C.H. Robinson CLO covers taxes with shares

C. H. Robinson Worldwide, Inc. reported that Chief Legal Officer Dorothy Trefon Capers had 1,204 shares of common stock withheld by the company at $161.24 per share to cover tax obligations when restricted stock units vested.

Rhea-AI Filing Summary

C. H. Robinson Worldwide, Inc. reported that Chief Legal Officer Dorothy Trefon Capers had 1,204 shares of common stock withheld by the company at $161.24 per share to cover tax obligations when restricted stock units vested. This was a tax-withholding disposition, not an open-market trade. After this event, she held 19,360 shares in total, including 15,381 shares issuable upon settlement of restricted stock units and 3,979 shares held directly.

Insider Trade Summary

Exercise Price or Tax Liability: 1,204 shares

Exercise Price or Tax Liability 1 txn

Insider Capers Dorothy Trefon

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,204	$161.24	$194K

Holdings After Transaction: Common Stock — 19,360 shares (Direct)

Footnotes (2)

1. F1. Consists of shares withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock units.
2. F2. Included in this amount are 15,381 shares of Issuer common stock issuable in settlement of an equal number of restricted stock units and 3,979 shares held directly by the reporting person.

Key Figures

Shares withheld for tax: 1,204 shares Withholding price: $161.24 per share Post-transaction holdings: 19,360 shares +2 more

5 metrics

Shares withheld for tax 1,204 shares Withheld to satisfy tax withholding obligation on RSU vesting

Withholding price $161.24 per share Value of common stock used for tax withholding

Post-transaction holdings 19,360 shares Total shares owned following tax-withholding disposition

RSUs included in holdings 15,381 shares Shares issuable upon settlement of restricted stock units

Directly held shares 3,979 shares Common stock held directly by the reporting person

Key Terms

restricted stock units, tax withholding obligation, withheld by the issuer, Form 4

4 terms

restricted stock units financial

"upon the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligation financial

"to satisfy the reporting person's tax withholding obligation"

withheld by the issuer financial

"Consists of shares withheld by the issuer to satisfy"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did CHRW Chief Legal Officer report on this Form 4?

Dorothy Trefon Capers reported a tax-related share disposition. The company withheld 1,204 shares of C.H. Robinson common stock to satisfy her tax withholding obligation upon vesting of restricted stock units, rather than an open-market sale.

Was the CHRW insider transaction a market sale of shares?

No, it was not a market sale. The 1,204 C.H. Robinson shares were withheld by the issuer to pay tax obligations tied to vesting restricted stock units, a routine administrative transaction instead of a discretionary sale into the market.

How many CHRW shares were withheld for taxes from the CLO’s award?

A total of 1,204 C.H. Robinson common shares were withheld. The issuer used these shares, valued at $161.24 per share, to satisfy Dorothy Trefon Capers’ tax withholding obligation when her restricted stock units vested.

What are the CHRW Chief Legal Officer’s holdings after this Form 4 transaction?

After the transaction, Dorothy Trefon Capers held 19,360 C.H. Robinson shares. This total includes 15,381 shares issuable upon settlement of an equal number of restricted stock units and 3,979 shares held directly in her name.

What does it mean that CHRW shares were withheld to satisfy tax withholding obligations?

It means the company used shares instead of cash to cover taxes due on vesting stock units. C.H. Robinson retained 1,204 shares from the award to pay the associated tax liability, leaving the executive with the remaining vested equity position.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/07/2026 - 04:38 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Capers Dorothy Trefon

(Last) (First) (Middle)

14701 CHARLSON ROAD

(Street)

EDEN PRAIRIE MINNESOTA 55347

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
C. H. ROBINSON WORLDWIDE, INC. [ CHRW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/05/2026		F		1,204(1)	D	$161.24	19,360(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Consists of shares withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock units.

2. Included in this amount are 15,381 shares of Issuer common stock issuable in settlement of an equal number of restricted stock units and 3,979 shares held directly by the reporting person.

	/s/ Nicole Strydom, Attorney-in-Fact for Dorothy G. Capers	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)