Form 4: CoreCivic CFO Reports Stock Vesting & Tax Withholding

CoreCivic's EVP & Chief Financial Officer, David Garfinkle, reported the vesting of 62,781 common shares and the subsequent disposition of 41,145 shares for tax obligations.

Summary

• David Garfinkle, EVP & Chief Financial Officer of CoreCivic, Inc. (CXW), reported changes in his beneficial ownership.
• On February 20, 2026, Garfinkle acquired 62,781 shares of common stock at a price of $0.00 per share, likely due to the vesting of restricted stock units.
• Concurrently, on February 20, 2026, 41,145 shares of common stock were disposed of at a price of $16.74 per share to satisfy tax withholding obligations in connection with the vesting.
• Following these transactions, Garfinkle's direct beneficial ownership stands at 397,614 shares of CoreCivic common stock.
• The transactions were made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. While there's a sale of shares, it's for tax purposes related to the vesting of equity, indicating ongoing executive compensation and retention rather than a discretionary sale.

Positives

• The acquisition of 62,781 shares indicates the vesting of equity awards, which is a positive for executive compensation and retention, aligning management interests with shareholder value.

Negatives

• The disposition of 41,145 shares, while for tax purposes, reduces the executive's direct ownership stake, though this is a standard practice.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures for corporate insiders, reflecting changes in their beneficial ownership. The vesting of restricted stock units and subsequent tax-related sales are common occurrences in executive compensation structures across various industries, including the real estate and corrections management sector where CoreCivic operates. The use of a Rule 10b5-1 plan indicates a pre-arranged transaction, reducing the likelihood of it being based on material non-public information.

Related Party Transactions

• The disposition of shares to satisfy tax withholding obligations in connection with the vesting of restricted stock units can be considered a routine related-party transaction between the executive and the issuer.

Stakeholder Impact

• Shareholders: Provides transparency into executive stock ownership changes, which is a standard disclosure. The vesting of shares aligns executive interests with long-term company performance.
• Employees: Reflects standard executive compensation practices, which can influence overall compensation strategies.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation event involving the vesting of restricted stock units and a subsequent sale of shares to cover tax obligations. Such transactions, especially when conducted under a 10b5-1 plan, are generally not indicative of a change in the company's fundamental outlook or the executive's confidence. Therefore, it does not provide new information that would warrant a change in investment recommendation.

Keywords

CoreCivic, CXW, Form 4, Insider Trading, Stock Vesting, Executive Compensation, David Garfinkle, Restricted Stock Units, Tax Withholding, 10b5-1 Plan