Sallie Mae 2015 Annual Report Download - page 238

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If a Director elects to receive his Deferred Account in annual installments, such
installments shall equal:
(i) the value of the Deferred Account on the date that payments begin divided
by the number of installments elected by the Director, plus
(ii) interest credited to the Cash Account or dividends credited to the Stock
Account since the previous installment; and each annual installment will be
paid during the year in which it is due.
E. Default Time and Form of Payment
If a Director fails timely to elect a time and form of distribution, the Director’s
Deferred Account will be distributed as soon as administratively possible (but no
later than 90 days) after the first day of the tenth month after the Director ceases to
be a Director of the Corporation for any reason in the form of a single lump sum
payment.
F. Death Benefit and Beneficiary Designation
In the event of the Director’s death, the entire balance in the Director’s Deferred
Account shall be paid to his beneficiary as soon as administratively possible after
his death but in no event later than the end of the year in which the Director’s death
occurred or, if later, the 15th day of the third calendar month following the Director’s
death.
A Director may designate a beneficiary or beneficiaries to receive the balance of his
Deferred Account upon his death. Any death benefit with respect to a Director who
did not designate a beneficiary or who is not survived by a beneficiary shall be paid
to the personal representative of the Director.
4. TERMINATION/AMENDMENT OF ELECTION
Once a Deferral Election becomes irrevocable for a calendar year, a Director may not
terminate the deferral of his earnings during that calendar year.
A Director may not modify his current or prior year Deferral Elections; however:
A. Increase or decrease the amount of fees that are deferred. A Director
may increase or decrease the amount of fees that are deferred in a future
calendar year by filing a new Deferral Election during the relevant Annual
Enrollment Period. Any such election shall be effective only for the calendar
year following the year in which the Corporation receives the new Deferral
Election.
B. Change the Investment Election. A Director may change his investment
election with respect to any portion of his Deferred Account that is invested