Every material Form 8-K GEO Group has filed with the SEC since May 07, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
GEO Group reported third-quarter 2026 revenue of $761.1 million, up 12% from a year earlier, and adjusted net income of $51.8 million, up 48%. GAAP net income fell to $49.2 million from $173.9 million, which included a prior-year gain on asset divestitures. The company raised its full-year 2026 guidance for net income, adjusted net income and adjusted EBITDA, and disclosed a $950 million sale of the Adelanto Complex to ICE.
Q3 2026 revenue was $761.1 million versus $682.3 million in Q3 2025; GAAP diluted EPS was $0.37 versus $1.24
Q3 2026 adjusted net income was $51.8 million, or $0.39 per diluted share, versus $35.0 million, or $0.25, a year earlier
FY26 adjusted net income guidance raised to $185 million to $190 million ($1.40 to $1.44 per diluted share); adjusted EBITDA guidance raised to $568 million to $573 million
Share repurchase authorization raised by $750 million to $1.25 billion; about $1.07 billion remained available as of November 5, 2026
GEO Group delivered a notice to redeem all $650.0 million of its 8.625% Senior Secured Notes due 2029, at about $678 million plus accrued interest, on October 15, 2026. The company said it will fund the redemption with net proceeds from recently announced asset sales. A new credit agreement extends the $550.0 million revolving facility to July 14, 2031 and allows unlimited share repurchases if the total leverage ratio is 2.25 to 1.00 or lower, which matters to shareholders because it expands the company's capacity to buy back stock.
Redemption of $650.0 million 2029 Senior Secured Notes at $1,043.13 per $1,000 principal, about $678 million, on October 15, 2026
Amended and Restated Credit Agreement closed October 5, 2026; $550.0 million revolver maturity extended to July 14, 2031
Share repurchases permitted without limit if pro forma total leverage ratio is 2.25 to 1.00 or lower and no default exists
Board approved a $750 million increase in the share repurchase program, from $500 million to $1.25 billion, effective through December 31, 2029
GEO Group sold three Adelanto, California facilities totaling 2,644 beds to the Department of Homeland Security for $950 million, and expects about $705 million in net proceeds after taxes and fees. Its board also raised the share repurchase authorization by $750 million to $1.25 billion, and the company plans to use the proceeds to reduce debt, repurchase shares and for general corporate purposes, which matters to shareholders because it changes how capital will be deployed.
Adelanto West (1,280 beds), Adelanto East (660 beds) and Desert View Annex (704 beds) sold for $950 million; the sale was completed concurrently with the October 2, 2026 agreement.
Company anticipates about $705 million in net proceeds after federal and state taxes and transaction fees and expenses.
GEO expects to keep providing support services under its ICE contract, which runs through December 19, 2034, including the current term ending December 19, 2029 and a five-year option period; ICE can terminate for non-appropriation or conve
Repurchase authorization increased from $500 million to $1.25 billion, effective through December 31, 2029; no definitive agreement or timeline exists for other facility sales to ICE.
GEO Group reported second-quarter 2026 revenue of $732.1 million, up 15% from a year earlier, and net income attributable to GEO Operations of $47.5 million, or $0.36 per diluted share, up from $0.21. The company raised its full-year 2026 net income and Adjusted EBITDA guidance and issued third- and fourth-quarter guidance, which shareholders can use to gauge expected earnings through year-end.
Q2 2026 revenue was $732.1 million versus $636.2 million in Q2 2025; net income attributable to GEO Operations was $47.5 million ($0.36 per diluted share) versus $29.1 million ($0.21).
Full-year 2026 net income guidance was raised to $168 million-$175 million ($1.27-$1.32 per diluted share); Adjusted EBITDA guidance was raised to $550 million-$560 million.
Third-quarter 2026 net income is expected at $45 million-$48 million; fourth-quarter 2026 net income at $37 million-$41 million.
GEO repurchased about 1.6 million shares for $36.6 million in Q2 2026, leaving about $323 million of repurchase authorization.
GEO Group reported first-quarter 2026 revenue of $705.2 million, up 17% from a year earlier, and net income attributable to GEO Operations of $38.3 million, or $0.29 per diluted share, versus $0.14 a year earlier. The company raised its full-year 2026 guidance for revenue, net income per share and Adjusted EBITDA, which points to stronger expected earnings for shareholders.
Q1 2026 revenue of $705.2 million, up from $604.6 million in Q1 2025
Q1 2026 Adjusted EBITDA of $131.4 million, up 32% from $99.8 million
FY2026 guidance raised to $2.95-$3.10 billion revenue, $1.15-$1.25 diluted EPS and $525-$545 million Adjusted EBITDA
Q2 2026 guidance of $0.25-$0.29 diluted EPS on quarterly revenue of $715-$725 million; company repurchased about 3.6 million shares for $50 million in Q1
GEO Group said Chief Financial Officer Mark Suchinski will leave his position effective March 31, 2026, to relocate out of state and take a job in another industry. Shayn March, the company's Executive Vice President, Finance and Treasurer with 17 years at GEO, was appointed Senior Vice President and Chief Financial Officer effective April 1, 2026. The filing contains no financial results or guidance, so the change is a leadership transition rather than a measure of operating performance.
Mark Suchinski's last day as CFO is March 31, 2026; he notified the company on February 27, 2026
Shayn March takes the CFO role effective April 1, 2026, under a two-year employment agreement
March's base salary is $650,000, with a target annual performance award of 100% of base salary
March received an initial grant of 12,175 shares of restricted stock subject to performance-based vesting
GEO Group said CEO J. David Donahue will retire effective February 28, 2026, and founder George C. Zoley, currently Executive Chairman, will become Chairman and Chief Executive Officer effective March 1, 2026. Donahue will receive separation payments and a consulting fee through February 28, 2028, and Zoley's new employment agreement sets a $1,200,000 base salary with incentive awards tied to that salary, which shareholders can review in the filing.
J. David Donahue's retirement is effective February 28, 2026; he notified the company on February 6, 2026.
George C. Zoley's employment agreement runs through April 2, 2029 and sets a base salary of $1,200,000.
Zoley's target annual performance award is 200% of base salary, and his annual equity award has a grant date fair value of at least 300% of base salary.
Donahue will receive $104,167 per month under a consulting agreement from March 1, 2026 through February 28, 2028.
GEO Group reported fourth quarter 2025 revenue of $707.7 million, up from $607.7 million a year earlier, and net income attributable to GEO of $31.8 million, or $0.23 per diluted share, compared with $0.11 a year earlier. The company also issued initial 2026 guidance calling for GAAP net income of $0.99 to $1.07 per diluted share on revenue of $2.9 billion to $3.1 billion, which is below full-year 2025 GAAP EPS of $1.82 that included a $232.4 million pre-tax asset divestiture gain.
Q4 2025 revenue $707.7 million vs $607.7 million in Q4 2024; EPS $0.23 vs $0.11 per diluted share
Full-year 2025 GAAP EPS $1.82 includes a $232.4 million pre-tax gain on asset divestitures; adjusted EPS was $0.86
2026 guidance: GAAP EPS $0.99 to $1.07 and Adjusted EBITDA $490 million to $510 million; Q1 2026 EPS $0.17 to $0.19
At year-end 2025 cash was about $70 million and total debt about $1.65 billion; Q4 buybacks totaled $49.0 million with $409.4 million of authorization remaining
On January 20, 2026, GEO Group entered a third amendment to its credit agreement, raising revolving credit commitments from $450 million to $550 million. The amendment also lowers the incremental borrowing capacity GEO may request later from $250 million to $150 million, a change that tightens that future option.
Revolving credit facility commitments increased from $450 million to $550 million, effective January 20, 2026.
Incremental amount GEO may request later decreased from $250 million to $150 million.
Lenders include Citizens Bank, N.A., the administrative agent; GEO announced the closing in a January 22, 2026 press release.
Executive Chairman George C. Zoley said the upsize provides enhanced balance sheet flexibility.
On November 13, 2025, GEO Group and GEO Corrections Holdings entered a Second Amendment to their Credit Agreement with Citizens Bank, N.A. as administrative agent. The amendment removes the 3.00 to 1.00 total leverage ratio hurdle from one-half of a $150.0 million general carve-out for restricted payments, which gives the company more flexibility to make such payments under the agreement.
Amendment dated November 13, 2025, filed as Exhibit 10.1
Removes 3.00 to 1.00 total leverage ratio hurdle from one-half of the $150.0 million general carve-out for restricted payments
Citizens Bank, N.A. serves as administrative agent; the filing discloses no new borrowing amount
GEO Group reported third-quarter 2025 revenue of $682.3 million, up from $603.1 million a year earlier, and GAAP net income of $1.24 per diluted share, up from $0.19, helped by a $232.4 million pre-tax gain on asset divestitures. It also updated full-year 2025 guidance and raised its share repurchase authorization to $500 million, extended to December 31, 2029. For shareholders, buyback capacity increases, while reported profit also includes a $37.7 million litigation-related charge.
Q3 2025 revenues were $682.3 million versus $603.1 million in Q3 2024.
Q3 GAAP net income attributable to GEO was $1.24 per diluted share; adjusted net income was $0.25 per diluted share versus $0.21 a year earlier.
Q3 results include a $232.4 million pre-tax gain on asset divestitures and $37.7 million in pre-tax non-cash contingent liability and litigation costs tied to the Nwauzor Case.
On November 4, 2025, the Board raised the share repurchase authorization to $500 million and extended it to December 31, 2029; about $458.4 million was available as of November 6, 2025.
The GEO Group reported second-quarter 2025 revenue of $636.2 million, up from $607.2 million a year earlier, and net income attributable to the company of $29.1 million, or $0.21 per diluted share, compared with a loss of $32.5 million a year earlier. Its board approved a $300 million share repurchase program on August 4, 2025, and the company updated full-year 2025 guidance and issued guidance for the third and fourth quarters. Adjusted EBITDA was slightly lower at $118.6 million versus $119.3 million, so the buyback is a significant capital allocation decision for shareholders.
Q2 2025 revenue of $636.2 million vs. $607.2 million in Q2 2024; net income attributable to GEO of $29.1 million ($0.21 per diluted share) vs. a loss of $32.5 million ($0.25 per share)
Q2 2025 Adjusted EBITDA of $118.6 million vs. $119.3 million; adjusted net income of $0.22 per diluted share vs. $0.23
Board approved a share repurchase program of up to $300 million on August 4, 2025, expiring June 30, 2028; GEO is not obligated to buy any specific amount
Q3 2025 Adjusted EBITDA guidance of $115 million to $125 million; Q4 2025 guidance of $132 million to $147 million; full-year 2025 net income guidance includes a $228 million gain on the Lawton Facility sale
On July 14, 2025, GEO Group amended its credit agreement, raising revolving credit commitments from $310 million to $450 million, extending maturity to July 14, 2030, and lowering the SOFR-based interest spread by 0.50%. The company repaid $132 million of Term Loan B before the closing and expects Lawton facility sale proceeds to repay the remaining Term Loan B, which it says should reduce total net debt to about $1.47 billion. A separate change accelerated the vesting of Executive Chairman George Zoley's 207,862-share restricted stock award to July 17, 2025.
Revolver commitments increased from $310 million to $450 million; maturity extended from April 15, 2029 to July 14, 2030
Interest spread on SOFR-based revolving loans is 2.75%, down 0.50% from the prior 3.25%
$132 million of Term Loan B repaid before the amendment closed; Lawton Correctional Facility sale expected to close July 25, 2025
Zoley's 207,862-share special award vests July 17, 2025 instead of March 3, 2026
GEO Group amended executive chairman George Zoley's employment agreement, extending his term to April 2, 2029 and raising his target bonus and target stock award from 100% to 150% of base salary. The Compensation Committee also raised CEO J. David Donahue's target bonus and target stock award from 100% to 150% of his base salary, citing the company's business opportunities and the executives' experience.
Zoley's term as Executive Chairman extended from June 30, 2026 to April 2, 2029
Zoley's target bonus and target stock award raised from 100% to 150% of base salary; amendment dated July 7, 2025
Committee approved Donahue's target bonus and target stock award increase from 100% to 150% of base salary on July 3, 2025
GEO Group entered into an agreement on June 3, 2025 to sell its Lawton Correctional Facility in Oklahoma to the State of Oklahoma for $312 million, with closing and operational transfer expected on July 25, 2025. The company said it expects to use the net proceeds to pay down debt and for general corporate purposes, and its executive chairman called the sale a significant deleveraging event.
Sale price is $312 million for the Lawton Correctional Facility in Lawton, Oklahoma.
Closing and transition of operations to the Oklahoma Department of Corrections are expected on July 25, 2025, subject to closing conditions.
Net proceeds are expected to be used to pay down debt and for general corporate purposes.
The Oklahoma Department of Corrections is currently a GEO customer; the agreement may be considered a material contract.
The GEO Group reported first quarter 2025 revenue of $604.6 million, down slightly from $605.7 million a year earlier, and net income attributable to GEO of $0.14 per diluted share, unchanged from a year earlier. Adjusted EBITDA fell to $99.8 million from $117.6 million, and the company updated its full-year 2025 guidance and gave second-quarter guidance, citing higher overhead and capital spending in the first half. The filing does not state the prior guidance figures, so the direction of the update cannot be compared.
Q1 2025 revenue $604.6 million vs. $605.7 million in Q1 2024; net income attributable to GEO $19.6 million, or $0.14 per diluted share, vs. $22.7 million, or $0.14, a year earlier
Q1 2025 Adjusted EBITDA $99.8 million vs. $117.6 million in Q1 2024
Full-year 2025 guidance: $0.77 to $0.89 per diluted share, revenue of approximately $2.53 billion, Adjusted EBITDA $465 million to $490 million
Q2 2025 guidance: $0.15 to $0.17 per diluted share, revenue $615 million to $625 million, Adjusted EBITDA $110 million to $114 million; net debt at March 31, 2025 was approximately $1.68 billion
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every GEO Group filing is on SEC EDGAR ↗. 8-K briefs of other companies →