SLM Corporation (SLM)
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AGM 2024

Jun 18, 2024

Operator

Welcome to the annual meeting of stockholders for SLM Corporation. Our host for today's call is Jonathan Witter, Chief Executive Officer for SL, SLM Corporation. I will now turn the call over to your host. Mr. Witter, you may begin.

Jonathan Witter
CEO, SLM Corporation

Thank you, Ross. Good afternoon, everyone. I'm Jonathan Witter, SLM Corporation's Chief Executive Officer and a member of its board of directors. It's my pleasure to welcome you to the company's 2024 Annual Meeting of Stockholders. Thank you for joining us. Before the meeting begins, I'd like to take this opportunity to remind you that the rules of conduct for this meeting can be accessed by clicking the link labeled Rules of Conduct in the lower right-hand corner of your screen under the heading Meeting Materials. There are also links to access the annual meeting agenda, the 2024 proxy statement, and the 2023 Form 10-K under the same heading. Please be reminded, particularly that only stockholders of record or their proxy holder may submit questions or comments during the meeting.

You may do so by utilizing the Ask a Question section located in the lower left-hand portion of your screen. We welcome the views and comments of all stockholders. However, we'll observe the purpose of the meeting and won't respond to questions or comments raised that aren't relevant to the business of the meeting or the company. We don't anticipate any technical difficulties today. In the unlikely event of a technical malfunction or disruption that interferes with our ability to continue the meeting, the meeting may be adjourned or expedited as appropriate. If technical difficulties occur that prevent us from continuing with the meeting before the polls are opened, we'll adjourn the meeting to another time or place, which will be posted on our investor relations website.

If technical difficulties occur that prevent us from continuing the meeting after the polls are opened, the polls will close 2 minutes thereafter. In that case, all votes received prior to the time the polls are closed will be counted. The meeting will not be reconvened, and the results will be announced publicly as required. Thank you for your cooperation. I now call the meeting to order. We have a brief agenda for today's meeting. First, we'll conduct the formal portion of the meeting. I'll introduce our Inspector of Elections, the nominees for the Board of Directors, and the company's independent registered public accountant. We'll then review the 3 proposals put forth to the stockholders for vote, pause to allow time for last-minute voting, and then review the voting results. After the formal portion of the meeting concludes, we'll hold a brief Q&A session.

With me here is our Executive Vice President, Chief Legal, Government Affairs, and Communications Officer, Mr. Nicolas Jafarieh, who will act as our Inspector of Elections for tallying the results of voting on the proposals that are being presented today. Mr. Jafarieh, can you confirm you have taken the oath to act as inspector?

Nicolas Jafarieh
EVP, Chief Legal, Government Affairs, and Communications Officer, SLM Corporation

Yes, I have, Mr. Witter.

Jonathan Witter
CEO, SLM Corporation

Thank you. I'll now turn to the nominees for election to the board of directors. The nominees named in our proxy statement are all standing for election to the board of directors. We are very pleased to have with us, joining by phone the board of director nominees, our board chair, Ms. Mary Carter Warren Franke, Dr. Janaki Akella, Mr. Scott Blackley, Mr. Mark Lavelle, Mr. Christopher Leach, Mr. Ted Manvitz, Mr. Jim Matheson, Mr. Samuel Ramsey, Ms. Vivian Schneck-Last, Mr. Robert Strong, Ms. Kirsten Wolberg, and myself, Jonathan Witter.

We are also pleased to have with us today, joining by telephone, Mr. Richard Wheeler and Mr. Kevin Frank, audit partners from KPMG LLP, the company's independent registered public accounting firm for 2024. Now, let's get to the business portion of the meeting. Mr. Jafarieh, would you please report on sending the notices of the meeting to stockholders and the number of stockholders considered present at this meeting?

Nicolas Jafarieh
EVP, Chief Legal, Government Affairs, and Communications Officer, SLM Corporation

Thank you, Mr. Witter. The Board of Directors set April 22, 2024, as a record date for this annual meeting, and all stockholders of record as of the close of business on that day are entitled to vote. The company distributed the notice of the meeting and its Proxy Statement, which explains the items to be voted upon at this meeting on or about May 3, 2024, to all stockholders holding shares of the company's common stock as of the record date. In addition, at least a majority of the shares of the company's issued and outstanding common stock entitled to vote is represented in person or by proxy at today's meeting.

Jonathan Witter
CEO, SLM Corporation

On the basis of Mr. Jafarieh's report, I recognize the presence of a quorum for this meeting. There are three proposals for stockholder consideration. The first proposal is the election to the board of directors of the 12 nominees identified in the proxy statement.... The second proposal is the advisory vote on executive compensation, as described in the proxy statement. The third proposal is the ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2024, as described in the proxy statement. We have placed these three proposals before shareholders for their vote. It is now 1:06 P.M. Eastern Time, and the voting polls are open. Most of you have already submitted your proxy by telephone or over the internet.

If you haven't already submitted a proxy, or if you wish to change your voting instructions, you may vote by clicking on the Vote Here button located in the lower middle section of your screen under the heading Cast Your Vote. We'll pause momentarily while any remaining voting occurs. As a reminder, you may do so by clicking on the voting link located in the lower middle section of your screen. Thank you. It's 1:07 Eastern Time, and I declare the polls closed. Mr. Jafarieh, would you please present the preliminary report of the voting results?

Mr. Witter, this is my preliminary report, which reflects votes tabulated as of the close of business yesterday. Any ballots properly voted and collected prior to the closing of the polls, but not included in this preliminary report, will be reflected in my final report and filed on a Form 8-K by the company within 4 business days after the meeting. For the election of each of the 12 individuals whose names appear on the ballot as director nominees, all of the nominees received more votes cast for than against his or her election to the board. Accordingly, all the nominees have been elected to the board of directors by the required number of votes.

For the proposal to approve the advisory vote on executive compensation, the holders of a majority of the shares of common stock represented at the meeting and entitled to vote thereon, voted for the proposal. Accordingly, this proposal has been approved by the required number of votes. For the proposal to ratify the appointment of KPMG LLP to serve as the company's independent registered public accounting firm, the holders of a majority of the shares of common stock represented at the meeting and entitled to vote thereon, voted for the proposal. Accordingly, this proposal has been approved by the required number of votes.

Thank you, Mr. Jafarieh, and on behalf of the board, thanks to our stockholders for electing the director nominees to serve you for another year. This concludes the business portion of SLM Corporation's 2024 Annual Meeting of Stockholders. The 2024 Annual Meeting of Stockholders is now officially adjourned. I'd like to thank all of our stockholders for attending this meeting.

It's an honor to be with you today as Sallie Mae's CEO. I also want to recognize the continued hard work and dedication of our team members as we position Sallie Mae customers and our business for continued long-term success. Let me reiterate how much I appreciate your attendance. I look forward to further discussions with our shareholders over the coming weeks and months, and thank you for your continued interest in and support of Sallie Mae. Mr. Jafarieh will conduct a brief Q&A session.

Nicolas Jafarieh
EVP, Chief Legal, Government Affairs, and Communications Officer, SLM Corporation

Thank you, Mr. Witter. As we have received no questions, this ends our Q&A session for today. I'll turn it back to you to conclude the meeting.

Jonathan Witter
CEO, SLM Corporation

We appreciate our stockholders' support, and thank you all for attending. Have a great afternoon.

Operator

This now concludes the meeting. Thank you for joining, and have a pleasant day. The host has ended this call.

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