ADDED
As of February 23, 2026, the registrant had 134,361,648 shares of common stock outstanding.
As of December 31, 2025, our worldwide operations include the management and/or ownership of approximately 75,000 beds at 95 secure and community-based facilities, including idle facilities, and also includes the provision of reentry and electronic monitoring and supervision services for thousands of individuals, including an array of technology products including radio frequency, GPS, and alcohol monitoring devices.
3 Recent Developments Chief Executive Officer Developments On February 6, 2026, J.
David Donahue, our Chief Executive Officer, provided notice to us of his retirement effective February 28, 2026 (the Separation Date ).
Donahue and GEO entered into a Separation Agreement and General Release on February 9, 2026 (the Separation Agreement ).
Donahue will continue to vest in accordance with the applicable performance-based vesting metrics under our long-term equity incentive plan.
The Separation Agreement also contains mutual release, cooperation and non-disparagement provisions.
Donahue and GEO also entered into a Consultant Agreement (the Consultant Agreement ), effective as of March 1, 2026, for a term continuing through February 28, 2028 (the Consulting Period ).
Donahue will provide consulting services to GEO with respect to secure services business opportunities in the United States and overseas, including business development services and contract administration assistance for existing contracts.
Donahue will receive, as previously disclosed in the Separation Agreement, the consulting fee of $104,167 per month during the Consulting Period, payable upon submission of a monthly billing statement, and will be reimbursed for reasonable and necessary documented travel and business expenses incurred in connection with the performance of services, subject to prior approval requirements.
REMOVED
As of February 24, 2025, the registrant had 140,379,419 shares of common stock outstanding.
As of December 31, 2024, our worldwide operations included the management and/or ownership of approximately 79,000 beds at 99 secure and community-based facilities, including idle facilities, and also includes the provision of reentry and electronic monitoring and supervision services for thousands of individuals, including an array of technology products including radio frequency, GPS, and alcohol monitoring devices.
Recent Developments Retirement of Brian Evans as Chief Executive Officer On December 11, 2024, Brian Evans, our former Chief Executive Officer, provided notice to the Company of his retirement effective December 31, 2024 (the Separation Date ).
Evans and GEO entered into a Separation Agreement and General Release on December 13, 2024 (the Separation Agreement ).
Evans will be entitled to receive the following in addition to accrued wages: (i) the payment of $85,834 per month commencing on the Separation Date and continuing through December 31, 2026; (ii) the payment of his annual performance award for the year ending December 31, 2024, which will be paid in 2025, at the same time and under the same terms as other GEO executives: (iii) the benefits described in Section 5 of his employment agreement for Mr.
Evans and his covered dependents for a period of five years after the Separation Date; (iv) all of the Company s interest in any automobile used by Mr.
Evans pursuant to the our Executive Automobile Policy (the Executive Automobile Policy ) and we shall pay the balance of any outstanding loan or lease on such automobile; (v) all outstanding unvested stock options and restricted stock granted to Mr.
Evans prior to his retirement will fully vest immediately upon the Separation Date, provided, however that any restricted stock that is still subject to performance-based vesting shall vest when and to the extent the Compensation Committee certifies that the performance goals are actually met; and (vi) the payment of reasonable legal fees and costs incurred by Mr.
Evans in connection with the Separation Agreement up to $25,000.
The Separation Agreement also contains a mutual release, confidentiality and non-disparagement provisions.