What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2023-02-17 compared with 2022-02-23 · 201 added, 239 removed, 271 unchanged (62% of the section changed)

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Robinson,” “the company,” “we,” “us,” or “our”) is one of the largest global logistics companies in the world, with consolidated total revenues of $24.7 billion in 2022.

We transform the way the world moves, improving the global supply chain through our people, processes, and technology.

We are driven to provide exceptional experience to our customers and suppliers by providing freight transportation services and logistics solutions to companies of all sizes in a wide variety of industries.

We bring together customers, carriers, and suppliers to connect and grow supply chains.

We are grounded in our customer promise to use our technology, which is built by and for supply chain experts and powered by our information advantage, to deliver smarter solutions.

These global solutions, combined with the expertise of our people, deliver value–from improved cost reductions and reliability to sustainability and visibility–that our customers and carriers can rely on.

In 2022, we handled approximat ely 20 million shipments and worked with approximatel y 100,000 c ustomers.

Operating throughout North America, Europe, Asia, Oceania, and South America we offer a global suite of services using tailored, market-leading differentiated technology built by and for our global network of supply chain experts working with our customers to drive better outcomes by leveraging our experience, data, technology, and scale.

Operating throughout North America, Europe, Asia, Oceania, and South America, we offer a global suite of services using tailored, market-leading differentiated technology to drive better outcomes by leveraging our experience, data, technology, and scale.

Our EDGE values are the core of our strategy and drive us to Evolve Constantly, Deliver Excellence, Grow Together, and Embrace Integrity.

As a global logistics platform, we connect across continents by partnering with a wide variety of transportation companies and utilizing those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight.

In 2021, our customers turned to us to find solutions to problems they had never experienced before in the supply chain industry.

As a global logistics platform, we connect across continents by working closely with a wide variety of transportation companies and utilize those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight.

In 2022 , we continued to provide our customers with solutions to their complex challenges.

We utilized approximately 96,000 contracted transportation companies around the world, including contracted motor carriers, railroads (primarily intermodal service providers), and ocean and air carriers in 2022 .

Our employees, technology, and product portfolio enable us to provide a differentiated experience, remaining flexible and providing solutions that optimize service for our customers.

Our employees, technology, and product portfolio enable us to provide a differentiated experience, remain flexible, and provide solutions that optimize service for our customers.

As an integral part of our transportation services, we also provide a wide range of value-added logistics services, such as freight consolidation, customs brokerage, supply chain consulting and analysis, emission analytics, optimization, and reporting.

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Segment information.

We have two reportable segments:

North American Surface Transportation (“NAST”) and Global Forwarding with our remaining operating segments reported as All Other and Corporate.

We have two reportable segments, North American Surface Transportation (“NAST”) and Global Forwarding, with our remaining operating segments reported as All Other and Corporate.

The All Other and Corporate segment includes Robinson Fresh, Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses.

See additional disclosure in Note 9, Segment Reporting , to our consolidated financial statements.

NAST provides transportation and logistics services across North America through a network of offices in the United States, Canada, and Mexico.

The primary services provided by NAST are truckload and less than truckload (“LTL”) transportation brokerage services.

Global Forwarding provides transportation and logistics services through an international network of offices in North America, Europe, Asia, Oceania, and South America;

and also contracts with independent agents worldwide.

NAST provides transportation and logistics services across North America through a network of offices in the U.S., Canada, and Mexico.

The primary services provided by NAST include truckload and less than truckload (“LTL”) transportation brokerage services.

Global Forwarding provides transportation and logistics services through an international network of offices in North America, Europe, Asia, Oceania, and South America and also contracts with independent agents worldwide.

The primary services provided by Global Forwarding include ocean freight services, air freight services, and customs brokerage.

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Customers can access Navisphere, logistics experts, and supply chain engineers to manage their day-to-day operations and optimize supply chain performance.

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Other Surface Transportation revenues are primarily earned by our Europe Surface Transportation operating segment.

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Our services range from commitments on a specific shipment to much more comprehensive and integrated relationships.

We execute these service commitments by investing in and retaining talented employees, developing innovative proprietary systems and processes, and utilizing a network of contracted transportation providers, including, but not limited to, contracted motor carriers, railroads, and ocean and air carriers.

We make a profit driven by the value we provide our customers and the resulting difference between what we charge to our customers for the totality of services provided to them and what we pay to the transportation providers to handle or transport the freight.

We execute these services by investing in and retaining talented employees, developing innovative proprietary systems and processes, and utilizing a network of contracted transportation providers, including, but not limited to, contracted motor carriers, railroads, and ocean and air carriers.

We make a profit that is driven by the value we provide our customers and the resulting difference between what we charge to our customers for the totality of services provided to them and what we pay to the transportation providers to transport the freight.

We provide the following transportation and logistics services:

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We primarily focus on shipments of a single pallet or larger, although we handle any size shipment.

Through our contracts with motor carriers and use of Navisphere, we consolidate freight and freight information to provide our customers with a single source of information on their freight.

Through our contracts with motor carriers and the use of Navisphere, we consolidate freight and freight information to provide our customers with a single source of information on their freight.

In many instances, we consolidate partial shipments for several customers into full truckloads.

As a licensed Non-Vessel Ocean Common Carrier (“NVOCC”) and freight forwarder, we consolidate shipments, determine routing, select ocean carriers, contract for ocean shipments, and/or provide for local pickup and delivery of shipments.

As a licensed Non-Vessel Operating Common Carrier (“NVOCC”) and freight forwarder, we consolidate shipments, determine routing, select ocean carriers, contract for ocean shipments, and/or provide for local pickup and delivery of shipments.

As a certified Indirect Air Carrier (“IAC”) and freight forwarder, we organize air shipments and provide door-to-door service.

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The carrier’s contract is with us, not the customer, and we are responsible for prompt payment of freight charges.

In the cases where we have agreed to pay for claims for damage to freight while in transit, we pursue reimbursement from the contracted carrier for the claims.

In cases where we have agreed to pay for claims for damage to freight while in transit, we pursue reimbursement from the contracted carrier for the claims.

In our Managed Services business, we are acting as the shipper’s agent.

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Our employees price

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our services to provide a profit to us for the totality of services performed for the customer.

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In addition to these transportation services, we may also provide a wide range of value-added logistics services, such as freight consolidation, customs brokerage, supply chain consulting and analysis, emission analytics, optimization, and reporting, for which we are usually paid separately.

We have broadened our relationship with many of our customers through an emphasis on integrated logistics solutions resulting in us managing a greater portion of their supply chains.

We have broadened our relationship with many of our customers through an emphasis on integrated logistics solutions, resulting in our management of a greater portion of their supply chains.

We often serve our customers through specially created teams and through multiple locations.

Our transportation and logistics services are provided to numerous international customers through our worldwide network.

Transportation services accounted for approximately 97 percent of adjusted gross profit in 2021 and 96 percent of adjusted gross profit in 2020 and 2019.

Adjusted gross profit is a non-GAAP financial measure calculated as total revenues less the total of purchased transportation and related services and the cost of purchased products sourced for resale.

Transportation services accounted for approximately 97 percent of adjusted gross profits in 2022 and 2021 and 96 percent of adjusted gross profits in 2020.

Adjusted gross profits is a non-GAAP financial measure calculated as total revenues less the total of purchased transportation and related services and the cost of purchased products sourced for resale.

For additional information, see Item 7 of Part II, Management’s Discussion and Analysis of Financial Condition and Results of Operations .

The table below shows our adjusted gross profit by transportation mode, for the years ended December 31 (in thousands):

The table below shows our adjusted gross profits by transportation mode, for the years ended December 31 (in thousands):

2022 2021 2020 2019 2018

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Much of our logistics expertise can be traced to our significant experience in handling produce and other perishable commodities.

Because of its perishable nature, produce must be rapidly packaged;

carefully transported within tight timetables, usually in temperature controlled equipment;

and quickly distributed to replenish high-turnover inventories maintained by our customers.

Because of its perishable nature, produce must be rapidly packaged, carefully transported within tight timetables, usually in temperature-controlled equipment, and quickly distributed to replenish high-turnover inventories maintained by our customers.

In many instances, we consolidate an individual customer’s produce orders into truckload quantities at the point of origin and arrange for transportation of the truckloads, often to multiple destinations.

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These brands have expanded our market presence and relationships with many of our retail customers.

We have also instituted quality

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assurance and monitoring programs as part of our branded and preferred grower programs.

Sourcing accounted for approximately three percent of our adjusted gross profit in 2021 and four percent of our adjusted gross profit in 2020 and 2019.

We have also instituted quality assurance and monitoring programs as part of our branded and preferred grower programs.

Sourcing accounted for

approximately three percent of our adjusted gross profits in 2022 and 2021 and four percent of our adjusted gross profits in 2020.

Customer Relationships

We work to establish long-term relationships with our customers and to increase the amount of business done with each customer by providing them with a full range of logistics services and people they can rely on.

During 2022, we served approximately 100,000 customers worldwide, ranging from Fortune 100 companies to small businesses in a wide variety of industries.

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In recent years, we have grown by adding new customers and by increasing our volumes with, and providing more services to, our existing customers.

We seek additional business from existing customers and pursue new customers based on our knowledge of the marketplace, our unique information advantage, and the range of logistics services that we can provide.

We believe that our account management disciplines, expertise, and technology built by and for supply chain experts, enable our employees to better serve our customers by combining a broad knowledge of logistics and market conditions with a deep, data-driven, understanding of the specific supply chain issues facing individual customers and certain vertical industries.

We believe that our account management disciplines, expertise, and technology built by and for supply chain experts enable our employees to better serve our customers by combining a broad knowledge of logistics and market conditions with a deep, data-driven, understanding of the specific supply chain issues facing individual customers and certain industries.

Markets and Resources

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We often compete with respect to price, scope of services, or a combination thereof, but believe that our most significant competitive advantages are:

• People and relationships:

Our knowledgeable, dedicated, and empowered people act as an extension of our customers’ teams—logistics experts they can rely on—to innovate and execute their supply chain strategies.

• Technology:

Navisphere, our proprietary technology, provides flexibility, global visibility, customized solutions, easy integration, broad connectivity, and advanced security;

Proven processes and solutions combine strategy with practical experience for customized action plans that succeed in the real world;

Our combination of global capability, regional and local expertise, and scale gives our customers a strategic advantage in supply chain execution;

• Relationships:

A large number of unique, strong relationships provide global connections and valuable market knowledge;

Our large number of unique, strong relationships provide global connections and valuable market knowledge;

• Global suite of services:

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Our customers leverage our industry-leading capacity, broad procurement options, global data insights, and substantial shipment volumes for better efficiency, service, and marketplace advantages;

• Information:

Our global suite of services, unparalleled quantity of relationships, and scale combine to provide us with an industry leading data estate.

• Information, products, and technology:

Our global suite of services, unparalleled quantity of relationships, and scale combine to provide us with an information advantage.

We have one of the largest datasets of shipments, routings, and carriers in the world.

We use our industry-leading data and data analysts to drive smarter solutions for our customers;

We use our data and data analysts to drive smarter solutions and products for our customers.

Navisphere, our proprietary technology, provides flexibility, global visibility, customized solutions, easy integration, broad connectivity, and advanced security;

Our combination of global capability, regional and local expertise, and scale gives our customers a strategic advantage in supply chain execution;

Proven processes and solutions combine strategy with practical experience for customized action plans that succeed in the real world;

Our customers and our contract carriers rely on us to support critical elements of their business.

Our financial strength, discipline, and consistent track record of success are a key foundation of our ability to sustainably meet their needs.

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Proprietary Information Technology and Intellectual Property

Most of our global network operates on a single global technology platform called Navisphere that is used to match customer needs with supplier capabilities, to collaborate with other offices, and to utilize centralized support resources to complete all facets of the transaction.

Most of our global network operates on a single global technology platform called Navisphere, which is used to match customer needs with supplier capabilities, to collaborate with other offices, and to utilize centralized support resources to complete all

facets of the transaction.

Our technology and software platform is essential to serve our customers and contracted carriers and to manage our business.

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Navisphere and our other operational systems help our employees service customer orders, select the optimal mode of transportation, build and consolidate shipments, identify appropriate carriers, and manage exceptions, all based on customer-specific service parameters.

Our data estate and scale provides our organization with the necessary business intelligence to allow for the necessary decision support in all areas of our business.

Our data estate and scale provide our organization with the business intelligence to support decision-making in all areas of our business.

We have committed to investing in our technology to bring the value of technology, data, and analytics to our customers, help solve their most complex logistics challenges, and drive the industry forward.

With approximately 1,300 data scientists, engineers, and developers, we are continuing to invest in global talent in this critical area, building the next generation of tools and processes that will change how supply chains function.

With approximately 1,300 data scientists, engineers, and developers, we are continuing to make smart, talent-focused investments globally in this critical area and building the next generation of tools and processes that will change how supply chains function.

Robinson ® Labs™ (“Robinson Labs”) is part of this commitment.

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The Robinson Labs team collaborates with customers to solve their logistics challenges with technology built by and for supply chain experts.

Industry-first tools launched by Robinson Labs in 2021 include:

• Procure IQ ® , which uses an algorithm built by our data scientists and the largest freight shipment dataset in the industry to show shippers the optimal way to purchase transportation in each of their shipping lanes;

Industry-first tools launched by Robinson Labs include:

• Procure IQ ® , which uses algorithms built by our data scientists and the largest freight shipment dataset in the industry to show shippers the optimal way to purchase transportation in each of their shipping lanes;

• Emissions IQ ® , which gives shippers instant visibility into their carbon emissions and surfaces opportunities for reduction;

• Market Rate IQ ™, which reveals the patterns in a shipper’s spot freight that they could change to save money

• Market Rate IQ™, which reveals the patterns in a shipper’s spot freight that they could change to increase savings.

Our operations primarily use Navisphere, our global, multimodal transportation management system that allows customers to communicate worldwide with parties in their supply chain across languages, currencies, and continents.

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• Navisphere Vision ™ allows our customers to see their freight across all modes and services globally in a single view.

Details of shipment contents, shipment status, disruptions to shipments, and resulting adjustment to estimated time of arrival using artifi cial intelligence are provided for the customer to manage their supply chain exceptions.

Details of shipment contents, shipment status, disruptions to shipments, and resulting adjustments to estimated time of arrival using artifi cial intelligence are provided for the customer to manage their supply chain exceptions.

Collaboration, intelligent notifications, and performance scorecards allow customers to manage their supply chain and identify inefficiencies.

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It is used during the transportation planning process and dynamically selects the right route with the right mode and right carrier on the right day.

Navisphere is also integrated into an industry-leading 23 third-party transportation management systems and/or enterprise resource planning systems, allowing our dynamic pricing engine to directly deliver real-time quotes to customers when they have freight to be picked up or delivered.

Navisphere is also integrated into 35 third-party transportation management systems and/or enterprise resource planning systems, allowing our dynamic pricing engine to directly deliver real-time quotes to customers when they have freight to be picked up or delivered.

This eliminates the need for our customers to shop around and provides an automated solution.

The Navisphere Carrier ( “ Navisphere Carrier”) platform provides contracted motor carriers access to the functionality necessary to efficiently manage their relationship with C.H.

The Navisphere Carrier™ ( “ Navisphere Carrier”) platform provides contracted motor carriers access to the functionality necessary to efficiently manage their relationships with C.H.

Contracted motor carriers can search and book available freight, provide online status updates, keep track of receivables, and upload scanned documentation.

Many of our contracted motor carriers’ favorite features from Navisphere Carrier are also available through our Navisphere Carrier mobile application for Android ® and iOS ® mobile operating systems.

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Many of our contracted motor carriers’ favorite features of Navisphere Carrier are also available through our Navisphere Carrier mobile application for Android ® and iOS ® mobile operating systems.

The Navisphere Driver™ mobile application provides contracted motor carriers’ drivers with load status automation capabilities.

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Freightquote ® by C.H.

Robinson is a web-based, mobile-responsive offering designed to streamline the shipping process for small business customers, allowing the booking of freight without any shipping knowledge or expertise.

Robinson (“Freightquote”) is a web-based, mobile-responsive offering designed to streamline the shipping process for small business customers, allowing the booking of freight without any shipping knowledge or expertise.

Freightquote's small business customers can go online with their smart phone, tablet, or computer to book their LTL or truckload freight, track shipments, get proactive notifications, and pay for transportation services with a credit card.

We rely on a combination of cyber-security, trademarks, copyrights, trade secrets, and nondisclosure and non-competition agreements to establish and protect our intellectual property and proprietary technology.

Additionally, we have numerous registered trademarks, trade names, and logos in the United States and internationally.

We rely on a combination of cybersecurity, trademarks, copyrights, trade secrets, and nondisclosure and non-competition agreements to establish and protect our intellectual property and proprietary technology.

Additionally, we have numerous registered trademarks, trade names, and logos in the U.S.

and internationally.

Our reliance on our intellectual property and proprietary technology subjects us to certain risks that, if realized, would negatively impact our operating results.

For a description of such risks and their potential effect on our business, see Item 1A.

of Part I, Risk Factors.

Relationships with Transportation Providers

We continually work on establishing contractual relationships with qualified transportation providers that also meet both ours and our customers’ service requirements to provide dependable services, favorable pricing, and available capacity during periods when demand for transportation equipment is greater than the supply.

We continually work on establishing contractual relationships with qualified transportation providers that meet both ours and our customers’ service requirements to provide dependable services, favorable pricing, and available capacity during periods when demand for transportation equipment is greater than the supply.

We own very little transportation equipment and do not employ the people directly involved with the delivery of our customers’ freight, so these relationships are critical to our success.

In 2021, we worked with approximately 85,000 transportation providers worldwide, of which the vast majority are contracted motor carriers.

In 2022, we worked with approximately 96,000 transportation providers worldwide, the vast majority of which are contracted motor carriers.

To strengthen and maintain our relationships with contracted motor carriers, our employees regularly communicate with them and try to assist them by increasing their equipment utilization, reducing their empty miles, and repositioning their equipment.

To make it easier for contracted motor carriers to work with us, we have a policy of contracted motor carrier invoice payment upon receipt of proof of delivery in accordance with our standard payment terms.

To make it easier for contracted motor carriers to work with us, we have a policy of making contracted motor carrier invoice payments upon receipt of proof of delivery in accordance with our standard payment terms.

For those contracted motor carriers that would like a faster payment, we also offer expedited payment upon receipt of proof of delivery in exchange for a discount, along with offering in-trip cash advances.

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Contracted motor carriers that had fewer than 100 trucks transported approximately 80 percent of our truckload shipments in 2022.

Every United States and Canadian motor carrier we do business with is required to execute a contract that establishes the motor carrier is acting as an independent contractor.

At the time the contract is executed, and thereafter, through subscriptions with a third-party service, we confirm that each United States contracted motor carrier is properly licensed and insured, has the necessary federally-issued authority to provide transportation services, and can provide the necessary level of service on a dependable basis.

and Canadian motor carrier we do business with is required to execute a contract that establishes the motor carrier is acting as an independent contractor.

At the time the contract is executed, and thereafter, through subscriptions with a third-party service, we confirm that each U.S.

contracted motor carrier is properly licensed and insured, has the necessary federally-issued authority to provide transportation services, and can provide the necessary level of service on a dependable basis.

Our motor carrier contracts require that the contracted motor carrier issue invoices only to, and accept payment solely from, us for the shipments that they transport under their contract with us and allow us to withhold payment to satisfy previous claims or shortages.

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These contracts are often amended throughout the year to reflect changes in market conditions for our business, such as additional trade lanes.

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We operate both as a consolidator and as a transactional IAC in the United States and internationally.

We operate both as a consolidator and as a transactional IAC in the U.S.

and internationally.

We select air carriers and provide for local pickup and delivery of shipments.

We execute our air freight services through our relationships with air carriers, through charter services, block space agreements, capacity space agreements, and transactional spot market negotiations.

We execute our air freight services through our relationships with air carriers, charter services, block space agreements, capacity space agreements, and transactional spot market negotiations.

Through charter services, we contract part or all of an airplane to meet customer requirements.

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The transactional negotiations afford us the ability to capture excess capacity at prevailing market rates for a specific shipment.

Our operating results have been subject to seasonal trends as a result of, or influenced by, numerous factors, including national holidays, weather patterns, consumer demand, economic conditions, and other similar and subtle forces.

Our operating results have been subject to seasonal trends as a result of, or as influenced by, numerous factors, including national holidays, weather patterns, consumer demand, economic conditions, and other similar and subtle forces.

Although seasonal changes in the transportation industry have not had a significant impact on our cash flow or results of operations, we expect this trend to continue, and we cannot guarantee that it will not adversely impact us in the future.

Government Regulation

Our operations may be regulated and licensed by various federal, state, and local transportation agencies in the United States and similar governmental agencies in foreign countries in which we operate.

Our operations may be regulated and licensed by various federal, state, and local transportation agencies in the U.S.

and similar governmental agencies in foreign countries in which we operate.

We are subject to licensing and regulation as a property freight broker and are licensed by the U.S.

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The DOT prescribes qualifications for acting in this capacity, including certain surety bonding requirements.

We are also subject to regulation by the Federal Maritime Commission (“FMC”) as an ocean freight forwarder and NVOCC;

Robinson is also licensed under, and subject to regulation by, the Federal Maritime Commission (“FMC”) as an ocean transportation intermediary in the capacity as both a freight forwarder and NVOCC;

we maintain separate bonds and licenses for each.

We operate as a Department of Homeland Security certified IAC, providing air freight services, subject to commercial standards set forth by the International Air Transport Association (“IATA”) and federal regulations issued by the Transportation Security Administration (“TSA”).

We provide customs brokerage services as a customs broker under a license issued by the U.S.

Customs and Border Protection and other authoritative governmental agencies.

We also have and maintain other licenses as required by law.

Robinson performs customs brokerage services pursuant to its customs brokerage license issued by U.S.

Customs and Border Protection (“CBP”).

As a licensed customs broker, C.H.

Robinson has experience working with other government agencies that maintain jurisdiction over certain customs entries.

We also hold customs trade partnership against terrorism (“C-TPAT”) certification with CBP as both a customs broker and NVOCC.

Although Congress enacted legislation in 1994 that substantially preempts the authority of states to exercise economic regulation of motor carriers and brokers of freight, some intrastate shipments for which we arrange transportation may be subject to additional licensing, registration, or permit requirements.

We contractually require and rely on the motor carrier transporting the shipment to ensure compliance with these types of requirements.

We, along with the contracted motor carriers that we rely on in arranging transportation services for our customers, are also subject to a variety of federal and state safety and environmental regulations.

We, along with the contracted motor carriers on which we rely to arrange transportation services for our customers, are also subject to a variety of federal and state safety and environmental regulations.

Although compliance with the regulations governing licensees in these areas has not had a materially adverse effect on our operations or financial condition in the past, there can be no assurance that such regulations or changes thereto will not adversely impact our operations in the future.

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Other sourcing and distribution activities may be subject to various federal and state food and drug statutes and regulations.

We are subject to a variety of other U.S.

and foreign laws and regulations including, but not limited to, the Foreign Corrupt Practices Act and other similar anti-bribery and anti-corruption statutes.

As a publicly traded company and issuer of stock, we are subject to and maintain compliance with various anti-corruption and anti-bribery statutes such as the Foreign Corrupt Practices Act, the UK Bribery Act 2010, and certain other foreign countries' equivalent statutes or programs in the countries in which we operate.

We are subject to laws and regulations in the U.S.

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Regulatory actions or litigation seeking to impose significant penalties could be brought against us in the event of a data breach or alleged non-compliance with such laws and regulations.

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Human Capital

Robinson, our employees literally connect the world.

Robinson, our employees connect the world and are at the core of our success.

They are logistics experts and problem solvers, and they act as an extension of our customers' teams.

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Evolve Constantly, Deliver Excellence, Grow Together, and Embrace Integrity.

We attract and retain the right talent by creating an inclusive, high-performing culture and engage employees with meaningful work at a place where they belong, can grow, and are proud to work.

We leverage the diverse perspectives, backgrounds, and experiences of our global network of supply chain experts to create innovative solutions and better meet the needs of our customers, contract carriers, and growers.

Our EDGE values are brought to life through our Leadership Principles:

Adapt and Change, Constantly Innovate and Improve, Deliver Exceptional Results, Compete to Win, Value Differences, Inspire, Coach and Develop our People, and Think Like the Customer.

Our Leadership Principles are unique to us and provide a shared understanding of what it means to lead at C.H.

they reinforce our culture and help drive exceptional results.

We attract, retain, and reward exceptional talent by creating an inclusive, high-performing culture and engaging employees with meaningful work at a place where they belong, can grow, and are proud to work.

We leverage the diverse perspectives and experiences of our global network of supply chain experts to create innovative solutions and better meet the needs of our customers, contract carriers, and growers.

Oversight and Governance

Our Board of Directors and Talent and Compensation Committee have oversight of our human capital management and diversity, equity, and inclusion ( “ DEI”) efforts.

They receive regular updates from our Chief Human Resources and Environmental, Social, and Governance ( “ ESG”) Officer on our key strategic initiatives, success measurements, and other relevant matters pertaining to human resources and DEI including, but not limited to, hiring and retention, culture, employee engagement, succession planning, compensation and benefits, and human resources or DEI-related risks.

As of December 31, 2021, we had a total of 16,877 employees, 14,554 of whom are network employees, as presented below.

Our remaining employees support our network teams in areas such as finance, product, information technology, software engineering, data science and analysis, legal, marketing, and human resources.

The following table illustrates our employees by global region:

Our Board of Directors & Talent and Compensation Committee have oversight of our human capital management and diversity, equity and inclusion ( “ DEI”) efforts.

They receive regular updates from our Chief Human Resources and Environmental,

Social, and Governance ( “ ESG”) Officer on our key strategic initiatives, success measurements, and other relevant matters pertaining to human resources and DEI.

This includes, but is not limited to, hiring and retention, culture, employee engagement, succession planning, compensation and benefits, and human resources or DEI-related risks.

As of December 31, 2022, we had a total of 17,399 employees in more than 38 countries, 14,678 of whom are network employees, as presented below.

Our remaining employees support our network teams in Advanced Analytics and Data Science, Communications, Customer Strategy, Finance, Human Resources, Legal, Marketing, Product, and Technology and Engineering.

The following table illustrates our employee count by global region:

North America Europe Asia Oceania South America Total

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12,276 2,121 2,113 504 385 17,399

Contractors 1,689 38 343 54 58 2,182

Contingent workers 1,404 19 333 54 216 2,026

Diversity, Equity, and Inclusion (DEI)

We believe that fostering an inclusive, equitable, and diverse workforce is core to our EDGE values as well as a business imperative.

The unique experiences and backgrounds of our people create a stronger, more innovative, and successful team.

Fostering a diverse and inclusive workforce is core to our company values.

It is imperative to our business and the right thing to do.

The unique experiences and backgrounds of our employees create a stronger, more innovative and successful team.

We bring our commitment to diversity, equity, and inclusion to life by integrating our DEI strategic pillars (workplace diversity, workforce inclusivity, partnerships, and accountability) across our talent strategies and into our business.

As a global company, we think broadly about DEI and value all dimensions of diversity.

To help us evaluate progress against our strategy, we track a number of DEI metrics that are reviewed regularly and reported to our senior leadership teams on a quarterly basis.

We believe the way to make progress on our DEI initiatives is by taking a shared approach to accountability.

DEI metrics are tracked and reviewed quarterly with senior leadership.

This allows leaders to spot trends and act as needed.

Additionally, we have identified aspirational goals to be met by 2025 that focus on hiring, retention, engagement, and leadership representation for women (globally) and people of color (U.S.

Some of these metrics are summarized below as of December 31, 2021.

We regularly assess our progress on these goals and will set new goals in the future as we achieve our objectives.

Some of our DEI metrics are summarized below as of December 31, 2022.

Additional information can be found in our annual ESG report.

Women on Board of Directors 30 %

Racial and Ethnic Minorities on Board of Directors 10 %

Women in Workforce 48 %

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Racial and Ethnic Minorities 42 %

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We have active and engaged Employee Resource Groups ( “ERGs ”) that foster employee connections across the world, provide learning, engagement, and development opportunities, and partner with human resources and DEI teams to help advance our work.

Currently, each of our six ERGs has an average of 800 employee members.

Additionally, in 2021, we rolled out inclusivity training to all employees around the world, hosted our first Global Inclusion Week, created targeted resources for managers to support inclusive leadership behaviors, and donated to support nonprofit organizations aligned with our DEI goals.

We have shown our commitment to shared accountability by tying progress on our DEI strategy and goals to the annual incentives for our senior leaders.

We provide robust and targeted resources for managers to support inclusive leadership behaviors.

Our talent acquisition team is focused on recruiting and hiring more women and people of color through partnerships with external organizations and universities, as well as implementing trainings and policies to ensure we have a bias-free hiring process.

We offer several developmental opportunities with a DEI focus to our employees including sponsorship, mentorship, and leadership programs, as well as employee resource groups.

Talent Acquisition, Engagement, and Retention

Our continued success depends on our ability to hire and retain talented team members who can bring their unique backgrounds to work.

To support our hiring processes, we develop a robust, diverse pipeline of qualified candidates, then collaborate across the organization to best understand our talent needs and place the right person in each role.

We recognize that 2021 brought an increasingly tight talent market and a shift toward a more flexible workplace.

To adapt to these changes, we are investing more in recruitment marketing, added recruiter headcount, broadened our talent searches geographically, and increased passive candidate sourcing.

We also enhanced our recruiting and hiring processes to create an even more inclusive candidate experience and address any potential unconscious biases.

Our employee turnover ratio, which is calculated as the number of employees who departed the Company in the 12 months ended December 31, 2021, divided by the average number of employees in the 12 months ended December 31, 2021, was 19 percent.

Our employee turnover ratio is up from a historically low level in 2020 fueled by the pandemic, but is in line with pre-pandemic employee turnover rates.

Current labor market conditions compound the impact of turnover so to improve our retention rate, we are addressing the top reasons that employees stay, including compensation, work-life balance, flexibility, DEI, and career growth opportunities.

We regularly survey our employees and engage in focus groups to better understand what our people value and where we can intentionally improve their experience.

Over the past year, we’ve continued to hear that our employees value our flexible work options, the stability that comes with a 116 year-old company, and our support for their overall well-being.

In our 2021 employee engagement survey, 81 percent of our employees scored favorable to feeling optimistic about the future of C.H.

Robinson, exceeding the benchmark score by 6 percent.

Our focus on DEI continues to build a greater sense of belonging in our workplace, which is seen through an increase in favorability in our 2021 survey responses.

In addition, our focus on creating more transparency into career opportunities at C.H.

Robinson is enabling more visibility to what’s possible for our employees.

The 2021 survey indicated a positive engagement score of 80 percent, which was consistent with benchmark companies.

Robinson attracts, engages, and retains exceptional talent that represents the communities we serve.

Proven recruitment marketing practices are leveraged to increase talent brand awareness and drive high quality applicant flow.

Our Leadership Principles are embedded in the recruitment process to help ensure new hires meet our expectations along with having the skills and abilities to perform the job.

Our employee turnover ratio, which is calculated as the number of employees who departed in the 12 months ended December 31, 2022, divided by the average number of employees in the 12 months ended December 31, 2022, was 19 percent.

Despite tight labor market conditions in 2022, our turnover rate held steady.

We achieved this by focusing on the top drivers of retention, including work-life balance, compensation, career growth opportunities and benefits.

We regularly survey our employees and engage in focus groups to better understand what our employees value and how we can continuously enhance their experience.

Our 2022 engagement survey generated a positive engagement score of 80 percent, which is consistent with past years and is in the top third of all companies surveyed.

Leadership continues to be a signature strength for C.H.

In this survey, manager effectiveness and manager relationship favorability scores surpassed the 75th percentile benchmark.

The survey results indicated that employees feel supported by their managers in growing their careers, and they believe they can confide in their managers and that managers are doing a good job helping them prioritize their work.

In addition, our focus on providing employees visibility to career opportunities at C.H.

Robinson has increased those scores in 2021 and 2022, which is a driver of engagement for our employees and supports retention.

Onboarding and Development

Robinson is a place where employees can develop their best selves while achieving their goals.

New employees go through an onboarding process that emphasizes the skills necessary to become productive employees, including technology training on our proprietary systems and our customer service philosophy, as well as understanding our company culture and values.

We continue to adapt our onboarding, training, and development programs to meet the needs of the business and adjust to the new hybrid workplace.

We believe that continuous talent development and succession planning are critical to our success.

Onboarding is followed by ongoing, on-the-job training and regular performance and career development conversations between employees and their managers.

In 2021, approximately 98 percent of our workforce received regular performance and career development reviews.

We have established targeted development programs including the Leadership Networking Circle, a program designed to develop female leaders, a sponsorship program to champion growth of our employees of color and female employees, and a Key Account Sales program to grow our strategic selling capabilities.

We believe that an employee's relationship with their leader is a key driver of retention and employee engagement.

It has also long been a signature strength at C.H.

In our 2021 employee engagement survey, employee favorability of manager effectiveness increased 2 percent to 82 percent, surpassing our benchmark score by 9 percent.

We continued to build on the strength of our managers as we introduced new leadership principles in 2021 as our shared understanding of what it means to lead at C.H.

Robinson and how we drive exceptional results and develop our people for the future.

The principles are unique to us and aligned with our company strategy, mission, vision, and EDGE values.

They are embedded in who we are and how we lead.

To demonstrate this, we have integrated them into our development tools, leadership programs, performance plans, and how we hold each other accountable every day.

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Wellness, Compensation, and Benefits

Robinson, we care about all areas of our employees’ lives.

Our total rewards strategies help employees improve their health, wealth, and self.

We also established communication channels for employees to connect and stay informed on wellness topics, and we offer employee assistance programs and mental health resources.

As we continue to navigate these unprecedented times through the COVID-19 pandemic, we have followed guidance from the Occupational Safety and Health Administration, World Health Organization, and the Center for Disease Control and Prevention to ensure the safety of our people.

Where the work allows, employees have the flexibility to work where they can be the most productive and safe.

A highly competitive benefits package rounds out our efforts to fully support employees’ health, wealth, and self.

We review our benefits on an annual basis to ensure they stay competitive in the marketplace, as well as incorporate the voice of our employees to ensure we evolve to meet the diverse needs of our people.

Our market-competitive compensation programs help drive performance and reward success.

We work to ensure equitable compensation and in 2021, completed a pay equity analysis.

Compensation plans include performance-based metrics and short-term incentive ( “STI ”) plans directly tied to productivity, the achievement of performance goals, and the financial performance of the team or the organization.

Senior managers are paid a performance-based bonus, which is measured based on balanced growth in the adjusted gross profit and operating income performance of the team they represent.

In order to strengthen our commitment to DEI, senior leadership have a portion of their STI tied to advancing DEI strategy.

Our equity compensation program is an important part of how we stay competitive, as it incentivizes and rewards leadership for enterprise performance.

We believe a focus on the development of our leaders and employees results in high performing employees who are empowered to accelerate their careers and deliver exceptional results.

Our talent model is to prioritize growing our own talent and leaders, because we believe with time their experience, knowledge, relationships, and expertise become increasingly valuable.

The foundation of our talent strategy starts with building and developing great leaders.

We prioritize our leaders’ capabilities to coach and provide feedback to empower employees to grow their careers.

We provide new leaders with onboarding to ensure incoming and transitioning leaders get up to speed quickly, so they are ready to lead and support their employees.

Throughout their careers, leaders are provided development opportunities via our leadership development programs, which are in place for our high potential employees and next generation, and high-performing leaders.

In addition, we have a sponsorship program to champion the growth of our employees of color and women employees.

We also have targeted leadership development programs for women and Black leaders at various stages of their leadership careers.

We evaluate leadership talent across the organization through our talent review process, which allows us to calibrate and differentiate talent based on performance and potential across the organization.

This process drives succession planning for critical roles in the organization.

As new employees join C.H.

Robinson, they are provided onboarding that emphasizes the skills necessary to become productive employees, including training on our proprietary technology systems, our customer service philosophy, and our company culture, values, DEI which includes unconscious bias training, and Leadership Principles.

Onboarding is followed by on-the-job training and regular performance and development conversations between employees and their managers.

Throughout an employee’s career at C.H.

Robinson, we develop and recognize employees by setting clear performance expectations and providing development opportunities.

All employees have access to a digital learning platform that supports their ongoing development.

Employees can also explore potential roles and career paths through an online resource center, where they are provided resources about performance and development, along with information about how they are supported and rewarded for the work they do.

Wellness, Benefits, and Compensation

Robinson, we take a comprehensive view on the importance of supporting our employees’ health and well-being.

Our total rewards strategies support employees’ health, wealth, and self and incorporate market-competitive pay and comprehensive benefit programs for all global employees.

We deliver highly competitive and meaningful benefit programs designed to meet the needs of our diverse workforce.

Our commitment to our employees embodies benefit plans and programs that support physical, emotional, and financial wellness.

Our benefit programs include a broad array of plans, such as healthcare and retirement benefits, and an employee assistance program in Europe and North America, which provides additional no-cost access to behavioral health benefits and counseling.

Benefits are reviewed on an annual basis to ensure they stay competitive in the marketplace and to incorporate the voice of our employees to ensure we meet their diverse needs.

The goals of our compensation programs are to:

align pay for performance;

reward profitable long-term growth;

support company goals, business transformation, and company culture;

pay market competitive compensation that attracts, retains, and motivates top talent and allows for upside opportunity to reward that talent if the company achieves superior performance;

and align the interests of management to our owners, the shareholders.

Our rewards are constructed to support business strategy and the achievement of business performance goals.

We have designed short- and long-term incentives to drive the behaviors necessary to achieve our strategic priorities.

This ensures groups and individuals are rewarded for working together toward our most impactful priorities, products, and services.

We are increasing compensation transparency, which helps drive the connection between pay and performance and supports our goal of providing visibility to our employees about career path opportunities in the organization.

Lastly, our equity compensation program is an important part of how we stay competitive from a total compensation perspective, as it incentivizes and rewards leadership for sustained enterprise performance.

We believe the program further contributes to our success as it helps to create long-term ownership and alignment between employees and our shareholders.

Some employees who have significant responsibilities are eligible to receive equity awards through our equity compensation program.

Our equity compensation philosophy is to pay for performance and reward profitable long-term growth.

The program is designed to support our business transformation and company culture, help attract top talent, and create alignment with our shareholders.

Refer to Note 6, Capital Stock and Stock Award Plans, for further discussion related to our equity award plan design.

Select employees who have significant responsibilities in helping drive results are eligible to receive equity awards through our equity compensation program.

Refer to Note 6, Capital Stock and Stock Award Plans , to our consolidated financial statements for further discussion related to our equity award plan design.

Community Engagement

Giving back to our communities and supporting non-profit organizations, inspires and engages our employees and are core to our culture.

We proudly support our people, our industry, and our communities around the world.

Giving back to our communities and supporting non-profit organizations inspires and engages our employees and is core to our culture.

We proudly support our industry and our communities around the world by providing philanthropic donations to causes that matter most to our employees.

Through our company and the C.H.

Robinson Foundation, we contributed nearly $3 million to more than 900 charities in 2021.

In 2021, approximately $1.3 million was donated through our employee match program, and our employees volunteered approximately 4,500 hours to help the causes they care about most.

In addition to our employee-driven philanthropy, we support disaster relief efforts, grantmaking, employee hardship funds, and scholarship programs for our employees and our contract carriers.

We focus on supporting basic needs including preventing hunger and providing housing and education, as well as organizations working to remove barriers and diversify the talent pipeline within our industry.

Robinson Foundation, we contributed more than $4 million to 1,100 charities in 2022.

In addition to our employee-driven philanthropy, we support disaster relief efforts, strategic grantmaking, employee relief funds, and scholarship programs for our employees and our contract carriers.

We focus on supporting basic needs for families including preventing hunger and providing housing, education, and workforce development as well as support for organizations working to remove barriers and diversify the talent pipeline within our industry.

Environmental Sustainability

Robinson is committed to reducing our own environmental footprint, while helping to support sustainability efforts in our industry and for our customers.

Robinson is committed to reducing our environmental footprint, while helping to support sustainability efforts in our industry and for our customers.

On a regular basis, we engage with our internal and external stakeholders to identify our priority ESG topics, including environmental sustainability.

Our Chief Human Resources and ESG Officer and VP of ESG provide annual updates to the Board of Directors and Governance Committee on our most critical ESG topics.

The full results of these engagements and more information is available in our annual ESG report, which includes indices for the Sustainability Accounting Standards Board and Task Force on Climate-Related Financial Disclosures.

In addition to tracking and managing our own environmental footprint, we leverage our scope, size, and scale to help customers optimize their supply chain and eliminate empty miles on the road in order to meet their sustainability goals.

Our ESG goals and accomplishments include:

• Reducing our emissions intensity - We are committed to reducing our greenhouse gas emissions and have set a science-aligned below 2°C goal to reduce our Scope 1 and 2 carbon intensity.

By the end of 2021, we were more than halfway to our goal.

To achieve this goal, we seek energy efficiencies within our operations and potentially other alternatives such as purchasing energy credits.

• Launching Emissions IQ - Emissions IQ helps shippers measure their Scope 3 transportation emissions, giving them critical visibility into their value chain necessary to meet their sustainability goals.

Emissions IQ applies the Global Logistics Emissions Framework and is accredited by the Smart Freight Centre.

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• Actively supporting SmartWay ® - We have been an active member of SmartWay ® , a transportation program of the U.S.

Environmental Protection Agency, since 2005.

• Operating with integrity - Our transportation and emissions operations are subject to environmental law and regulations in the jurisdictions where we operate.

Our Chief Human Resources and ESG Officer and Vice President of ESG provide annual updates to the Board of Directors and Governance Committee on our most critical ESG topics.

The full results of these engagements and more information is available in our annual ESG report each year, which includes indices for the Sustainability Accounting Standards Board and Task Force on Climate-Related Financial Disclosures.

We focus our sustainability efforts in three areas:

working to reduce our own greenhouse gas emissions, helping customers meet their sustainability goals, and contributing to advancements in sustainability within the transportation industry.

We are committed to reducing our greenhouse gas emissions and we measure and report on our Scope 1, 2, and 3 emissions in our annual ESG report.

We have set a science-aligned below 2°C goal to reduce our Scope 1 and 2 carbon intensity by 2025.

In 2022, we announced we were 90 percent of the way to our goal.

To achieve this goal, we have focused on energy efficiencies within our operations and purchasing renewable energy credits.

In addition, Robinson Fresh focuses on reducing food waste through innovative technologies and reducing waste by including sustainable packaging options across our product portfolio.

In addition to tracking and managing our own environmental footprint, we leverage our scope, size, and scale to help customers meet their sustainability goals through tools like Emissions IQ™, which measures Scope 3 emissions from transportation, and by consulting on ways to optimize their supply chain and eliminate empty miles on the road in order to reduce emissions.

As a leader in our industry, we work to advance sustainability efforts through collaborations with non-profit and academic institutions, including sponsorship of research and participation in working groups focused on innovation within the transportation industry.

Additional information about our human capital management and environmental sustainability initiatives, goals, and achievements is available in the ESG report available on our website;

however, the ESG report is not incorporated by reference in, and are not a part of, this Annual Report on Form 10-K.

however, the ESG report is not incorporated by reference in, and is not a part of, this Annual Report on Form 10-K.

Information about our Executive Officers

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Below are the names, ages, and positions of the executive officers as of February 17, 2023:

Biesterfeld, Jr.

46 President and Chief Executive Officer

Anderson 56 Interim Chief Executive Officer

Campbell 57 Chief Legal Officer and Secretary

Michael Castagnetto 45 President of Robinson Fresh

Jeroen Eijsink 49 President of C.H.

Robinson Europe

Freeman 55 Chief Human Resources and ESG Officer

Kass 49 President of Managed Services

Neill 51 Chief Technology Officer

Christopher J.

O’Brien 53 Chief Commercial Officer

Mac Pinkerton 49 President of NAST

Arun Rajan 53 Chief Product Officer

Arun Rajan 54 Chief Operating Officer

Short 52 President of Global Freight Forwarding

Zechmeister 56 Chief Financial Officer

Biesterfeld, Jr.

was named Chief Executive Officer in May 2019.

Prior to becoming CEO, he held the positions of Chief Operating Officer from February 2018 to May 2019, President of NAST from January 2016 to December 2018, Vice President of Truckload from January 2014 to December 2015, Vice President of Sourcing and Temperature Controlled Transportation from January 2013 to December 2014, and General Manager for the U.S.

West Sourcing Region for the company’s Robinson Fresh division from 2003 to 2011.

He began his career with C.H.

Robinson in 1999 in the Corporate Procurement and Distribution Services office.

Bob serves on the Board of Directors for the Transportation Intermediaries Association and is trustee of the Winona State University Foundation.

Bob graduated from Winona State University with a Bachelor of Arts degree.

Anderson has been a Director of the company since 2012, including as Chairman of our Board of Directors from 2020 to 2022, and was appointed Interim Chief Executive Officer effective January 1, 2023.

Scott was a Senior Advisor to Patterson Companies, Inc.

PDCO), a medical supply company, from June 2017 to June 2019.

He served as President and Chief Executive Officer of Patterson Companies from 2010 to 2017.

In April 2013, he was elected to the additional responsibility of Chairman of the Board.

Prior to 2006, when he became President of Patterson Dental Supply, Inc., Scott held senior management positions in the dental unit, including Vice President, Sales, and Vice President, Marketing.

Scott became a director of Patterson in 2010.

He is a past chairman of the Dental Trade Alliance and has served on the board of directors of the Ordway Theater.

Scott is a trustee of Gustavus Adolphus College, where he serves as Chairman of the Board.

Scott earned a Master of Business Administration from Northwestern University, Kellogg School of Management and his bachelor’s degree from Gustavus Adolphus College.

Campbell was named Chief Legal Officer and Secretary in January 2015.

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Robinson, Ben was a partner at Rider Bennett, LLP, in Minneapolis, Minnesota.

He currently serves as a director on the board of Second Harvest Heartland.

Ben holds a Bachelor of Science degree from St.

John’s University and a Juris Doctor from William Mitchell College of Law.

Michael Castagnetto was named President of Robinson Fresh in January 2020.

Prior executive and management positions with the company include Vice President, General Manager, and Director of Sourcing from 2013 to 2019.

Prior to these roles, Michael held various customer facing roles within the company.

He began his career with C.H.

Robinson through the acquisition of FoodSource, Inc., in 2005.

He is a board member of the International Fresh Produce Association and the Pinky Swear Foundation.

He holds a Bachelor of Arts from Saint Mary’s College of California.

Jeroen Eijsink was named President of C.H.

Robinson Europe in September 2015.

Jeroen previously served as Chief Executive Officer of DHL Freight Germany, where he was responsible for the road and rail transport activities for DHL in Germany from March 2013 to August 2015.

He also served as Chief Executive Officer of DHL Freight Belgium, Netherlands, and United Kingdom from January 2011 to February 2013 and managing director of DHL Freight United Kingdom and Ireland from May 2006 to December 2010.

Prior to joining Deutsche Post DHL, Jeroen held various management positions at Siemens in Germany.

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Freeman was named Chief Human Resources Officer in January 2015, and in October 2019, also became ESG Officer.

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Previous positions with C.H.

Robinson include Vice President of Investor Relations and Public Affairs from January 2009 to August 2012, and Director of Investor Relations, and Director of Marketing Communications.

She also serves as the president of the C.H.

Robinson include Vice President of Investor Relations and Public Affairs from January 2009 to August 2012, Director of Investor Relations, Director of Marketing Communications, and President of the C.H.

Robinson Worldwide Foundation.

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Angie holds a Bachelor of Arts degree and a Bachelor of Science degree from the University of North Dakota and a Master of Science degree from the London School of Economics.

Kass was named President of Managed Services in January 2015.

He previously served as Vice President of Management Services from January 2013 to January 2015.

Previous positions with C.H.

Robinson include Director of the TMC division.

Jordan began his career in 1994 at American Backhaulers and subsequently joined C.H.

Robinson in 2000 following our acquisition of American Backhaulers.

Jordan holds a Bachelor of Arts degree from Indiana University.

Neill was named Chief Technology Officer in June 2018.

Previous positions with the company include IT Director, Application Development from 2010 to 2018;

IT Director, Infrastructure and Security from 2005 to 2010;

and Software Development Manager from 2002 to 2004.

Prior to joining C.H.

Robinson in 2002, Mike held IT management positions at ADC Telecommunications and Trans Consolidated Incorporated.

Mike also serves as an industry advisory board member to the University of Minnesota, Duluth, Computer Science Department and on the Board of Advisors of AbeTech.

Mike holds a Bachelor of Science degree from the University of Minnesota, Duluth and a Master of Science from the University of Minnesota.

Christopher J.

O’Brien was named Chief Commercial Officer in January 2015.

Prior to that, he served as a Senior Vice President from May 2012 to December 2014.

He has served as a Vice President since May 2003.

Additional previous positions with C.H.

Robinson include President of the company’s European division and manager of the Raleigh, North Carolina, office.

Christopher joined the company in 1993.

He holds a Bachelor of Arts degree from Alma College in Michigan.

Mac Pinkerton was named President of NAST in January 2019.

Prior executive positions with the company include Vice President, Service Lines from July 2017 to December 2018 and Vice President, Transportation from October 2010 to June 2017.

Prior to his executive roles, Mac was General Manager in the Mobile, Alabama, and Dallas, Texas, offices.

Prior to his executive roles, Mac was General Manager in the company's Mobile, Alabama and Dallas, Texas offices.

Mac began his career with C.H.

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He holds a Bachelor of Science degree from Mississippi State University.

Arun Rajan was named Chief Product Officer in July 2021.

Before coming to C.H.

Robinson, Arun was the Chief Technology Officer of Whole Foods Market, part of Amazon from 2019 to 2021.

Arun also held leadership positions at Zappos, an online retail company, through its acquisition by Amazon, serving as Chief Operating Officer from 2014 to 2019 and Chief Technology Officer from 2009 to 2013.

Arun Rajan was named Chief Operating Officer in October 2022 and leads the Product, Technology, Data Science, Analytics and Marketing organizations at C.H.

Arun joined the company as Chief Product Officer in September 2021.

Prior to joining the company, Arun was the Chief Technology Officer of Whole Foods Market, part of Amazon, from September 2019 to July 2021.

Arun also held leadership positions at Zappos, an online retail company, through its acquisition by Amazon, serving as Chief Operating Officer from April 2015 to August 2019, Acting Chief Operating Officer from September 2014 to March 2015, and Chief Technology Officer from 2009 to 2013.

Prior to Zappos, Arun's leadership roles included serving as the Chief Technology Officer of One Kings Lane in San Francisco, Co-founder and Chief Technology Officer of New York City’s Intent Media, Chief Technology Officer of Travelocity Europe and LastMinute.com in London, and Co-Founder and Chief Technology Officer of ITRadar.com in Minneapolis, Minnesota.

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Short was named President of Global Freight Forwarding in May 2015.

Prior to this role, Mike served as Vice President, Global Forwarding - North America.

He joined C.H.

Robinson through the acquisition of Phoenix International ( “Phoenix ”) in 2012.

Prior to being named President, Mike served as Vice President, Global Forwarding - North America.

Prior to joining C.H.

Robinson, he held a number of roles at Phoenix, including Regional Manager, Sales Manager, and General Manager of the St.

Louis office.

Robinson through the acquisition of Phoenix International (“Phoenix”) in November 2012, prior to which, he held a number of roles at Phoenix, including Regional Manager, Sales Manager, and General Manager of the St.

Louis, Missouri office.

Mike holds a Bachelor of Science degree in Business from the University of Missouri.

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Before coming to C.H.

Robinson, Mike served as Chief Financial Officer of United Natural Foods, Inc., a food wholesaler, from 2015 to August 2019.

Robinson, Mike served as Chief Financial Officer of United Natural Foods, Inc., a food wholesaler, from September 2015 to August 2019.

Prior to joining United Natural Foods, Inc., Mike spent 25 years at General Mills, Inc., holding a variety of leadership roles, including Vice President of Finance for the Pillsbury Division, Vice President of Finance for U.S.

Retail Sales, and Treasurer.

Mike holds a Bachelor of Science in Business degree from the Carlson School of Management at the University of Minnesota and earned a Masters of Business Administration from the Kellogg School of Management at Northwestern University.

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Since 2009, he has served as a director on the board of advisors for the Carlson School of Management at the University of Minnesota, from which he holds a Bachelor of Science in Business degree.

Mike also holds a Master of Business Administration from the Kellogg School of Management at Northwestern University.

Investor Information

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changes in our customer base due to possible consolidation among our customers;

risks with reliance on technology to operate our business;

risks associated with reliance on technology to operate our business;

cyber-security related risks;

risks associated with operations outside of the United States;

risks associated with operations outside of the U.S.;

our ability to successfully integrate the operations of acquired companies with our historic operations;

risks related to our search for a permanent CEO and retention of key management personnel;

climate change related risks;

risks associated with our indebtedness;

risk associated with interest rates;

risks associated with litigation, including contingent auto liability and insurance coverage;

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changes to our capital structure;

changes due to catastrophic events including pandemics such as COVID-19, and other risks and uncertainties, including those described in Item 1A, Risk Factors.

changes due to catastrophic events including pandemics such as COVID-19;

and other risks and uncertainties, including those described in Item 1A, Risk Factors.

Forward-looking statements speak only as of the date they are made.

We undertake no obligation to update these statements in light of subsequent events or developments.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business