J. David Donahue - Mar 3, 2025 Form 4 Insider Report for GEO GROUP INC (GEO)

Role: Chief Executive Officer
Signature: /s/Joe Negron, as Attorney-in-Fact for J. David Donahue
Stock symbol: GEO
Transactions as of: Mar 3, 2025
Transactions value $: $0
Form type: 4
Date filed: 3/5/2025, 05:12 PM
Previous filing: Jan 13, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GEO	Restricted Stock	Award	$0	+37.5K		$0.00	37.5K	Mar 3, 2025	Direct	F1
transaction	GEO	Restricted Stock	Award	$0	+37.5K	+100%	$0.00	75K	Mar 3, 2025	Direct	F1, F2
holding	GEO	Common Stock						55.4K	Mar 3, 2025	Direct

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reporting person received a grant of 75,000 shares of restricted stock. 50% of the award consists of time-based restricted stock that will vest by March 15, 2028 and 50% of the award consists of performance-based restricted stock.
F2	Vesting of the performance-based restricted stock of GEO is contingent upon the achievement by GEO of certain performance-based metrics during the period from January 1, 2025 to December 31, 2027 as certified by the compensation committee. Under the terms of the restricted stock grant, these shares will vest by March 15, 2028 to the extent the performance goals are achieved. Of the grant of performance-based restricted stock, 50% is subject to vesting based on certain return on capital employed performance goals being met and 50% is subject to vesting based on GEO's total shareholder return over a three-year period.

Content

The reporting person received a grant of 75,000 shares of restricted stock. 50% of the award consists of time-based restricted stock that will vest by March 15, 2028 and 50% of the award consists of performance-based restricted stock.

Vesting of the performance-based restricted stock of GEO is contingent upon the achievement by GEO of certain performance-based metrics during the period from January 1, 2025 to December 31, 2027 as certified by the compensation committee. Under the terms of the restricted stock grant, these shares will vest by March 15, 2028 to the extent the performance goals are achieved. Of the grant of performance-based restricted stock, 50% is subject to vesting based on certain return on capital employed performance goals being met and 50% is subject to vesting based on GEO's total shareholder return over a three-year period.