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Genesco CEO Denied Term on CoreCivic’s Board of Directors, but Board Refuses His Resignation

by Scott Grammer

Robert J. “Bob” Dennis, CEO of Gen­esco, a Nashville shoe and boot retailer, was first appointed to the board of directors of CoreCivic, the private prison company formerly known as Corrections Corporation of America, in February 2013. However, in May 2019 his time on the board was up, according to investors holding more than 49.9 million shares of CoreCivic stock, who voted to deny Dennis another term. He was required to tender his resignation.

The company told the Securities and Exchange Commission (SEC) that it believed Dennis’ failure to survive the retention vote “was due to his service as the Chief Executive Officer and director of a publicly traded company, his service on the Board and his service on the board of directors of one additional publicly traded company, which resulted in a concern among shareholders holding a significant number of shares of [CoreCivic’s] common stock.” 

Dennis also serves on the board of directors of Hospital Corporation of America (HCA), as well as the boards of United Way of Metropolitan Nashville, Leadership Nashville and Vanderbilt University’s Owen Graduate School of Management.

One news report suggested that investment firms Blackrock and Vanguard Group, which together hold almost 27 percent of CoreCivic stock and nearly 12 percent of HCA stock, may have voted against keeping Dennis on the private prison company’s board. 

However, while Dennis submitted his resignation, it was not accepted by CoreCivic’s other board members, allowing him to remain on the board while he works to “reduce his other board commitments to meet large investors’ new policies,” according to the Nashville Post. If he fails to do so by February 2020, he may resign at that time.

CoreCivic’s other board members include Thurgood Marshall, Jr., son of the iconic Supreme Court justice. [See: PLN, Jan. 2019, p.26]. 



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