Cross Country Healthcare CEO in $13.25 merger cash-out
Cross Country Healthcare Chief Executive Officer Clark Kevin Cronin reported merger-related equity transactions on July 21, 2026.
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Form Type
4
Rhea-AI Filing Summary
Cross Country Healthcare Chief Executive Officer Clark Kevin Cronin reported merger-related equity transactions on July 21, 2026. In connection with the company’s acquisition by KL Criss Cross Intermediate, his common and restricted shares, including performance-based awards and shares held by his spouse, were converted and disposed to the issuer for $13.25 per share in cash merger consideration.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Clark Kevin Cronin
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 948,133 | $13.25 | $12.56M |
| Grant/Award | Common Stock F3 | 247,416 | $0.00 | $0.00 |
| Disposition | Common Stock F1, F2, F3 | 247,416 | $13.25 | $3.28M |
| Disposition | Common Stock F1, F2, F4 | 3,961 | $13.25 | $52K |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By Spouse)
Holdings Before and After:
Common Stock, 948,133 to 0 shares (Direct);
Common Stock, 3,961 to 0 shares (Indirect, By Spouse)
Footnotes (4)
- F1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 6, 2026, by and among Cross Country Healthcare, Inc., a Delaware corporation (the "Issuer"), KL Criss Cross Intermediate, LLC, a Delaware limited liability company ("Parent"), and KL Criss Cross Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent, (continued in footnote 2)
- F2. at the effective time of the Merger (the "Effective Time"), each (i) share of Issuer common stock ("Common Stock") issued and outstanding immediately prior to the Effective Time was automatically converted into the right to receive $13.25 in cash (the "Merger Consideration") and (ii) each restricted stock award with respect to shares of Common Stock outstanding immediately prior to the Effective Time was fully vested, cancelled and converted into the right to receive an amount in cash equal to the number of shares of Common Stock subject to such award immediately prior to the Effective Time multiplied by the Merger Consideration.
- F3. At the Effective Time, each performance-based restricted stock award with respect to shares of Common Stock outstanding immediately prior to the Effective Time was fully vested (at target levels) and cancelled and converted into the right to receive an amount in cash equal to the number of shares of Common Stock subject to such award (at target) immediately prior to the Effective Time multiplied by the Merger Consideration.
- F4. 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.
Key Figures
Common shares disposed: 948,133 shares
Merger Consideration: $13.25 per share
Performance-based awards vested: 247,416 shares
+2 more
5 metrics
Common shares disposed
948,133 shares
Direct common stock holdings converted to cash at $13.25 per share at the merger Effective Time
Merger Consideration
$13.25 per share
Cash paid for each share of common stock and for restricted stock awards at the Effective Time
Performance-based awards vested
247,416 shares
Performance-based restricted stock awards vested at target, then cancelled and converted to cash at $13.25 per share
Spouse-held shares disposed
3,961 shares
Indirect holdings by spouse converted to cash at $13.25 per share; beneficial ownership disclaimed except for pecuniary interest
Transaction date
July 21, 2026
Date of the reported merger-related dispositions and award vesting
Key Terms
Agreement and Plan of Merger, Merger Consideration, performance-based restricted stock award, pecuniary interest
4 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger dated as of May 6, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"converted into the right to receive $13.25 in cash (the "Merger Consideration")"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
performance-based restricted stock award financial
"each performance-based restricted stock award with respect to shares of Common Stock"
pecuniary interest financial
"disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did CCRN CEO Clark Kevin Cronin report in this Form 4?
Clark Kevin Cronin reported merger-related equity transactions where his Cross Country Healthcare common and restricted shares were converted and disposed for $13.25 per share in cash, including performance-based awards and shares attributed to his spouse.
How many CCRN performance-based restricted stock awards vested for the CEO?
At the Effective Time, 247,416 performance-based restricted stock awards tied to Cross Country common stock vested at target levels, were cancelled, and converted into a cash payment equal to the number of shares multiplied by the $13.25 Merger Consideration.
Did CCRN restricted stock awards also receive the $13.25 merger consideration?
Yes. Each restricted stock award outstanding immediately prior to the Effective Time fully vested, was cancelled, and converted into a cash amount equal to the underlying shares multiplied by $13.25, the same Merger Consideration paid for common stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
