GEO Group (GEO) executive surrenders shares to cover restricted stock taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

GEO Group Inc executive Donald E. Houston reported a tax-related share disposition and an update to his restricted stock holdings. On March 2, he surrendered 780 shares of common stock at $15.29 per share to cover tax withholding from the March 1 vesting of 3,202 restricted shares. After this, he directly owned 4,843 common shares and 53,403 restricted shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Houston Donald E.

Role See Remarks

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	780	$15.29	$12K
holding	Restricted Stock	--	--	--

Holdings After Transaction: Common Stock — 4,843 shares (Direct); Restricted Stock — 53,403 shares (Direct)

Footnotes (1)

The amount of shares has been adjusted to reflect the March 1, 2026 vesting of 3,202 shares of restricted stock. These shares were surrendered in order to satisfy the Reporting Person's tax withholding obligation upon the vesting of the restricted stock.

Form 4 Insider Transactions: What Each Field Means →

03/04/2026 - 05:15 PM

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

Houston Donald E.

(Last)

(First)

(Middle)

4955 TECHNOLOGY WAY

(Street)

BOCA RATON

33431-3367

(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)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/02/2026		F		780⁽²⁾	D	$15.29	4,843⁽¹⁾	D
Restricted Stock								53,403⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The amount of shares has been adjusted to reflect the March 1, 2026 vesting of 3,202 shares of restricted stock.

2. These shares were surrendered in order to satisfy the Reporting Person's tax withholding obligation upon the vesting of the restricted stock.

Remarks:

Senior Vice President, Health Services

	/s/ Donald E. Houston	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did GEO (GEO) executive Donald E. Houston report in this Form 4?

Donald E. Houston reported a tax-related share disposition and updated restricted stock holdings. He surrendered 780 common shares to satisfy tax withholding from restricted stock vesting and now directly owns 4,843 common shares and 53,403 restricted shares in GEO Group Inc.

How many GEO (GEO) shares did Donald E. Houston surrender for taxes?

Donald E. Houston surrendered 780 shares of GEO common stock at $15.29 per share. The shares were used solely to satisfy his tax withholding obligation triggered by the vesting of restricted stock, rather than an open-market sale for investment or portfolio reasons.

What restricted stock vesting did GEO (GEO) disclose for Donald E. Houston?

The filing notes that Donald E. Houston’s holdings were adjusted for the March 1, 2026 vesting of 3,202 restricted shares. Following this vesting and related tax withholding, his directly held restricted stock position increased to a total of 53,403 restricted shares in GEO Group Inc.

How many GEO (GEO) common shares does Donald E. Houston own after this Form 4?

After the reported tax-withholding disposition, Donald E. Houston directly owns 4,843 GEO common shares. This figure reflects the surrender of 780 shares used to cover tax obligations related to the vesting of his restricted stock award on March 1, 2026.

Was Donald E. Houston’s GEO (GEO) transaction an open-market sale?

No, the transaction was not an open-market sale. The 780 GEO common shares were surrendered to satisfy Donald E. Houston’s tax withholding obligation on newly vested restricted stock, a common administrative step when equity awards vest and create taxable income.

What type of transaction code appears in Donald E. Houston’s GEO (GEO) Form 4?

The Form 4 shows transaction code F for the common stock entry. This code indicates a tax-withholding disposition, where shares are delivered to cover exercise price or tax liability, rather than a discretionary buy or sell in the open market by the reporting person.