Cross Country Healthcare (CCRN) details insider share conversions in merger
Rhea-AI Filing Summary
Susan E. Ball, General Counsel and Secretary of Cross Country Healthcare, reported Form 4 transactions tied to the closing of a merger in which the company became a wholly owned subsidiary of KL Criss Cross Intermediate. At the merger’s Effective Time, each share of common stock converted into the right to receive $13.25 in cash.
In connection with this, she reported issuer dispositions of 241,777 and 72,872 shares of common stock at $13.25 per share, reflecting conversion of common and restricted stock into cash consideration. She also reported the vesting, at target, of a 72,872‑share performance-based restricted stock award, which was then cancelled and cashed out at the merger price.
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Insights
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Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 241,777 | $13.25 | $3.20M |
| Grant/Award | Common Stock F3 | 72,872 | $0.00 | $0.00 |
| Disposition | Common Stock F1, F2, F3 | 72,872 | $13.25 | $966K |
Footnotes (3)
- 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.
Key Figures
Key Terms
Agreement and Plan of Merger regulatory
Merger Consideration financial
Effective Time regulatory
performance-based restricted stock award financial
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