GEO GROUP INC — Director's Dealing 2023

Mar 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GEO GROUP INC (GEO)
CIK: 0000923796
Period of Report: 2023-03-01

Reporting Person: Ryan Christopher D. (Senior VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-01	Restricted Stock	A	31422	$0.00	Acquired	53922	Direct
2023-03-01	Common Stock	F	3351	$9.07	Disposed	47536	Direct

Footnotes

F1: Vesting of this grant of restricted stock of GEO is contingent upon the achievement by GEO of certain performance-based metrics during the period from January 1, 2023 to December 31, 2025 as certified by the compensation committee. Under the terms of the restricted stock grant, these shares will vest on March 15, 2026 to the extent the performance goals are achieved. Of the grant of restricted stock, 50% is subject to vesting based on GEO's total shareholder return over a three-year period and 50% is subject to vesting based on certain return on capital employed performance goals being met.

F2: The amount of shares has been adjusted to reflect the March 1, 2023 vesting of 13,750 shares of restricted stock.

F3: These shares were surrendered in order to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock.