Cross Country Healthcare COO stock canceled in merger
Cross Country Healthcare Chief Operating Officer Amiee Lin Hawkins reported equity changes tied to a cash merger.
Accepted by SEC EDGAR
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Form Type
4
Rhea-AI Filing Summary
Cross Country Healthcare Chief Operating Officer Amiee Lin Hawkins reported equity changes tied to a cash merger. At the merger’s effective time, 43,953 common shares and 27,897 performance-based restricted stock awards were disposed of to the issuer and converted into the right to receive $13.25 in cash per share.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Hawkins Amiee Lin
Role
Chief Operating Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 43,953 | $13.25 | $582K |
| Grant/Award | Common Stock F3 | 27,897 | $0.00 | $0.00 |
| Disposition | Common Stock F1, F2, F3 | 27,897 | $13.25 | $370K |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Holdings Before and After:
Common Stock, 43,953 to 0 shares (Direct)
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
Common shares disposed: 43,953 shares
Performance-based awards vested and canceled: 27,897 shares
Merger consideration per share: $13.25 per share
+1 more
4 metrics
Common shares disposed
43,953 shares
Disposition to issuer at the effective time of the merger
Performance-based awards vested and canceled
27,897 shares
Performance-based restricted stock awards vested at target, then converted to cash
Merger consideration per share
$13.25 per share
Cash received for each share of common stock and shares underlying equity awards
Merger Agreement date
May 6, 2026
Date of the Agreement and Plan of Merger among issuer, Parent and Merger Sub
Key Terms
Agreement and Plan of Merger, Merger Consideration, Effective Time, performance-based restricted stock award
4 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), 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
"each share was automatically 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.
Effective Time regulatory
"at the effective time of the Merger (the "Effective Time"), each share of common stock was converted"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
performance-based restricted stock award financial
"each performance-based restricted stock award was fully vested at target and cancelled for cash"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What equity transactions did Cross Country Healthcare (CCRN) COO Amiee Lin Hawkins report?
Amiee Lin Hawkins reported that 43,953 common shares and 27,897 performance-based restricted stock awards were disposed of to the issuer at the merger’s effective time, with each share converted into the right to receive $13.25 in cash.
What happened to performance-based restricted stock awards for CCRN’s COO in the merger?
Each performance-based restricted stock award was fully vested at target levels, then cancelled and converted into cash. The cash value equaled the number of shares subject to the award at target multiplied by the $13.25 merger consideration per share.
Were the CCRN COO’s reported transactions part of a Rule 10b5-1 trading plan?
No. The filing’s Rule 10b5-1 checkbox is not marked, indicating the reported equity dispositions and award treatments occurred in connection with the merger mechanics rather than under a pre-arranged Rule 10b5-1 trading plan.
What does the disposition to issuer mean in the CCRN COO’s Form 4?
The disposition entries reflect that the reported shares and awards were cancelled and converted into cash rights at closing. They were returned to the issuer as part of the merger, with the COO instead receiving $13.25 per share in cash consideration.
AI-generated analysis. How Rhea-AI works. Not financial advice.
