v3.26.3
Organization and Business
9 Months Ended
Sep. 30, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Business

1. Organization and Business

On October 21, 2026, we announced plans to implement a new holding company structure pursuant to the Reorganization. On October 28, 2026, we completed the Reorganization.

As a result of the Reorganization, Navient Holdings became the new holding company of Navient LLC (as successor by merger to Navient Corporation) and E Parent, Inc. (Earnest). Navient’s common stock was exchanged on a one-for-one basis for Navient Holdings’ common stock, and Navient Holdings’ common stock continues to trade under the symbol “NAVI” on the Nasdaq Global Select Market. Accordingly, upon consummation of the Reorganization, Navient’s stockholders immediately prior to the consummation of the Reorganization became stockholders of Navient Holdings. The stockholders of Navient did not recognize gain or loss for U.S. federal income tax purposes upon the conversion of their shares of common stock of Navient for shares of common stock of Navient Holdings. Navient LLC assumed the obligations of the listed notes currently held at Navient and continues to be a reporting company. On November 2, 2026, Navient LLC distributed all of the issued and outstanding capital stock of E Parent, Inc.to Navient Holdings pursuant to a distribution agreement by and between Navient LLC and Navient Holdings, Inc.

Immediately following the Reorganization, Navient Holdings had, on a consolidated basis, the same assets, businesses and operations as Navient had immediately prior to the Reorganization, the directors of Navient and their committee memberships and titles were the same as the directors of Navient immediately prior to the Reorganization, and the directors and executive officers of Navient Holdings were the same, respectively, as those of Navient immediately prior to the Reorganization.

The Reorganization was conducted pursuant to Section 251(g) of the General Corporation Law of the State of Delaware, which permits an internal reorganization to implement a holding company without a vote of the stockholders of the constituent corporation.