Initial Statement of Beneficial Ownership - Form 3

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number:3235-0104Expires:January 31, 2005Estimated average burden hours per response...0.5

1. Name and Address of Reporting Person * Sherborne Strategic Fund F, LLC 2. Date of Event Requiring Statement (Month/Day/Year) 2024-10-31 3. Issuer Name and Ticker or Trading Symbol NAVIENT CORP [NAVI] (Last) (First) (Middle) 135 EAST 57TH STREET 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW YORK NY 10022 6. Individual or Join/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security	2. Date Exercisable and Expiration Date	3. Title and Amount of Securities Underlying Derivative Security	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)	6. Nature of Indirect Beneficial Ownership
Date Exercisable	Expriation Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
Sherborne Strategic Fund F, LLC 135 EAST 57TH STREET NEW YORK, NY10022		X
Sherborne Investors LP 135 EAST 57TH STREET NEW YORK, NY10022		X
Sherborne Investors Master GP, LLC 135 EAST 57TH STREET NEW YORK, NY10022		X
Sherborne Investors Management LP 135 EAST 57TH STREET NEW YORK, NY10022		X
Sherborne Investors GP, LLC 135 EAST 57TH STREET NEW YORK, NY10022		X
Sherborne Investors Management GP, LLC 135 EAST 57TH STREET NEW YORK, NY10022		X
BRAMSON EDWARD J 135 EAST 57TH STREET NEW YORK, NY10022		X
Welker Stephen 135 EAST 57TH STREET NEW YORK, NY10022		X

Signatures

Sherborne Strategic Fund F, LLC; By: Sherborne Investors Master GP, LLC; By: Sherborne Investors LP; By: Sherborne Investors GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
Sherborne Investors LP; By: Sherborne Investors GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
Sherborne Investors Master GP, LLC; By: Sherborne Investors LP; By: Sherborne Investors GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
Sherborne Investors Management LP; By: Sherborne Investors Management GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
Sherborne Investors GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
Sherborne Investors Management GP, LLC; By: /s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date
/s/ Edward Bramson	2024-11-01
**Signature of Reporting Person	Date
/s/ Stephen Welker	2024-11-01
**Signature of Reporting Person	Date

Explanation of Responses:

(*)	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
(**)	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This Form 3 is filed jointly by Sherborne Strategic Fund F, LLC ("SSFF"), Sherborne Investors LP ("Sherborne Investors LP"), Sherborne Investors Master GP, LLC ("Sherborne Investors Master"), Sherborne Investors Management LP ("Sherborne Investors Management"), Sherborne Investors GP, LLC ("Sherborne GP"), Sherborne Investors Management GP, LLC ("Sherborne Management GP"), Edward Bramson and Stephen Welker (collectively, the "Reporting Persons").
(2)	Each Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
(3)	Shares of Common Stock distributed from an affiliate, of which SSFF was a member, in connection with an internal restructuring and without the payment of any consideration.
(4)	Shares of Common Stock directly owned by SSFF. Each of Sherborne Investors LP, as the sole member of Sherborne Investors Master, Sherborne Investors Master, as the managing member of SSFF, Sherborne Investors Management, as the investment manager of SSFF, Sherborne GP, as the general partner of Sherborne Investors LP, Sherborne Management GP, as the general partner of Sherborne Investors Management, and Messrs. Bramson and Welker, as managing directors of each of Sherborne Management GP and Sherborne GP, may be deemed to be the beneficial owner of the shares of Common Stock directly owned by SSFF.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

Public link

Please use the above public link if you want to share this noodl on another website.