SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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3235-0287 |
| Expires: |
December 31, 2014 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CORRECTIONS CORP OF AMERICA
[ CXW ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
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Officer (give title below) |
X |
Other (specify below) |
| See attachment, Item 1. |
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3. Date of Earliest Transaction
(Month/Day/Year)
05/07/2003
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock, par value $.01 per share |
05/07/2003 |
|
C |
|
1,261,087 |
A |
0
|
0 |
D
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| Common Stock, par value $.01 per share |
05/07/2003 |
|
S |
|
1,261,087 |
D |
23.6874 |
0 |
D
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| 10% convertible subordinated notes due 2008 |
0
|
05/07/2003 |
|
C |
|
|
15,000 |
01/01/2001 |
12/31/2008 |
Common stock, par value $.01 per share |
1,261,087 |
$0
|
0 |
D
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
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Steven L. Hoffman, Vice President, Income Opportunity Fund I LLC |
05/09/2003 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 99.1
Explanation of Responses
Relationship of Reporting Person(s) to Issuer: Other (specify below)
Item 1. Income Opportunity Fund I LLC
The reporting persons are members of a Section 13(d) group that owned, prior to
the transactions reported by this Form 4 and the Form 4's filed by other members
of such group on the date hereof, more than 10% of the issuer's outstanding
common stock, par value $.01 per share ("Common Stock"). The reporting persons
are no longer subject to Section 16 reporting because they are no longer members
of a Section 13(d) group that owns more than 10% of the Common Stock. The
reporting persons disclaim beneficial ownership in the securities of the issuer
except to the extent of their pecuniary interest, if any, therein.
Item 2. Millennium Development Partners V LLC
Millennium Development Partners V LLC ("MDP V") has an indirect beneficial
interest in the securities owned by Income Opportunity Fund I LLC ("IOF") in its
capacity as managing member of IOF. IOF disclaims beneficial ownership in the
securities of the issuer except to the extent of its pecuniary interest, if any,
therein.
Millennium Development Partners V LLC
By: /s/ Steven L. Hoffman May 9, 2003
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Steven L. Hoffman Date:
Vice President
Item 3. Christopher M. Jeffries
Christopher M. Jeffries has an indirect beneficial interest in the securities
owned by IOF in his capacity as the controlling member of MDP V. Mr. Jeffries
disclaims beneficial ownership in the securities of the issuer except to the
extent of his pecuniary interest, if any, therein.
By: /s/ Christopher M. Jeffries May 9, 2003
---------------------------------- -----------
Christopher M. Jeffries Date:
