CROSS COUNTRY HEALTHCARE INC — fact timeline

CROSS COUNTRY HEALTHCARE INC reported first quarter ended March 31, 2026 results: revenue $241,057, net income Net loss attributable to common stockholders $ (4,266), EPS Diluted EPS $ (0.14).

“ended March 31, 2026. Selected Financial Information: Variance Variance Q1 2026 vs Q1 2026 vs Dollars are in thousands, except per share amounts Q1 2026 Q1 2025 Q4 2025 Revenue $ 241,057 (18) % 2 % Gross profit margin* 19.7 % (30) bps (60) bps Net loss attributable to common stockholders $ (4,266) (771) % 95 % Diluted EPS $ (0.14) $ (0.12) $ 2.42 Adjusted EBITDA*”

CROSS COUNTRY HEALTHCARE INC entered into Merger Agreement with KL Criss Cross Intermediate, LLC and KL Criss Cross Merger Sub, Inc. valued at $13.25 in cash (effective 2026-05-06).

“On May 6, 2026, Cross Country Healthcare, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among the Company, 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 will merge with and into the Company (the “ Merger ”), with the Company surviving as a wholly owned subsidiary of Parent”

CROSS COUNTRY HEALTHCARE INC reported fourth quarter and full year ended December 31, 2025 results: revenue $236,761, net income $(82,929), EPS $(2.56).

“INFORMATION: Dollars are in thousands, except per share amounts Q4 2025 Variance Q4 2025 vs Q4 2024 Variance Q4 2025 vs Q3 2025 Full Year 2025 Variance 2025 vs 2024 Revenue $ 236,761 (24) % (5) % $ 1,054,293 (22) % Gross profit margin* 20.3 % 30 bps (10) bps 20.3 % (10) bps Net loss attributable to common stockholders $ (82,929) (2,110) % (1,637) % $ (94,852)”

CROSS COUNTRY HEALTHCARE INC terminated Agreement and Plan of Merger with Aya Holdings II Inc. valued at $20 million (effective 2025-12-04).

“After market close on December 3, 2025, the Company received a notice of termination of the Merger Agreement (the “ Notice ”) from Parent, effective December 4, 2025, as a result of a failure of the Merger to be consummated prior to the end date under the Merger Agreement.”

CROSS COUNTRY HEALTHCARE INC shareholders approved Approval of the Company's 2024 Omnibus Incentive Plan at the 2024-05-14 meeting.

“The approval of the Company's 2024 Omnibus Incentive Plan was approved as follows: For Against Abstentions Broker Non-Votes 27,695,632 1,872,698 132,656 1,934,784”

CROSS COUNTRY HEALTHCARE INC shareholders approved Advisory (non-binding) vote on compensation of named executive officers at the 2024-05-14 meeting.

“The compensation of named executive officers was approved, on an advisory (non-binding) basis, by the votes set forth below: For Against Abstentions Broker Non-Votes 28,173,257 1,401,470 126,259 1,934,784”

CROSS COUNTRY HEALTHCARE INC shareholders approved Ratification of the appointment of Deloitte & Touche as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 at the 2024-05-14 meeting.

“The ratification of the appointment of Deloitte & Touche as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 was approved as follows: For Against Abstentions Broker Non-Votes 31,129,700 495,366 10,704 0”

CROSS COUNTRY HEALTHCARE INC shareholders approved Election of directors listed below for a one-year term ending in 2025 at the 2024-05-14 meeting.

“A proposal to elect the directors listed below for a one-year term ending in 2025 or until their successors are duly elected and qualified was approved with the following vote: Director For Against Abstentions Broker Non-Votes Kevin C. Clark 28,900,538 796,241 4,207 1,934,784 Dwayne Allen 29,624,102 72,687 4,197 1,934,784 Venkat Bhamidipati 29,533,683 73,844 93,459 1,934,784 W. Larry Cash 28,928,170 768,626 4,190 1,934,784 Gale Fitzgerald 25,145,571 4,461,981 93,434 1,934,784 John A. Martins 29,041,721 563,565 95,700 1,934,784 Dr. Janice E. Nevin, MD, MPH 28,814,626 882,196 4,164 1,934,784 Mark Perlberg, JD 28,354,730 1,342,067 4,189 1,934,784”

CROSS COUNTRY HEALTHCARE INC reported first quarter ended March 31, 2024 results: revenue $379,174, net income $2,692, EPS $0.08.

“CROSS COUNTRY HEALTHCARE ANNOUNCES FIRST QUARTER 2024 FINANCIAL RESULTS BOCA RATON, Fla., May 1, 2024--Cross Country Healthcare, Inc. (the “Company”) (Nasdaq: CCRN) today announced financial results for its first quarter ended March 31, 2024. SELECTED FINANCIAL INFORMATION: Variance Variance Q1 2024 vs Q1 2024 vs Dollars are in thousands, except per share amounts Q1 2024 Q1 2023 Q4 2023 Revenue $ 379,174 (39) % (8) % Gross profit margin* 20.4 % (200) bps (150) bps Net income attributable to common stockholders $ 2,692 (91) % (70) % Diluted EPS $ 0.08 $ (0.73) $ (0.18)”

CROSS COUNTRY HEALTHCARE INC reported financial results for full year ended December 31, 2023.

“On February 21, 2024, Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the fourth quarter and full year ended December 31, 2023, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.”

CROSS COUNTRY HEALTHCARE INC reported financial results for fourth quarter ended December 31, 2023.

“On February 21, 2024, Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the fourth quarter and full year ended December 31, 2023, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.”

Daniel J. White departed as Chief Commercial Officer at CROSS COUNTRY HEALTHCARE INC.

“On February 14, 2024, Cross Country Healthcare, Inc. (the “Company”) entered into a separation agreement (the “Agreement”) with Daniel J. White, Chief Commercial Officer. Under the Agreement, Mr. White will depart the Company on March 31, 2024 (the “Effective Date”).”

CROSS COUNTRY HEALTHCARE INC reported financial results for quarter ended September 30, 2023.

“On November 1, 2023 , Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the quarter ended September 30, 2023 , a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.”

CROSS COUNTRY HEALTHCARE INC amended ABL Credit Agreement with Wells Fargo Bank N.A. valued at Amends fixed charge coverage ratio from minimum to springing based on excess availability (effective 2023-09-29).

“On September 29, 2023, Cross Country Healthcare, Inc. (the "Company") amended its ABL Credit Agreement dated October 25, 2019, as amended, restated or otherwise modified from time to time, among the Company, substantially all of its wholly-owned subsidiaries, and Wells Fargo Bank N.A., as lender and administrative agent.”

CROSS COUNTRY HEALTHCARE INC reported the six months ended June 30, 2023 results: revenue $1.2 billion, net income $50.8 million, EPS $1.41. Guidance initiated.

“For the six months ended June 30, 2023, consolidated revenue was $1.2 billion, a decrease of 25% year-over-year.”

CROSS COUNTRY HEALTHCARE INC reported the quarter ended June 30, 2023 results: revenue $540.7 million, net income $21.3 million, EPS $0.60. Guidance initiated.

“clients to optimize their workforce, and to further improve our profitability as we continue to penetrate the vendor neutral space.” Second quarter consolidated revenue was $540.7 million, a decrease of 28% year-over-year and 13% sequentially. Consolidated gross profit margin was 22.8%, up 20 basis points year-over-year and 40 basis points sequentially. Net”

CROSS COUNTRY HEALTHCARE INC shareholders voted on Advisory vote on frequency of future advisory votes on executive compensation at the 2023-05-16 meeting.

“(iv) The frequency periods for future non-binding stockholder advisory votes on the Company’s named executive officer compensation received the votes set forth below: 1 year 2 year 3 year Abstentions Broker Non-Votes 27,314,282 7,282 1,743,102 145,698 2,152,693”

CROSS COUNTRY HEALTHCARE INC shareholders approved Advisory (non-binding) vote on compensation of named executive officers at the 2023-05-16 meeting.

“(iii) The compensation of named executive officers was approved, on an advisory (non-binding) basis, by the votes set forth below: For Against Abstentions Broker Non-Votes 28,268,309 473,260 468,795 2,152,693”

CROSS COUNTRY HEALTHCARE INC shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-05-16 meeting.

“(ii) The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was approved as follows: For Against Abstentions Broker Non-Votes 30,971,030 239,556 152,471 0”

CROSS COUNTRY HEALTHCARE INC shareholders approved Election of directors for a one-year term ending in 2024 or until their successors are duly elected and qualified at the 2023-05-16 meeting.

“(i) A proposal to elect the directors listed below for a one-year term ending in 2024 or until their successors are duly elected and qualified was approved with the following vote: Director For Against Abstentions Broker Non-Votes Kevin C. Clark 28,128,854 1,069,398 12,112 2,152,693 Dwayne Allen 29,173,272 24,822 12,270 2,152,693 Venkat Bhamidipati 29,173,126 25,150 12,088 2,152,693 W. Larry Cash 27,669,744 1,528,548 12,072 2,152,693 Gale Fitzgerald 23,911,647 5,286,687 12,030 2,152,693 John A. Martins 28,596,103 602,048 12,213 2,152,693 Dr. Janice E. Nevin, MD, MPH 27,860,406 1,337,828 12,130 2,152,693 Mark Perlberg, JD 27,930,509 1,267,541 12,314 2,152,693”

CROSS COUNTRY HEALTHCARE INC amended term loan with Wilmington Trust, National Association at Term SOFR plus an adjustment of 10 basis points due to the credit spread associa.

“The Second Amendment provides the option for all or a portion of the borrowings to bear interest at a rate based on SOFR or base rate, at the election of the borrowers, plus an applicable margin. With respect to any SOFR loan, the rate per annum will be equal to the Term SOFR (as defined in the Second Amendment) for the interest period plus an adjustment of 10 basis points due to the credit spread associated with the transition to SOFR.”

CROSS COUNTRY HEALTHCARE INC amended Second Amendment to Term Loan Credit Agreement with Wilmington Trust, National Association, as administrative agent and collateral agent (effective 2023-04-14).

“On April 14, 2023, Cross Country Healthcare, Inc. (the "Company") entered into that certain Second Amendment to Term Loan Credit Agreement (the "Second Amendment"), by and among the Company, the Guarantors (as defined therein), the Lenders (as defined therein), and Wilmington Trust, National Association, as administrative agent and collateral agent, to amend certain terms of the Term Loan Credit Agreement dated as of June 8, 2021 and as amended on November 18, 2021 (the "Term Loan Credit Agreement").”

CROSS COUNTRY HEALTHCARE INC reported the full year ended December 31, 2022 results: revenue $2.8 billion, net income $188.5 million, EPS 5.02.

“For the year ended December 31, 2022, consolidated revenue was $2.8 billion, an increase of 67% year-over-year. Consolidated gross profit margin was 22.4%, consistent with the prior year. Net income attributable to common stockholders was $188.5 million, or 5.02 per diluted share, compared to $132.0 million, or $3.53 per diluted share, in the prior year.”

CROSS COUNTRY HEALTHCARE INC reported the fourth quarter ended December 31, 2022 results: revenue $628.2 million, net income $38.8 million, EPS $1.05.

“Fourth quarter consolidated revenue was $628.2 million, a slight decrease from the prior year and prior quarter. Consolidated gross profit margin was 22.1%, down 90 basis points year-over-year and 50 basis points sequentially. Net income attributable to common stockholders was $38.8 million compared to $77.6 million in the prior year and $34.8 million in the prior quarter. Diluted earnings per share (EPS) was $1.05 compared to $2.07 in the prior year and $0.93 in the prior quarter.”

Dwayne L. Allen was appointed as Director at CROSS COUNTRY HEALTHCARE INC.

“On January 3, 2023 the Board of Directors (the “Board”) of Cross Country Healthcare, Inc. (the “Company”) appointed Dwayne L. Allen as a director of the Board (the “Appointment”), with such Appointment to be effective immediately.”

CROSS COUNTRY HEALTHCARE INC: Amended By-laws to enable fully remote stockholder meetings, eliminate stockholder list production requirement at physical meetings, revise director nomination information requirements, update committee governance, and expand indemnification provisions (effective 2022-12-12).

“On December 12, 2022, the Board of Directors (the “Board”) of Cross Country Healthcare, Inc. (the “Company”) adopted the following amendments to the Company’s Amended and Restated By-laws (the “By-laws”), effective as of December 12, 2022: ● Section 1.2 of the By-laws has been amended to provide the Board with the ability, in its sole discretion, to determine that a meeting of stockholders shall take place entirely remotely, consistent with current Delaware law provisions.”

Venkat Bhamidipati was appointed as director at CROSS COUNTRY HEALTHCARE INC.

“On November 16, 2022 the Board of Directors (the “Board”) of Cross Country Healthcare, Inc. (the “Company”) appointed Venkat Bhamidipati as a director of the Board (the “Appointment”).”

James V. Redd III was appointed as Senior Vice President and Chief Accounting Officer at CROSS COUNTRY HEALTHCARE INC.

“James V. Redd III has been promoted to Senior Vice President and Chief Accounting Officer”

CROSS COUNTRY HEALTHCARE INC reported the third quarter ended September 30, 2022 results: revenue $636,098, net income $34,793, EPS $0.93.

“September 30, 2022. SELECTED FINANCIAL INFORMATION: Variance Variance Q3 2022 vs Q3 2022 vs Dollars are in thousands, except per share amounts Q3 2022 Q3 2021 Q2 2022 Revenue $ 636,098 70 % (16) % Gross profit margin* 22.6 % 20 bps — bps Net income attributable to common stockholders $ 34,793 48 % (34) % Diluted EPS $ 0.93 $ 0.31 $ (0.47) Adjusted EBITDA* $”

Buffy S. White was terminated as Group President, Workforce Solutions at CROSS COUNTRY HEALTHCARE INC.

“On September 19, 2022 (the “Effective Date”), Cross Country Healthcare, Inc. (the “Company”) terminated the employment of Buffy S. White, Group President, Workforce Solutions of the Company, without cause and effective immediately.”

Daniel J. White was appointed as Chief Commercial Officer at CROSS COUNTRY HEALTHCARE INC.

“On April 5, 2022, Daniel J. White became employed by Cross Country Healthcare, Inc. (“Cross Country” or the “Company”) as its Chief Commercial Officer.”

John A. Martins was appointed as director at CROSS COUNTRY HEALTHCARE INC.

“will be appointed as a director of the Company (the “Appointment”)”

John A. Martins was appointed as President and CEO at CROSS COUNTRY HEALTHCARE INC.

“John A. Martins, the Company’s current Group President, Delivery, will be promoted to President and CEO (the “Promotion”)”

Kevin C. Clark changed role as Chairman of the Board at CROSS COUNTRY HEALTHCARE INC.

“Kevin C. Clark, Co-Founder and Chief Executive Officer (“CEO”) of the Company, will retire and transition from his current role as President and CEO of the Company to Chairman of the Board (the “Transition”).”