Cross Country Healthcare (CCRN) grants 162,672 restricted shares

Rhea-AI Filing Summary

Cross Country Healthcare, Inc. reported that director Kevin C. Clark received a grant of 162,672 restricted shares of common stock on December 18, 2025 at a price of $0. These restricted stock awards vest in three substantially equal installments on December 18, 2026, March 31, 2027, and March 31, 2028, with later vesting dates aligned to the company’s existing restricted stock schedule.

The grant amount was approved on December 18, 2025 following the termination of a Merger Agreement with Aya Holdings II Inc., Spark Merger Sub One Inc. and Aya Healthcare, Inc. on December 3, 2025. After this award, Mr. Clark beneficially owns 809,170 shares directly and 3,961 shares indirectly through his spouse, for which he disclaims beneficial ownership except to the extent of his pecuniary interest.

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Clark Kevin Cronin

(Last) (First) (Middle)

C/O CROSS COUNTRY HEALTHCARE, INC.

6551 PARK OF COMMERCE BOULEVARD, N.W.

(Street)

BOCA RATON FL 33487

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CROSS COUNTRY HEALTHCARE INC [ CCRN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/18/2025		A		162,672(1)	A	$0	809,170	D
Common Stock								3,961	I	By Spouse(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These restricted shares of common stock ("RSAs") vest in three substantially equal installments on each of December 18, 2026, March 31, 2027 and March 31, 2028. The Compensation Committee of the Company's Board of Directors approved the number of RSAs to be granted on December 18, 2025, instead of March 31, 2025, following the termination of the Merger Agreement with Aya Holdings II Inc., Spark Merger Sub One Inc. and Aya Healthcare, Inc. on December 3, 2025. After the initial vesting date 12 months from the grant date, the remaining RSAs will vest on March 31 of the two subsequent years to coincide with the vesting dates of the Company's previously granted RSAs.

2. Represents shares held by Mr. Clark's spouse. Mr. Clark disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

	/s/ Kevin C. Clark	12/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Cross Country Healthcare (CCRN) disclose for Kevin C. Clark?

The company disclosed that director Kevin C. Clark received a grant of 162,672 restricted shares of common stock on December 18, 2025 at a price of $0.

How do the 162,672 restricted shares granted to the CCRN director vest?

The 162,672 restricted shares vest in three substantially equal installments on December 18, 2026, March 31, 2027 and March 31, 2028.

Why was the number of restricted shares for the CCRN director approved on December 18, 2025?

The Compensation Committee approved the number of restricted shares on December 18, 2025 following the termination of the Merger Agreement with Aya Holdings II Inc., Spark Merger Sub One Inc. and Aya Healthcare, Inc. on December 3, 2025.

What is Kevin C. Clark’s beneficial ownership in Cross Country Healthcare after this Form 4 transaction?

After the reported transaction, Mr. Clark beneficially owns 809,170 shares of Cross Country Healthcare common stock directly and 3,961 shares indirectly through his spouse.

How are the CCRN director’s spouse-held shares reported in this Form 4?

The Form 4 reports 3,961 shares held by Mr. Clark’s spouse as indirectly owned, and it states that Mr. Clark disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.

What type of security was granted to the Cross Country Healthcare director in this filing?

The filing reports a grant of restricted shares of common stock, referred to as restricted stock awards (RSAs), to director Kevin C. Clark.