SEC Form 4 · accession 0001209191-17-053292
CoreCivic, Inc. · CXW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Garfinkle
Officer — EVP & Chief Financial Officer
Period of report
Sep 15, 2017
Accepted (ET)
Sep 19, 2017 · 4:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001070985
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 15, 2017 | M | 6,008 | $22.72 | A | 90,114 | D | |
| Common StockF1 | Sep 15, 2017 | M | 3,992 | $9.13 | A | 94,106 | D | |
| Common StockF2 | Sep 15, 2017 | S | 10,000 | $25.9047 | D | 84,106 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F1,F3 | $22.72 | Sep 15, 2017 | S | 6,008 | D | Feb 20, 2012 | Feb 20, 2018 | Common Stock | 6,008 | 88,098 | D |
| Employee Stock Option (Right to Buy)F1,F3 | $9.13 | Sep 15, 2017 | S | 3,992 | D | Feb 18, 2013 | Feb 18, 2019 | Common Stock | 3,992 | 84,106 | D |
Explanation of responses
- F1As adjusted to reflect an increase in the number of shares underlying the option and a decrease in the per share exercise price of such option as a result of the special dividend paid in connection with our REIT conversion to stockholders of record on April 19, 2013.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $25.90 to $25.95, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
- F3Twenty-five percent (25%) of options granted became exercisable on each of the first, second, third and fourth anniversary of the option grant date. Date Exercisable reflects the first date 100% of each option grant was exercisable (i.e., the fourth anniversary of the option grant date).
Remarks
Exercise of employee stock options and sale of stock acquired upon exercise pursuant to Rule 10b5-1 trading plan.