SLM CORPORATION (NASDAQ:ISM) Files An 8-K Submission of Matters to a Vote of Security Holders

SLM CORPORATION (NASDAQ:ISM) Files An 8-K Submission of Matters to a Vote of Security Holders

ITEM5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On June22, 2017, SLM Corporation (the Company) held its Annual
Meeting of Stockholders (the Annual Meeting). As of the close of
business on April25, 2017, the record date for the Annual
Meeting, 431,334,404 shares of common stock, par value $.20 per
share, were outstanding and entitled to vote. At the Annual
Meeting, 406,359,101, or approximately 94.20%, of the outstanding
shares of common stock entitled to vote were represented in
person or by proxy. At the Annual Meeting, the following
proposals were submitted to a vote of the Companys stockholders,
with the voting results indicated below:

Proposal 1 Election of Directors. The Companys
stockholders elected the following 12 directors to hold office
until the 2018 Annual Meeting of Stockholders and until their
successors have been duly elected or appointed.

		For			Against			Abstain			BrokerNon-Votes
Paul G. Child			394,323,256				431,180				240,170				11,364,495
Carter Warren Franke			394,114,381				636,090				244,135				11,364,495
Earl A. Goode			391,113,999				3,640,256				240,351				11,364,495
Marianne M. Keler			394,170,829				565,394				258,383				11,364,495
Jim Matheson			394,114,494				641,142				238,970				11,364,495
Jed H. Pitcher			394,110,143				641,240				243,223				11,364,495
Frank C. Puleo			393,915,485				829,410				249,711				11,364,495
Raymond J. Quinlan			390,251,110				4,547,643				195,853				11,364,495
Vivian C. Schneck-Last			394,267,608				434,188				292,810				11,364,495
William N. Shiebler			393,988,720				763,209				242,677				11,364,495
Robert S. Strong			394,323,540				428,385				242,681				11,364,495
Kirsten O. Wolberg			394,324,587				427,840				242,179				11,364,495

Proposal 2 Advisory Vote on Executive Compensation. The
Companys stockholders approved, by an advisory vote, the
compensation of its named executive officers.

For		Against		Abstain		BrokerNon-Votes
354,070,586		40,654,280		269,740		11,364,495

Proposal 3 Ratification of the Appointment of KPMG LLP.
The Companys stockholders ratified the appointment of KPMG LLP as
the Companys independent registered public accounting firm for
the year ending December31, 2017.

For		Against		Abstain		BrokerNon-Votes
401,636,207		4,237,183		485,711

Proposal 4 Approval of an Amendment to the SLM Corporation
2012 Omnibus Incentive Plan and the Material Terms of the
Performance Goals under the Plan. The Companys stockholders
approved an amendment to the SLM Corporation 2012 Omnibus
Incentive Plan and the material terms of the performance goals
under the Plan.

For		Against		Abstain		BrokerNon-Votes
385,313,886		9,461,442		219,278		11,364,495

Proposal 5 Advisory Vote on the Frequency of Future Advisory
Votes on Executive Compensation. The Companys stockholders
selected 1 year as the frequency of future advisory votes on
executive compensation.

1 year		2 years		3 years		Abstain
337,395,115		551,985		56,809,199		238,307

The Company has determined that it will hold an advisory vote on
the compensation of its named executive officers every year,
until the next shareholder advisory vote on the frequency of the
advisory votes on executive compensation.