Cross Country Healthcare (CCRN) CAO equity converted to $13.25 cash in merger

Rhea-AI Filing Summary

Cross Country Healthcare, Inc. reported that Chief Accounting Officer Marvin Veizaga’s equity was settled in cash in connection with a merger in which the company became a wholly owned subsidiary of KL Criss Cross Intermediate, LLC. On 2026-07-21 he disposed of 31480 shares of common stock to the issuer at $13.25 per share, while performance-based restricted stock awards covering 16797 shares first vested at target and were then cancelled for the same cash merger consideration.

Insider Trade Summary

Net Seller: 31,480 shares

Net Sell 3 txns

Insider Veizaga Marvin

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2	31,480	$13.25	$417K
Grant/Award	Common Stock F3	16,797	$0.00	$0.00
Disposition	Common Stock F1, F2, F3	16,797	$13.25	$223K

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (3)

1. 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)
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.
3. 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

Merger Consideration per share: $13.25 cash Common Stock disposed: 31480 shares Performance-based awards vested: 16797 shares +2 more

5 metrics

Merger Consideration per share $13.25 cash Each share of Common Stock converted into this amount at the Effective Time

Common Stock disposed 31480 shares Disposition to issuer in merger-related transaction on 2026-07-21

Performance-based awards vested 16797 shares Performance-based restricted stock awards vested at target at the Effective Time

Performance-based awards disposed 16797 shares Awards cancelled and converted to cash merger consideration on 2026-07-21

Merger Agreement date May 6, 2026 Agreement and Plan of Merger among Issuer, Parent, and Merger Sub

Key Terms

Agreement and Plan of Merger, Merger Consideration, Effective Time, restricted stock award, +1 more

5 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

"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 Issuer common stock"

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.

restricted stock award financial

"each restricted stock award with respect to shares of Common Stock outstanding immediately prior"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

performance-based restricted stock award financial

"each performance-based restricted stock award with respect to shares of Common Stock outstanding"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/21/2026 - 04:14 PM Accepted by SEC EDGAR 07/21/2026 - 04:14 PM Learn about SEC filing dates

FAQ

What insider transactions did Cross Country Healthcare (CCRN) report for CAO Marvin Veizaga?

Marvin Veizaga, Chief Accounting Officer of Cross Country Healthcare (CCRN), reported merger-related equity activity. On 2026-07-21 he disposed 31480 common shares at $13.25 per share and had 16797 performance-based stock awards vest and then be cancelled for cash.

What merger consideration per share did Cross Country Healthcare (CCRN) common stockholders receive?

Each share of Cross Country Healthcare (CCRN) common stock was automatically converted into the right to receive $13.25 in cash. This Merger Consideration applied at the merger’s Effective Time when the issuer became a wholly owned subsidiary of KL Criss Cross Intermediate, LLC.

How many Cross Country Healthcare (CCRN) shares did the CAO dispose of in the merger?

The CAO reported dispositions totaling 31480 shares of Cross Country Healthcare common stock at $13.25 per share. These were coded as dispositions to the issuer and reflect shares converted into cash merger consideration rather than open-market sales.

How were restricted stock awards treated for Cross Country Healthcare (CCRN) in the merger?

At the Effective Time, each restricted stock award with respect to Cross Country Healthcare shares fully vested, was cancelled, and converted into cash. Holders received shares subject to the award multiplied by the $13.25 Merger Consideration, replacing their equity with cash rights.

What happened to performance-based restricted stock awards for CCRN at the merger Effective Time?

Each performance-based restricted stock award for Cross Country Healthcare vested in full at target levels, was cancelled, and converted into cash. The cash amount equaled target shares under the award multiplied by the $13.25 Merger Consideration per share.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

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^*

Veizaga Marvin

(Last) (First) (Middle)

C/O CROSS COUNTRY HEALTHCARE, INC.

5201 CONGRESS AVENUE, SUITE 160

(Street)

BOCA RATON FLORIDA 33487

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2026

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

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

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

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	07/21/2026		D(1)(2)		31,480	D	$13.25	0	D
Common Stock	07/21/2026		A(3)		16,797	A	$0	16,797	D
Common Stock	07/21/2026		D(1)(2)(3)		16,797	D	$13.25	0	D

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. 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)

2. 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.

3. 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.

	/s/ Marvin Veizaga	07/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)