Every 8-K that CoreCivic, Inc. (CXW) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CXW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CXW filings page.
CoreCivic, Inc. entered into an accelerated share repurchase (ASR) agreement with a financial institution to repurchase $500 million of common stock as part of its expanded share repurchase program, which has total capacity of $755.8 million. After completion of the ASR, approximately $255.8 million of authorization is expected to remain. CoreCivic will pay $500 million to the dealer on August 10, 2026 and expects an initial delivery of about 12.4 million shares, with the final share count based on the volume-weighted average price over the ASR term, less a discount. Final settlement is scheduled before the end of the second quarter of 2027 and may require additional share or cash exchanges between the parties.
The company also updated full-year 2026 guidance to reflect the ASR’s impact, including reduced interest income and fewer weighted-average shares. Updated ranges include net income of $1.492 billion–$1.511 billion, adjusted net income of $157.0 million–$165.0 million, diluted EPS of $15.62–$15.82, adjusted diluted EPS of $1.64–$1.73, FFO per diluted share of $2.66–$2.75, normalized FFO per diluted share of $2.68–$2.77, EBITDA of $2.216 billion–$2.236 billion, and adjusted EBITDA of $434.5 million–$439.5 million.
CoreCivic, Inc. sold two detention facilities to the United States, acting through the Department of Homeland Security, for an aggregate gross sales price of $734.0 million, including $495.6 million for the 1,600‑bed Prairie Correctional Facility in Minnesota and $238.4 million for the 1,033‑bed Midwest Regional Reception Center in Kansas.
After approximately $182.2 million of federal and state income taxes and transaction costs, CoreCivic anticipates net proceeds of about $522.5 million, which it currently expects to use for general corporate purposes, which may include debt reduction and repurchases of its common stock. The company expects to continue managing both facilities under existing contracts with Immigration & Customs Enforcement, which expire in September 2027 for the Midwest facility and August 2031 for Prairie, but are terminable by ICE.
Following these sales, CoreCivic will own or control via long‑term lease 61 correctional, detention, and reentry facilities with total design capacity of approximately 67,000 beds and manage an additional 8 facilities it does not own with capacity of about 13,000 beds.
CoreCivic reported Q2 2026 revenue of $684.9 million, up 27.3% year over year, with net income of $37.1 million and diluted EPS of $0.37. Adjusted diluted EPS was $0.38, Normalized FFO per share $0.64 and Adjusted EBITDA $109.4 million, each higher than the prior-year quarter.
Occupancy in the Residential segment rose to 78.4%, while the segment operating margin declined to 22.4% from 26.1%, partly due to prior-year Employee Retention Credits. Federal customers generated about 53% of total revenue, and leverage stood at 2.9x net debt to Adjusted EBITDA for the trailing twelve months.
After quarter-end CoreCivic sold four detention facilities to the U.S. government for $2.2 billion, expecting approximately $1.6 billion in net proceeds and an aggregate gain of about $1.8 billion in Q3 2026. Roughly $608.5 million of debt, including the full $270.0 million revolver and $238.5 million of 4.75% notes due 2027, is being repaid, with total debt expected to be approximately $739.1 million.
The board increased the share repurchase authorization by $500.0 million to $1.2 billion; $444.2 million has been used to buy 28.1 million shares, leaving $755.8 million available. Updated 2026 guidance calls for net income of $1.497–$1.516 billion and diluted EPS of $15.00–$15.20, largely reflecting the facility-sale gain and lower interest expense.
CoreCivic, Inc. plans to redeem in full its 4.750% senior notes due 2027. The notes were originally issued in an aggregate principal amount of $250,000,000, with $238,468,000 outstanding as of July 13, 2026. The redemption is scheduled for August 12, 2026, earlier than the original October 15, 2027 maturity.
The notes will be redeemed at 100.000% of principal, plus a contractual make-whole premium and accrued and unpaid interest to, but not including, the redemption date. CoreCivic intends to fund the full redemption price using cash on hand. The company states that this communication does not itself constitute the formal notice of redemption.
CoreCivic has sold its 2,560-bed California City Detention Facility and 1,994-bed Otay Mesa Detention Center to the U.S. Department of Homeland Security for a combined $1.5 billion, with $732.6 million attributed to California City and $739.2 million to Otay Mesa.
After roughly $0.4 billion of taxes and transaction costs, the company expects net proceeds of about $1.1 billion. It plans to use part of this cash to repay debt and may allocate remaining funds to general corporate purposes, including potential additional debt reduction and share repurchases, subject to leverage tests in its credit agreement and 2029 senior notes indenture.
CoreCivic currently expects to keep managing both facilities under existing contracts with ICE, but ICE can terminate for convenience or funding, and the contracts expire in August 2027 for California City and December 2029 for Otay Mesa, with a five-year extension option for Otay Mesa. The company is also discussing potential additional facility sales with ICE, though there is no assurance any further transactions will occur.
CoreCivic, Inc. reported the voting results of its 2026 annual meeting of stockholders, held by live webcast. Stockholders representing 89,552,695 shares of common stock, or 90.56% of the 98,886,782 shares outstanding and entitled to vote, were present in person or by proxy.
All eleven director nominees received strong support and were elected to serve until the 2027 annual meeting. Stockholders also ratified Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved on an advisory basis the compensation of the company’s named executive officers.
CoreCivic reported a strong first quarter of 2026, boosted by facility activations and higher federal and state populations. Total revenue rose to $614.7 million, up 25.8% from a year earlier. Net income increased to $37.9 million, or $0.38 per diluted share, with Adjusted Diluted EPS at $0.40.
Profitability improved, with Adjusted EBITDA reaching $110.1 million, up 36.0%, and Normalized FFO per diluted share rising to $0.65. The company repurchased 2.3 million shares for $44.7 million, and leverage stood at 2.8x net debt to Adjusted EBITDA.
CoreCivic completed a roughly $148.0 million acquisition of Clinical Solutions Pharmacy, expects it to add $0.03–$0.05 per share in 2026, and raised full-year 2026 guidance for net income, EPS, FFO and Adjusted EBITDA. Updated guidance incorporates the CSP acquisition and the Midwest Regional Reception Center activation, while acknowledging a recent decrease in nationwide ICE populations.
CoreCivic, Inc. entered into a Second Amendment to its Fourth Amended and Restated Credit Agreement, adding a new $100 million Incremental Term Loan to its existing credit facility. The company plans to use this borrowing to pay down part of its revolving credit facility and for working capital and general corporate purposes.
Following the amendment, the total Amended Credit Facility is $800 million, consisting of a $125 million initial term loan, the new $100 million Incremental Term Loan, and a $575 million revolving credit facility with sublimits for swingline loans and standby letters of credit. The Incremental Term Loan matures 364 days after the amendment date and carries an interest margin 25 basis points higher than the margin on the initial term loan and revolver, which varies with CoreCivic’s consolidated total leverage ratio.
CoreCivic, Inc. reported strong growth for Q4 and full year 2025, driven by facility activations and higher occupancy. Q4 2025 revenue was $604.0 million, up 26% year over year, with net income of $26.5 million, up 38%, and diluted EPS of $0.26, up 53%.
For full year 2025, revenue reached $2.2 billion, up 13%, while net income rose to $116.5 million, up 69%, and diluted EPS was $1.08, up 74%. Adjusted EBITDA was $365.6 million, up 11%, and Normalized FFO per diluted share was $2.05, up 21%.
The company resumed and expanded operations at several facilities, more than doubled Q4 revenue from ICE to $244.7 million, and continued an aggressive share repurchase program, buying 11.2 million shares in 2025. For 2026, CoreCivic guides to net income of $147.5–$157.5 million, diluted EPS of $1.49–$1.59, FFO per diluted share of $2.54–$2.64, and EBITDA of $437.0–$445.0 million.
CoreCivic, Inc. announced that its Board of Directors has appointed Daren Swenson, currently Senior Vice President and Chief Corrections Officer, to the role of Executive Vice President and Chief Corrections and Reentry Officer, effective January 1, 2026. Swenson has been with CoreCivic since 1992 and has held multiple leadership roles overseeing corrections, reentry, and community corrections operations, supported by academic training in psychology, sociology, and organizational leadership.
For 2026, Swenson will receive an annual base salary of $515,000, with a short‑term cash incentive target equal to 132% of base salary, subject to performance goals set by the Compensation Committee. He is also expected to receive a long‑term equity award of restricted stock units in early 2026, with half time‑based vesting over three years and half performance‑based over three years. His participation in the company’s executive severance and change in control plan remains unchanged.
CoreCivic, Inc. entered into a First Amendment to its Fourth Amended and Restated Credit Agreement, increasing the revolving credit commitment by $300 million to a total revolving capacity of $575 million. After this change, the company’s amended credit facility totals $700 million, made up of a $125 million term loan and the $575 million revolving credit facility. The revolver includes a $25 million swingline loan sublimit and a $100 million standby letter of credit sublimit.
The amended facility continues to mature on October 11, 2028. CoreCivic did not make any additional borrowings in connection with this amendment, and the applicable interest margins under the credit agreement remain unchanged. The amendment also uses $300 million of the company’s existing Accordion feature, which allows potential future increases subject to lender commitments.
CoreCivic, Inc. (CXW) increased its share repurchase authorization by $200.0 million, bringing the total program to up to $700.0 million. The program has no time limit and may be modified or terminated by the Board at any time. Repurchases may occur in the open market, through privately negotiated transactions, or otherwise, in accordance with applicable laws.
From May 16, 2022 through November 7, 2025, the company repurchased 21.5 million shares at an average price of $14.98, for an aggregate of $322.1 million (excluding fees and commissions). Following the new authorization, approximately $377.9 million remains available under the plan.
CoreCivic (CXW) announced quarterly results and guidance. The company furnished a press release with financial results for the quarter ended September 30, 2025 and updated its full‑year 2025 guidance. The release is attached as Exhibit 99.1.
CoreCivic will host a conference call to discuss results at 1:30 p.m. Central Time (2:30 p.m. Eastern Time) on Thursday, November 6, 2025.
CoreCivic, Inc. filed a Current Report on Form 8-K reporting a material event tied to a Transition Agreement dated August 14, 2025 involving Damon T. Hininger and a related Press Release dated August 18, 2025. The filing references the company’s Definitive Proxy Statement filed March 31, 2025 and its Form 10-K for the year ended December 31, 2024 filed February 21, 2025. The filing states that Mr. Swindle is not party to any material plan, contract, or transaction requiring disclosure under Regulation S-K Item 404, and that the company will not update the report for events after its date except as required by law. The filing also includes an interactive cover page XBRL file.