SEC FORM
4/A
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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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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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). |
1. Name and Address of Reporting Person*
| ONE PARK PLACE, SUITE 700 |
| 621 NW 53RD STREET |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
GEO GROUP INC
[ GGI ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year)
05/06/2004
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
05/07/2004
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option |
$23.09
|
05/06/2004 |
05/06/2004 |
A |
|
3,500 |
|
05/06/2004 |
05/06/2014 |
Common Stock |
3,500 |
$23.09
|
3,500 |
D |
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| Stock Option |
$7.875
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|
|
|
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05/04/2000 |
05/04/2010 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$11.95
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|
|
|
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05/03/2001 |
05/03/2011 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$15.9
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|
|
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05/02/2002 |
05/02/2012 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$14
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|
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05/01/2003 |
05/01/2013 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$13.75
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04/27/1995 |
04/27/2005 |
Common Stock |
1,000 |
|
1,000 |
D |
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| Stock Option |
$22.625
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04/25/1996 |
04/25/2006 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$16.875
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04/24/1997 |
04/24/2007 |
Common Stock |
1,000 |
|
1,000 |
D |
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| Stock Option |
$26.125
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|
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04/23/1998 |
04/23/2008 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Stock Option |
$18.375
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05/06/1999 |
05/06/2009 |
Common Stock |
2,000 |
|
2,000 |
D |
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| Explanation of Responses: |
| Remarks: |
|
|
/s/ Benjamin R. Civiletti BY: Kenneth J. Mendell as Attorney-in-Fact |
05/10/2004 |
|
** 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. |
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned's hereby makes,
constitutes and appoints John J. Bulfin or Kenneth J. Mendell as the
undersigned's true and lawful attorney-in-fact, with full power and
authority as hereinafter described on behalf of and in the name, place and
stead of the undersigned to:
(1) prepare, execute, acknowledge,
deliver and file Forms 3, 4, and 5 (including any amendments thereto) with
respect to the securities of The GEO Group, Inc., a Florida corporation
(the "Company"), with the United States Securities and Exchange Commission,
any national securities exchanges and the Company, as considered necessary
or advisable under Section 16(a) of the Securities Exchange Act of 1934 and
the rules and regulations promulgated thereunder, as amended from time to
time (the "Exchange Act");
(2) seek or obtain, as the undersigned's
representative and on the undersigned's behalf, information on transactions
in the Company's securities from any third party, including brokers,
employee benefit plan administrators and trustees, and the undersigned
hereby authorizes any such person to release any such information to the
undersigned and approves and ratifies any such release of information; and
(3) perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned
acknowledges that:
(1) this Power of Attorney authorizes, but does not
require, such attorney-in-fact to act in their discretion on information
provided to such attorney-in-fact without independent verification of such
information;
(2) any documents prepared and/or executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney will be in such form and will contain such information and
disclosure as such attorney-in-fact, in his or her discretion, deems
necessary or desirable;
(3) neither the Company nor such
attorney-in-fact assumes (i) any liability for the undersigned's
responsibility to comply with the requirement of the Exchange Act, (ii) any
liability of the undersigned for any failure to comply with such
requirements, or (iii) any obligation or liability of the undersigned for
profit disgorgement under Section 16(b) of the Exchange Act; and
(4)
this Power of Attorney does not relieve the undersigned from responsibility
for compliance with the undersigned's obligations under the Exchange Act,
including without limitation the reporting requirements under Section 16 of
the Exchange Act.
The undersigned hereby gives and grants the
foregoing attorney-in-fact full power and authority to do and perform all
and every act and thing whatsoever requisite, necessary or appropriate to
be done in and about the foregoing matters as fully to all intents and
purposes as the undersigned might or could do if present, hereby ratifying
all that such attorney-in-fact of, for and on behalf of the undersigned,
shall lawfully do or cause to be done by virtue of this Limited Power of
Attorney.
This Power of Attorney shall remain in full force and effect
until revoked by the undersigned in a signed writing delivered to such
attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused
this Power of Attorney
to be executed as of this 6th day of May, 2004.
/s/ Benjamin R. Civiletti
_________________________________
Signature
Benjamin R.
Civiletti
_________________________________
Print Name
STATE OF FLORIDA
COUNTY OF PALM BEACH
On this 6th day of May, 2004, Benjamin R. Civiletti personally appeared
before me, and acknowledged that he executed the foregoing instrument for
the purposes therein contained.
IN WITNESS WHEREOF, I have hereunto
set my hand and official seal.
/s/ Rosa
Suarez
_________________________________
Notary Public
ROSA SUAREZ: Notary Public State of Florida
My Commission Expires
Sep 4, 2006
Commission # DD147751
Bonded By National Notary
Assn.
_________________________________
My Commission
Expires:
