Sallie Mae 2015 Annual Report Download - page 240

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distribution. If the Committee approves a Director’s hardship distribution request, then effective
as of the date the request is approved, the Committee shall cancel the Director’s Deferral Election,
if any, for the remainder of the calendar year. A Director whose Deferral Election is cancelled in
accordance with this Section may file a new Deferral Election for the following calendar year in
accordance with Section 1. A hardship distribution by a Director shall have no effect on any amounts
remaining in the Plan following the hardship distribution.
For purposes of this paragraph, a substantial, unforeseen hardship is a severe financial
hardship resulting from extraordinary and unforeseeable circumstances arising as a result of events
beyond the Director’s control, such as (i) an illness or accident of the Director or the Director’s
spouse, the Director’s beneficiary, or the Director’s dependent (as defined in Internal Revenue Code
section 152, without regard to Code sections 152(b)(l), (b)(2), and (d)(1)(B)), (ii) a loss of the
Director’s property due to casualty, or (iii) other similar extraordinary and unforeseeable
circumstances, all as determined in the sole discretion of the Committee. A hardship distribution
shall not be made to the extent such hardship is or may be relieved (i) through reimbursement or
compensation by insurance or otherwise, (ii) by liquidation of the Director’s assets, to the extent
the liquidation of such assets would not itself cause a severe financial hardship, or (iii) by cessation
of deferrals under the Plan. Examples of what are not considered to be unforeseeable hardships
include the need to send a Director’s child to college, or the desire to purchase a home.
6. ACCELERATION OF PAYMENT
The Plan shall not permit the acceleration of the time or schedule of any payment, except
as set forth herein or as otherwise permitted by Section 409A. The Committee may, in a manner
that results in Section 409A compliance, determine to accelerate the time of a Director’s payment
if at any time the Plan, as applicable to such Director, fails to meet the requirements of Section
409A. Such amount may not exceed the amount required to be included in income as a result of the
failure to comply with Section 409A. Any such tax liability distribution shall be paid between the
date of the Committee’s determination and the end of the calendar year during which the
determination occurred, or if later, the 15th day of the third calendar month following the date of
the Committee’s determination.
7. SECTION 409A
The Plan is intended to comply with Section 409A, and shall be construed and administered
accordingly to the extent Section 409A applies to the Plan. To the extent that a provision of the
Plan would cause a conflict with the requirements of Section 409A, or would cause the
administration of the Plan to fail to satisfy Section 409A, such provision shall be deemed null and
void to the extent permitted by applicable law. Nothing herein shall be construed as a guarantee of
any particular tax treatment to a Director.
8. CREDITOR STATUS
The rights of a Director in his Deferred Account shall be only as a general, unsecured creditor
of the Corporation. Any amount of cash or number of shares of Common Stock payable under this
Plan shall be paid solely from the general assets of the Corporation and a Director shall have no