Edgar Filing: SLM CORP - Form DEFA14A

Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES

EXCHANGE ACT OF 1934

Filed by the registrant x

Filed by a party other than the registrant ¨

Check the appropriate box:


¨ Preliminary Proxy Statement		¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e) (2))
¨ Definitive Proxy Statement
x Definitive Additional Materials
¨ Soliciting Material Pursuant to Section 240.14a-12

SLM Corporation

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on May 24, 2012.


		SLM CORPORATION SLM CORPORATION ATTN: CORPORATE SECRETARY 300 CONTINENTAL DR. NEWARK, DE 19713				Meeting Information Meeting Type: Annual Meeting For holders as of: March 26, 2012 Date: May 24, 2012 Time: 11:00 a.m., EDT Location: Sallie Mae 300 Continental Drive Newark, DE 19713

						You are receiving this communication because you hold shares in the above named company.
						This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
						We encourage you to access and review all of the important information contained in the proxy materials before voting.
						See the reverse side of this notice to obtain proxy materials and voting instructions.

— Before You Vote —

How to Access the Proxy Materials


						Proxy Materials Available to VIEW or RECEIVE:
						NOTICE AND PROXY STATEMENT FORM 10-K How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL: sendmaterial@proxyvote.com If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 10, 2012 to facilitate timely delivery.

— How To Vote —

Please Choose One of the Following Voting Methods



						Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items

The Board of Directors recommends you

vote FOR the following proposal:

1. Election of Directors

Nominees:

1a. Ann Torre Bates

1b. W.M. Diefenderfer III

1c. Diane Suitt Gilleland

1d. Earl A. Goode

1e. Ronald F. Hunt

1f. Albert L. Lord

1g. Barry A. Munitz

1h. Howard H. Newman

1i A. Alexander Porter, Jr.

1j. Frank C. Puleo

1k. Wolfgang Schoellkopf

1l. Steven L. Shapiro

1m. J. Terry Strange

1n. Anthony P. Terracciano

1o. Barry L. Williams

The Board of Directors recommends you vote FOR the following proposals:

2. Approval of the SLM Corporation 2012 Omnibus Incentive Plan.

3. Approval of the amended and restated SLM Corporation Employee Stock Purchase Plan.

4. Advisory approval of the Company’s executive compensation.

5. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2012.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

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