CHRW CEO Bozeman reports RSU vesting, tax share withholding

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Form Type

Rhea-AI Filing Summary

C.H. Robinson Worldwide President & CEO David P. Bozeman reported equity award activity and related tax withholding. On February 4, 2026, he acquired 20,740 shares of common stock from time-vesting restricted stock units and 31,201 shares from performance-based restricted stock units, both at no cash cost to him.

The company withheld 13,564 shares at $199.71 per share to cover his tax obligations from the vesting. After these transactions, Bozeman beneficially owned 189,377 shares, including 75,792 restricted stock units and 113,585 shares held directly.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Bozeman David P

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	20,740	$0.00	$0.00
Grant/Award	Common Stock	31,201	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	13,564	$199.71	$2.71M

Holdings After Transaction: Common Stock — 189,377 shares (Direct)

Footnotes (4)

F1. Restricted stock units vest ratably over a three year period between January 1, 2026 and December 31, 2028.
F2. Represents performance-based restricted stock units that vested on February 4, 2026.
F3. Consists of shares withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of performance-based restricted stock units.
F4. Included in this amount are 75,792 shares of restricted stock units, and 113,585 shares held directly by the reporting person.

FAQ

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What insider transactions did CHRW CEO David Bozeman report on February 4, 2026?

David Bozeman reported equity awards vesting and tax withholding on February 4, 2026. He received 20,740 time-vesting restricted stock units and 31,201 performance-based units as common shares, while 13,564 shares were withheld by C.H. Robinson to satisfy related tax obligations.

How many CHRW shares did David Bozeman acquire through equity awards?

David Bozeman acquired 51,941 CHRW common shares through equity awards. This included 20,740 shares from restricted stock units vesting ratably and 31,201 shares from performance-based restricted stock units that vested on February 4, 2026, all reported at a price of $0 per share.

Why were 13,564 CHRW shares withheld from David Bozeman’s Form 4 filing?

The 13,564 CHRW shares were withheld to cover David Bozeman’s tax withholding obligations. These shares relate to the vesting of performance-based restricted stock units, and the withholding was priced at $199.71 per share, as disclosed in the Form 4 footnotes and transaction table.

How many CHRW shares does David Bozeman beneficially own after these transactions?

After the reported transactions, David Bozeman beneficially owns 189,377 CHRW shares. This total includes 75,792 shares represented by restricted stock units and 113,585 shares held directly, combining both unvested equity awards and currently held common stock reported as beneficially owned.

What are the vesting terms of David Bozeman’s CHRW restricted stock units?

His restricted stock units vest ratably over three years between January 1, 2026 and December 31, 2028. The filing also notes a separate block of performance-based restricted stock units that vested on February 4, 2026, resulting in the acquisition of additional common shares.

Are David Bozeman’s CHRW Form 4 transactions direct holdings or through another entity?

All reported CHRW transactions are listed as directly owned by David Bozeman. The Form 4 shows ownership form as “D” for direct, with no indication of voting or investment authority being assigned to any trust, partnership, or other related entity.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 02/06/2026 - 04:16 PM EST

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

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)

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/04/2026		A		20,740⁽¹⁾	A	$0	171,740	D
Common Stock	02/04/2026		A		31,201⁽²⁾	A	$0	202,941	D
Common Stock	02/04/2026		F		13,564⁽³⁾	D	$199.71	189,377⁽⁴⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Restricted stock units vest ratably over a three year period between January 1, 2026 and December 31, 2028.

2. Represents performance-based restricted stock units that vested on February 4, 2026.

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

4. Included in this amount are 75,792 shares of restricted stock units, and 113,585 shares held directly by the reporting person.

	/s/ Nicole Strydom, Attorney-in-Fact for David P. Bozeman	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.

Source: View Original Filing on SEC EDGAR