[8-K] C. H. ROBINSON WORLDWIDE, INC. Reports Material Event

Rhea-AI Filing Summary

C.H. Robinson Worldwide (CHRW) furnished materials announcing quarterly results for the period ended September 30, 2025 and provided related earnings slides. The company also announced a raised 2026 operating income target and an additional $2 billion share repurchase authorization.

The updates were furnished as Exhibits 99.1, 99.2, and 99.3. The repurchase authorization signals board approval to buy back shares up to the stated amount, while the higher 2026 operating income target reflects the company’s updated outlook for profitability. Specific financial figures for the quarter are contained in the accompanying press release and slide deck.

Insights

Equity Markets Analyst

$2B buyback authorization and higher 2026 OI target disclosed

CH Robinson furnished Q3 2025 results and announced an additional $2,000,000,000 share repurchase authorization alongside a raised 2026 operating income target. A buyback authorization permits repurchases but does not mandate timing or pace.

Repurchases can support per‑share metrics if executed, while a higher operating income target indicates improved profitability expectations for 2026. Actual impact will depend on execution, market conditions, and operating performance detailed in the furnished materials.

Key items to track include any disclosed repurchase activity following authorization and future updates to the 2026 operating income target in subsequent disclosures.

10/29/2025 - 04:26 PM

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UNITED STATES

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: October 29, 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.  ☐

Item 2.02    Results of Operations and Financial Condition.

The following information is being "furnished" in accordance with the General Instruction B.2 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Furnished herewith as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the text of the Company's announcement regarding its financial results for the quarter ended September 30, 2025 and its earnings conference call slides.

Item 7.01    Regulation FD Disclosure.

Furnished herewith as Exhibit 99.3 and incorporated by reference herein is the text of the Company's announcement regarding the Company’s raised 2026 operating income target and additional $2 billion share buyback authorization.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

Number			Description
99.1			Press Release dated October 29, 2025 of C.H. Robinson Worldwide, Inc.
99.2			Earnings conference call slides dated October 29, 2025
99.3			Investor Day Update Release
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.

			C.H. ROBINSON WORLDWIDE, INC.
			By:			/s/ Dorothy G. Capers
						Dorothy G. Capers
						Chief Legal Officer and Secretary
Date: October 29, 2025

FAQ

What did C.H. Robinson (CHRW) announce regarding capital returns?

The company announced an additional $2 billion share repurchase authorization.

Did C.H. Robinson change its profitability outlook?

Yes. The company disclosed a raised 2026 operating income target.

Which period do the furnished results cover for CHRW?

The furnished financial results cover the quarter ended September 30, 2025.

Which exhibits were provided with the announcement?

Exhibit 99.1: press release; 99.2: earnings slides; 99.3: Investor Day update regarding the raised 2026 OI target and $2B buyback authorization.

Are the materials considered filed with the SEC?

They were furnished under Items 2.02 and 7.01, not deemed filed, except as expressly incorporated by reference.

What does a buyback authorization mean for CHRW?

It authorizes up to $2 billion in share repurchases; actual timing and amounts depend on future decisions.