[8-K/A] C. H. ROBINSON WORLDWIDE, INC. Amends Material Event Report

Rhea-AI Filing Summary

C.H. Robinson Worldwide (CHRW) filed an amendment to update a prior director election disclosure. The Board appointed Edward G. Feitzinger, elected on August 7, 2025, to the company’s Audit Committee effective November 6, 2025. This is a routine governance update aligning a newly elected director with a key board committee.

The amendment does not include financial results or transaction details; it solely clarifies Mr. Feitzinger’s committee assignment following his board appointment.

0001043277false00010432772025-11-062025-11-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: November 6, 2025

(Date of earliest event reported)

C.H. ROBINSON WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-23189

Delaware

41-1883630

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

14701 Charlson Road

Eden Prairie, Minnesota 55347

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: 952-937-8500

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.10 par value			CHRW			Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Explanatory Note

This Amendment No. 1 to Form 8-K is being filed as an amendment to the Current Report on Form 8-K filed by C.H. Robinson Worldwide, Inc. (the “Company”) on August 7, 2025 (the “Original 8-K”). The Original 8-K was filed to report the Board of Directors had elected Edward G. Feitzinger as a new director. The sole purpose of this Amendment No. 1 is to disclose the committee appointment for Mr. Feitzinger.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously reported, on August 7, 2025, Edward G. Feitzinger was elected as a director of the Company, effective immediately. On November 6, 2025, the Board of Directors appointed Mr. Feitzinger to serve on the Audit Committee of the Board of Directors.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

Number			Description
104			The cover page from the Current Report on Form 8-K formatted in Inline XBRL

        

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.

Date: November 6, 2025

						C.H. ROBINSON WORLDWIDE, INC.
						By:			/s/ Dorothy G. Capers
									Dorothy G. Capers
									Chief Legal Officer and Secretary

FAQ

What did C.H. Robinson (CHRW) announce in this 8-K/A?

The Board appointed director Edward G. Feitzinger to the Audit Committee on November 6, 2025.

Who is the director added to the Audit Committee at CHRW?

Edward G. Feitzinger, who was elected as a director on August 7, 2025.

Is this filing about financial results or major transactions?

No. It is a governance update clarifying a committee assignment for a recently elected director.

Does the amendment change prior disclosures?

It updates the prior August 7, 2025 report by adding Mr. Feitzinger’s Audit Committee assignment.

When is the committee appointment effective?

The appointment to the Audit Committee is effective on November 6, 2025.