us or by securitization trusts, adversely affect the execution of strategic initiatives, or otherwise adversely affect our business.
In these circumstances, our earnings could be materially adversely affected. 2024 Form 10-K — SLM CORPORATION 26 We are subject to repayment and prepayment risks, which can increase uncertainty as we manage our interest rate risk and can adversely affect our business, financial condition, results of operations, and/or cash flows.
We are subject to repayment and prepayment risks, which can increase uncertainty as we manage our interest rate risk and can adversely affect our business, financial condition, results of operations, and/or cash flows.
The preparation of our consolidated financial statements requires us to make critical accounting estimates and assumptions that affect the reported amounts of assets, liabilities, income, and expenses during the reporting periods. Incorrect estimates and assumptions by us in connection with the preparation of our consolidated financial statements could adversely affect the reported amounts of assets, liabilities, income, and expenses.
The preparation of our consolidated financial statements requires us to make critical accounting estimates and assumptions that affect the reported amounts of assets, liabilities, income, and expenses during the reporting 2025 Form 10-K — SLM CORPORATION 31 periods.
The CFPB and the FDIC issued guidance to supervised banks with respect to increased responsibilities to supervise the activities of service providers to ensure compliance with federal consumer protection laws.
These developments could have significant implications for our regulatory environment, compliance requirements, litigation strategy, and consumer protection laws. The CFPB and the FDIC have issued guidance to supervised banks with respect to increased responsibilities to supervise the activities of service providers to ensure compliance with federal consumer protection laws.
In the event we should fail to meet the heightened standards for management of service providers, we could be subject to supervisory orders to cease and desist, civil monetary penalties, or other actions due to claimed noncompliance, which could have an adverse effect on our business, financial condition, operating results, and/or cash flows.
In the event we should fail to meet these expectations for management of service providers, we could be subject to supervisory orders to cease and desist, civil monetary penalties, or other actions due to claimed noncompliance, which could have an adverse effect on our business, financial condition, operating results, and/or cash flows. 2025 Form 10-K — SLM CORPORATION 33 We are also subject to a dynamically changing landscape of privacy, data protection, and cybersecurity laws, regulations, and requirements.
We bear the full credit exposure on our Private Education Loans, which are unsecured loans. If those loans were to default at rates much higher than anticipated or at speeds faster than anticipated, our business, financial condition, results of operations, and/or cash flows could be adversely affected.
If those loans were to default at rates much higher than anticipated or at speeds faster than anticipated, our business, financial condition, results of operations, and/or cash flows could be adversely affected. Delinquencies are an important indicator of the potential future credit performance of our loan portfolio.
In addition, the continued ongoing publicity regarding these various proposals, even if they are not enacted, could negatively impact the market price of our common stock. 2024 Form 10-K — SLM CORPORATION 33 We are subject to reputational and other risks, which could damage our brand and have a material adverse impact on our business, results of operations, financial condition, and/or cash flows.
Risk Factors, even if they do not apply specifically to Private Education Loans, could have a material adverse impact on our business, results of operations, financial condition, and/or cash flows. In addition, the continued ongoing publicity regarding these various proposals, even if they are not enacted, could negatively impact the market price of our common stock.
Additionally, if Navient is unable or unwilling to pay claims that we make against it, our financial condition, results of operations, and/or cash flows could be materially and adversely affected over time. GENERAL RISKS The holders of our preferred stock have rights that are senior to those of our common stockholders.
Additionally, if Navient is unable or unwilling to pay claims that we make against it, our financial condition, results of operations, and/or cash flows could be materially and adversely affected over time. GENERAL RISK Our business could be negatively affected if we are unable to attract, retain, and motivate skilled employees.
Consolidation or refinancing of existing Private Education Loans could have a material adverse effect on our business, financial condition, results of operations, and/or cash flows. We believe the design of our Private Education Loan products, with emphasis on rigorous underwriting, credit-worthy cosigners and variable or fixed interest rates, creates sustainable, competitive loan products.
We believe the design of our Private Education Loan products, with emphasis on rigorous underwriting, credit-worthy cosigners and variable or fixed interest rates, creates sustainable, competitive loan products.
Significant, unanticipated deposit withdrawals due to market distress or otherwise or our inability to access other sources of liquidity, whether due to capital markets dislocations or otherwise, could result in constraints on our liquidity and adversely affect our business, financial condition, and results of operations.
Significant, unanticipated deposit withdrawals due to market distress or otherwise or our inability to access other sources of liquidity, whether due to capital markets dislocations or otherwise, could result in constraints on our liquidity and adversely affect our business, financial condition, and results of operations. 30 SLM CORPORATION — 2025 Form 10-K The financial system is highly interrelated, and we have exposure to, and routinely execute transactions with, a variety of financial institutions.
This patchwork of legislation and regulation may lead to conflicts or differing views of privacy rights. As an example, certain state laws regarding personal information may be broader in scope or more stringent than federal laws or the laws of other states regarding personal information. See Item 1.
As an example, certain state laws regarding personal information may be broader in scope or more stringent than federal laws or the laws of other states regarding personal information. See Item 1. “Business — Supervision and Regulation — Regulation of Sallie Mae Bank — Data Privacy and Data Security Laws and Regulations” for additional information.
If we are unable to effectuate loan sales at the prices, times, and volumes we desire, we may not be able to fund share repurchase programs that are authorized from time to time, originate Private Education Loans in the volumes we desire, meet other obligations, or achieve other business goals. 2024 Form 10-K — SLM CORPORATION 28 If our business objectives require capital above and beyond what we generate through retained earnings, we may need to raise capital for our business by issuing additional equity to investors.
If we are unable to effectuate loan sales at the prices, times, and volumes we desire, we may not be able to fund share repurchase programs that are authorized from time to time, originate Private Education Loans in the volumes we desire, meet other obligations, or achieve other business goals.
As a result, any enforcement or other supervisory action could have an adverse effect on our business, financial condition, results of operations, and prospects. Restrictions or limitations on our operations, or other directives, imposed by our regulators may be confidential and thus, in some instances, we may not be permitted to publicly disclose the actions.
Restrictions or limitations on our operations, or other directives, imposed by our regulators may be confidential and thus, in some instances, we may not be permitted to publicly disclose the actions.
No assurance can be given that we will pursue future acquisitions, and our ability to grow and successfully compete may be impaired if we choose not to pursue or are unable to successfully make acquisitions or implement new lines of business, products, or services.
No assurance can be given that we will pursue future strategic partnerships, initiatives, or acquisitions, and our ability to grow and successfully compete may be impaired if we choose not to pursue or are unable to successfully make acquisitions or implement new lines of business, products, strategic partnerships or initiatives or services. 2025 Form 10-K — SLM CORPORATION 39 Our origination expansion initiative and strategic partnership funding model are new and untested and may expose us to a broad range of potential risks.
We depend on our senior leaders and skilled employees and subject matter experts to oversee initiatives across the enterprise and execute on our business plans in an efficient and effective manner. Competition for such senior leaders and employees, and the cost associated with attracting and retaining them, is high.
Our success depends, in large part, on our ability to retain key senior leaders and to attract and retain skilled employees and subject matter experts. We depend on our senior leaders and skilled employees and subject matter experts to oversee initiatives across the enterprise and execute on our business plans in an efficient and effective manner.
We are also subject to a dynamically changing landscape of privacy, data protection, and cybersecurity laws, regulations, and requirements. Various federal and state regulators, including governmental agencies, have adopted, or are considering adopting, laws and regulations regarding the use and disclosure of personal information and data privacy and security.
Various federal and state regulators, including governmental agencies, have adopted, or are considering adopting, laws and regulations regarding the use and disclosure of personal information and data privacy and security. This patchwork of legislation and regulation may lead to conflicts or differing views of privacy rights.
We compete based on our brand products, origination capability, and customer service. To the extent our competitors compete more aggressively or effectively, we could lose market share to them and/or our existing loans could be subject to consolidation or refinancing risk.
To the extent our competitors compete more aggressively or effectively, position themselves to capture more opportunity from H.R. 1, or offer new, novel, or more successful products or services, we could lose market share to them and/or our existing loans could be subject to consolidation or refinancing risk.
These federal education lending programs are generally adjusted in connection with funding authorizations from the U.S. Congress for programs under the Higher Education Act of 1965 (the “HEA”). The HEA’s reauthorization is currently pending in the U.S. Congress.
The federal government currently places both annual and aggregate limits on the amount of federal loans any student can receive and determines the criteria for student eligibility. These federal education lending programs are generally adjusted in connection with funding authorizations from the U.S. Congress for programs under the Higher Education Act of 1965 (the “HEA”).
Although we endeavor to comply with our public statements and documentation, we may at times fail to do so or be alleged to have failed to do so.
Further, we make public statements about our use, collection, disclosure, and other processing of personal information through our privacy policies, information provided on our website, and press statements. Although we endeavor to comply with our public statements and documentation, we may at times fail to do so or be alleged to have failed to do so.
We may maintain too much liquidity, which can be costly, or we may be too illiquid, which could result in financial distress during times of economic stress or capital market disruptions.
Our primary sources of liquidity and funding are customer deposits, payments received on Private Education Loans that we hold, and proceeds from loan sales and securitization transactions. We may maintain too much liquidity, which can be costly, or we may be too illiquid, which could result in financial distress during times of economic stress or capital market disruptions.
In addition, there may be existing or developing risks that we have not appropriately anticipated, identified, or mitigated. If our risk management framework does not effectively identify or mitigate our risks, we could suffer unexpected losses and our business, financial condition, and/or results of operations could be materially adversely affected.
If our risk management framework does not effectively identify or mitigate our risks, we could suffer unexpected losses and our business, financial condition, and/or results of operations could be materially adversely affected. An ineffective risk-management framework or function also could give rise to enforcement and other supervisory actions, damage our reputation, and result in litigation.
Our management is responsible for maintaining, regularly assessing, and, as necessary, making changes to our internal controls over financial reporting and our disclosure controls.
Our internal controls over financial reporting and disclosure controls, as well as other internal controls, may be ineffective, which could have a material adverse effect on our financial condition and/or results of operations. Our management is responsible for maintaining, regularly assessing, and, as necessary, making changes to our internal controls over financial reporting and our disclosure controls.
In addition to competition from private industry players, the federal government, through the Federal Direct Student Loan Program and other higher education lending programs, poses significant competition to our Private Education Loan products.
Growth in these alternative distribution channels could diminish the effectiveness of our more traditional lending channels and increase our cost to originate Private Education Loans. The federal government, through the Federal Direct Student Loan Program and other higher education lending programs, also poses significant competition to our Private Education Loan products.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur Chief Security Officer (“CSO”) reports to our Chief Operational Officer and President of the Bank and leads the Company’s overall cybersecurity function. Our CSO provides periodic updates on our cybersecurity risk management program to the management-level Operational and Compliance Risk Committee (“OCRC”) and Executive Committee (“EC”).
Biggest changeOur Chief Security Officer (“CSO”) reports to our Executive Vice President, Chief Technology and Enablement Officer and leads the Company’s overall cybersecurity function. Our CSO provides periodic updates on our cybersecurity risk management program to the management-level Operational and Compliance Risk Committee (“OCRC”) and Executive Committee (“EC”).
“Risk Factors – OPERATIONAL RISKS – We depend on secure information technology and a breach of those systems or those of third-party vendors could result in significant losses, unauthorized disclosure of confidential customer information, and reputational damage, which could materially adversely affect our business, financial condition, and/or results of operations and could lead to significant financial, legal, and reputational exposure” in this Form 10-K.
“Risk Factors – TECHNOLOGICAL RISKS – We depend on secure information technology and a breach of those systems or those of third-party vendors could result in significant losses, unauthorized disclosure of confidential customer information, and reputational damage, which could materially adversely affect our business, financial condition, and/or results of operations and could lead to significant financial, legal, and reputational exposure” in this Form 10-K.
Our CSO supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which include: briefings from internal security personnel; threat intelligence and other 2024 Form 10-K — SLM CORPORATION 40 information obtained from governmental, public, or private sources, including external cybersecurity service providers; and alerts and reports produced by security tools deployed in the IT environment.
Our CSO supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which include: briefings from internal security personnel; threat intelligence and other 42 SLM CORPORATION — 2025 Form 10-K information obtained from governmental, public, or private sources, including external cybersecurity service providers; and alerts and reports produced by security tools deployed in the IT environment.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeProperties The following table lists the principal facility owned by us as of December 31, 2024: Location Function Approximate Square Feet Newark, DE Headquarters 160,000 The following table lists the principal facilities leased by us as of December 31, 2024: Location Function Approximate Square Feet Indianapolis, IN Administrative Offices 115,000 New Castle, DE Loan Servicing Center 125,000 Sterling, VA Administrative Offices 27,000 Newton, MA Administrative Offices 14,000 Salt Lake City, UT Sallie Mae Bank 17,000 Our headquarters is currently located in owned space, unencumbered by a mortgage, at 300 Continental Drive, Newark, Delaware, 19713. 2024 Form 10-K — SLM CORPORATION 41
Biggest changeProperties The following table lists the principal facility owned by us as of December 31, 2025: Location Function Approximate Square Feet Newark, DE Headquarters 160,000 The following table lists the principal facilities leased by us as of December 31, 2025: Location Function Approximate Square Feet Indianapolis, IN Administrative Offices 112,000 New Castle, DE Loan Servicing Center 125,000 Arlington, VA Administrative Offices 29,000 Sterling, VA Administrative Offices 27,200 Newton, MA Administrative Offices 13,400 Salt Lake City, UT Sallie Mae Bank 16,700 Our headquarters is currently located in owned space, unencumbered by a mortgage, at 300 Continental Drive, Newark, Delaware, 19713.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceedings The information required by this Item is set forth in the “Commitments, Contingencies, and Guarantees” discussion in Note 18 of the accompanying Notes to the Consolidated Financial Statements in this Annual Report on Form 10-K, which discussion is included in Item 8 of this Report, and is incorporated herein by reference in response to this Item.
Biggest changeItem 3. Legal Proceedings The information required by this Item is set forth in the “Commitments, Contingencies, and Guarantees” discussion in Note 19 of the accompanying Notes to the Consolidated Financial Statements in this Annual Report on Form 10-K, which discussion is included in Item 8 of this Report, and is incorporated herein by reference in response to this Item.
Removed
Item 4. Mine Safety Disclosures N/A PART II.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeWe paid quarterly cash dividends on our common stock of $0.11 per share for the first, second, and third quarters of 2024, respectively, and $0.13 per share for the fourth quarter of 2024. We paid quarterly cash dividends on our common stock of $0.11 per share for each quarter of 2023 and 2022.
Biggest changeWe paid quarterly cash dividends on our common stock of $0.13 per share for each quarter of 2025. We paid quarterly cash dividends on our common stock of $0.11 per share for the first, second, and third quarters of 2024, respectively, and $0.13 per share for the fourth quarter of 2024.
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.
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 2026 Share Repurchase Program.
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 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.
Issuer Purchases of Equity Securities The following table provides information relating to our purchase of shares of our common stock in the three months ended December 31, 2024.
Issuer Purchases of Equity Securities The following table provides information relating to our purchase of shares of our common stock in the three months ended December 31, 2025.
Stock Performance The following graph compares the five-year cumulative total returns of SLM Corporation, the S&P Supercomposite Consumer Finance Sub-Industry Index, and the S&P 400 Regional Bank Sub-Industry Index. This graph assumes $100 was invested in the stock or the relevant index on December 31, 2019, and also assumes the reinvestment of dividends through December 31, 2024.
Stock Performance The following graph compares the five-year cumulative total returns of SLM Corporation, the S&P Supercomposite Consumer Finance Sub-Industry Index, and the S&P 400 Regional Bank Sub-Industry Index. This graph assumes $100 was invested in the stock or the relevant index on December 31, 2020, and also assumes the reinvestment of dividends through December 31, 2025.
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.
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”).
(2) As of December 31, 2024, we had $402 million of capacity remaining under the 2024 Share Repurchase Program. The 2024 Share Repurchase Program was announced on January 24, 2024, with an effective date of January 26, 2024, and expires on February 6, 2026.
(2) As of December 31, 2025, we had $33 million of capacity remaining under the 2024 Share Repurchase Program. The 2024 Share Repurchase Program was announced on January 24, 2024, with an effective date of January 26, 2024, and expired on February 6, 2026.
We had $402 million of capacity remaining under the 2024 Share Repurchase Program as of December 31, 2024.
We had $33 million of capacity remaining under the 2024 Share Repurchase Program as of December 31, 2025.
The information contained in the definitive proxy statement on Schedule 14A for our 2025 annual meeting of shareholders (the “2025 Proxy Statement”), including information appearing in the section titled “Equity Plan Compensation Information”, is incorporated herein by reference.
The information contained in the definitive proxy statement on Schedule 14A for our 2026 annual meeting of stockholders (the “2026 Proxy Statement”), including information appearing in the section titled “Equity Plan Compensation Information”, is incorporated herein by reference.
See Notes to Consolidated Financial Statements, Note 12, “Stockholders’ Equity” in this Form 10-K for further discussion. (3) In the fourth quarter of 2024, we repurchased 2.0 million common shares under our 10b5-1 trading plans.
See Notes to Consolidated Financial Statements, Note 13, “Stockholders’ Equity” in this Form 10-K for further discussion. (3) In the fourth quarter of 2025, we repurchased 3.8 million common shares under our 10b5-1 trading plans. See Notes to Consolidated Financial Statements, Note 13, “Stockholders’ Equity” in this Form 10-K for further discussion.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Our common stock is listed and trades on the NASDAQ Global Select Market (“Nasdaq”) under the symbol SLM. As of January 31, 2025, there were 210,423,462 shares of our common stock outstanding and approximately 239 holders of record.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Our common stock is listed and trades on the NASDAQ Global Select Market (“Nasdaq”) under the symbol SLM. As of January 31, 2026, there were 198,154,626 shares of our common stock outstanding and approximately 227 holders of record.
(Dollars in thousands, except per share data) Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)(3) Approximate Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans or Programs at December 31, 2024 (2) Period: October 1 - October 31, 2024 1,582,502 $ 22.90 1,569,378 $412,000 November 1 - November 30, 2024 433,180 $ 23.58 431,330 $402,000 December 1 - December 31, 2024 8,590 $ 27.13 — $402,000 Total fourth-quarter 2024 2,024,272 $ 23.07 2,000,708 (1) The total number of shares purchased includes: (i) shares purchased under the stock repurchase programs discussed herein, and (ii) 23,564 shares of our common stock tendered to us to satisfy the exercise price in connection with cashless exercises of stock options, and tax withholding obligations in connection with exercises of stock options and vesting of restricted stock, restricted stock units, and performance stock units.
(Dollars in thousands, except per share data) Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)(3) Approximate Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans or Programs at December 31, 2025 (2) Period: October 1 - October 31, 2025 583,955 $ 28.47 564,515 $122,000 November 1 - November 30, 2025 960,820 $ 28.05 960,054 $96,000 December 1 - December 31, 2025 2,291,957 $ 27.76 2,285,510 $33,000 Total fourth quarter 2025 3,836,732 $ 27.94 3,810,079 (1) The total number of shares purchased includes: (i) shares purchased under the stock repurchase programs discussed herein, and (ii) 26,653 shares of our common stock tendered to us to satisfy the exercise price in connection with cashless exercises of stock options, and tax withholding obligations in connection with exercises of stock options and vesting of restricted stock, restricted stock units, and performance stock units.
Five-Year Cumulative Total Stockholder Return Company/Index 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 12/31/24 SLM Corporation $100.0 $140.9 $226.1 $195.7 $232.2 $342.0 S&P Supercomposite Consumer Finance Sub-Industry Index 100.0 100.8 137.7 110.9 142.5 215.2 S&P 400 Regional Bank Sub-Industry Index 100.0 91.4 129.5 124.1 123.0 143.9 Source: FactSet data and analytics 2024 Form 10-K — SLM CORPORATION 43
Five-Year Cumulative Total Stockholder Return Company/Index 12/31/20 12/31/21 12/31/22 12/31/23 12/31/24 12/31/25 SLM Corporation $100.0 $160.5 $138.9 $164.8 $242.7 $242.2 S&P Supercomposite Consumer Finance Sub-Industry Index 100.0 136.5 110.0 141.3 213.4 169.4 S&P 400 Regional Bank Sub-Industry Index 100.0 141.7 135.8 134.5 157.4 279.2 Source: FactSet data and analytics 2025 Form 10-K — SLM CORPORATION 45
See Notes to Consolidated Financial Statements, Note 12, “Stockholders’ Equity” in this Form 10-K for further discussion. 2024 Form 10-K — SLM CORPORATION 42 The closing price of our common stock on Nasdaq on December 31, 2024 was $27.58. In January 2020, we announced a share repurchase program of up to $600 million of common stock.
The closing price of our common stock on Nasdaq on December 31, 2025 was $27.06. In January 2020, we announced a share repurchase program of up to $600 million of common stock. This program expired in January 2022.
Added
The 2024 Share Repurchase Program expired on February 6, 2026. 44 SLM CORPORATION — 2025 Form 10-K On January 22, 2026, we announced a new share repurchase program (the “2026 Share Repurchase Program”), which became effective on January 22, 2026 and is expected to be completed over the next approximately 24 months ending February 4, 2028.
Added
The 2026 Share Repurchase Program permits us to repurchase shares of our common stock from time to time in various transaction formats including, but not limited to, tender offers, open market purchases, accelerated share repurchases, negotiated or block purchases, and/ or pursuant to trading plans in accordance with Rules 10b5-1 and 10b-18 of the Exchange Act, up to an aggregate repurchase price not to exceed $500 million.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeAs of December 31, 2024 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 5,723 $ 5,723 Loans in forbearance 247 66 37 23 32 — 405 Loans in repayment - current 4,497 3,585 2,230 1,518 3,683 — 15,513 Loans in repayment - delinquent 30-59 days 78 58 49 36 90 — 311 Loans in repayment - delinquent 60-89 days 38 25 22 17 39 — 141 Loans in repayment - 90 days or greater past due 39 23 20 16 44 — 142 Total $ 4,899 $ 3,757 $ 2,358 $ 1,610 $ 3,888 $ 5,723 22,235 Deferred origination costs and unamortized premium/(discount) 103 Allowance for loan losses (1,436) Total Private Education Loans, net $ 20,902 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.50 % 0.40 % 0.23 % 0.14 % 0.19 % — % 2.46 % 2024 Form 10-K — SLM CORPORATION 66 As of December 31, 2023 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 5,292 $ 5,292 Loans in forbearance 190 55 31 20 28 — 324 Loans in repayment - current 4,129 3,529 2,183 1,472 3,496 — 14,809 Loans in repayment - delinquent 30-59 days 81 56 45 33 84 — 299 Loans in repayment - delinquent 60-89 days 40 29 24 17 41 — 151 Loans in repayment - 90 days or greater past due 42 28 23 16 42 — 151 Total $ 4,482 $ 3,697 $ 2,306 $ 1,558 $ 3,691 $ 5,292 21,026 Deferred origination costs and unamortized premium/(discount) 81 Allowance for loan losses (1,335) Total Private Education Loans, net $ 19,772 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.21 % 0.35 % 0.19 % 0.13 % 0.18 % — % 2.06 % As of December 31, 2022 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 4,895 $ 4,895 Loans in forbearance 165 43 26 19 26 — 279 Loans in repayment - current 4,131 3,393 2,129 1,603 3,303 — 14,559 Loans in repayment - delinquent 30-59 days 80 58 44 31 74 — 287 Loans in repayment - delinquent 60-89 days 43 30 20 17 38 — 148 Loans in repayment - 90 days or greater past due 41 27 20 14 34 — 136 Total $ 4,460 $ 3,551 $ 2,239 $ 1,684 $ 3,475 $ 4,895 20,304 Deferred origination costs and unamortized premium/(discount) 70 Allowance for loan losses (1,354) Total Private Education Loans, net $ 19,020 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.07 % 0.28 % 0.17 % 0.12 % 0.17 % — % 1.81 % 2024 Form 10-K — SLM CORPORATION 67 Private Education Loans Held for Investment Types The following table provides information regarding the loans in repayment balance and total loan balance by Private Education Loan held for investment product type for the years ended December 31, 2024 and 2023.
Biggest changeAt December 31, 2025, approximately 76 percent of our Private Education Loans (held for investment) in forbearance status have been in active repayment status fewer than 25 months. 2025 Form 10-K — SLM CORPORATION 67 As of December 31, 2025 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 5,333 $ 5,333 Loans in forbearance 266 63 38 28 38 — 433 Loans in repayment - current 4,142 3,655 1,937 1,587 3,937 — 15,258 Loans in repayment - delinquent 30-59 days 82 51 49 41 107 — 330 Loans in repayment - delinquent 60-89 days 41 26 21 19 48 — 155 Loans in repayment - 90 days or greater past due 43 22 22 17 47 — 151 Total $ 4,574 $ 3,817 $ 2,067 $ 1,692 $ 4,177 $ 5,333 21,660 Deferred origination costs and unamortized premium/(discount) 102 Allowance for loan losses (1,430) Total Private Education Loans, net $ 20,332 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.63 % 0.39 % 0.23 % 0.17 % 0.23 % — % 2.65 % As of December 31, 2024 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 5,723 $ 5,723 Loans in forbearance 247 66 37 23 32 — 405 Loans in repayment - current 4,497 3,585 2,230 1,518 3,683 — 15,513 Loans in repayment - delinquent 30-59 days 78 58 49 36 90 — 311 Loans in repayment - delinquent 60-89 days 38 25 22 17 39 — 141 Loans in repayment - 90 days or greater past due 39 23 20 16 44 — 142 Total $ 4,899 $ 3,757 $ 2,358 $ 1,610 $ 3,888 $ 5,723 22,235 Deferred origination costs and unamortized premium/(discount) 103 Allowance for loan losses (1,436) Total Private Education Loans, net $ 20,902 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.50 % 0.40 % 0.23 % 0.14 % 0.19 % — % 2.46 % 68 SLM CORPORATION — 2025 Form 10-K As of December 31, 2023 (dollars in millions) Private Education Loans Held for Investment Aged by Number of Months in Active Repayment Status Not Yet in Repayment Total 0 to 12 13 to 24 25 to 36 37 to 48 More than 48 Loans in-school/grace/deferment $ — $ — $ — $ — $ — $ 5,292 $ 5,292 Loans in forbearance 190 55 31 20 28 — 324 Loans in repayment - current 4,129 3,529 2,183 1,472 3,496 — 14,809 Loans in repayment - delinquent 30-59 days 81 56 45 33 84 — 299 Loans in repayment - delinquent 60-89 days 40 29 24 17 41 — 151 Loans in repayment - 90 days or greater past due 42 28 23 16 42 — 151 Total $ 4,482 $ 3,697 $ 2,306 $ 1,558 $ 3,691 $ 5,292 21,026 Deferred origination costs and unamortized premium/(discount) 81 Allowance for loan losses (1,335) Total Private Education Loans, net $ 19,772 Loans in forbearance as a percentage of total Private Education Loans in repayment and forbearance 1.21 % 0.35 % 0.19 % 0.13 % 0.18 % — % 2.06 % 2025 Form 10-K — SLM CORPORATION 69 Private Education Loans Held for Investment Types The following table provides information regarding the loans in repayment balance and total loan balance by Private Education Loan held for investment product type for the years ended December 31, 2025 and 2024.
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.
We adjust the terms of loans for certain borrowers when we believe such changes will help our borrowers manage their student loan obligations, achieve better student outcomes and increase the collectability of the loans.
Estimates are made on our Private Education Loans regarding when each borrower will separate from school. The cash flow timing of when a borrower will begin making full principal and interest payments is dependent upon when the student either graduates or leaves school. These dates can change based upon many factors.
Estimates are also made on our Private Education Loans regarding when each borrower will separate from school. The cash flow timing of when a borrower will begin making full principal and interest payments is dependent upon when the student either graduates or leaves school. These dates can change based upon many factors.
On a quarterly basis, management evaluates its estimates, particularly those that include the most difficult, subjective, or complex judgments and are often about matters that are inherently uncertain. The most significant judgments, estimates, and assumptions relate to the following critical accounting policies that are discussed in more detail below.
On a quarterly basis, management evaluates its estimates, particularly those that include the most difficult, subjective, or complex judgments and are often about matters that are inherently uncertain. The most significant judgments, estimates, and assumptions relate to the following critical accounting estimates that are discussed in more detail below.
The Company is a source of strength for the Bank and will provide additional capital if necessary. We believe that current and projected capital levels are appropriate for 2025. As of December 31, 2024, the Bank’s risk-based and leverage capital ratios exceed the required minimum ratios and the applicable buffers under the fully phased-in U.S.
The Company is a source of strength for the Bank and will provide additional capital if necessary. We believe that current and projected capital levels are appropriate for 2026. As of December 31, 2025, the Bank’s risk-based and leverage capital ratios exceed the required minimum ratios and the applicable buffers under the fully phased-in U.S.
In the second quarter of 2024, we also implemented a future prepayment speeds model to include forecasts of real gross domestic product, retail sales, 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.
In the second quarter of 2024, we also implemented a future prepayment speeds model to include forecasts of real gross domestic product, retail sales, SOFR, and the U.S. 10-year treasury rate. These models reduced the reliance on certain qualitative overlays compared to the previous default rate and prepayment speeds models.
In the year-ago period, 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 2023 change in our defaulted loan recovery process). • Gains on sales of loans, net, were $255 million in 2024, compared with $160 million in the year-ago period.
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 2023 change in our defaulted loan recovery process). • Gains on sales of loans, net, were $255 million in 2024, compared with $160 million in 2023.
These scenarios do not reflect our current expectations as of December 31, 2024, nor do they capture other qualitative adjustments or all the potential unknown variables that could arise in the forecast periods, but they provide an approximation of possible outcomes under hypothetical pessimistic conditions.
These scenarios do not reflect our current expectations as of December 31, 2025, nor do they capture other qualitative adjustments or all the potential unknown variables that could arise in the forecast periods, but they provide an approximation of possible outcomes under hypothetical pessimistic conditions.
Interest-bearing deposits as of December 31, 2024 and 2023 consisted of retail and brokered non-maturity savings deposits, retail and brokered non-maturity money market deposit accounts (“MMDAs”), and retail and brokered CDs. Interest-bearing deposits also include deposits from Educational 529 and Health Savings plans that diversify our funding sources and that we consider to be core.
Interest-bearing deposits as of December 31, 2025 and 2024 consisted of retail and brokered non-maturity savings deposits, retail and brokered non-maturity money market deposit accounts (“MMDAs”), and retail and brokered CDs. Interest-bearing deposits also include deposits from Educational 529 and Health Savings plans that diversify our funding sources and that we consider to be core.
In addition, we also considered a 100 percent probability weighting to the S4 unfavorable (or downside/96th percentile) scenario (with a concomitant 0 percent weighting for both the Baseline and S1 stronger near-term growth scenarios) under the range of scenarios noted above.
In addition, we also considered a 100 percent probability weighting to the S4 unfavorable (or downside/96th percentile) scenario (with a concurrent 0 percent weighting for both the Baseline and S1 stronger near-term growth scenarios) under the range of scenarios noted above.
We estimate expected credit losses over the contractual period in which we are exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by us. The discounted cash flow approach described above includes expected future contractual disbursements.
We estimate expected credit losses over the contractual period that we are exposed to credit risk via a contractual obligation to extend credit unless that obligation is unconditionally cancellable by us. The discounted cash flow approach described above includes expected future contractual disbursements.
There was also a $3 million increase in early withdrawal penalty fee income in 2024 compared with the year-ago period, which was related to a health savings account provider that redeemed its deposits early and paid an early withdrawal penalty in the first quarter of 2024. • For the year ended December 31, 2024, total operating expenses were $637 million, compared with $619 million in the year-ago period.
There was also a $3 million increase in early withdrawal penalty fee income in 2024 compared with 2023, which was related to a health savings account provider that redeemed its deposits early and paid an early withdrawal penalty in the first quarter of 2024. • For the year ended December 31, 2024, total operating expenses were $637 million, compared with $619 million in 2023.
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. 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.
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. Modification Programs other than Forbearances 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.
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.
The Bank declared $700 million, $570 million, and $550 million in dividends to the Company for the years ended December 31, 2025, 2024, and 2023, respectively, with the proceeds primarily used to fund share repurchase programs and stock dividends.
(5) We calculate the percentage of loans in hardship and other forbearances as the ratio of (a) Private Education Loans in hardship and other forbearances (excluding loans in an extended grace period) numerator to (b) Private Education Loans in repayment and forbearance denominator.
(5) We calculate the percentage of loans in hardship and other forbearances as the ratio of (a) Private Education Loans in hardship and other forbearances (excluding loans in an extended grace period and delinquent loans in disaster forbearance) numerator to (b) Private Education Loans in repayment and forbearance denominator.
See Notes to Consolidated Financial Statements, Note 6, “Allowance for Credit Losses and Unfunded Loan Commitments” in this Form 10-K for a summary of the activity in the allowance for and balance of unfunded loan commitments.
See Notes to Consolidated Financial Statements, Note 7, “Allowance for Credit Losses and Unfunded Loan Commitments” in this Form 10-K for a summary of the activity in the allowance for and balance of unfunded loan commitments.
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.
These and other large omnibus accounts, aggregating the deposits of many individual depositors, represented $7.6 billion of our deposit total as of December 31, 2025, compared with $7.0 billion at December 31, 2024.
As interest rates stabilized in the latter half of 2023 and into the first half of 2024, our cost of funds increased faster than our interest-earning assets yields and reduced our net interest margin. • Provision for credit losses in 2024 was $409 million, compared with $345 million in the year-ago period.
As interest rates stabilized in the latter half of 2023 and into the first half of 2024, our cost of funds increased faster than our interest-earning assets yields and reduced our net interest margin. • Provision for credit losses in 2024 was $409 million, compared with $345 million in 2023.
The increase in gains on sales of loans was primarily the result of selling approximately $3.69 billion of Private Education Loans in 2024, compared with the sale of approximately $3.15 billion of Private Education Loans in the year-ago period. Additionally, we received lower sales premiums in 2023 as compared to 2024 due to movement in market interest rates in 2023.
The increase in gains on sales of loans was primarily the result of selling approximately $3.69 billion of Private Education Loans in 2024, compared with the sale of approximately $3.15 billion of Private Education Loans in 2023. Additionally, we received lower sales premiums in 2023 as compared to 2024 due to movement in market interest rates in 2023.
We typically grant this extended grace period to customers who may be having difficulty finding employment before the full principal and interest repayment period starts or once it has begun. Loans in forbearance in an extended grace period were approximately $253 million, $168 million, and $114 million at December 31, 2024, 2023, and 2022, respectively.
We typically grant this extended grace period to customers who may be having difficulty finding employment before the full principal and interest repayment period starts or once it has begun. Loans in forbearance in an extended grace period were approximately $272 million, $253 million, and $168 million at December 31, 2025, 2024, and 2023, respectively.
Losses on our Private Education Loans are affected by risk characteristics such as loan status (in-school, grace, forbearance, repayment, and delinquency), loan seasoning (number of months in active repayment), underwriting criteria (e.g., credit scores), presence of a cosigner, servicing and collections practices, and the current economic environment.
We bear the full credit exposure on our Private Education Loans. Losses on our Private Education Loans are affected by risk characteristics such as loan status (in-school, grace, forbearance, repayment, and delinquency), loan seasoning (number of months in active repayment), underwriting criteria (e.g., credit scores), presence of a cosigner, servicing and collections practices, and the current economic environment.
We also sold our Credit Card loan portfolio in May 2023 and recorded a $4 million loss on the sale in 2023. • Gains (losses) on securities, net, were less than $1 million in gains in 2024, compared with $3 million in gains in the year-ago period.
We also sold our Credit Card loan portfolio in May 2023 and recorded a $4 million loss on the sale in 2023. • Gains (losses) on securities, net, were less than $1 million in gains in 2024, compared with $3 million in gains in 2023.
For a more detailed discussion of our policy for determining the collectability of Private Education Loans and maintaining our allowance for Private Education Loans, see “— Critical Accounting Policies and Estimates — Allowance for Credit Losses” in this Item 7 and Notes to Consolidated Financial Statements, Note 5, “Loans Held for Investment — Certain Collection Tools — Private Education Loans” in this Form 10-K. 2024 Form 10-K — SLM CORPORATION 61 The table below presents our Private Education Loans held for investment portfolio delinquency trends.
For a more detailed discussion of our policy for determining the collectability of Private Education Loans and maintaining our allowance for Private Education Loans, see “— Critical Accounting Estimates — Allowance for Credit Losses” in this Item 7 and Notes to Consolidated Financial Statements, Note 5, “Loans Held for Investment — Certain Collection Tools — Private Education Loans” in this Form 10-K. 62 SLM CORPORATION — 2025 Form 10-K The table below presents our Private Education Loans held for investment portfolio delinquency trends.
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). 2024 Form 10-K — SLM CORPORATION 53 As of December 31, 2023 (dollars in thousands) Private Education Loans FFELP Loans Total Loans Held for Investment Total loan portfolio: In-school (1) $ 3,997,092 $ 57 $ 3,997,149 Repayment and other (2) 17,028,752 537,344 17,566,096 Total, gross 21,025,844 537,401 21,563,245 Deferred origination costs and unamortized premium/(discount) 81,554 1,330 82,884 Allowance for loan losses (1,335,105) (4,667) (1,339,772) Total loans held for investment portfolio, net $ 19,772,293 $ 534,064 $ 20,306,357 % of total 97 % 3 % 100 % (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
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 loans in the “loans in forbearance” metric). 2025 Form 10-K — SLM CORPORATION 55 As of December 31, 2023 (dollars in thousands) Private Education Loans FFELP Loans Total Loans Held for Investment Total loan portfolio: In-school (1) $ 3,997,092 $ 57 $ 3,997,149 Repayment and other (2) 17,028,752 537,344 17,566,096 Total, gross 21,025,844 537,401 21,563,245 Deferred origination costs and unamortized premium/(discount) 81,554 1,330 82,884 Allowance for loan losses (1,335,105) (4,667) (1,339,772) Total loans held for investment portfolio, net $ 19,772,293 $ 534,064 $ 20,306,357 % of total 97 % 3 % 100 % (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
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. 2024 Form 10-K — SLM CORPORATION 81 Risk Management Our Approach Risk is inherent in our business activities and the specialized lending industry we serve.
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. 82 SLM CORPORATION — 2025 Form 10-K Risk Management Our Approach Risk is inherent in our business activities and the specialized lending industry we serve.
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). 2024 Form 10-K — SLM CORPORATION 54 As of December 31, 2021 (dollars in thousands) Private Education Loans FFELP Loans Credit Cards Total Loans Held for Investment Total loan portfolio: In-school (1) $ 3,544,030 $ 82 $ — $ 3,544,112 Repayment and other (2) 17,172,833 695,134 25,014 17,892,981 Total, gross 20,716,863 695,216 25,014 21,437,093 Deferred origination costs and unamortized premium/(discount) 67,488 1,815 222 69,525 Allowance for loan losses (1,158,977) (4,077) (2,281) (1,165,335) Total loans held for investment portfolio, net $ 19,625,374 $ 692,954 $ 22,955 $ 20,341,283 % of total 97 % 3 % — % 100 % (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
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 loans in the “loans in forbearance” metric). 56 SLM CORPORATION — 2025 Form 10-K As of December 31, 2021 (dollars in thousands) Private Education Loans FFELP Loans Credit Cards Total Loans Held for Investment Total loan portfolio: In-school (1) $ 3,544,030 $ 82 $ — $ 3,544,112 Repayment and other (2) 17,172,833 695,134 25,014 17,892,981 Total, gross 20,716,863 695,216 25,014 21,437,093 Deferred origination costs and unamortized premium/(discount) 67,488 1,815 222 69,525 Allowance for loan losses (1,158,977) (4,077) (2,281) (1,165,335) Total loans held for investment portfolio, net $ 19,625,374 $ 692,954 $ 22,955 $ 20,341,283 % of total 96 % 3 % — % 100 % (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
Loans associated with these transactions will remain on our balance sheet if we retain the residual interest in the related trusts. 2024 Form 10-K — SLM CORPORATION 47 Results of Operations We present the results of operations below on a consolidated basis in accordance with GAAP.
Loans associated with these transactions will remain on our balance sheet if we retain the residual interest in the related trusts. 50 SLM CORPORATION — 2025 Form 10-K Results of Operations We present the results of operations below on a consolidated basis in accordance with GAAP.
The increase in total operating expenses was primarily driven by higher personnel costs, increased marketing costs, and higher FDIC assessment fees. • In 2024, we recorded $5 million in impairment and amortization of acquired intangible assets, compared with $66 million in the year-ago period.
The increase in total operating expenses was primarily driven by higher personnel costs, increased marketing costs, and higher FDIC assessment fees. • In 2024, we recorded $5 million in impairment and amortization of acquired intangible assets, compared with $66 million in 2023.
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. The amount of variation margin included as settlement as of December 31, 2024 was $(22) million and $(1) million for the CME and LCH, respectively.
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. The amount of variation margin included as settlement as of December 31, 2025 was $(1) million and $(0.1) million for the CME and LCH, respectively.
When there is a net negative exposure, we consider our exposure to the counterparty to be zero. 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.
When there is a net negative exposure, we consider our exposure to the counterparty to be zero. At December 31, 2025 and 2024, 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 $0.1 million and $5 million, respectively.
The percentage of loans in hardship and other forbearances remained relatively consistent at 1.0 percent and 1.1 percent, respectively at December 31, 2023 and December 31, 2022. 2024 Form 10-K — SLM CORPORATION 63 The following table summarizes changes in the allowance for Private Education Loan (held for investment) losses and the allowance for unfunded loan commitments.
The percentage of loans in hardship and other forbearances remained relatively consistent at 0.9 percent and 1.0 percent, respectively at December 31, 2024 and December 31, 2023. 64 SLM CORPORATION — 2025 Form 10-K The following table summarizes changes in the allowance for Private Education Loan (held for investment) losses and the allowance for unfunded loan commitments.
Placement fees associated with the brokered CDs are amortized into interest expense using the effective interest rate method. We recognized placement fee expense of $11 million, $12 million, and $13 million in the years ended December 31, 2024, 2023, and 2022, respectively.
Placement fees associated with the brokered CDs are amortized into interest expense using the effective interest rate method. We recognized placement fee expense of $8 million, $11 million, and $12 million in the years ended December 31, 2025, 2024, and 2023, respectively.
Fees paid to third-party brokers related to brokered CDs were $8 million, $8 million, and $13 million during the years ended December 31, 2024, 2023, and 2022, respectively.
Fees paid to third-party brokers related to brokered CDs were $8 million, $8 million, and $8 million during the years ended December 31, 2025, 2024, and 2023, respectively.
Accrued interest on deposits was $92 million and $91 million at December 31, 2024 and 2023, respectively. 2024 Form 10-K — SLM CORPORATION 70 Counterparty Exposure Counterparty exposure related to financial instruments arises from the risk that a lending, investment, or derivative counterparty will not be able to meet its obligations to us.
Accrued interest on deposits was $71 million and $92 million at December 31, 2025 and 2024, respectively. 72 SLM CORPORATION — 2025 Form 10-K Counterparty Exposure Counterparty exposure related to financial instruments arises from the risk that a lending, investment, or derivative counterparty will not be able to meet its obligations to us.
The table below highlights exposure related to our derivative counterparties as of December 31, 2024.
The table below highlights exposure related to our derivative counterparties as of December 31, 2025.
As of December 31, 2024 (dollars in thousands) SLM Corporation and Sallie Mae Bank Contracts Total exposure, net of collateral $ 4,839 Exposure to counterparties with credit ratings, net of collateral $ 4,839 Percent of exposure to counterparties with credit ratings below S&P AA- or Moody’s Aa3 — % Percent of exposure to counterparties with credit ratings below S&P A- or Moody’s A3 — % 2024 Form 10-K — SLM CORPORATION 71 Regulatory Capital The Bank is subject to various regulatory capital requirements administered by federal and state banking authorities.
As of December 31, 2025 (dollars in thousands) SLM Corporation and Sallie Mae Bank Contracts Total exposure, net of collateral $ 113 Exposure to counterparties with credit ratings, net of collateral $ 113 Percent of exposure to counterparties with credit ratings below S&P AA- or Moody’s Aa3 — % Percent of exposure to counterparties with credit ratings below S&P A- or Moody’s A3 — % 2025 Form 10-K — SLM CORPORATION 73 Regulatory Capital The Bank is subject to various regulatory capital requirements administered by federal and state banking authorities.
Private Education Loans Accrued Interest Receivable (Dollars in thousands) Total Interest Receivable 90 Days or Greater Past Due Allowance for Uncollectible Interest (1) December 31, 2024 $ 1,549,415 $ 6,420 $ 12,366 December 31, 2023 $ 1,354,565 $ 8,373 $ 9,897 December 31, 2022 $ 1,177,562 $ 6,609 $ 8,121 December 31, 2021 $ 1,187,123 $ 3,635 $ 4,937 December 31, 2020 $ 1,168,895 $ 4,354 $ 4,467 (1) The allowance for uncollectible interest at December 31, 2024, 2023, 2022, 2021, and 2020 represents the expected losses related to the portion of accrued interest receivable on those loans that are in repayment (at December 31, 2024, 2023, 2022, 2021, and 2020, relates to $164 million, $151 million, $240 million, $240 million, and $196 million, respectively, of accrued interest receivable) that is/was not expected to be capitalized.
Private Education Loans Accrued Interest Receivable (Dollars in thousands) Total Interest Receivable 90 Days or Greater Past Due Allowance for Uncollectible Interest (1) December 31, 2025 $ 1,570,069 $ 6,548 $ 14,511 December 31, 2024 $ 1,549,415 $ 6,420 $ 12,366 December 31, 2023 $ 1,354,565 $ 8,373 $ 9,897 December 31, 2022 $ 1,177,562 $ 6,609 $ 8,121 December 31, 2021 $ 1,187,123 $ 3,635 $ 4,937 (1) The allowance for uncollectible interest at December 31, 2025, 2024, 2023, 2022, and 2021 represents the expected losses related to the portion of accrued interest receivable on those loans that are in repayment (at December 31, 2025, 2024, 2023, 2022, and 2021, relates to $164 million, $164 million, $151 million, $240 million, and $240 million, respectively, of accrued interest receivable) that is/was not expected to be capitalized.
(2) Includes loans in deferment or forbearance. 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).
(2) Includes loans in deferment or forbearance. 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 loans in the “loans in forbearance” metric).
(2) Includes loans in deferment or forbearance. 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).
(2) Includes loans in deferment or forbearance. 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 loans in the “loans in forbearance” metric).
See Item 1. “Business - Our Business - Private Education Loans” for a further discussion. (2) For the year ended December 31, 2024, the Graduate Loan originations include $32.2 million of Smart Option Loans where the student was in a graduate status.
See Item 1. “Business - Our Business - Private Education Loans” for a further discussion. (2) For the year ended December 31, 2025, the Graduate Loan originations include $24.7 million of Smart Option Loans where the student was in a graduate status.
The Compensation Committee assists the Board of Directors in fulfilling its oversight responsibilities related to the compensation and benefits of our Chief Executive Officer (“CEO”) and the non-employee members of the Board of Directors, our incentive compensation and benefits practices for employees of all levels, and management’s succession planning.
The Compensation Committee assists the Board of Directors in fulfilling its oversight responsibilities related to the compensation and benefits of our Chief Executive Officer (“CEO”) and the non-employee members of the Board of Directors, our incentive compensation and benefits practices for employees of all levels, and management’s succession planning. Additionally, the Compensation Committee provides oversight of human capital management.
Our material contractual cash obligations relate to Bank deposits. At December 31, 2024, we had $7.8 billion of principal obligations related to Bank deposits due in the next year, and $7.7 billion due thereafter.
Our material contractual cash obligations relate to Bank deposits. At December 31, 2025, we had $7.5 billion of principal obligations related to Bank deposits due in the next year, and $7.5 billion due thereafter.
At December 31, 2024, we had an $85 million reserve recorded in “Other Liabilities” to cover lifetime expected credit losses on the unfunded commitments. Contractual Cash Obligations In addition to our contractual loan commitments, we have certain other contractual cash obligations and commitments. These include contractual principal obligations associated with long-term Bank deposits, secured borrowings, unsecured debt, and lease obligations.
At December 31, 2025, we had a $77 million reserve recorded in “Other Liabilities” to cover lifetime expected credit losses on unfunded commitments. Contractual Cash Obligations In addition to our contractual loan commitments, we have certain other contractual cash obligations and commitments. These include contractual principal obligations associated with long-term Bank deposits, secured borrowings, unsecured debt, and lease obligations.
The increase in other income compared with the year-ago period was primarily the result of a $21 million increase in third-party servicing fees from the year-ago period. The increase in third-party servicing fees was primarily due to an additional approximately $3.7 billion of sold loans that we continue to service on behalf of the owners of the loans.
The increase in other income compared with the year-ago period was primarily the result of a $13 million increase in third-party servicing fees from the year-ago period. The increase in third-party servicing fees was primarily due to an additional approximately $4.95 billion of sold loans that we continue to service on behalf of the owners of the loans.
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.
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 74 SLM CORPORATION — 2025 Form 10-K earnings by $953 million.
The primary contributors to the drivers of change in net income for the current year period compared with the year-ago period are as follows: • Net interest income in 2024 decreased by $82 million compared with the year-ago period primarily due to a 31-basis point decrease in our net interest margin and an $79 million decrease in average Private Education Loans and FFELP Loans outstanding.
The primary contributors to each of the identified drivers of change in net income for 2024 compared with 2023 are as follows: • Net interest income in 2024 decreased by $82 million compared with 2023 primarily due to a 31-basis point decrease in our net interest margin and an $79 million decrease in average Private Education Loans and FFELP Loans outstanding.
See Notes to Consolidated Financial Statements, Note 12, “Stockholders’ Equity” in this Form 10-K for additional details. 2024 Form 10-K — SLM CORPORATION 76 Critical Accounting Policies and Estimates Management’s Discussion and Analysis of Financial Condition and Results of Operations addresses our consolidated financial statements, which have been prepared in accordance with GAAP.
See Notes to Consolidated Financial Statements, Note 13, “Stockholders’ Equity” in this Form 10-K for additional details. 78 SLM CORPORATION — 2025 Form 10-K Critical Accounting Estimates Management’s Discussion and Analysis of Financial Condition and Results of Operations addresses our consolidated financial statements, which have been prepared in accordance with GAAP.
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.
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 changes we have implemented to our loan modification programs, 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 shifts in the macroeconomic environment or legal and regulatory requirements that impact the level of estimated current expected credit losses or prepayments, the performance of the model over time versus actual losses, and any other operational or regulatory changes that could materially affect our estimate of future losses.
Compliance risk metrics and regular reporting on compliance programs are provided to the Operational and Compliance Risk Committee of the Board of Directors. 2024 Form 10-K — SLM CORPORATION 85
Compliance risk metrics and regular reporting on compliance programs are provided to the Operational and Compliance Risk Committee of the Board of Directors. 86 SLM CORPORATION — 2025 Form 10-K
We typically retain servicing of loans subsequent to their sale and earn revenue for this servicing at prevailing market rates for such services. Selling loans removes the loan assets from our balance sheet and helps us manage our asset growth, capital, and liquidity needs.
We typically retain servicing of loans subsequent to their sale and earn revenue for this servicing at prevailing market rates for such services and also earn fee revenue for program management services for loans sold to strategic partners. Selling loans removes the loan assets from our balance sheet and helps us manage our asset growth, capital, and liquidity needs.
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.
This required period of positive payment performance is not necessary to receive additional increments of extended grace forbearance or 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.
Two of the central counterparties we use are the CME and the LCH. All variation margin payments on derivatives cleared through the CME and LCH are accounted for as legal settlement. 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.
Two of the central counterparties we use are the CME and the LCH. All variation margin payments on derivatives cleared through the CME and LCH are accounted for as legal settlement. As of December 31, 2025, $562 million notional of our derivative contracts were cleared on the CME and $11 million were cleared on the LCH.
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.
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 an external data provider described above.
(2) 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).
(2) 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 loans in the “loans in forbearance” metric).
At December 31, 2024, 210 million shares were issued and outstanding and 33 million shares were unissued but encumbered for outstanding stock options, restricted stock, restricted stock units, performance stock units, and dividend equivalent units for employee compensation and remaining authority for stock-based compensation plans.
At December 31, 2025, 199 million shares were issued and outstanding and 31 million shares were unissued but encumbered for outstanding stock options, restricted stock, restricted stock units, performance stock units, and dividend equivalent units for employee compensation and remaining authority for stock-based compensation plans.
Our net interest margin decreased in the current period from the year-ago period primarily because our cost of funds increased more than the yields on our interest-earning assets. As interest rates change, changes in the cost of our interest-bearing liabilities tend to lag compared to changes in the yields on our interest-earning assets.
Our net interest margin decreased in 2024 from 2023 primarily because our cost of funds increased more than the yields on our interest-earning assets. As interest rates change, changes in the cost of our interest-bearing liabilities tend to lag compared to changes in the yields on our interest-earning assets.
At each reporting date, we determine the appropriate weighting of these alternate scenarios based upon the current economic conditions and our view of the risks of alternate outcomes. This weighting of expectations is used in calculating our current expected credit losses recorded each period. We obtain forecasts for these inputs from Moody’s Analytics.
At each reporting date, we determine the appropriate weighting of these alternate scenarios based upon the current economic conditions and our view of the risks of alternate outcomes. This weighting of expectations is used in calculating our current expected credit losses recorded each period.
Basel III are shown in the following table. The following capital amounts and ratios are based upon the Bank’s average assets and risk-weighted assets, as indicated. The Bank has elected to exclude accumulated other comprehensive income related to both available-for-sale investments and swap valuations from Common Equity Tier 1 Capital.
The following capital amounts and ratios are based upon the Bank’s average assets and risk-weighted assets, as indicated. The Bank has elected to exclude accumulated other comprehensive income related to both available-for-sale investments and swap valuations from Common Equity Tier 1 Capital. Actual U.S.
The growth of our business and the strength of our financial condition are primarily driven by our ability to achieve our annual Private Education Loan origination goals while sustaining credit quality and maintaining cost-efficient funding sources to support our originations.
The growth of our business and the strength of our financial condition are primarily driven 2025 Form 10-K — SLM CORPORATION 47 by our ability to achieve our annual Private Education Loan origination goals while sustaining credit quality and maintaining cost-efficient funding sources to support our originations.
For additional information, see Notes to Consolidated Financial Statements, Note 8, “Goodwill and Acquired Intangible Assets” in this Form 10-K. 2024 Form 10-K — SLM CORPORATION 49 • Income tax expense for the year ended December 31, 2024 was $190 million, compared with $197 million in the year-ago period.
For additional information, see Notes to Consolidated Financial Statements, Note 9, “Goodwill and Acquired Intangible Assets” in this Form 10-K. 52 SLM CORPORATION — 2025 Form 10-K • Income tax expense for the year ended December 31, 2025 was $248 million, compared with $190 million in the year-ago period.
For additional 2024 Form 10-K — SLM CORPORATION 50 information, see Notes to Consolidated Financial Statements, Note 8, “Goodwill and Acquired Intangible Assets” in this Form 10-K. • Income tax expense for the year ended December 31, 2023 was $197 million, compared with $162 million in 2022.
For additional information, see Notes to Consolidated Financial Statements, Note 9, “Goodwill and Acquired Intangible Assets” in this Form 10-K. 2025 Form 10-K — SLM CORPORATION 53 • Income tax expense for the year ended December 31, 2024 was $190 million, compared with $197 million in 2023.
Consolidated Statements of Income Provisions for Credit Losses Reconciliation Years Ended December 31, (dollars in thousands) 2024 2023 2022 2021 2020 Private Education Loan provisions for credit losses: Provisions for loan losses $ 121,112 $ 34,964 $ 236,023 $ (298,425) $ (218,789) Provisions for unfunded loan commitments 283,393 308,275 396,521 264,324 312,613 Total Private Education Loan provisions for credit losses 404,505 343,239 632,544 (34,101) 93,824 Other impacts to the provisions for credit losses: Personal Loans — — — — (2,431) FFELP Loans 4,010 2,224 (20) 20 412 Credit Cards — — 929 1,124 1,328 Total 4,010 2,224 909 1,144 (691) Provisions for credit losses reported in consolidated statements of income 408,515 345,463 633,453 (32,957) 93,133 2024 Form 10-K — SLM CORPORATION 60 Private Education Loan Allowance for Credit Losses In establishing the allowance for Private Education Loan losses as of December 31, 2024, we considered several factors with respect to our Private Education Loan held for investment portfolio, in particular, credit quality and delinquency, forbearance, and charge-off trends.
Consolidated Statements of Income Provisions for Credit Losses Reconciliation Years Ended December 31, (dollars in thousands) 2025 2024 2023 2022 2021 Private Education Loan provisions for credit losses: Provisions for loan losses $ 59,879 $ 121,112 $ 34,964 $ 236,023 $ (298,425) Provisions for unfunded loan commitments 272,808 283,393 308,275 396,521 264,324 Total Private Education Loan provisions for credit losses 332,687 404,505 343,239 632,544 (34,101) Other impacts to the provisions for credit losses: FFELP Loans — 4,010 2,224 (20) 20 Credit Cards — — — 929 1,124 Total — 4,010 2,224 909 1,144 Provisions for credit losses reported in consolidated statements of income $ 332,687 $ 408,515 $ 345,463 $ 633,453 $ (32,957) 2025 Form 10-K — SLM CORPORATION 61 Private Education Loan Allowance for Credit Losses In establishing the allowance for Private Education Loan losses as of December 31, 2025, we considered several factors with respect to our Private Education Loan held for investment portfolio, in particular, credit quality and delinquency, forbearance, and charge-off trends.
Consequently, this category can be significantly affected by the volume of loans in repayment. 2024 Form 10-K — SLM CORPORATION 57 Private Education Loan Originations The following table summarizes our Private Education Loan originations. Originations represent loans that were funded or acquired during the period presented.
Consequently, this category can be significantly affected by the volume of loans in repayment. Private Education Loan Originations The following table summarizes our Private Education Loan originations. Originations represent loans that were funded or acquired during the period presented.
Use of Forbearance and Modifications as a Private Education Loan Collection Tool 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.
Use of Forbearance and Modifications as a Private Education Loan Collection Tool In recent years, we have made significant changes to our credit administration practices, enhancing our loss mitigation programs through both our forbearance and loan modification offerings.
Summary of Our Loans Held for Investment Portfolio Ending Loans Held for Investment Balances, net As of December 31, 2024 (dollars in thousands) Total Loans Held for Investment (Private Education Loans) Total loan portfolio: In-school (1) $ 4,397,127 Repayment and other (2) 17,837,881 Total, gross 22,235,008 Deferred origination costs and unamortized premium/(discount) 103,070 Allowance for loan losses (1,435,920) Total loans held for investment portfolio, net $ 20,902,158 % of total 100 % (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
Summary of Our Loans Held for Investment Portfolio Ending Loans Held for Investment Balances, net Private Education Loans As of December 31, (dollars in thousands) 2025 2024 Total loan portfolio: In-school (1) $ 3,983,859 $ 4,397,127 Repayment and other (2) 17,676,575 17,837,881 Total, gross 21,660,434 22,235,008 Deferred origination costs and unamortized premium/(discount) 102,008 103,070 Allowance for credit losses (1,430,318) (1,435,920) Total loans held for investment portfolio, net $ 20,332,124 $ 20,902,158 (1) Loans for customers still attending school and who are not yet required to make payments on the loans.
Loans in repayment include loans 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 table, do not include those loans while they are in forbearance).
Loans in repayment include loans 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 table, do not include loans in the “loans in forbearance” metric).
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.
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.
At December 31, 2024, for Private Education Loans (held for investment) that have been in active repayment status for fewer than 25 months, loans in forbearance status as a percentage of loans in repayment and forbearance were 1.9 percent.
At December 31, 2025, Private Education Loans (held for investment) in forbearance that have been in active repayment status for fewer than 25 months as a percentage of all loans in repayment and forbearance were 2.0 percent.
The Operational and Compliance Risk Committee, along with the Financial Risk Committee, provides oversight of the development, maintenance, and monitoring of our risk management framework, risk governance structure, and risk appetite statements, metrics, and associated limits and thresholds, and the promotion of our risk 2024 Form 10-K — SLM CORPORATION 82 management culture.
The Operational and Compliance Risk Committee, along with the Financial Risk Committee, provides oversight of the development, maintenance, and monitoring of our risk management framework, risk governance structure, and risk appetite statements, metrics, and associated limits and thresholds, and the promotion of our risk management culture.
Annually, Internal Audit performs an 2024 Form 10-K — SLM CORPORATION 83 independent risk assessment to evaluate the risk of all significant components of the Company and uses the results to develop an annual, risk-based Internal Audit plan to provide the assurance services noted above.
Annually, Internal Audit performs an independent risk assessment to evaluate the risk of all significant components of the Company and uses the results to develop an annual, risk-based Internal Audit plan to provide the assurance services noted above.
Risk Categories Risk categories are a foundational element of the risk management framework; they are widely used in risk identification and provide the basis for risk aggregation and reporting. The Company has identified six major risk categories: Strategic Risk .
Risk Categories Risk categories are a foundational element of the risk management framework; they are widely used in risk identification and provide the basis for risk aggregation and reporting. The Company has identified six major risk categories: 84 SLM CORPORATION — 2025 Form 10-K Strategic Risk .
The increase was primarily due to borrowers being eligible to receive up to six months of extended grace forbearance in one increment instead of multiple instances of two-month increments, coupled with our continued efforts to better match our available program offerings to the financial needs of our borrowers.
The increase in the percentage of loans in an extended grace period at December 31, 2024 compared with 2023 was primarily due to borrowers being eligible to receive up to six months of extended grace forbearance in one increment instead of multiple instances of two-month increments, coupled with our continued efforts to better match our available program offerings to the financial needs of our borrowers.
Excluding consideration of qualitative adjustments, this sensitivity analysis would result in a hypothetical increase in our allowance for credit losses as of December 31, 2024 of $177 million or 11.6 percent.
Excluding consideration of any qualitative adjustments, this sensitivity analysis would result in a hypothetical increase in our allowance for credit losses as of December 31, 2025 of $298 million or 19.6 percent.
Sources of Liquidity and Available Capacity Ending Balances As of December 31, (dollars in thousands) 2024 2023 2022 Sources of primary liquidity: Unrestricted cash and liquid investments: Holding Company and other non-bank subsidiaries $ 3,745 $ 3,224 $ — Sallie Mae Bank (1) 4,696,621 4,146,614 4,617,533 Available-for-sale investments 1,361,431 1,988,295 2,012,901 Total unrestricted cash and liquid investments $ 6,061,797 $ 6,138,133 $ 6,630,434 (1) This amount will be used primarily to originate Private Education Loans at the Bank.
Sources of Liquidity and Available Capacity Ending Balances As of December 31, (dollars in thousands) 2025 2024 2023 Sources of primary liquidity: Unrestricted cash and liquid investments: Holding Company and other non-bank subsidiaries $ 4,421 $ 3,745 $ 3,224 Sallie Mae Bank (1) 4,236,844 4,696,621 4,146,614 Available-for-sale investments 1,135,886 1,361,431 1,988,295 Total unrestricted cash and liquid investments $ 5,377,151 $ 6,061,797 $ 6,138,133 (1) This amount will be used primarily to originate Private Education Loans at the Bank.
The following table summarizes our secured borrowings at December 31, 2024 and 2023.
The following table summarizes our borrowings at December 31, 2025 and 2024.
(3) For 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. 2024 Form 10-K — SLM CORPORATION 73 Dividends The Bank is chartered under the laws of the State of Utah and its deposits are insured by the FDIC.
(3) For December 31, 2025 and 2024, the actual amounts and the actual ratios include the respective adjusted transition amounts discussed above. 2025 Form 10-K — SLM CORPORATION 75 Dividends The Bank is chartered under the laws of the State of Utah and its deposits are insured by the FDIC.
Average Balances Years Ended December 31, (dollars in thousands) 2024 2023 2022 Sources of primary liquidity: Unrestricted cash and liquid investments: Holding Company and other non-bank subsidiaries $ 8,698 $ 6,827 $ 7,954 Sallie Mae Bank (1) 4,504,167 4,014,444 4,080,312 Available-for-sale investments 1,647,113 1,975,754 2,230,118 Total unrestricted cash and liquid investments $ 6,159,978 $ 5,997,025 $ 6,318,384 (1) This amount will be used primarily to originate Private Education Loans at the Bank. 2024 Form 10-K — SLM CORPORATION 69 Deposits The following table summarizes total deposits.
Average Balances Years Ended December 31, (dollars in thousands) 2025 2024 2023 Sources of primary liquidity: Unrestricted cash and liquid investments: Holding Company and other non-bank subsidiaries $ 8,397 $ 8,698 $ 6,827 Sallie Mae Bank (1) 3,958,618 4,504,167 4,014,444 Available-for-sale investments 1,170,153 1,647,113 1,975,754 Total unrestricted cash and liquid investments $ 5,137,168 $ 6,159,978 $ 5,997,025 (1) This amount will be used primarily to originate Private Education Loans at the Bank. 2025 Form 10-K — SLM CORPORATION 71 Deposits The following table summarizes total deposits.
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.
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. We do not consider borrowers who are eligible for extended grace to be experiencing financial difficulty.
At December 31, 2024, our contractual cash obligations due in the next year for secured borrowings, unsecured debt, and lease obligations were $824 million, $500 million, and $7 million, respectively, and our contractual cash obligations due thereafter for our secured borrowings, unsecured debt, and lease obligations were $4.6 billion, $500 million, and $27 million, respectively.
At December 31, 2025, our contractual cash obligations due in the next year for secured borrowings, unsecured debt, and lease obligations were $782 million, $500 million, and $7 million, respectively, and our contractual cash obligations due thereafter for our secured borrowings, unsecured debt, and lease obligations were $4.1 billion, $500 million, and $20 million, respectively.
Primary ownership and responsibility for compliance risk is placed with the first line of defense to identify and manage. Our Compliance function supports these activities by providing extensive training, monitoring, and testing of the processes, policies, and procedures utilized by the first line of defense, maintaining relevant legal and regulatory requirements, and working in close coordination with our Legal department.
Our Compliance function supports these activities by providing extensive training, monitoring, and testing of the processes, policies, and procedures utilized by the first line of defense, maintaining relevant legal and regulatory requirements, and working in close coordination with our Legal department.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAs of December 31, 2024 2023 +300 Basis Points +100 Basis Points -100 Basis Points -300 Basis Points +300 Basis Points +100 Basis Points -100 Basis Points -300 Basis Points EAR - Shock -8.1 % -2.5 % +2.0 % +5.9 % -2.9 % -0.9 % +0.7 % +1.9 % EAR - Ramp -4.5 % -1.4 % +1.2 % +3.4 % -1.9 % -0.6 % +0.4 % +1.3 % EVE -24.2 % -7.9 % +7.0 % +20.9 % -26.0 % -8.9 % +8.8 % +25.9 % In the preceding tables, the interest rate sensitivity analysis reflects the balance sheet mix of fully variable SOFR and Prime-based loans, and fully variable funding, including brokered CDs that have been converted to SOFR through derivative transactions.
Biggest changeAs of December 31, 2025 2024 +300 Basis Points +100 Basis Points -100 Basis Points -300 Basis Points +300 Basis Points +100 Basis Points -100 Basis Points -300 Basis Points EAR - Shock -10.2 % -3.2 % +2.8 % +8.7 % -8.1 % -2.5 % +2.0 % +5.9 % EAR - Ramp -7.1 % -2.3 % +2.1 % +6.4 % -4.5 % -1.4 % +1.2 % +3.4 % EVE -24.2 % -8.1 % +7.4 % +22.3 % -24.2 % -7.9 % +7.0 % +20.9 % In the preceding tables, the interest rate sensitivity analysis reflects the balance sheet mix of fully variable SOFR and fixed rate loans, fully variable funding, and fixed rate funding.
We evaluate and monitor interest rate risk through two primary methods: • Earnings at Risk (“EAR”), which measures the impact of hypothetical changes in interest rates on net interest income; and • Economic Value of Equity (“EVE”), which measures the sensitivity or change in the economic value of equity to changes in interest rates.
We evaluate and monitor interest rate risk through two primary methods: • Earnings at Risk (“EAR”), which measures the estimated impact of hypothetical changes in interest rates on net interest income; and • Economic Value of Equity (“EVE”), which measures the estimated sensitivity or change in the economic value of equity to changes in interest rates.
The following table summarizes the potential effect on earnings over the next 24 months and the potential effect on market values of balance sheet assets and liabilities at December 31, 2024 and 2023, based upon a sensitivity analysis performed by management assuming hypothetical increases in market interest rates of 100 and 300 basis points and a decrease of 100 and 300 basis points while credit and funding spreads remain constant.
The following table summarizes the potential effect on earnings over the next 24 months and the potential effect on market values of balance sheet assets and liabilities at December 31, 2025 and 2024, based upon a sensitivity analysis performed by management assuming hypothetical increases in market interest rates of 100 and 300 basis points and a decrease of 100 and 300 basis points while credit and funding spreads remain constant.
The EAR results for December 31, 2024 indicate a market risk profile of low sensitivity to rate changes, based on static balance sheet assumptions over the next two years. The higher mix of fixed-rate versus variable-rate loan disbursements continues, which results in our liabilities repricing more quickly than our assets over time.
The EAR results for December 31, 2025 indicate a market risk profile of low sensitivity to rate changes, based on static balance sheet assumptions over the next two years. The higher mix of fixed-rate versus variable-rate loan disbursements continues, which results in our liabilities repricing more quickly than our assets over time.
While we believe this risk is low, as all of these indices are short-term with rate movements that are highly correlated over a long period of time, market disruptions (which have occurred in recent years) can lead to a temporary divergence between indices, resulting in a negative impact to our earnings. 2024 Form 10-K — SLM CORPORATION 87 Weighted Average Life The following table reflects the weighted average lives of our earning assets and liabilities at December 31, 2024.
While we believe this risk is low, as all of these indices are short-term with rate movements that are highly correlated over a long period of time, market disruptions (which have occurred in recent years) can lead to a temporary divergence between indices, resulting in a negative impact to our earnings. 88 SLM CORPORATION — 2025 Form 10-K Weighted Average Life The following table reflects the weighted average lives of our earning assets and liabilities at December 31, 2025.
A number of potential interest rate scenarios are simulated using our asset liability management system. The Bank is the primary source of interest rate risk within the Company. At present, a significant portion of the Bank’s earning assets and a large balance of deposits are indexed to 30-day average SOFR.
We simulate several potential interest rate scenarios using our asset liability management system. The Bank is the primary source of interest rate risk within the Company. At present, a significant portion of the Bank’s earning assets and a large balance of deposits are indexed to 30 -day average SOFR.
The funding in the fixed-rate bucket includes $1.9 billion and $0.4 billion of non-interest-bearing liabilities. We consider the overall repricing risk to be low. We use interest rate swaps and other derivatives to achieve our risk management objectives.
The funding in the fixed-rate bucket includes $2.2 billion of stockholders’ equity and $0.4 billion of non-interest-bearing liabilities. We consider the overall repricing risk to be low. We use interest rate swaps and other derivatives to achieve our risk management objectives.
They also do not 2024 Form 10-K — SLM CORPORATION 86 account for other business developments that could affect net income, or for management actions that could affect net income or could be taken to change our risk profile. Accordingly, we can give no assurance that actual results would not differ materially from the estimated outcomes of our simulations.
They also do not account for other business developments that could affect net income, or management actions that could affect net income or could be taken to change our risk profile. Accordingly, we can give no assurance that actual results would not differ materially from the estimated outcomes of our simulations.
Further, such simulations do not represent our current view of expected future interest rate movements. Asset and Liability Funding Gap The table below presents our assets and liabilities (funding) arranged by underlying indices as of December 31, 2024.
Further, such simulations do not represent our current view of expected future interest rate movements. 2025 Form 10-K — SLM CORPORATION 87 Asset and Liability Funding Gap The table below presents our assets and liabilities (funding) arranged by underlying indices as of December 31, 2025.
(Note that all fixed-rate assets and liabilities are aggregated into one line item, which does not capture the differences in time due to maturity.) As of December 31, 2024 (dollars in millions) Index Frequency of Variable Resets Assets Funding (1) Funding Gap Fed Funds Effective Rate daily/weekly/monthly $ — $ 547.9 $ (547.9) SOFR Rate daily/weekly/monthly 5,323.2 4,816.6 506.6 3-month SOFR quarterly — 251.1 (251.1) 3-month Treasury bill weekly — — — Prime monthly 0.3 — 0.3 Non-Discrete reset (2) daily/weekly 4,927.5 3,606.4 1,321.1 Fixed-Rate (3) 19,821.1 20,850.1 (1,029.0) Total $ 30,072.1 $ 30,072.1 $ — (1) Funding (by index) includes all derivatives that qualify as effective hedges.
(Note that all fixed-rate assets and liabilities are aggregated into one line item, which does not capture the differences in time due to maturity.) As of December 31, 2025 (dollars in millions) Index Frequency of Variable Resets Assets Funding (1) Funding Gap Fed Funds Effective Rate daily/weekly/monthly $ — $ 414.7 $ (414.7) SOFR Rate daily/weekly/monthly 4,995.7 5,032.3 (36.6) 3-month SOFR quarterly — 251.1 (251.1) 3-month Treasury bill weekly — — — Prime monthly 0.2 — 0.2 Non-Discrete reset (2) daily/weekly 4,467.8 3,665.2 802.6 Fixed-Rate (3) 20,282.6 20,383.0 (100.4) Total $ 29,746.3 $ 29,746.3 $ — (1) Funding (by index) includes all derivatives that qualify as effective hedges.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk Interest Rate Sensitivity Analysis Our interest rate risk management program seeks to manage and control interest rate risk, thereby reducing our exposure to fluctuations in interest rates and achieving consistent and acceptable levels of profit in any rate environment and sustainable growth in net interest income over the long term.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk Interest Rate Sensitivity Analysis Our interest rate risk management program seeks to manage interest rate risk, thereby reducing our exposure to fluctuations in interest rates, and achieving less volatile levels of profit in varying interest rate environments.
As of December 31, 2024 (averages in years) Weighted Average Life Earning assets Education loans 5.57 Cash and investments 1.28 Total earning assets 4.55 Deposits Short-term deposits 0.60 Long-term deposits 2.47 Total deposits 0.90 Borrowings Long-term borrowings 3.60 Total borrowings 3.60 2024 Form 10-K — SLM CORPORATION 88
As of December 31, 2025 (averages in years) Weighted Average Life Earning assets Private Education Loans 5.66 Cash and investments 1.25 Total earning assets 4.70 Deposits Short-term deposits 0.61 Long-term deposits 3.22 Total deposits 0.97 Borrowings Short-term borrowings 0.84 Long-term borrowings 3.95 Total borrowings 3.69 2025 Form 10-K — SLM CORPORATION 89
Planned loan sales, which are not included in the static EVE modeling, significantly reduce our EVE exposure. Management is evaluating this trend to determine if, and when, further actions are necessary to manage EVE sensitivity.
Planned loan sales, which are not included in the static EVE modeling, significantly reduce our EVE exposure.

Other SLMBP 10-K year-over-year comparisons