Daren M. Swenson
About Daren M. Swenson
Daren M. Swenson, age 56, is Senior Vice President and Chief Corrections Officer at CoreCivic (appointed March 2025). He joined CoreCivic in 1992 and progressed through facility and operational leadership roles including Warden, Managing Director, and Vice President before becoming an executive officer; he holds a B.A. in psychology and sociology (North Dakota State University) and an M.S. in management (Organizational Leadership) from Middle Tennessee State University . Company performance during 2025 (overlapping his tenure as CCO) improved year over year: Q3 2025 revenue rose 18.1% to $580.4 million, net income rose to $26.3 million, and Adjusted EBITDA increased to $88.8 million .
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Revenue ($USD Millions) | $491.6 | $580.4 |
| Net Income ($USD Millions) | $21.1 | $26.3 |
| Adjusted EBITDA ($USD Millions) | $83.3 | $88.8 |
Past Roles
| Organization | Role | Years | Strategic impact / scope |
|---|---|---|---|
| CoreCivic | Senior Vice President & Chief Corrections Officer | Mar 2025–present | Senior executive over corrections operations |
| CoreCivic | Vice President, Core Services | Apr 2024–Mar 2025 | Corporate services leadership |
| CoreCivic | Vice President, Reentry Partnerships & Innovation | Jan 2021–Apr 2024 | Led reentry partnerships and innovation initiatives |
| CoreCivic | Vice President, Community Corrections | Oct 2016–Jan 2021 | Led community corrections operations |
| CoreCivic | Vice President (higher-custody and community safety operations) | Began 2010 | Vice president role spanning community and higher custody safety operations |
| CoreCivic | Warden; Managing Director; earlier roles including Correctional Sergeant | 1992–2010 | Facility and regional leadership; began career as Correctional Sergeant (Prairie CF, Appleton, MN) |
External Roles
- No outside public-company directorships or external roles were mentioned in Mr. Swenson’s executive biography in the 2025 proxy statement .
Fixed Compensation
| Component | Daren M. Swenson (latest disclosed) | Notes / Evidence |
|---|---|---|
| Base salary | Not disclosed (not a 2024 NEO) | Base salaries for executive officers are reviewed in Q2, with adjustments typically effective around July 1; process considers peer data, performance, and internal equity . |
| Target bonus % | Not disclosed (not a 2024 NEO) | Annual cash incentive plan applies to executives; see Performance Compensation . |
| Actual annual bonus | Not disclosed (not a 2024 NEO) | NEO payouts reported in Summary Compensation Table exclude Mr. Swenson . |
Performance Compensation
- Annual Cash Incentive Plan structure (company-wide): Metrics include Adjusted EBITDA, Short-Term Goals, and Strategic Business Goals; payouts are performance-based with a strategic modifier that can increase/decrease outcomes .
- Long-Term Incentive (equity): Mix of time-based and performance-based RSUs; performance RSUs vest over three years based on annual performance criteria (company uses Normalized FFO as a primary financial measure) with a relative TSR modifier (80%–120%) applied to vesting outcomes .
| Incentive type | Metric(s) | Weighting | Target | Actual | Payout | Vesting / Notes |
|---|---|---|---|---|---|---|
| Annual cash incentive | Adjusted EBITDA; Short-Term Goals; Strategic Business Goals | Not disclosed for Swenson | Not disclosed | Not disclosed | Not disclosed | One-year performance period; strategic modifier can alter payout . |
| LTI – Performance RSUs | Normalized FFO with relative TSR modifier | Not disclosed for Swenson | Not disclosed | Not disclosed | 0–>150% subject to metric; rTSR 80%–120% modifier | Three annual performance tranches; vesting contingent each year . |
| LTI – Time-based RSUs | N/A (service-based) | N/A | N/A | N/A | N/A | Vests in equal amounts over three years on the later of grant anniversary or audited financial delivery . |
Company policy preference for RSUs over stock options reduces “all-or-nothing” risk and aligns with long-term performance; the company reports using RSUs rather than options for executive equity awards .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (Form 3 as of event 03/03/2025) | 123,308 common shares, including RSUs |
| Of which: unvested RSUs included | 33,446 RSUs |
| Implied vested common stock | 89,862 shares (123,308 – 33,446), derived from Form 3 |
| Shares outstanding reference (for context) | 105,383,000 common shares outstanding as of Sept 30, 2025 |
| Ownership as % of shares outstanding | ~0.12% (123,308 / 105,383,000), calculated from Form 3 and 10-Q |
| Pledging / Hedging | Prohibited; company policy bans hedging/pledging for executives and reports none of the Board or executive officers engage in such transactions |
| Stock ownership guidelines | Executives must own a fixed number of shares equal to 3x base salary (at hire/promotion) divided by the closing price on that date; five years to comply |
| Compliance status (individual) | Not disclosed for Swenson (NEO compliance table lists CEO/CFO/other NEOs only) |
RSU vesting schedule (from Form 3)
| Tranche | Vesting detail |
|---|---|
| 7,422 RSUs | Vest on February 16, 2026 |
| 12,316 RSUs | Vest in two equal annual installments beginning February 15, 2026 |
| 13,708 RSUs | Vest in three installments; remaining detail truncated in source text |
Employment Terms
| Term | Swenson status | Source / detail |
|---|---|---|
| Plan participation | Covered executive under CoreCivic’s Amended and Restated Executive Severance and Change in Control Plan | |
| Severance (no CIC) | Cash severance equals 1x current base salary for termination without cause or resignation for good reason | |
| Change-in-control (CIC) | Double-trigger cash severance of 2.99x base salary upon qualifying termination in connection with a CIC; lump sum within ~40 days | |
| Equity acceleration | RSUs accelerate upon a change in control (whether or not terminated) and upon death/disability (valued at $21.74/share in 12/31/2024 examples for NEOs) | |
| Plan effective date | Executive Severance and CIC Plan adopted late 2023; effective Jan 1, 2024; replaced individual employment agreements that expired Dec 31, 2023 | |
| Restrictive covenants | Executives sign a Confidentiality, IP and Non-Competition Restrictive Covenants Agreement in connection with Plan participation | |
| Clawback policies | NYSE-compliant Executive Compensation Recoupment Policy (mandatory recoupment after restatement); separate “Adverse Event” recoupment policy (fraud/illegal act/misconduct) | |
| Insider trading controls | No hedging or pledging; trading windows and pre-clearance for Section 16 officers; Rule 10b5-1 plan guidelines include 90–120 day cooling-off for officers | |
| Related-party transactions | Company reports no related party transactions requiring disclosure since the prior fiscal year |
Investment Implications
- Alignment: Ownership is meaningful but modest (~0.12% of shares) with upcoming RSU vesting tranches in 2026; hedging/pledging is prohibited, and stock ownership guidelines target a significant stake over five years, supporting alignment but limiting leverage-driven risk .
- Retention and turnover risk: Multi-year RSU vesting and a double-trigger 2.99x base salary CIC cash severance, plus single-trigger RSU acceleration on CIC, provide retention incentives but could create sale-transaction windfall optics; absence of individual employment agreements (replaced by a standardized plan) simplifies administration and consistency across the team .
- Pay-for-performance linkage: Annual cash incentives tied to Adjusted EBITDA and strategic goals, and LTI built on Normalized FFO with an rTSR modifier, tie a material portion of pay to financial results and relative performance—helpful for pay-for-performance alignment as occupancy, per diem rates, and federal/state populations drive results .
- Execution backdrop: During 2025, CoreCivic delivered strong YoY growth (Revenue +18.1%, Net Income +24.7%, Adjusted EBITDA +6.6% in Q3), while reactivating facilities and scaling federal contracts—an operational context directly relevant to a CCO’s remit .