GEO GROUP INC — Director's Dealing 2012

Jul 24, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GEO GROUP INC (GEO)
CIK: 0000923796
Period of Report: 2012-07-20

Reporting Person: Dominicis Jorge A (SVP, Residential Treatment Svc)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-20	Restricted Stock	J	20000	$0.00	Disposed	39915	Direct
2012-07-20	Restricted Stock	A	20000	$0.00	Acquired	59915	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10367	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$7.83	2014-05-03	Common Stock (16000)	16000	Direct
Stock Option	$16.69	2018-10-30	Common Stock (10000)	10000	Direct
Stock Option	$21.07	2019-10-28	Common Stock (10000)	10000	Direct
Stock Options	$24.61	2021-03-01	Common Stock (10000)	10000	Direct

Footnotes

F1: On March 12, 2012, the reporting person received a grant of restricted stock of The GEO Group, Inc. ("GEO"). The grant was rescinded on July 20, 2012 by the compensation committee with the consent of the reporting person.

F2: Vesting of this grant of restricted stock of GEO is contingent upon the achievement by GEO of certain performance-based metrics during 2012, 2013 and 2014, as certified by the compensation committee. Under the terms of the restricted stock grant, vesting can occur annually on August 15, 2013, 2014 and 2015, respectively, or cumulatively on August 15, 2015.