GEO GROUP INC — Director's Dealing 2013

Mar 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GEO GROUP INC (GEO)
CIK: 0000923796
Period of Report: 2013-03-01

Reporting Person: Dominicis Jorge A (SVP, GEO Community Services)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-01	Common Stock	M	9248	$18.23	Acquired	25879	Direct
2013-03-01	Common Stock	S	9248	$34.0319	Disposed	16631	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-01	Stock Option	$18.23	M	9248	Disposed	2019-10-28	Common Stock (9248)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Restricted Stock	32448	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$14.44	2018-10-30	Common Stock (2000)	2312	Direct
Stock Options	$21.29	2021-03-01	Common Stock (10000)	11560	Direct

Footnotes

F1: This amount reflects the March 1, 2013 vesting of 7,680 shares of restricted stock.

F2: The proceeds from this sale were used by Mr. Dominicis soley to pay the taxes associated with the March 1, 2013 vesting of 7,680 shares of restricted stock.

F3: The exercise prices and the amount of shares covered by these stock option grants were adjusted pursuant to the anti-dilutive provisions of GEO's equtiy incentive plans as a result of the stock portion of the special dividend paid by GEO on December 31, 2012.