Cross Country Healthcare Inc. filed SEC Form 8-K: Shareholder Director Nominations, Other Events
$CCRN
Professional Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)January 29, 2026
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.08 Shareholder Director Nominations.
To the extent applicable, the information in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.
Item 8.01 Other Events.
The Board of Directors (the “Board”) of Cross Country Healthcare, Inc. (the “Company”) has determined that the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”) will be held on May 11, 2026.
The time and website address for the virtual-only 2026 Annual Meeting will be set forth in the Company’s proxy statement for the 2026 Annual Meeting, which will be made available to stockholders on or about March 31, 2026. As the date of the 2026 Annual Meeting is being advanced by more than 30 days of the anniversary of the Company’s 2025 Annual Meeting of Stockholders, the Company is hereby providing notice of the below revised deadlines for qualified stockholder proposals and stockholder nominations by means of this Current Report on Form 8-K.
In order for a stockholder proposal for the 2026 Annual Meeting to be eligible for inclusion in the Company’s proxy statement pursuant to Rule 14a-8 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company must have received the proposal and supporting statements at its principal executive office no later than the close of business on March 11, 2026, which the Board has determined is a reasonable time before the Company begins to print and mail its proxy materials.
In accordance with the advance notice requirements set forth in the Company’s Amended and Restated Bylaws (the “Bylaws”), any stockholder (i) who wishes to propose business to be considered by the stockholders at the 2026 Annual Meeting or (ii) who wants to nominate a person for election to the Board at that meeting must provide a written notice that sets forth the specified information described in the Bylaws concerning the proposed business or nominee. The notice must be delivered no later than February 10, 2026.
In addition to satisfying the above requirements, to comply with the universal proxy rules, stockholders who intend to solicit proxies in support of director nominees other than the Company’s director nominees must provide notice that sets forth the information required by Rule 14a-19 of the Exchange Act no later than March 12, 2026.
All stockholder proposals and/or notices described above should be sent or delivered to the Company’s principal executive office, c/o Corporate Secretary, 5201 Congress Avenue, Suite 160, Boca Raton, Florida 33487.
A copy of the Bylaws can be obtained upon request directed to the address set forth above or is available on the Company’s website at www.crosscountryhealthcare.com. The website address included herein is an inactive textual reference only. The information contained on such website is not incorporated into this Current Report on Form 8-K.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| CROSS COUNTRY HEALTHCARE, INC. | ||||||||||||||
| Dated: | January 29, 2026 | By: | /s/ William J. Burns | |||||||||||
| Name: William J. Burns | ||||||||||||||
| Title: Executive Vice President & Chief Financial Officer | ||||||||||||||