Current Report Filing (8-k)
November 10 2016 - 6:09AM
Edgar (US Regulatory)
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): November 10, 2016 (November 9, 2016)
CoreCivic, Inc.
(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
Identification No.)
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10 Burton Hills Boulevard,
Nashville, Tennessee 37215
(Address of principal executive offices) (Zip Code)
(615) 263-3000
(Registrants telephone number, including area code)
Corrections Corporation of America
(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))
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Item 3.03.
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Material Modification to Rights of Security Holders.
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On November 9, 2016, Corrections Corporation of
America (the Company) filed Articles of Amendment with the State Department of Assessments and Taxation of the State of Maryland to effect a change of the name of the Company to CoreCivic, Inc.. The Articles of Amendment
are attached hereto as
Exhibit 3.1
and incorporated herein by reference. In connection with the name change, the Company revised its specimen certificate representing shares of the Companys Common Stock. A copy of the revised
specimen certificate is attached hereto as
Exhibit 4.1
and incorporated herein by reference.
Item 5.03.
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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On November 9, 2016, the
Company filed Articles of Amendment effecting the name change with the State Department of Assessments and Taxation of the State of Maryland. The Articles of Amendment are attached hereto as
Exhibit 3.1
and incorporated herein by
reference.
Effective November 9, 2016, the Board of Directors of the Company amended and restated the Companys Bylaws (the Amended and
Restated Bylaws) to reflect the name change. The Amended and Restated Bylaws are attached hereto as
Exhibit 3.2
and incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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(d) The following exhibits are filed as part of this Current Report:
Exhibit 3.1 Articles of Amendment of Corrections Corporation of America
Exhibit 3.2 CoreCivic, Inc. Eighth Amended and Restated Bylaws
Exhibit 4.1 Specimen of certificate representing the Companys Common Stock
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: November 10, 2016
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CORECIVIC, INC.
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By:
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/s/ David Garfinkle
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David Garfinkle
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
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Description
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3.1
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Articles of Amendment of Corrections Corporation of America
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3.2
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CoreCivic, Inc. Eighth Amended and Restated Bylaws
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4.1
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Specimen of certificate representing the Companys Common Stock
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