Exhibit 10.1

CONSULTANT AGREEMENT

THIS CONSULTANT AGREEMENT (the “Agreement”), effective February 1, 2023, is made by and between The GEO Group, Inc. (hereinafter “GEO”, which includes any and all GEO subsidiaries, including but not limited to GEO Care and BI Incorporated (“BI”), their successors and assigns), with a principal place of business at 4955 Technology Way, Boca Raton, Florida 33431, and Ann M. Schlarb (the “Consultant”), who currently resides at 500 S. Ocean Blvd, Unit 1707, Boca Raton, FL 33432 (each a “Party” and, collectively, the “Parties”).

In consideration of the mutual promises herein contained, the sufficiency of which is hereby acknowledged, GEO and Consultant, each intending to be legally bound, agree as follows:

Consultant shall provide consulting services for GEO with respect to residential reentry and electronic monitoring services. Accordingly, Consultant shall be available to provide one or more of the following services (the “Services”), as needed:

This Agreement shall commence on February 1, 2023 and shall continue for three (3) years through January 31, 2026, unless extended by mutual agreement of the Parties in writing or terminated earlier solely as a result of Consultant’s death or disability. Such period, as either extended by mutual agreement in writing or earlier terminated as a result of Consultant’s death or disability, is the “Term.” In the event of a termination of this Agreement as a result of Consultant’s disability, no further compensation for Services shall be owed to Consultant or, in the event of death, to Consultant’s estate.

Consultant shall be compensated for Services, at the rate of $15,000 per month, with payment to be made after submittal of a billing statement at the end of each month. As Consultant is an independent contractor, GEO will not withhold any income, FICA, or other deductions from such compensation, and will not be responsible for paying any payroll, FICA, FUTA, SUTA, or any other federal, state or local taxes, or for making any insurance contributions.

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Consultant shall be solely responsible for, and shall indemnify GEO for and hold GEO harmless against, all such taxes or contributions asserted against GEO, including penalties and interest.

Consultant’s previously-awarded unvested performance shares shall remain active and shall continue to vest as scheduled so long as this Agreement remains active at the end of each performance period. Consultant shall not be eligible for and shall not receive any further performance share awards during the term of this Agreement.

Consultant shall be reimbursed for all reasonable and necessary documented travel and business expenses incurred directly as a result of providing services under this Agreement. All air travel and lodging shall require GEO’s prior approval and authorization in order to qualify for reimbursement hereunder. GEO will provide Consultant with Pre-paid Air Travel at not lower than Business Class Fare Rate (or will reimburse Consultant for expenses incurred on such basis), with travel dates, times and departure/arrival locations as mutually agreed.

During the Term, in the event that Consultant elects to receive COBRA benefits for continuing health insurance provided by the Company, GEO agrees to pay the premiums for such COBRA benefits until the earliest of: (A) the eighteen (18) month anniversary following Consultant’s termination of employment from the Company; and (B) the date Consultant is no longer eligible to receive COBRA continuation coverage.

Consultant agrees that all data, including drawings, designs, prints, photographs, specifications, test data tabulation, completed forms, reports, proposals, and all other information furnished by GEO to Consultant for use in connection with the performance of this Agreement or emanating from the work called for under this Agreement (herein called “GEO Data”) shall be and remain the sole property of GEO. GEO Data that qualifies as Confidential GEO Information (as defined below) provided to Consultant shall be governed by the obligations of confidentiality and restrictions against disclosure contained in this Section and Section 5 of this Agreement. Consultant further agrees that all GEO Data not considered Confidential GEO Information shall be kept in confidence and not disclosed to third parties, excepting that certain data, as appropriate, may be disclosed to appropriate agencies/departments in connection with the performance of this Agreement. Consultant agrees that GEO Data shall not be used for any other purposes or disclosed to any other parties except with the prior written consent of GEO. At the conclusion of the Term, Consultant shall deliver all GEO Data to GEO and shall be fully responsible for the care and protection of GEO Data until such delivery. Consultant will, and will cause Consultant’s employees and, or, agents to (i) wipe clean the device memory on all equipment and machines on which GEO Data is placed, at the time of disposal, sale or recycling, as applicable, and (ii) sanitize storage media, as well as temporary files and back up files on which GEO Data is stored, at the time Consultant’s retention timeframe for archival or audit purposes expires, and shall certify such destruction to GEO in writing. Upon completion of the Term, Consultant shall return and, or, destroy all remaining GEO Data in accordance with Consultant’s record retention and destruction policies.

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“Confidential GEO Information” means any GEO Data or information provided under this Agreement by GEO to Consultant that is commercially valuable, confidential, proprietary, or a trade secret. Confidential GEO Information, however, shall not include information that is or was, at the time of the disclosure: (a) generally known or available to the public; (b) received by Consultant from a third-party; (c) already in Consultant’s possession prior to the date of receipt from Discloser; or (d) independently developed by Consultant. These exceptions apply in each case as long as the information was not delivered to or obtained by Consultant as a result of any breach of this Agreement, Law, or any contractual, ethical, or fiduciary obligation owed to GEO.

Consultant agrees (i) not to disclose Confidential GEO Information to any other person, firm, or entity without first obtaining GEO’s express written consent, and (ii) that at all times Consultant shall use the same standard of care to protect Confidential GEO Information as Consultant uses to protect Consultant’s own confidential information of a similar nature, but not less than a commercially reasonable standard of care. Consultant shall hold all Confidential GEO Information and all GEO Data in trust and confidence for GEO, and shall not use any GEO Data other than for the benefit of GEO. If Consultant becomes subject to a court order for the release of Confidential GEO Information and/or GEO Data, or is otherwise legally compelled to release any information related to GEO, Consultant shall provide GEO with as much advance notice as possible of the information’s prospective release, to the extent permitted by applicable Laws, to enable GEO to petition for protective concealment, or to oppose the disclosure, of the GEO Data and, or, Confidential GEO Information. Consultant further agrees that the unauthorized disclosure of Confidential GEO Information is a material breach of this Agreement that will result in irreparable harm to GEO. In those cases, payment of money damages is inadequate and difficult to ascertain. Consultant agrees, therefore, that GEO is entitled to immediate injunctive relief in any court of competent jurisdiction enjoining any further such breach, and Consultant consents to the entry of judgment for injunctive relief.

Notice of Immunity under the DTSA. An individual may not be held criminally or civilly liable under any federal or state trade secret law for disclosure of a trade secret (i) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; and/or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Additionally, an individual suing an employer for retaliation based on the reporting of a suspected violation of law may disclose a trade secret to his or his attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the individual does not disclose the trade secret except pursuant to court order.

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Consultant shall perform services for GEO as an independent contractor and not as an employee, partner, joint venturer, or agent of GEO. Consultant is not required to work exclusively for GEO, and is free to provide services to any other individuals or entities, and work when and for whom Consultant chooses, so long as Consultant is in compliance with the terms of this Agreement. GEO shall not control or direct the manner or means by which Consultant performs the Services or the time in which the Services are performed. Consultant shall have complete discretion as to the manner in which the Services are performed and the moment in which the Services are performed, except as to the completion time of the Services. Consultant shall only be responsible to GEO as to the results to be accomplished and delivery of the Services by the date of completion set by GEO. GEO will not provide training, instruction, or supervision in the specific hours and details of the Services.

During the Term, Consultant shall continue to have use of GEO’s car that Consultant is currently driving (the (“Company Car”) provided Consultant timely pays GEO $500 per month for the use of the Company Car. At Consultant’s election, the $500 monthly payment can be deducted from the monthly compensation payment set forth in Section 3, above. At the end of the term of the Consulting Agreement, Consultant shall have the right to purchase the Company Car from GEO at its then current residual value pursuant to the terms of the Company’s auto policy.

Consultant will not receive workers’ compensation coverage, group health insurance, or any other employment benefits provided by GEO to its employees. Consultant understands and agrees that Consultant will not be treated as an employee for purposes of “fringe benefits” which may otherwise be provided to employees. “Fringe benefits” shall include, but shall not be limited to, sick pay, holiday pay, vacation pay, bonuses, profit sharing, leave, group term life insurance, disability insurance, pension benefits, death benefits, accident insurance, and any other benefits ordinarily provided by GEO to its employees.

It shall be the responsibility of Consultant to perform all services assigned hereunder in conformity and strict compliance with all applicable laws, rules and regulations of the United States and the several states, and any foreign country, including but not limited to compliance with the Foreign Corrupt Practices Act of the United States. During the Term of this Agreement and notwithstanding anything contained herein to the contrary regarding Consultant’s duties as provided under this Agreement, the parties hereto agree that this Agreement does not in any way create the relationship of joint venture, partnership, employment, or principal and agent between GEO and Consultant.

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Unless expressly or specifically authorized in writing executed by both parties hereto, neither party shall act or attempt to act, or represent themselves, directly or by implication, as agent for the other or in any manner assume or create, or attempt assume or create any obligation on behalf or in the name of the other party.

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The restrictive covenants of this Section 7 may be enforced by any successor or assignee of GEO. In addition, the prevailing party in any litigation regarding an alleged breach of the restrictive covenants of this Section 7 shall be entitled to reasonable attorney’s fees and costs. This agreement is enforceable by GEO and by its subsidiaries and affiliates. The covenants of this Section 7 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of Consultant against GEO, whether predicated upon this Agreement or otherwise, shall not constitute a defense to the enforcement by GEO of the covenants of this Section 7.

GEO has fully performed all obligations entitling it to the covenants of this Section, and such covenants are therefore not executory or otherwise subject to rejection under the Bankruptcy Code. The failure or the refusal of GEO to enforce the covenants of this Section 7 against any other independent contractor will not constitute a waiver or estoppel defense to the enforcement of the covenants against Consultant. The restricted periods contained in this Section 7 shall be tolled during any period of time in which Consultant is in violation of covenants of this Section 7.

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With the exception of the post-termination covenants contained in the July 14, 2014 Senior Officer Employment Agreement between the Parties and the Amendment, which shall continue in full force and effect in accordance with their terms, this instrument contains the entire agreement between the parties hereto with respect to the transactions contemplated herein and may not be modified or amended except by the mutual written agreement of the parties.

Notwithstanding the terms of this Agreement, nothing in this Agreement shall reduce Consultant’s rights to receive Consultant’s benefits under the GEO Group, Inc. Senior Officer Retirement Plan (the “SORP”) and Consultant’s monthly retirement benefit under the SORP shall reflect and be consistent with the terms and conditions set forth in the letter from GEO to Consultant dated March 18, 2022. In addition, Consultant’s 2022 annual performance award payable pursuant to the terms of the GEO Senior Management Performance Award Plan (the “Performance Award Plan”) shall be paid to Consultant at the same time and in the same amount (and calculated using the same methodology (including any applicable multiplier)) as it would have been paid had Consultant remained employed with GEO at the time awards are paid to the other participants in the Performance Award Plan.

This Agreement shall be construed and enforced in accordance with the laws of the State of Florida. In the event of any litigation between the parties regarding or pertaining to this agreement, the exclusive venue for all such litigation shall be in West Palm Beach, Florida. The prevailing party in any litigation arising out of this Agreement shall be entitled to all available legal and equitable relief and shall be entitled to recover reasonable attorney’s’ fees and costs of litigation. The rights, responsibilities, and duties of the Parties and the covenants contained in this Agreement shall continue to bind the Parties and shall continue in full force and effect until each and every obligation of the Parties shall have been full performed.

Consultant may not assign Consultant’s rights, duties and obligations hereunder without written consent of GEO, which consent shall not be unreasonably withheld. GEO may freely assign this Agreement to any purchaser of equity or assets and Consultant hereby consents to such assignment.

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If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions of this Agreement will remain in full force and effect. The Parties intend all provisions of this Agreement to be enforced to the fullest extent permitted by law. Accordingly, should a determination be made that the scope of any provision is too broad to be enforced as written, the Parties intend that the provision should be reformed to such narrower scope as it determines to be enforceable. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such invalid, illegal, or unenforceable provision will be severed from the remainder of this Agreement, and the remainder of this Agreement will be enforced.

In addition, the invalid, illegal, or unenforceable provision will be deemed to be automatically modified, and, as so modified, to be included in this Agreement, such modification being made to the minimum extent necessary to render the provision valid, legal and enforceable. Notwithstanding the foregoing, however, if the severed or modified provision concerns all or a portion of the essential consideration to be delivered under this Agreement by one Party to the other, the remaining provisions of this Agreement will also be modified to the extent necessary to equitably adjust the Parties’ respective rights and obligations hereunder.

No waiver of any breach of this Agreement will be a waiver of any preceding or succeeding breach, and no waiver shall be effective unless in writing. No waiver of any right under this Agreement will be construed as a waiver of any other right. Failure of GEO to enforce or otherwise act with respect to any of its rights hereunder or with respect to any other independent contractor shall not be construed as a waiver, nor prevent GEO from thereafter enforcing strict compliance with any and all terms of this Agreement.

This agreement may be executed in two or more counterparts, each of which shall be considered one and the same instrument.

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IN WITNESS WHEREOF, the undersigned authorized parties affix their signatures effective the date first written above.

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