UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 22, 2008 (August 21, 2008)
Corrections Corporation of America
(Exact name of registrant as specified in its charter)
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| Maryland
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001-16109
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62-1763875 |
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| (State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer |
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Identification No.) |
10 Burton Hills Boulevard, Nashville, Tennessee 37215
(Address of principal executive offices) (Zip Code)
(615) 263-3000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
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| Item 5.02. |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 21, 2008, Corrections Corporation of America (the “Company”) and John D. Ferguson,
Chairman of the Board of Directors and Chief Executive Officer of the Company, entered into an
amendment to Mr. Ferguson’s employment agreement to reflect Mr. Ferguson’s current positions with
the Company. The amendment is attached hereto as Exhibit 10.1 and is incorporated herein
in its entirety by this reference.
On August 21, 2008, the Company entered into amended and restated employment agreements with
each of Damon T. Hininger and Anthony L. Grande in connection with their previously disclosed
appointments as President and Chief Operating Officer and Executive Vice President and Chief
Development Officer, respectively, of the Company. Mr. Hininger’s amended and restated employment
agreement amends his previous agreement with the Company to reflect his new position as President
and Chief Operating Officer and increases his base salary to $325,000 per year, which shall be
reviewed on an annual basis by the Company’s Board of Directors. Mr. Grande’s amended and restated
employment agreement amends his previous agreement with the Company to reflect his new position as
Executive Vice President and Chief Development Officer and increases his base salary to $270,000,
which shall be reviewed on an annual basis by the Company’s Board of Directors. The foregoing
descriptions do not purport to be complete and are qualified in their entirety by reference to the
amended and restated employment agreements of Mr. Hininger and Mr. Grande, which are attached
hereto as Exhibit 10.2 and Exhibit 10.3, respectively.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 10.1 |
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First Amendment to Second Amended and Restated Employment
Agreement,
dated as of August 21, 2008, with John D. Ferguson. |
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| 10.2 |
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First Amended and Restated Employment Agreement, dated as of
August 21,
2008, with Damon T. Hininger. |
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| 10.3 |
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First Amended and Restated Employment Agreement, dated as of
August 21,
2008, with Anthony L. Grande. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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| Date: August 22, 2008 |
CORRECTIONS CORPORATION OF AMERICA
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By: |
/s/ Todd J Mullenger
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Todd J Mullenger |
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Executive Vice President and
Chief Financial Officer |
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