Wolf Hill Reports 2.3% Stake in GEO Group (3.26M Shares)

Rhea-AI Filing Summary

Wolf Hill Capital Management and related reporting persons disclose ownership of common stock of GEO Group Inc. The filing shows an aggregate beneficial ownership of 3,262,988 shares, representing 2.3% of the outstanding class. Voting and dispositive power is shared rather than sole: the reporting persons report no sole voting or dispositive power and instead report shared voting and shared dispositive power for the stated shares. The filing also includes a certification that the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Positive

• Aggregate ownership disclosed: 3,262,988 shares, providing clear transparency on the position
• Position is below 5%: at 2.3% the stake is non-controlling and unlikely to trigger regulatory or takeover implications
• Certification of ordinary-course holding: the filing states the shares were not acquired to influence control, reducing activist concerns

Negative

• No sole voting or dispositive power: reporting persons do not have unilateral control over the shares
• Limited investor impact: 2.3% stake is unlikely to materially affect company governance or strategy

Insights

Financial Analyst

TL;DR: A modest, non-controlling 2.3% stake disclosed; transparency is helpful but the holding is unlikely to move the stock.

The filing reports an aggregate position of 3,262,988 shares (2.3%) held with shared voting and dispositive power, indicating the reporting persons do not exercise sole control. From a financial perspective, this position is below the 5% threshold that often attracts heightened market focus, so the disclosure is largely informational rather than strategic. The certification that the stake is held in the ordinary course of business reduces the likelihood this is an activist intent signal.

Corporate Governance Expert

TL;DR: Ownership structure shows shared authority and an explicit non-control intent; governance impact appears limited.

The report specifies shared voting and dispositive power and a declaration that the holdings were not acquired to change or influence issuer control. Given the 2.3% size and absence of sole voting power, this position does not constitute a control or parent holding under typical governance thresholds. The disclosure improves transparency for other shareholders and regulators but does not by itself indicate any planned governance action.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

GEO Group Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

36162J106

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 36162J106

1

Names of Reporting Persons

Wolf Hill Capital Management, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,262,988.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,262,988.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,262,988.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.3 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 36162J106

1

Names of Reporting Persons

Wolf Hill General Partner, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,250,755.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,250,755.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,250,755.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.3 %

12

Type of Reporting Person (See Instructions)

OO, HC

SCHEDULE 13G

CUSIP No. 36162J106

1

Names of Reporting Persons

Gary Lehrman

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,262,988.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,262,988.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,262,988.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.3 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: GEO Group Inc.
(b)	Address of issuer's principal executive offices: 4955 Technology Way, Boca Raton, Florida, 33431
Item 2.
(a)	Name of person filing: Wolf Hill Capital Management, LP, a Delaware limited partnership ("Wolf Hill Capital"), Wolf Hill Partners, LP, a Delaware limited partnership (the "Fund:), Wolf Hill General Partner, LLC, a Delaware limited liability company (the "General Partner"), and Gary Lehrman (collectively referred to herein as "Reporting Persons").
(b)	Address or principal business office or, if none, residence: 35 Mason Street, 2nd Floor, Greenwich, Connecticut 06830
(c)	Citizenship: The Investment Manager, the Fund and the General Partner are organized under the laws of the State of Delaware. Mr. Lehrman is a United States citizen.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 36162J106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See cover page
(b)	Percent of class: See cover page
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: See cover page
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: See cover page
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Wolf Hill Capital Management, LP

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

Wolf Hill General Partner, LLC

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

Gary Lehrman

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

FAQ

How many GEO (GEO) shares does Wolf Hill report owning?

The filing reports an aggregate beneficial ownership of 3,262,988 shares of GEO common stock.

What percentage of GEO does the reported position represent?

The reported position represents 2.3% of the outstanding class of GEO common stock.

Does Wolf Hill have sole voting or dispositive power over these shares?

No; the filing shows 0 sole voting power and 0 sole dispositive power and reports shared voting and dispositive power for the shares.

Was the stake acquired to influence control of GEO?

The filing includes a certification that the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

Which reporting persons are named in the filing?

The filing names Wolf Hill Capital Management, LP, Wolf Hill General Partner, LLC, and Gary Lehrman as reporting persons.