TY 2021 Form 990

(A) Name and business address	(B) Description of services	(C) Compensation
PHEAA 1200 N 7TH ST HARRISBURG,PA17102	LOAN SERVICING	9,976,672
BMO CAPITAL MARKETS 115 S LASALLE ST 25TH FLOOR WEST CHICAGO,IL60603	BROKER/DEAL	2,869,949
M&T BANK 213 MARKET STREET 2ND FLOOR HARRISBURG,PA17101	TRUSTEE	397,021
CREDIT SUISSE 11 MADISON AVENUE 4TH FLOOR NEW YORK,NY10010	INVESTMENT BANKING	371,355
BANK OF AMERICA - MERRILL LYNCH 1 BRYANT PARK 12TH FLOOR NEW YORK,NY10036	INVESTMENT BANKING	371,355
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 10

- TIN:

SCHEDULE A
(Form 990)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
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Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2021

Open to Public
Inspection

Name of the organization

PHEAA STUDENT LOAN FOUNDATION INC

Employer identification number

51-0423553

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990).)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

An organization that normally receives: (1) more than 33 1/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 33 1/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box on lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................1

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(iii) Type of organization (described on lines 1- 10 above (see instructions))	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i) Name of supported organization	(ii) EIN		Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(A) PENNSYLVANIA HIGHER EDUCATION ASSISTANCE AGENCY	231693362	6	Yes		41,474,609	0

Total 1					41,474,609	0

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.

Cat. No. 11285F

Schedule A (Form 990) 2021

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2017	(b) 2018	(c) 2019	(d) 2020	(e) 2021	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) ..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2017	(b) 2018	(c) 2019	(d) 2020	(e) 2021	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10

Gross receipts from related activities, etc. (see instructions) ..................

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here ........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2021 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2020 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2021. If the organization did not check the box on line 13, and line 14 is 33 1/3 % or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2020. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2021. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2020. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990) 2021

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2017	(b) 2018	(c) 2019	(d) 2020	(e) 2021	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge
6	Total. Add lines 1 through 5
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support. (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2017	(b) 2018	(c) 2019	(d) 2020	(e) 2021	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2021 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2020 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2021 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2020 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2021. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2020. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990) 2021

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Yes

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Yes

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described on line 7? If “Yes,” complete Part I of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined on line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined on line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990) 2021

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described on lines 11b and 11c below, the governing body of a supported organization?

11a

A family member of a person described on 11a above?

11b

A 35% controlled entity of a person described on line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Yes

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer lines 2a and 2b below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described on line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer lines 3a and 3b below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990) 2021

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by 0.035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990) 2021

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations(continued)

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes	1
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity	2
3 Administrative expenses paid to accomplish exempt purposes of supported organizations	3
4 Amounts paid to acquire exempt-use assets	4
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI)	5
6 Other distributions (describe in Part VI). See instructions	6
7Total annual distributions. Add lines 1 through 6.	7
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	8
9 Distributable amount for 2021 from Section C, line 6	9
10 Line 8 amount divided by Line 9 amount	10

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2021	(iii) Distributable Amount for 2021
1 Distributable amount for 2021 from Section C, line 6
2 Underdistributions, if any, for years prior to 2021 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2021:
a From 2016.......
b From 2017.......
c From 2018.......
d From 2019.......
e From 2020.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2021 distributable amount
i Carryover from 2016 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2021 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2021 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2021, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2021. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2022. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2017.....
b Excess from 2018.....
c Excess from 2019.....
d Excess from 2020.....
e Excess from 2021.....

Schedule A (Form 990) (2021)

Schedule A (Form 990) 2021

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation
FORM 990, SCHEDULE A, PART IV, SECTION A, LINE 2:	THE SUPPORTED ORGANIZATION IS THE PENNSYLVANIA HIGHER EDUCATION ASSISTANCE AGENCY, AN INTEGRAL PART AND ARM OF THE COMMONWEALTH OF PENNSYLVANIA.

Schedule A (Form 990) 2021

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2021

Open to Public Inspection

Name of the organization

PHEAA STUDENT LOAN FOUNDATION INC

Employer identification number

51-0423553

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes on Line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .....

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked on Line 1a? ....

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? .............

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Participate in, or receive payment from, an equity-based compensation arrangement? .........

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ....................

Any related organization? .......................

If "Yes," on line 5a or 5b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ..................

Any related organization? ......................

If "Yes," on line 6a or 6b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) 2021

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2, 1099-MISC compensation, and/or 1099-NEC			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1NATHANIEL D HENCH PRESIDENT AND DIRECTOR	(i) (ii)	0 ------------- 207,446	0 ------------- 0	0 ------------- 0	0 ------------- 13,322	0 ------------- 0	0 ------------- 220,768	0 ------------- 0
2KYLE LEFEVER SECRETARY AND DIRECTOR	(i) (ii)	0 ------------- 181,926	0 ------------- 0	0 ------------- 0	0 ------------- 11,739	0 ------------- 0	0 ------------- 193,665	0 ------------- 0

Schedule J (Form 990) 2021

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation

Schedule J (Form 990) 2021

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2021

Open to Public
Inspection

Name of the organization

PHEAA STUDENT LOAN FOUNDATION INC

Employer identification number

51-0423553

Return Reference	Explanation
FORM 990, PART I, LINE 1:	THE PHEAA STUDENT LOAN FOUNDATION, INC. (FOUNDATION) IS ORGANIZED TO CARRY OUT STUDENT LOAN SECURITIZATION TRANSACTIONS FOR THE BENEFIT OF PENNSYLVANIA HIGHER EDUCATION ASSISTANCE AGENCY (PHEAA) SO PHEAA CAN IMPROVE HIGHER EDUCATION OPPORTUNITIES FOR STUDENTS AND FACILITATE ITS OTHER GOVERNMENTAL PURPOSES.
FORM 990, PART III, LINE 1, DESCRIPTION OF ORGANIZATION MISSION:	THE FOUNDATION, A NON-STOCK, NONPROFIT CORPORATION INCORPORATED UNDER PENNSYLVANIA'S NONPROFIT CORPORATION LAW OF 1988, AS AMENDED, IS ORGANIZED TO CARRY OUT STUDENT LOAN SECURITIZATION TRANSACTIONS FOR THE BENEFIT OF, AND TO CARRY OUT THE PURPOSES OF, THE PENNSYLVANIA HIGHER EDUCATION ASSISTANCE AGENCY ('PHEAA'), A STATE AGENCY OF THE COMMONWEALTH OF PENNSYLVANIA ('COMMONWEALTH'), CREATED AND CONTROLLED BY THE COMMONWEALTH'S LEGISLATURE. THE FOUNDATION'S EXEMPT PURPOSE IS TO FACILITATE THE SECURITIZATION OF STUDENT LOANS IN ORDER TO RAISE FUNDS FOR PHEAA SO THAT PHEAA MAY CONTINUE TO MAKE, SERVICE AND BUY STUDENT LOANS AND TO OTHERWISE IMPROVE HIGHER EDUCATIONAL OPPORTUNITIES FOR STUDENTS, AND FOR ANY OF PHEAA'S STATUTORY PURPOSES, THEREBY LESSENING PHEAA'S BURDENS OF GOVERNMENT.
FORM 990, PART III, LINE 4A, PROGRAM SERVICE ACCOMPLISHMENTS:	THE FOUNDATION FORMS SPECIAL PURPOSE STATUTORY TRUSTS UNDER THE LAWS OF THE STATE OF DELAWARE. THE PRINCIPAL PURPOSE OF THE TRUSTS ARE TO SECURITIZE STUDENT LOANS AND RELATED ASSETS, AND TO ACQUIRE STUDENT LOANS FROM THE FOUNDATION AND ISSUE PROMISSORY NOTES SECURED BY A PLEDGE OF SUCH ASSETS. HOWEVER, AS A CASH BASIS TAXPAYER, THE FOUNDATION DOES NOT HAVE TO RECOGNIZE ITS RESIDUAL INTEREST AS REVENUE UNTIL THE CASH FLOWS BECOME AVAILABLE. THE FOUNDATION DISTRIBUTES TO PHEAA, FROM TIME TO TIME, ALL OF THE CASH FLOWS DERIVED FROM THE STUDENT LOAN TRUSTS, NET OF EXPENSES (OPERATING EXPENSES AND PRINCIPAL, AND INTEREST PAYMENTS TO INVESTORS). PHEAA USES THE GRANTS AND THE PROCEEDS FROM THE SALE OF THE STUDENT LOANS TO CONTINUE OTHER ACTIVITIES THAT SUBSIDIZE THE COSTS OF HIGHER EDUCATION AND SATISFY PHEAA'S STATUTORY MISSION. AS OF THE BEGINNING OF THE REPORTING PERIOD, THE FOUNDATION HAD FOURTEEN ACTIVE SPECIAL PURPOSE TRUSTS. ON JULY 14, 2011, PHEAA STUDENT LOAN TRUST 2011-1 ISSUED NOTES IN THE AMOUNT OF $1,676,400,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON NOVEMBER 14, 2012, PHEAA STUDENT LOAN TRUST 2012-1 ISSUED NOTES IN THE AMOUNT OF $536,400,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON JUNE 12, 2013, PHEAA STUDENT LOAN TRUST 2013-1 ISSUED NOTES IN THE AMOUNT OF $583,950,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON JULY 30, 2013, PHEAA STUDENT LOAN TRUST 2013-2 ISSUED NOTES IN THE AMOUNT OF $331,300,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON NOVEMBER 20, 2013, PHEAA STUDENT LOAN TRUST 2013-3 ISSUED NOTES IN THE AMOUNT OF $517,850,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON MARCH 14, 2014, PHEAA STUDENT LOAN TRUST 2014-1 ISSUED NOTES IN THE AMOUNT OF $573,800,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON JUNE 17, 2014, PHEAA STUDENT LOAN TRUST 2014-2 ISSUED NOTES IN THE AMOUNT OF $611,850,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON SEPTEMBER 18, 2014, PHEAA STUDENT LOAN TRUST 2014-3 ISSUED NOTES IN THE AMOUNT OF $646,700,000, AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON APRIL 22, 2015, PHEAA STUDENT LOAN TRUST 2015-1 ISSUED NOTES IN THE AMOUNT OF $636,900,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON SEPTEMBER 14, 2016, PHEAA STUDENT LOAN TRUST 2016-1 ISSUED NOTES IN THE AMOUNT OF $543,523,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON NOVEMBER 22, 2016, PHEAA STUDENT LOAN TRUST 2016-2 ISSUED NOTES IN THE AMOUNT OF $382,700,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON OCTOBER 29, 2018, PHEAA STUDENT LOAN TRUST 2018-1 ISSUED NOTES IN THE AMOUNT OF $426,700,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON AUGUST 11, 2021 PHEAA STUDENT LOAN TRUST 2021-1 ISSUED NOTES IN THE AMOUNT OF $665,400,000 AND USED SUBSTANTIALLY ALL OF THE PROCEEDS OF THE NOTES TO PURCHASE CERTAIN STUDENT LOANS. ON JULY 12, 2013, PHEAA WAREHOUSE FACILITY TRUST 2013-1 (WAREHOUSE TRUST 2013-1) BEGAN OPERATIONS AND IS A SHORT-TERM FINANCING FACILITY. WAREHOUSE TRUST 2013-1 IS TO PLEDGE, SELL, TRANSFER OR CONVEY STUDENT LOANS OR OTHER ASSETS ACQUIRED OR TO BE ACQUIRED TO OTHER THIRD PARTIES OR SPECIAL PURPOSE ENTITIES, OR TO OBTAIN REPLACEMENT FINANCING FOR ANY ASSETS ACQUIRED OR TO BE ACQUIRED THROUGH SECURITIZATION TRANSACTIONS IN ORDER TO ACCOMPLISH OR FACILITATE ONE OR MORE OF PHEAA'S STATUTORY PURPOSES. ON JUNE 23, 2021, AFTER OBTAINING CONSENT FROM A MAJORITY OF NOTEHOLDERS, THE REMAINING DEBT FROM PHEAA STUDENT LOAN TRUST 2011-1, PHEAA STUDENT LOAN TRUST 2013-1 AND PHEAA STUDENT LOAN TRUST 2013-2 WAS PAID IN FULL, AND CERTIFICATES OF CANCELLATION FOR THESE TRUSTS WERE FILED WITH THE DELAWARE SECRETARY OF STATE ON JANUARY 27, 2022.
FORM 990, PART IV, LINE 12 & PART XII, LINE 2:	THE FINANCIAL STATEMENTS OF THE FOUNDATION ARE NOT COMPILED OR REVIEWED BY AN INDEPENDENT ACCOUNTANT, NOR ARE THEY AUDITED BY AN INDEPENDENT ACCOUNTANT. HOWEVER, THE FOUNDATION IS INCLUDED IN PHEAA'S ANNUAL AUDITED FINANCIAL STATEMENT AS A BLENDED COMPONENT UNIT. PHEAA STUDENT LOAN TRUST 2012-1, PHEAA STUDENT LOAN TRUST 2013-3, PHEAA STUDENT LOAN TRUST 2014-1, PHEAA STUDENT LOAN TRUST 2014-2, PHEAA STUDENT LOAN TRUST 2014-3, PHEAA STUDENT LOAN TRUST 2015-1, PHEAA STUDENT LOAN TRUST 2016-1, PHEAA STUDENT LOAN TRUST 2016-2, PHEAA STUDENT LOAN TRUST 2018-1 AND PHEAA STUDENT LOAN TRUST 2021-1 HAVE ANNUAL INDEPENDENT AUDITS OF THEIR RESPECTIVE FINANCIAL STATEMENTS PREPARED ANNUALLY. THE PHEAA WAREHOUSE FACILITY TRUST 2013-1 HAS AN ANNUAL REVIEW OF ITS RESPECTIVE FINANCIAL STATEMENTS PREPARED ANNUALLY.
FORM 990, PART V, LINE 1A:	1099S ARE NOT ISSUED TO OUR INDEPENDENT CONTRACTORS BECAUSE THE PAYMENTS MADE ARE NOT REPORTABLE PAYMENTS TO CORPORATIONS, THEREFORE, THEY ARE NOT REQUIRED, PER THE IRS INSTRUCTIONS FOR ISSUING 1099S.
FORM 990, PART VI	ADDRESS OF DIRECTORS THAT CANNOT BE REACHED AT THE FOUNDATION'S MAILING ADDRESS: WSFS SPE SERVICES LLC KRISTIN MOORE (UNTIL JANUARY 6, 2022) 501 CARR RD STE 101 WILMINGTON, DE 19809 WSFS SPE SERVICES LLC REBECCA HOWELL 501 CARR RD STE 101 WILMINGTON, DE 19809 WSFS SPE SERVICES LLC BRIAN HAMILTON (START FEBRUARY 16, 2022) 501 CARR RD STE 101 WILMINGTON, DE 19809
FORM 990, PART VI, SECTION A, LINE 7A	ALL DIRECTORS ARE TO BE APPOINTED BY RESOLUTION OF THE EXECUTIVE COMMITTEE OF PHEAA, PROVIDED, HOWEVER, IF PHEAA'S EXECUTIVE COMMITTEE FAILS TO APPOINT DIRECTORS, THE PRESIDENT JUDGE OF THE COMMONWEALTH COURT OF PENNSYLVANIA SHALL HAVE THE POWER TO APPOINT THE DIRECTORS.
FORM 990, PART VI, SECTION A, LINE 8B	THE FOUNDATION DOES NOT HAVE ANY COMMITTEES.
FORM 990, PART VI, SECTION B, LINE 11B	THE FOUNDATION ENGAGES AN INDEPENDENT ACCOUNTING FIRM TO ASSIST IN THE COMPILATION AND COMPLETION OF FORM 990. IT IS REVIEWED BY OUTSIDE LEGAL COUNSEL, WHO PROVIDED COMMENTS AND ADVICE AS TO POTENTIAL FACTUAL ISSUES. THE FORM 990 IS THEN PROVIDED TO EACH DIRECTOR FOR HIS OR HER REVIEW PRIOR TO SUBMISSION TO THE IRS.
FORM 990, PART VI, SECTION C, LINE 19	THE FOUNDATION MAKES ITS GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST.
FORM 990, PART XI, LINE 9:	RESIDUAL TRANSFERS TO PHEAA -44,521,892. EQUITY DISTRIBUTION -5,882,840.
FORM 990, PART XII, LINE 1:	CASH BASIS - THE PHEAA STUDENT LOAN FOUNDATION (THE "FOUNDATION") USES THE CASH METHOD OF ACCOUNTING. AS OF THE END OF THE REPORTING PERIOD, THE FOUNDATION HAD ELEVEN SPECIAL PURPOSE TRUSTS KNOWN AS THE PHEAA STUDENT LOAN TRUST 2012-1 ("TRUST 2012-1"), PHEAA WAREHOUSE FACILITY TRUST 2013-1 ("WAREHOUSE TRUST 2013-1"), PHEAA STUDENT LOAN TRUST 2013-3 ("TRUST 2013-3"), PHEAA STUDENT LOAN TRUST 2014-1 ("TRUST 2014-1"), PHEAA STUDENT LOAN TRUST 2014-2 ("TRUST 2014-2"), PHEAA STUDENT LOAN TRUST 2014-3 ("TRUST 2014-3"), PHEAA STUDENT LOAN TRUST 2015-1 ("TRUST 2015-1"), PHEAA STUDENT LOAN TRUST 2016-1 ("TRUST 2016-1"), PHEAA STUDENT LOAN TRUST 2016-2 ("TRUST 2016-2"), PHEAA STUDENT LOAN TRUST 2018-1 ("TRUST 2018-1") AND PHEAA STUDENT LOAN TRUST 2021-1 ("TRUST 2021-1").
FORM 990, PART XII, LINE 2C:	NO. THE ORGANIZATION DOES NOT HAVE A SEPARATE COMMITTEE THAT ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT REVIEW OR COMPILATION OF THE FINANCIAL STATEMENTS. A SEPARATE COMMITTEE IS NOT NECESSARY BECAUSE THE AUDIT IS CONDUCTED AS PART OF PHEAA'S CONSOLIDATED FINANCIAL STATEMENTS, WHICH DOES HAVE A COMMITTEE.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990) 2021

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach to Form 990.
MediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2021

Open to Public Inspection

Name of the organization

PHEAA STUDENT LOAN FOUNDATION INC

Employer identification number

51-0423553

Part I

Identification of Disregarded Entities. Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity
(1) PHEAA STUDENT LOAN TRUST 2011-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	9,300	0	PHEAA SL FND
(2) PHEAA STUDENT LOAN TRUST 2012-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	1,950,794	83,244,864	PHEAA SL FND
(3) PHEAA STUDENT LOAN TRUST 2013-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	2,995	0	PHEAA SL FND
(4) PHEAA STUDENT LOAN TRUST 2013-2 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	543	0	PHEAA SL FND
(5) PHEAA WAREHOUSE FACILITY TRUST 2013-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	1,475,763	400,466	PHEAA SL FND
(6) PHEAA STUDENT LOAN TRUST 2013-3 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	3,663,714	168,018,091	PHEAA SL FND
(7) PHEAA STUDENT LOAN TRUST 2014-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	4,235,198	172,323,181	PHEAA SL FND
(8) PHEAA STUDENT LOAN TRUST 2014-2 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	4,765,531	192,948,350	PHEAA SL FND
(9) PHEAA STUDENT LOAN TRUST 2014-3 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	4,476,466	179,456,152	PHEAA SL FND
(10) PHEAA STUDENT LOAN TRUST 2015-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	5,575,395	218,744,812	PHEAA SL FND
(11) PHEAA STUDENT LOAN TRUST 2016-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	5,398,317	211,893,893	PHEAA SL FND
(12) PHEAA STUDENT LOAN TRUST 2016-2 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	3,760,541	147,057,076	PHEAA SL FND
(13) PHEAA STUDENT LOAN TRUST 2018-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	7,255,207	235,251,719	PHEAA SL FND
(14) PHEAA STUDENT LOAN TRUST 2021-1 1200 N 7TH ST HARRISBURG,PA17102 51-0423553	STUDENT LOANS	PA	12,824,492	595,323,430	PHEAA SL FND

Part II

Identification of Related Tax-Exempt Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1)PENNSYLVANIA HIGHER EDUCATION ASSISTANCE AGENCY 1200 N 7TH ST HARRISBURG,PA17102 23-1693362	STUDENT LOANS	PA		N/A	N/A		No

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) 2021

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, because it had one or more related organizations treated as a partnership during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	Yes	No

Schedule R (Form 990) 2021

Page 3

Part V

Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................

b Gift, grant, or capital contribution to related organization(s) ............................

c Gift, grant, or capital contribution from related organization(s) ............................

d Loans or loan guarantees to or for related organization(s) ............................

e Loans or loan guarantees by related organization(s) ............................

f Dividends from related organization(s) ............................

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

Yes

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

k Lease of facilities, equipment, or other assets from related organization(s) ......................

l Performance of services or membership or fundraising solicitations for related organization(s) .....................

m Performance of services or membership or fundraising solicitations by related organization(s) .................

Yes

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

Yes

o Sharing of paid employees with related organization(s) ............................

Yes

p Reimbursement paid to related organization(s) for expenses ............................

q Reimbursement paid by related organization(s) for expenses ............................

r Other transfer of cash or property to related organization(s) ............................

Yes

s Other transfer of cash or property from related organization(s) ............................

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) PHEAA	H	655,645,036	BOOK VALUE
(2) PHEAA	M	9,976,672	BOOK VALUE
(3) PHEAA	O	525,425	BOOK VALUE
(4) PHEAA	R	44,521,892	BOOK VALUE

Schedule R (Form 990) 2021

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 37.

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

Schedule R (Form 990) 2021

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R. See instructions.

Return Reference	Explanation
FORM 990, SCHEDULE R, PART I:	ON JUNE 23, 2021, AFTER OBTAINING CONSENT FROM A MAJORITY OF NOTEHOLDERS, THE REMAINING DEBT FROM PHEAA STUDENT LOAN TRUST 2011-1, PHEAA STUDENT LOAN TRUST 2013-1 AND PHEAA STUDENT LOAN TRUST 2013-2 WAS PAID IN FULL, AND CERTIFICATES OF CANCELLATION FOR THESE TRUSTS WERE FILED WITH THE DELAWARE SECRETARY OF STATE ON JANUARY 27, 2022.

Schedule R (Form 990) 2021

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: SEE SCHEDULE O
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	5
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	2
5	Total number of individuals employed in calendar year 2021 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	3
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, Part I, line 11 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	60,717,724	55,252,677
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	14,804	141,579
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	1,530,940	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	62,263,468	55,394,256
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	43,063,987	41,474,609
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	43,063,987	41,474,609
19	Revenue less expenses. Subtract line 18 from line 12.......	19,199,481	13,919,647
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	2,561,941,161	2,204,662,034
21	Total liabilities (Part X, line 26).............	2,343,337,053	2,022,543,011
22	Net assets or fund balances. Subtract line 21 from line 20.....	218,604,108	182,119,023

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 41,474,609 including grants of $ ) (Revenue $ 55,252,677 )
	SEE SCHEDULE O

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses41,474,609

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and title
(1) NATHANIEL D HENCH...................................................................... PRESIDENT AND DIRECTOR	1.00 ................. 40.00	X	X	0	207,446	13,322
(2) KYLE LEFEVER...................................................................... SECRETARY AND DIRECTOR	1.00 ................. 40.00	X	X	0	181,926	11,739
(3) WILLIAM WALKER...................................................................... TREASURER AND DIRECTOR	1.00 ................. 40.00	X	X	0	136,053	8,777
(4) KRISTIN MOORE END 0122...................................................................... DIRECTOR	1.00 ................. 0.00	X		0	3,000	0
(5) REBECCA HOWELL...................................................................... DIRECTOR	1.00 ................. 0.00	X		0	3,000	0
(6) BRIAN HAMILTON START 0222...................................................................... DIRECTOR	1.00 ................. 0.00	X		0	0	0

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	0	531,425	33,838

1a	Federated campaigns..	1a
b	Membership dues..	1b
c	Fundraising events..	1c
d	Related organizations	1d
e	Government grants (contributions)	1e

f	All other contributions, gifts, grants, and similar amounts not included above	1f

g	Noncash contributions included in lines 1a - 1f:$	1g

h Total. Add lines 1a-1f.......

		Business Code
2a	STUDENT LOAN INTEREST	522291	55,252,677	55,252,677
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....		55,252,677

3 Investment income (including dividends, interest, and othersimilar amounts) ......			141,579			141,579
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents			6a
b	Less: rental expenses			6b
c	Rental income or (loss)			6c
d	Net rental income or (loss).......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory			7a
b	Less: cost or other basis and sales expenses			7b
c	Gain or (loss)			7c
d	Net gain or (loss).........
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See instructions.....			55,394,256	55,252,677	0	141,579

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........
7	Other salaries and wages........
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	16,843	16,843
c	Accounting ...........	18,500	18,500
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)
12	Advertising and promotion ....
13	Office expenses .......
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........	24,942,734	24,942,734
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	LOAN SERVICING FEES	5,606,080	5,606,080
b	BOND ISSUANCE FEES	4,434,514	4,434,514
c	ADMIN FEES	4,370,592	4,370,592
d	RISK SHARE WRITE OFF	1,198,936	1,198,936
e	All other expenses	886,410	886,410
25	Total functional expenses. Add lines 1 through 24e	41,474,609	41,474,609	0	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........		1,952,769	1	3,309,826
2	Savings and temporary cash investments .........		66,742,890	2	85,511,647
3	Pledges and grants receivable, net ......			3
4	Accounts receivable, net .............		74,858,698	4	74,098,145
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
				5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
				6
7	Notes and loans receivable, net ...........			7
8	Inventories for sale or use ............		2,418,386,804	8	2,041,742,416
9	Prepaid expenses and deferred charges ......			9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation	10b		10c
11	Investments—publicly traded securities .			11
12	Investments—other securities. See Part IV, line 11 .....			12
13	Investments—program-related. See Part IV, line 11 ..			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........			15
16	Total assets. Add lines 1 through 15 (must equal line 33)...		2,561,941,161	16	2,204,662,034

17	Accounts payable and accrued expenses .....	3,440,278	17	2,828,471
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..	2,339,896,775	23	2,019,714,540
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D		25
26	Total liabilities. Add lines 17 through 25..	2,343,337,053	26	2,022,543,011

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	218,604,108	27	182,119,023
28	Net assets with donor restrictions ...........		28
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	218,604,108	32	182,119,023
33	Total liabilities and net assets/fund balances ........	2,561,941,161	33	2,204,662,034