Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders

On July 16, 2026, Cross Country Healthcare, Inc., a Delaware corporation (the "Company") convened a special meeting of stockholders (the "Special Meeting") to consider and vote upon certain proposals related to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 6, 2026, 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 the Merger as a wholly-owned subsidiary of Parent. As a result of the Merger, the Company will no longer be publicly held. In connection with closing the Merger, the Company's common stock will be delisted from the NASDAQ Stock Market LLC and deregistered under the Securities Exchange Act of 1934, as amended.

There were 32,306,484 shares of common stock, par value $0.0001 per share, of CCRN ("Company Common Stock"), issued and outstanding as of June 12, 2026, the record date for the Special Meeting (the "Record Date"). Each share of Company Common Stock was entitled to one vote with respect to each proposal at the Special Meeting. At the Special Meeting, the holders of 23,378,853 shares of Company Common Stock were present or represented by proxy, representing approximately 72.36% of the total outstanding shares of Company Common Stock as of the Record Date, which constituted a quorum.

At the Special Meeting, the following proposals were voted upon (each of which is described in greater detail in the definitive proxy statement filed by the Company with the Securities and Exchange Commission on June 15, 2026 (the "Proxy Statement")):

Proposal 1 - The Merger Agreement Proposal: To adopt the Merger Agreement.

Proposal 2 - The Advisory Merger-Related Compensation Proposal: To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable by the Company to its named executive officers that is based on or otherwise relates to the merger.

Proposal 3 - The Adjournment Proposal: To approve the adjournment of the special meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the Merger Agreement proposal.

Proposals 1 and 2 were approved by the requisite vote of the Company's stockholders. Because Proposal 1 was approved, a vote on the Adjournment Proposal (Proposal 3) described in the Proxy Statement was not necessary. A summary of the voting results for each proposal is set forth below.

Proposal 1 - Merger Agreement Proposal

Proposal 2 - Advisory Merger-Related Compensation Proposal