8-K

Date: April 10, 2026

CORECIVIC, INC.

/s/ David M. Garfinkle

David M. Garfinkle

Executive Vice President and Chief Financial Officer

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): April 10, 2026

CoreCivic, Inc.

(Exact name of registrant as specified in its charter)

Maryland

001-16109

62-1763875

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


5501 Virginia Way, Brentwood, Tennessee		37027
(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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange

on which registered

Common Stock

CXW

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01.

Entry into a Material Definitive Agreement.

On April 10, 2026, CoreCivic, Inc., a Maryland corporation (the “Company”), entered into a Second Amendment to Fourth Amended and Restated Credit Agreement dated as of April 10, 2026 (the “Second Amendment”), by and among the Company, as Borrower, certain subsidiaries of the Company party thereto, the lenders party thereto and Alter Domus Products Corp., as Administrative Agent (the “Administrative Agent”), which amends that certain Fourth Amended and Restated Credit Agreement dated October 11, 2023, by and among the Company, the lenders from time to time party thereto, and the Administrative Agent, as agent for the lenders (as amended from time to time, the “Credit Facility”). Pursuant to the Second Amendment, the Company obtained an Incremental Term Loan in the amount of $100 million (the “Incremental Term Loan”) from existing lenders under the Credit Facility (the “Amended Credit Facility”). The Incremental Term Loan is prepayable without penalty. The Company expects to use the Incremental Term Loan to pay down a portion of the amounts outstanding under the Revolver (as defined below) and for working capital and general corporate purposes. Following the entry into the Second Amendment, the Amended Credit Facility is in the aggregate principal amount of $800 million, consisting of a $125 million initial term loan (“Initial Term Loan”), the Incremental Term Loan and a $575 million revolving credit facility (the “Revolver”), which has a $25 million sublimit for swingline loans and a $100 million sublimit for the issuance of standby letters of credit.

The Incremental Term Loan matures 364 days after the date of the Second Amendment and bears interest at an applicable margin that is 25 bps in excess of the applicable margin in effect for the Initial Term Loan and the Revolver under the Amended Credit Facility, which floats based upon the Company’s consolidated total leverage ratio. Except as set forth in the preceding sentence, the Incremental Term Loan is subject to the same terms and conditions as those applicable to the Initial Term Loan. The Second Amendment did not change any terms and conditions of the Credit Facility applicable to the Initial Term Loan or the Revolver.

Certain lenders under the Amended Credit Facility or their affiliates have provided, and may in the future provide, certain commercial banking, financial advisory, and investment banking services in the ordinary course of business of the Company, its subsidiaries and certain of its affiliates, for which they receive customary fees and commissions.

The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.


10.1		Second Amendment to Fourth Amended and Restated Credit Agreement, dated April 10, 2026.

104		Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document.

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.

CoreCivic Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation