GEO Group (NYSE: GEO) grants 30,000 restricted shares to SVP

Rhea-AI Filing Summary

Long Richard Kent reported acquisition or exercise transactions in this Form 4 filing.

The GEO Group reported that Senior Vice President of Project Development Richard Kent Long received a grant of 30,000 shares of restricted stock on February 24, 2026. Half of this award is time-based restricted stock and half is performance-based restricted stock.

The time-based portion vests in three equal installments on each anniversary of the grant date over three years. The performance-based portion depends on GEO achieving specified return on capital employed and total shareholder return metrics for the period from January 1, 2026 to December 31, 2028, with vesting extending through March 15, 2029 where goals are met.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Long Richard Kent

(Last) (First) (Middle)

4955 TECHNOLOGY WAY

(Street)

BOCA RATON FL 33431

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GEO GROUP INC [ GEO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior VP, Proj Development

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
RESTRICTED STOCK	02/24/2026		A		15,000(1)(2)	A	$0	102,943	D
RESTRICTED STOCK	02/24/2026		A		15,000(1)(3)	A	$0	117,943	D
COMMON STOCK								254,175	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person received a grant of 30,000 shares of restricted stock. 50% of the award consists of time-based restricted stock and 50% of the award consists of performance-based restricted stock.

2. This reflects the time based restricted stock which one-third will vest each year on the anniversary grant date over a three-year period.

3. Vesting of the performance-based restricted stock of GEO is contingent upon the achievement by GEO of certain performance-based metrics during the period from January 1, 2026 to December 31, 2028 as certified by the compensation committee. Of the grant of performance-based restricted stock, 50% is subject to vesting based on certain return on capital employed performance goals being met and 50% is subject to vesting based on GEO's total shareholder return. The portion of the restricted stock award that vests based on certain return on capital employed performance goals being met will vest by March 15, 2029 to the extent the performance goals are achieved. The portion of the restricted stock award that vests based on GEO's total shareholder return will vest one-third each year over a three-year period to the extent the performance goals are achieved.

	/s/ Richard Kent Long	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did GEO (GEO) disclose for Richard Kent Long?

GEO disclosed a grant of 30,000 restricted shares to Senior Vice President Richard Kent Long. Half the award is time-based and half is performance-based, with vesting tied to multi-year service and performance conditions running through late 2028 and early 2029.

How many restricted shares were granted to the GEO (GEO) executive?

Richard Kent Long received 30,000 restricted shares of GEO stock. The award is split evenly: 15,000 time-based restricted shares and 15,000 performance-based restricted shares, aligning part of his compensation with both continued service and GEO’s return on capital and shareholder return metrics.

How does the time-based restricted stock vest for GEO (GEO) executive Richard Kent Long?

The time-based restricted stock vests over three years. One-third of the time-based portion vests each year on the anniversary of the February 24, 2026 grant date, encouraging continued employment and longer-term alignment with GEO’s performance and strategy.

What performance metrics affect GEO (GEO) performance-based restricted stock vesting?

Performance-based vesting depends on two metrics: return on capital employed and GEO’s total shareholder return. These metrics are measured from January 1, 2026 to December 31, 2028, with vesting only to the extent the compensation committee certifies that the stated performance goals are achieved.

When can the performance-based restricted stock for GEO (GEO) potentially vest?

The performance-based award vests after the 2026–2028 performance period. Shares tied to return on capital employed may vest by March 15, 2029, while the total shareholder return portion can vest in three annual installments, subject to achievement of the required performance goals.

What role does the GEO (GEO) compensation committee play in this restricted stock grant?

The compensation committee certifies performance for vesting. For the performance-based restricted stock, GEO’s compensation committee must determine whether return on capital employed and total shareholder return goals for 2026–2028 are met before any related shares vest for Richard Kent Long.