-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PqrbLKV1C6Peo35mMjO1gM3l+0u4OPlZnSeT+wPIoW2gQ/HjLjgW3ruafFFN6nQa QBsdviOoQFhfRjHDa5pLRg== 0000950144-04-007488.txt : 20040730 0000950144-04-007488.hdr.sgml : 20040730 20040730143751 ACCESSION NUMBER: 0000950144-04-007488 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040730 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORRECTIONS CORP OF AMERICA CENTRAL INDEX KEY: 0001070985 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-FACILITIES SUPPORT MANAGEMENT SERVICES [8744] IRS NUMBER: 621763875 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16109 FILM NUMBER: 04941904 BUSINESS ADDRESS: STREET 1: 10 BURTON HILLS BLVD STREET 2: N/A CITY: NASHVILLE STATE: TN ZIP: 37215 BUSINESS PHONE: 6152633000 MAIL ADDRESS: STREET 1: 10 BURTON HILLS BOULEVARD STREET 2: N/A CITY: NASHVILLE STATE: TN ZIP: 37215 FORMER COMPANY: FORMER CONFORMED NAME: PRISON REALTY TRUST INC DATE OF NAME CHANGE: 19990517 FORMER COMPANY: FORMER CONFORMED NAME: PRISON REALTY CORP DATE OF NAME CHANGE: 19980924 8-K 1 g90161e8vk.htm CORRECTIONS CORPORATION OF AMERICA - FORM 8-K CORRECTIONS CORPORATION OF AMERICA - FORM 8-K
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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): July 30, 2004 (July 30, 2004)

Corrections Corporation of America


(Exact name of registrant as specified in its charter)
         
Maryland   001-16109   62-1763875

 
 
 
 
 
(State or Other Jurisdiction of   (Commission File Number)   (I.R.S. Employer
Incorporation)     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)



 


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Item 7. Financial Statements and Exhibits
Item 11. Temporary Suspension of Trading under Registrant’s Employee Benefit Plans
SIGNATURE
EXHIBIT INDEX
EX-99.1 NOTICE OF BLACKOUT PERIOD


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Item 7. Financial Statements and Exhibits

The following exhibit is filed herewith:

     
99.1
  Notice of Blackout Period to Directors and Executive Officers of Corrections Corporation of America, dated July 30, 2004.

Item 11. Temporary Suspension of Trading under Registrant’s Employee Benefit Plans

     On July 30, 2004, Corrections Corporation of America (the “Company”) sent a notice (the “Notice”) to directors and executive officers of the Company informing them that a blackout period with respect to the Corrections Corporation of America 401(k) Savings and Retirement Plan will be in effect beginning at the close of business on September 23, 2004, and will continue until on or about October 1, 2004. The Company provided the Notice to its directors and executive officers in accordance with Section 306 of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation BTR. On July 30, 2004, the Company received the notice required by Section 101(i)(2)(E) of the Employment Retirement Income Security Act of 1974, as amended.

     A copy of the Notice is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 


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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.
         
Date: July 30, 2004  CORRECTIONS CORPORATION OF AMERICA
 
 
  By:   /s/ Irving E. Lingo, Jr.    
    Irving E. Lingo, Jr.   
    Executive Vice President and
Chief Financial Officer 
 

 


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EXHIBIT INDEX

     
Exhibit No.
  Description
99.1
  Notice of Blackout Period to Directors and Executive Officers of Corrections Corporation of America, dated July 30, 2004.

 

EX-99.1 2 g90161exv99w1.txt EX-99.1 NOTICE OF BLACKOUT PERIOD EXHIBIT 99.1 MEMO TO: All Directors and Executive Officers of Corrections Corporation of America FROM: Scott Craddock Compliance Officer DATE: July 30, 2004 - -------------------------------------------------------------------------------- NOTICE OF BLACKOUT PERIOD TO DIRECTORS AND EXECUTIVE OFFICERS OF CORRECTIONS CORPORATION OF AMERICA (THE "COMPANY") Notice Date: July 30, 2004 - -------------------------------------------------------------------------------- Effective September 30, 2004, the Corrections Corporation of America 401(k) Savings and Retirement Plan (the "Plan") will be replacing two of its current investment options. In preparation for these changes, the Plan will be subject to a blackout period (the "Blackout Period") that will temporarily prevent (i) Plan participants from selling fund shares and exchanging shares between funds and (ii) the Plan from taking certain administrative actions, such as processing a participant's loan application or reallocating a participant's account balance. The Blackout Period is necessary to effect the change in the Plan's current investment options. The Blackout Period will begin at the close of business on September 23, 2004, and end on or about October 1, 2004. Under Section 306(a) of the Sarbanes-Oxley Act of 2002 and Section 101(a) of Regulation BTR, promulgated thereunder, each director and executive officer of the Company subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, is prohibited from, directly or indirectly, purchasing, selling, or otherwise acquiring or transferring any equity security of the Company during the Blackout Period, if the director or executive officer acquired or previously acquired the equity security in connection with his or her service or employment as a director or officer of the Company. Consequently, during the Blackout Period, you may not purchase, sell or otherwise transfer or acquire any equity securities of the Company (or exercise any options) that you acquired in connection with your service as a director or executive officer of the Company. Certain transactions are exempt from this prohibition, including, but not limited to, purchases or sales of Company securities pursuant to a Rule 10b5-1 arrangement (provided such arrangement is not adopted or amended during the Blackout Period) and purchases that occur automatically pursuant to the Plan, if any. The foregoing prohibition is in addition to the restrictions on trading activity under the Company's Insider Trading Compliance Policy. Please note that any security of the Company that you purchase, sell or otherwise transfer during the Blackout Period will be automatically treated as acquired in connection with your service or employment with the Company unless you establish that the securities were acquired from another source and that such identification is consistent with your treatment of the securities for tax purposes and all other disclosure and reporting purposes. If you have any questions about this notice or the Blackout Period, you should contact Scott Craddock, Esq., Assistant General Counsel and Compliance Officer, Corrections Corporation of America, 10 Burton Hills Boulevard, Nashville TN 37215, phone: (615) 263-3036, email: scott.craddock@correctionscorp.com.
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