CH Robinson (CHRW) CLO reports grant of 3,480 restricted stock units

Rhea-AI Filing Summary

C.H. Robinson Worldwide’s Chief Legal Officer, Dorothy Trefon Capers, reported an award of 3,480 shares of common stock on February 4, 2026, coded as an acquisition at a price of $0 per share, reflecting a grant of equity-based compensation.

After this transaction, she beneficially owns 20,564 shares of common stock. This includes 19,028 shares issuable upon settlement of an equal number of restricted stock units and 1,536 shares held directly, with the restricted stock units scheduled to vest ratably over a three-year period between January 1, 2026 and December 31, 2028.

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

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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 MN 55347

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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

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

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

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	02/04/2026		A		3,480(1)	A	$0	20,564(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. Restricted stock units vest ratably over a three year period between January 1, 2026 and December 31, 2028.

2. Included in this amount are 19,028 shares of Issuer common stock issuable in settlement of an equal number of restricted stock units and 1,536 shares held directly by the reporting person.

	/s/ Nicole Strydom, Attorney-in-Fact for Dorothy G. Capers	02/06/2026
	** 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.

FAQ

What did CHRW Chief Legal Officer Dorothy Trefon Capers report on this Form 4?

Dorothy Trefon Capers reported an acquisition of 3,480 shares of C.H. Robinson common stock at $0 per share, reflecting an equity grant. The transaction occurred on February 4, 2026, and is classified as a non-derivative acquisition under transaction code “A.”

How many CHRW shares does Dorothy Trefon Capers beneficially own after this transaction?

After the transaction, Dorothy Trefon Capers beneficially owns 20,564 shares of C.H. Robinson common stock. This total combines 19,028 shares issuable upon settlement of restricted stock units and 1,536 shares that are currently held directly by her.

What are the vesting terms of the CHRW restricted stock units granted to Capers?

The restricted stock units granted to Dorothy Trefon Capers vest ratably over three years between January 1, 2026 and December 31, 2028. This means portions of the award become deliverable as common stock gradually throughout that three-year period.

What portion of Capers’ CHRW beneficial ownership is from restricted stock units?

Of the 20,564 shares beneficially owned, 19,028 CHRW shares are issuable upon settlement of an equal number of restricted stock units. The remaining 1,536 shares are held directly, highlighting that most of her reported interest is in un-settled equity awards.

Is this CHRW Form 4 filing for a purchase in the open market?

No. The Form 4 shows an acquisition coded “A” at a price of $0 per share, indicating an awarded equity grant rather than an open-market purchase. It reflects compensation-based stock units, not a cash purchase on a stock exchange.