C.H. Robinson CEO has shares withheld for taxes

C. H. Robinson Worldwide President & CEO David P. Bozeman reported a tax-related share disposition tied to equity compensation.

Rhea-AI Filing Summary

C. H. Robinson Worldwide President & CEO David P. Bozeman reported a tax-related share disposition tied to equity compensation. On the vesting of restricted stock units, 11,693 shares of common stock were withheld by the company to cover his tax withholding obligation, not sold on the open market.

After this withholding, Bozeman beneficially owns 178,978 shares, which include 50,151 restricted stock units, 128,756 shares held directly, and 71 shares acquired through the employee stock purchase plan. The filing reflects routine tax management associated with equity vesting.

Insights

Equity compensation analyst

Routine tax withholding on RSU vesting; no open-market trade.

The filing shows 11,693 shares withheld to satisfy David P. Bozeman’s tax obligations when restricted stock units vested. Code F and the footnote confirm this is a payment of tax liability using shares, not a discretionary market sale.

After the transaction, Bozeman’s beneficial ownership totals 178,978 shares, including 50,151 restricted stock units, 128,756 directly held shares, and 71 shares from the employee stock purchase plan. This indicates a substantial continuing stake, so the event is best viewed as routine administrative tax handling.

Insider Trade Summary

Exercise Price or Tax Liability: 11,693 shares

Exercise Price or Tax Liability 1 txn

Insider Bozeman David P

Role President & CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	11,693	$180.34	$2.11M

Holdings After Transaction: Common Stock — 178,978 shares (Direct)

Footnotes (3)

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 50,151 shares of restricted stock units, and 128,756 shares held directly by the reporting person.
3. F3. Includes 71 shares acquired pursuant to the issuer's employee stock purchase plan.

Key Figures

Shares withheld for taxes: 11,693 shares Withholding price per share: $180.34 per share Total shares after transaction: 178,978 shares +3 more

6 metrics

Shares withheld for taxes 11,693 shares Tax-withholding disposition on RSU vesting

Withholding price per share $180.34 per share Value used for 11,693 withheld shares

Total shares after transaction 178,978 shares Beneficial ownership following tax withholding

Restricted stock units held 50,151 RSUs Included in total beneficial ownership

Directly held shares 128,756 shares Common stock held directly by Bozeman

ESPP shares 71 shares Acquired under employee stock purchase plan

Key Terms

restricted stock units, employee stock purchase plan, tax withholding obligation, beneficially owns

4 terms

restricted stock units financial

"Consists of shares withheld by the issuer to satisfy the reporting person's tax withholding obligation 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.

employee stock purchase plan financial

"Includes 71 shares acquired pursuant to the issuer's employee stock purchase plan."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax withholding obligation financial

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

beneficially owns financial

"Included in this amount are 50,151 shares of restricted stock units, and 128,756 shares held directly by the reporting person."

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

FAQ

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

What did CHRW CEO David P. Bozeman report in this Form 4 filing?

David P. Bozeman reported that 11,693 CHRW shares were withheld to cover tax obligations from vesting restricted stock units. This disposition used stock to pay taxes rather than executing an open-market sale of shares.

Was there an open-market sale of C. H. Robinson (CHRW) shares by the CEO?

No, the filing shows a tax-withholding disposition, not an open-market sale. The company withheld 11,693 shares upon RSU vesting to satisfy Bozeman’s tax liability, consistent with common equity compensation practices.

How many C. H. Robinson (CHRW) shares does David P. Bozeman own after this transaction?

After the tax withholding, Bozeman beneficially owns 178,978 CHRW shares. This total includes 50,151 restricted stock units, 128,756 shares held directly, and 71 shares acquired through the company’s employee stock purchase plan.

What does transaction code F mean in the CHRW Form 4 for David P. Bozeman?

Transaction code F indicates shares were used to pay an exercise price or tax liability. Here, 11,693 shares were withheld by C. H. Robinson to satisfy Bozeman’s tax withholding obligation when restricted stock units vested.

How are restricted stock units reflected in David P. Bozeman’s CHRW holdings?

Bozeman’s post-transaction holdings include 50,151 restricted stock units as part of his total 178,978 shares of beneficial ownership. These RSUs represent share-based compensation that vests over time under C. H. Robinson’s equity incentive programs.

What role does the employee stock purchase plan play in CHRW CEO’s holdings?

The filing notes that Bozeman’s ownership includes 71 shares acquired through C. H. Robinson’s employee stock purchase plan. This plan allows employees to accumulate company stock, adding to his broader equity-based stake alongside RSUs and directly held shares.

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

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Accepted by SEC EDGAR 06/30/2026 - 04:08 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^*

Bozeman David P

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026

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	06/26/2026		F		11,693(1)	D	$180.34	178,978(2)(3)	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 50,151 shares of restricted stock units, and 128,756 shares held directly by the reporting person.

3. Includes 71 shares acquired pursuant to the issuer's employee stock purchase plan.

	/s/ Nicole Strydom, Attorney-in-Fact for David P. Bozeman	06/30/2026
	** 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)