FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR OFFICER EMPLOYMENT AGREEMENT
Exhibit 10.32
FIRST AMENDMENT TO
AMENDED AND RESTATED SENIOR OFFICER EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR OFFICER EMPLOYMENT AGREEMENT (this
“Amendment”) is entered into effective the 1st day of March, 2011 by and between The GEO
Group, Inc., a Florida Corporation, (the “Company”) and Xxxxx X. Xxxxxxxxx (the “Employee”).
WITNESSETH:
WHEREAS, the Company and the Employee (collectively the “Parties”) have previously entered
into an Amended and Restated Senior Officer Employment Agreement effective as of December 31, 2008
(the “Employment Agreement”); and
WHEREAS, the Parties wish to amend the Employment Agreement as provided herein to employ the
Employee in accordance with the provisions herein.
NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, and
for other valuable consideration the receipt and adequacy of which is hereby acknowledged, the
Parties hereby agree as follows:
1. Section 4.A.of the Employment Agreement is deleted in its entirety and replaced with the
following:
“Annual Base Salary. The Employee shall be paid an annual base salary of $500,000 (as such
may be amended from time to time, the “Annual Base Salary”). The Company may increase the
Annual Base Salary paid to the Employee in an amount to be determined by the Chief Executive
Officer of the Company. The Annual Base Salary shall be payable at such regular times and
intervals as the Company customarily pays its employees from time to time.”
2. Section 7.A.(iv) of the Employment Agreement is deleted in its entirety and replaced with
the following:
“Termination Stock Options and Restricted Stock. All of the outstanding unvested stock
options and restricted stock granted to the Employee prior to termination will fully vest
immediately upon termination, provided however, that any restricted stock that is still
subject to performance based vesting at the time of such termination shall only vest when
and to the extent the Compensation Committee of the Board certifies that the performance
goals are actually met.”
Except as otherwise specifically amended herein, the terms and provisions of the Employment
Agreement remain in full force and effect. This Amendment may be executed in counterparts.
[SIGNATURES ON THE FOLLOWING PAGE]
IN WITNESS WHEREOF, the Parties hereto have executed and delivered this Amendment under seal
as of the date first above written.
| THE GEO GROUP, INC. |
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| By: | /s/ Xxxxxx X. Xxxxx | |||
| Name: | Xxxxxx X. Xxxxx | |||
| Title: | Chairman and Chief Executive Officer | |||
| EMPLOYEE |
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| By: | /s/ Xxxxx X. Xxxxxxxxx | |||
| Name: | Xxxxx X. Xxxxxxxxx | |||
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