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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On February 1, 2019, Cross Country Healthcare, Inc. (the “Company”) appointed William J. Burns as its Executive Vice
President and Chief Financial Officer. Mr. Burns, age 49, had served as the Company’s Chief Financial Officer from April 1, 2014 to January 25, 2018 when he was appointed to Chief Operating Officer. Mr. Burns will no longer serve as the
Company’s Chief Operating Officer, effective February 1, 2019. Prior to joining the Company, Mr. Burns served as Group Vice President and Corporate
Controller for Gartner, Inc., a technology research and advisory firm. As Chief Financial Officer, Mr. Burns’ base salary will be $525,000 per year, and on an annual basis he will be eligible to receive a target bonus of 70% of his base
salary as a short term incentive and 125% of his base salary as a long-term incentive pursuant to plans approved by the Company.
On February 1, 2019, Mr. Christopher R.
Pizzi, age 48, was appointed Chief Accounting Officer of the Company. Mr. Pizzi had previously served as the Company’s Senior Vice President and Chief Financial Officer since January 25, 2018. Prior to that, Mr. Pizzi served as the
Company’s Corporate Controller since December 1, 2014. From September 2013 to April 2014, Mr. Pizzi served as Assistant Vice President, Corporate Finance and Accounting at Health Management Associates, Inc. (“HMA”), Director of
Corporate Accounting at HMA from January 2011 to September 2013, and Assistant Corporate Controller at HMA from April 2006 to January 2011. He is a certified public accountant. In his capacity as Chief Accounting Officer, Mr. Pizzi’s base
salary will be $350,000 per year, and on an annual basis he is eligible to receive a target bonus of 50% of his base salary as a short term incentive and 50% of his base salary as a long-term incentive pursuant to plans approved by the
Mr. Burns’ existing employment agreement, which has been amended to reflect his new title and compensation, will remain in effect. Mr.
Pizzi is an at-will employee who participates in certain benefit programs and plans of the Company.
Messrs. Burns and Pizzi are subject to confidentiality, non-solicit and non-compete agreements. There are no arrangements or
understandings between Messrs. Burns and Pizzi, and any other persons pursuant to which they were selected as officers and they have no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a)
of Regulation S-K.
Item 9.01 Financial Statements and Exhibits