Material Event - Form 8-K

On April 25, 2024, the terms of the class A-6B and class A-6C notes (the "Notes") issued by SLM Student Loan Trust 2006-5 are scheduled to be reset from their current terms, in accordance with the terms of the related indenture and remarketing agreement.

Pursuant to the remarketing process, the new spread on the Notes was required to be determined by no later than 3:00 P.M., New York City time, on April 22, 2024. However, sufficient committed purchasers were not obtained for all of the tendered Notes at the spread proposed by the remarketing agents. As a result, a failed remarketing has been declared. Consequently, all existing class A-6B and class A-6C noteholders will be required to retain their Notes on the reset date. The related interest rate for the Notes will be the failed remarketing rate which is equal to the SOFR Rate plus 0.75% per annum and the related reset period will be three months. As such, the next applicable reset date will be July 25, 2024.