Joe Negron
About Joe Negron
Joe Negron, age 63, serves as Senior Vice President, Legal Services, General Counsel and Corporate Secretary at The GEO Group and has been with GEO since December 2018 (SVP GC & Secretary effective January 2019; SVP Legal Services effective December 2022) . He holds a BA from Stetson University, a JD from Emory University School of Law, and an MPA from Harvard University . Company performance metrics that inform executive pay show strong outcomes: 2024 revenue was $2.42B and Adjusted EBITDA $463.5M, with GEO shares rising from $10.76 to $27.98 in 2024 ; the 2022–2024 performance equity cycle delivered 200% payouts on both Relative TSR (100th percentile, 272.8% TSR) and ROCE (14.0%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Florida Legislature | President of the Florida Senate; House and Senate Appropriations Chair | 15 years | Oversight of state appropriations; legislative leadership |
| Akerman LLP (and other Florida law firms) | Litigation practice (business law, complex corporate/commercial litigation) | ~30 years | Led complex litigation; corporate legal advisory expertise |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| State of Florida | President of the Florida Senate | Final legislative term | Led upper chamber and budget processes |
Fixed Compensation
| Metric | 2021 | 2025 |
|---|---|---|
| Base Salary ($) | $424,360 | Not disclosed for Negron in proxy (not an NEO) |
| Target Annual Bonus (% of Salary) | 75% (Senior Vice Presidents plan target) — plan framework reference | 75% (Senior Vice Presidents) |
Notes: GEO’s annual cash incentive plan targets are set on Adjusted EBITDA (65%) and Revenue (35%), with straight-line multipliers: 90% of target performance pays 50%, 100% pays 100%, 110% pays 200% .
Performance Compensation
| Metric | Weight | Target | Actual (Company) | Payout | Vesting |
|---|---|---|---|---|---|
| Relative TSR (2022–2024 cycle) | 50% | P50 percentile | 100th percentile TSR; 272.8% | 200% of target | End of 3-year period (Dec 31, 2024); vesting upon Committee certification |
| ROCE (2022–2024 cycle) | 50% | 9% | 14.0% | 200% of target | End of 3-year period (Dec 31, 2024); vesting upon Committee certification |
| Annual Cash Incentive (2024, corporate results) | 65% EBITDA / 35% Revenue | EBITDA: $483.9M; Revenue: $2,425.0M | EBITDA: $463.5M (95.8%); Revenue: $2,426.3M (100.1%) | Weighted corporate payout 94.7% | Paid following year per plan |
Negron’s 2022 performance-based equity grant: 100,000 shares authorized on March 1, 2022 (approved value $655,000 at $6.55 closing price); metrics split 50% Relative TSR and 50% ROCE; payout range 30–200%; vesting scheduled March 15, 2025 subject to achieving targets and Committee certification . The plan includes a TSR “governor” capping TSR payouts at 100% if absolute TSR is negative over the 3-year period .
2025 LTIP change: Senior management awards now 50% time-based (3-year vest) and 50% performance-based (TSR/ROCE), with performance payout cap reduced to 180% (from 200%) .
Equity Ownership & Alignment
| As-of Date | Total Beneficial Ownership (Shares) | % of Shares Outstanding | Vested vs Unvested Detail | Pledging |
|---|---|---|---|---|
| March 7, 2022 | 203,750 | <1% | Footnote indicates Negron held 203,750 unvested restricted shares with voting rights counted; vested balance not disclosed | Company prohibits pledging absent waiver; no waiver disclosed for Negron |
Stock ownership guidelines: CEO 6× base salary; other executive officers (incl. SVPs) 3× base salary; guidelines count actual shares, vested/unvested restricted shares, and unvested performance shares at threshold; executives must meet within 5 years; GEO discloses executives are compliant or within allowed time .
Employment Terms
| Term | Detail |
|---|---|
| Employment start date and current role | Joined December 2018; SVP GC & Corporate Secretary effective January 2019; SVP Legal Services effective December 2022 |
| Contract structure | Senior officer employment agreement with rolling two-year term until age 67 |
| Severance (no cause) | Two years of then-current base salary, two years continuation of employee benefits, auto transfer/lease residual paid, immediate vesting of unvested stock options and restricted stock; performance-based restricted stock vests only if goals are certified |
| Potential payments as of 12/31/2021 | $924,020 upon termination by Company without cause (Negron does not have “good reason” right) |
| Change-of-control | No single-trigger CIC payments; payments only if terminated without cause or for good reason in connection with CIC; “good reason” rights apply only to certain executives (not Negron) |
| Non-compete & covenants | Non-competition for two years post-termination; confidentiality and work product provisions |
| Clawback | 2023 compensation recovery policy compliant with SEC/NYSE: recovers excess incentive-based compensation after restatement over prior three fiscal years |
| Hedging/pledging | Hedging and short sales prohibited; pledging or margin accounts prohibited without waiver; waiver noted for former CEO Evans, none disclosed for Negron |
Investment Implications
- Pay-for-performance alignment: Negron’s incentives are tied to objective corporate metrics — annual cash (Adjusted EBITDA 65%/Revenue 35%) and performance equity (TSR/ROCE), with demonstrated strong company outcomes (200% payout on 2022–2024 TSR/ROCE cycle; 2024 annual plan paid at 94.7%) supporting alignment .
- Shift in risk profile: The 2025 LTIP move to 50% time-based stock and capping performance at 180% reduces at-risk pay and may modestly increase guaranteed comp stability, potentially lowering immediate sell pressure on vest dates while tempering upside leverage — neutral to slightly conservative from a trading signal standpoint .
- Retention risk mitigants: Two-year non-compete, two-year severance and benefit continuation, and immediate vesting provisions upon certain terminations reduce voluntary departure risk and provide continuity in GEO’s legal and compliance leadership .
- Skin-in-the-game: Historical ownership shows Negron with >200k shares (unvested restricted) as of 2022, below 1% of shares outstanding; combined with GEO’s ownership guidelines (3× salary for SVPs), alignment appears adequate with no pledging disclosed — a positive governance signal .
- Governance backdrop: Say-on-pay improved to ~95% approval in 2024 (from ~72% in 2023), reflecting investor support for compensation reforms and executive transitions — supportive for perceived compensation quality and oversight .