What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-14 compared with 2024-02-16 · 198 added, 229 removed, 253 unchanged (63% of the section changed)

Robinson Worldwide, Inc.

Robinson,” “the company,” “we,” “us,” or “our”) is one of the largest global logistics companies in the world, with consolidated total revenues of $17.6 billion in 2023.

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 and help navigate increasingly complex global supply chains.

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 2023, we handled approximat ely 19 million shipments and worked wi th more than 90,000 c ustomers.

Operating throughout North America, Europe, Asia, Oceania, South America, and the Middle East, we offer a global suite of multi-modal services that brings together the value of our expertise and account management services with custom technology differentiated by our unmatched data 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 one of the world’s largest global logistics platforms, we solve logistics problems for companies across the globe and across industries, from simple to the most complex.

We work 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 2023 , we processed approximately 19 million shipments and had $22 billion of freight under management.

In 2023 , we had more than 450,000 contracted transportation companies around the world on our platform, including contracted motor carriers, railroads (primarily intermodal service providers), and ocean and air carriers.

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.

With the combination of our multimodal transportation management system and expertise, we use our information advantage to deliver smarter solutions for more than 90,000 customers and the more than 450,000 contract carriers on our platform.

Robinson,” “the company,” “we,” “us,” or “our”) is one of the largest global logistics providers in the world, with consolidated total revenues of $17.7 billion in 2024.

We deliver logistics like no one else.

Companies around the world look to us to reimagine supply chains, advance freight technology and solve logistics challenges — from the simple to the complex.

We are grounded in our promise to deliver exceptional customer success, using our expertise, scale and tailored solutions to help customers navigate increasingly complex global supply chains.

Operating throughout North America, Europe, Asia, Oceania, South America, and the Middle East, we help ensure the seamless delivery of goods across industries and continents.

Our global suite of multimodal logistics services brings together the expertise of our people with custom technology differentiated by one of the largest datasets on shipments, routings, and carriers in the world.

The Robinson Operating Model is the foundation of our strategy, execution, and accountability throughout the organization.

Rooted in Lean principles, it has elevated our team and leaders to focus on accelerated opportunity identification and operational effectiveness in delivering value to our customers.

Leveraging our rich datasets supported by the framework of the Robinson Operating Model, our culture has embraced a disciplined approach to continuous improvement and speed of decision making.

As one of the world’s largest logistics platforms, our proprietary technology connects 83,000 customers and 450,000 carriers.

We work closely with a global network of transportation companies, including contracted motor carriers, railroads, and ocean and air carriers.

We utilize those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight.

In 2024, our customers trusted us to manage approximately 37 million shipments and $23 billion in freight.

As an integral part of our transportation services, we also provide a wide range of value-added logistics services, such as freight consolidation, drop trailer, cross-border logistics, customs brokerage and trade compliance, supply chain consulting and design, and fully managed third-party logistics (“3PL”) and fourth-party logistics (“4PL”) solutions.

O ur global team of supply chain experts, differentiated technology, and integrated product portfolio across ocean, air, rail, and truck shipping bring unique value to the marketplace.

Our global perspective across all links in the supply chain are critical in supporting shippers through market volatility and global supply chain disruptions.

We are also a key driver of digital transformation in our industry.

Our innovations with artificial intelligence (“ AI ”), machine learning, and data science benefit our customers and help power our growth strategy.

We are expanding the use of generative AI in our industry, creating proprietary technology to perform work that defied automation for decades.

Our customers get better service, faster speed-to-market and more cost savings, while our people are freed from repetitive, mundane tasks so they can focus on more strategic work.

Our enhancements to our dynamic costing and pricing models are key contributors to expanding our operating margins and growing volume and market share.

In addition to transportation and logistics services, we also provide sourcing services under the trade name Robinson Fresh ® (“Robinson Fresh”).

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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.

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

See additional disclosure in Note 8, Segment Reporting , to our consolidated financial statements.

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

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 include truckload and less than truckload (“LTL”) transportation brokerage services.

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Robinson Fresh sources products from around the world.

Managed Services is primarily comprised of our TMC division, which offers Managed TMS ® (“Managed TMS”).

Managed TMS combines the use of our global technology platform Navisphere ® (“Navisphere”), logistics process expertise, and consulting services in relation to the use of motor carriers and other transportation providers chosen by our customers.

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

In November 2024, we launched C.H.

Robinson Managed Solutions™ to address a growing gap in the marketplace for shippers wanting seamless access to 4PL services, 3PL, managed transportation and Transportation Management Services (“TMS”) technology from one provider.

Consulting services, logistics optimization, and day-to-day logistics management services formerly offered through our TMC division are now offered through Managed Solutions.

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

Europe Surface Transportation provides transportation and logistics services, including truckload and LTL transportation services, across Europe.

The sale of our Europe Surface Transportation business was announced in July 2024 and closed in February 2025.

Transportation and Logistics Services

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Through our contracts with motor carriers, we have access to dry vans, temperature controlled vans, flatbeds, and bulk capacity.

Through the use of Navisphere, we connect our customers with contracted motor carriers that specialize in their transportation lanes and product types, and we help contracted motor carriers optimize the usage of their equipment.

Through the use of our proprietary Navisphere platform ® , we connect our customers with contracted motor carriers that specialize in their transportation lanes and product types, and we help contracted motor carriers optimize the usage of their equipment.

LTL transportation involves the shipment of single or multiple pallets of freight.

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We provide intermodal transportation service, which is the shipment of freight in containers or trailers by a combination of truck and rail.

In addition, we provide fee-based Managed Services, warehousing services, small parcel, and other services.

In addition, we provide fee-based Managed Solutions, warehousing services, and other services.

Customers communicate their freight needs, typically on an order-by-order basis, to the C.H.

Robinson team responsible for their account, either directly or through highly automated connections established between Navisphere and the customers’ transportation management system.

Robinson team then ensures that all necessary information regarding each shipment is available in Navisphere.

We utilize the information from Navisphere and other available sources to select the best contracted carrier based upon factors such as their service score, equipment availability, freight rates, and other relevant factors.

Robinson team then ensures all necessary information regarding each shipment is available in Navisphere.

We utilize the information from Navisphere and other available sources to select the best contracted carrier based on factors such as their service score, equipment availability, freight rates, and other relevant factors.

Once the contracted carrier is selected, we receive the contracted carrier’s commitment to provide the transportation.

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By accepting the customer’s order, we accept certain responsibilities for transportation of the shipment from origin to destination.

The carrier’s contract is with us, not the

customer, and we are responsible for prompt payment of freight charges.

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

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.

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

In those cases, the carrier’s contract is typically with the customer, and we collect a fee for our services.

As a result of our logistics capabilities, our technology, our global suite of services, and available modes of transportation, some of our customers have us handle all, or a substantial portion, of their freight transportation requirements.

As a result of our logistics capabilities, our technology, our global suite of services, and integrated modes of transportation, some of our customers have us handle all, or a substantial portion, of their freight transportation needs.

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

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As is typical in the transportation industry, most of these contracts do not include specific volume commitments.

When we enter into prearranged rate agreements for truckload services with our customers, we usually have fuel surcharge agreements that allow for fuel to primarily act as a pass-through cost, in addition to the underlying line-haul portion of the rate.

We purchase most of our truckload services from our contracted truckload carriers on a spot market, or transactional basis, even when we are working with the customer on a contractual basis.

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We offer a wide range of logistics services on a global basis that reduce or eliminate supply chain inefficiencies.

We analyze customers’ current transportation rate structures, modes of shipping, and carrier selection.

We analyze customers’ transportation rate structures, modes of shipping, and carrier selection.

We identify opportunities to consolidate shipments for cost savings.

We suggest ways to improve operating and shipping procedures and manage claims.

We help customers minimize storage through crossdocking and other flow-through operations.

Many of these services are provided in connection with providing the transportation services based on the nature of the customer relationship.

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 our management of a greater portion of their supply chains.

We help customers minimize storage through transloading, crossdocking, drop trailer and other flow-through operations.

Many of these services are provided in connection with providing the freight transportation, based on the nature of the customer relationship.

Our breadth of value-added services also includes supply chain consulting and design, emissions analytics, customs brokerage and compliance, project logistics, warehousing, and cargo insurance—for which we are usually paid separately.

We have broadened our relationship with many of our customers by emphasizing 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 95 percent of adjusted gross profits in 2023 and 97 percent of adjusted gross profits in 2022 and 2021.

Transportation services accounted for approximately 95 percent of adjusted gross profits in 2024 and 2023 and 97 percent of adjusted gross profits in 2022.

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.

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

Sourcing accounted for approximately five percent of our adjusted gross profits in 2023 and three percent of our adjusted gross profits in 2022 and 2021.

Sourcing accounted for approximately five percent of our adjusted gross profits in 2024 and 2023 and three percent of our adjusted gross profits in 2022.

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 on whom they can rely.

During 2023, we served more than 90,000 customers worldwide, ranging from Fortune 100 companies to small businesses in a wide variety of industries.

During 2024, we served 83,000 customers worldwide, ranging from Fortune 100 companies to small businesses in a wide variety of industries.

During 2024, our largest customer accounted for approximately two percent of our consolidated total revenues.

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 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 industries.

We believe our account management disciplines, expertise, tailored solutions, and technology 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 specific industries.

Markets and Resources

The transportation services industry is highly competitive and fragmented.

We compete against many logistics companies, including technology-based service companies, trucking companies, property freight brokers, carriers offering logistics services, NVOCCs, IACs, and freight forwarders.

We compete against traditional and non-traditional logistics companies, including transportation providers that own equipment, third-party freight brokers, technology matching services, internet freight brokers, carriers offering logistics services, on-demand transportation service providers, NVOCCs, IACs, and freight forwarders.

We also buy from and sell transportation services to companies that compete with us.

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• 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.

Our knowledgeable, dedicated, and empowered people act as an extension of our customers’ teams to innovate and execute their supply chain strategies.

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

• Global suite of services:

A wide selection of services and products help provide our customers with consistent capacity and service levels;

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, products, and technology:

The combination of our global suite of services, unparalleled quantity of relationships, and scale provide us with an information advantage.

A wide and integrated selection of services and products provide our customers with consistent capacity and service levels;

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

• Data, products, and technology:

The combination of our expertise, scale and tailored solutions gives our technology an edge.

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

Generative AI is especially powerful in our hands, helping us unlock the value in our vast amount of unstructured data and create new proprietary technology that leads the industry forward.

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 proprietary Navisphere platform provides agility, flexibility, global visibility, 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;

Proven processes and tailored 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.

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Proprietary Information Technology and Intellectual Property

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.

In 2023, we executed approximately 19 million shipments for more than 90,000 customers utilizing the more than 450,000 contract carriers on our platform.

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 technology brings the value of artificial intelligence, machine learning, data science, and analytics to our customers in order to help solve their most complex logistics challenges and drive the industry forward.

With a pproximately 900 data scientists, engineers, and developers, we continue to make smart, talent-focused investments globally in this critical area and continue to build the next generation of tools and processes that change how supply chains function.

Our operations primarily use Navisphere, our global, multimodal transportation management system.

It is essential for serving our customers and contract carriers and for managing our business.

Most of our global network operates on Navisphere, using it to match customer needs with supplier capabilities, to collaborate, and to access centralized support resources to complete all facets of a transaction.

In 2024, we managed approximately 37 million shipments for 83,000 customers utilizing the more than 450,000 contract carriers on our platform.

Navisphere and our other technology 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 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 900 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.

For example, some of the industry-first tools we launched 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 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.

Navisphere offers sophisticated business analytics, artificial intelligence, and data-driven tools to improve supply chain performance and meet incr easing customer demands, including the following:

• 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 adjustments to estimated time of

arrival using artifi cial intelligence are provided for the customer to manage their supply chain exceptions.

Navisphere gives customers one place to purchase, manage, and track their freight transportation around the world.

It allows them to communicate worldwide with parties in their supply chain across languages, currencies, and continents.

Navisphere also offers sophisticated business analytics, artificial intelligence, and data-driven tools to improve supply chain performance and meet increasing customer demands, including the following:

• Our advanced visibility tools allow 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 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.

• Navisphere Insight™ takes customers’ raw data about their freight and uses data science to turn the raw data into valuable insights, surfacing trends in transportation performance and spend that can be used for decision-making in real time or over time.

• Navisphere Insight™ uses data science to turn customers’ raw freight data into valuable insights, surfacing trends in transportation performance and spend that can be used for decision-making in real time or over time.

Analysis is provided down to the shipment and order level.

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

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

Enhancements to our dynamic costing and pricing models allow us to react to market signals more quickly and accurately.

Through a combination of more inputs, an upgraded algorithm, and greater configurability, these proprietary data science models serve to optimize our purchasing of shipping capacity and the price we offer our customers.

We continue to drive digital transformation in our industry.

Using generative AI and large language models, we have created proprietary technology that automates steps across the lifecycle of a shipment:

from giving customers a price quote, to accepting a load, to setting appointments for pickup and delivery, to checking on the load in transit.

Transactions are performed in seconds, giving customers greater efficiency, speed-to-market, and cost savings while improving employee productivity, as measured by shipments per person per day.

Some of the other industry-first tools we’ve launched include:

• 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 increase savings.

Navisphere Carrier™ ( “ Navisphere Carrier”) 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.

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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.

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

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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.

contracts do not include volume commitments, and typically, the initial contract rate is modified each time we confirm an individual shipment with a contracted motor carrier.

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

Our standard contracts do not include volume commitments, and typically, the initial contract rate is modified each time we confirm an individual shipment with a contracted motor carrier.

In our NVOCC ocean transportation business, we have contracts with most of the major ocean carriers, which support a variety of service and rate needs for our customers.

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These contracts are often amended throughout the year to reflect changes in market conditions.

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

and internationally.

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

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

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Government Regulation

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.

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.

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

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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 operate as a U.S.

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”).

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

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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.

We also hold customs trade partnership against terrorism (“CTPAT”) 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.

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

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.

and other countries concerning the handling of personal information, including laws that require us to notify governmental authorities and/or affected individuals of data breaches involving certain personal information.

These laws and regulations include, for example, the European General Data Protection Regulation and

the California Consumer Privacy Act.

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 U.S.

Foreign Corrupt Practices Act (“FCPA”), 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 United States and other countries concerning the handling of personal information, including laws that require us to notify governmental authorities and/or affected individuals of data breaches involving certain personal information.

These laws and regulations include, for example, the European General Data Protection Regulation and the California Consumer Privacy Act.

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.

Human Capital

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

They are logistics experts and problem solvers who are driven to win, and they act as an extension of our customers’ teams.

In fact, our customers and contract carriers consistently cite our people as one of the top reasons they work with C.H.

Our talent strategy is built on our EDGE values:

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

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 and grow 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 feel they belong, can grow, and are proud to work.

We leverage the diverse perspectives, skills, 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.

Robinson, our employees connect the world and are the foundation of our success, creating value for our customers and contract carriers.

They are supply chain experts and problem solvers who are committed to winning, and act as an extension of our customers’ teams.

Our customers and contract carriers consistently cite our people as the number one reason for choosing C.H.

Our employees bring our enterprise strategy and the Robinson Operating Model to life through The Robinson Way, a comprehensive culture framework encompassing our company purpose, customer promise, and behavioral advantages (Authentic, Persistent, Accountable, Curious, United).

This framework emphasizes delivering exceptional service and high value through our expertise, scale and tailored solutions.

We believe The Robinson Way offers a clear understanding for employees on how their roles contribute to the company’s success and provides a sense of purpose and direction.

It emphasizes forging lasting relationships with integrity, honesty, and respect;

committing to getting the job done right;

owning successes and failures and learning from both;

challenging the status quo;

and working together to raise the bar.

This framework not only aligns employees with the company’s strategic goals but also creates a high-performance culture of engagement, recognition, and continuous improvement, ultimately enhancing career growth and job satisfaction.

We attract, retain, and reward exceptional talent through our performance culture, which is grounded in our purpose, and a commitment to their career development and growth.

As a service company, we know that to succeed and win in the market we need to provide a workplace environment where our people believe they are empowered to succeed, can grow and learn, and are proud to work.

We are a global company with a large and varied customer and contract carrier base.

We work with 83,000 customers across a wide variety of industries, with 450,000 contract carriers on our platform.

As of December 31, 2024, we had a total of 13,781 employees in 38 countries.

Our employees speak 70 languages and encompass four generations in the workplace.

An important part of our commercial success is that our workforce reflects the communities where we live, work, and draw top talent from, as well as our customers and contract carriers.

We leverage the unique perspectives, skills, and experiences of our global network of supply chain experts to create a stronger, more innovative and successful team.

This leads to better solutions for our customers, contract carriers, and growers;

drives our competitive advantage in recruiting and retaining top talent;

and enhances our high-performance culture.

Oversight and Governance

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, 2023, we had a total of 15,246 employees in 39 countries, 12,954 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.

Our Board of Directors and Talent and Compensation Committee oversee our human capital management efforts.

They receive regular updates from our Chief Human Resources and Environmental, Social, and Governance (“ESG”) Officer on key strategic initiatives, success measurements, and other relevant matters including hiring, retention, culture, employee engagement, succession planning, leadership, compensation, and benefits.

We lead the industry with a strong performance-driven team.

We have 11,565 network employees, as presented below.

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

Among our employees, 98 percent work full-time hours.

The following table illustrates our employee count by global region:

North America Europe Asia and Middle East Oceania South America Total

North America Europe Asia and the Middle East Oceania South America Total

Network employees 7,982 1,517 1,481 367 218 11,565

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Contingent workers 796 12 64 5 22 899

Diversity, Equity, and Inclusion (DEI)

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.

Our commitment to DEI is brought to life by integrating our DEI strategic pillars (workplace diversity, workforce inclusivity, partnerships, and accountability) across our talent strategies and into our business.

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.

We regularly assess our progress on these goals and will evaluate future goals as we continue to advance and maintain our objectives.

Some of our DEI metrics are summarized below as of December 31, 2023.

Additional information can be found in our annual ESG report.

Women in Workforce 48 %

Management Positions Held by Women 47 %

Leadership Positions Held by Women 31 %

Racial and Ethnic Minorities in Workforce 29 %

Management Positions Held by U.S.

Racial and Ethnic Minorities 24 %

Leadership Positions Held by U.S.

Racial and Ethnic Minorities 13 %

External Hires - Women 42 %

External Hires - U.S.

Racial and Ethnic Minorities 50 %

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

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 excel in the job.

Our employee turnover ratio, which is calculated as the number of employees who departed in the 12 months ended December 31, 2023, divided by the average number of employees in the 12 months ended December 31, 2023, was 24 percent.

In line with easing labor market conditions in 2023, our voluntary turnover rate declined 2 percentage points from 2022 to 13 percent.

In addition, we actively drive retention by focusing on the top drivers for our employees, including compensation, flexibility in where employees work, work-life balance, and career growth opportunities.

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 2023 engagement survey generated an engagement score of 77 percent, which is a slight decline from past years.

Areas of strength across the enterprise continue to be the capabilities of our managers, the strong relationships between our people and their managers and our understanding of our customers’ needs.

The survey results indicated that employees feel comfortable discussing their concerns with their managers, and clearly understand performance expectations and the needs of their customers.

In addition, collaboration and communication, a key focus area for the enterprise, showed year-over-year improvement.

To increase engagement back to historical levels and address areas of opportunity, we have outlined key focus areas for the enterprise including clarifying company direction, enhancing survey credibility and action planning, continuing to increase communication and collaboration, and increasing perceptions of fair pay.

Robinson attracts, engages, and retains top talent through our reputation for supply chain expertise, advanced technology, career opportunities, and our winning culture.

We leverage proven recruitment marketing practices to increase talent brand awareness and drive high-quality applicant flow.

We seek individuals who embody our behavioral advantages, are committed and driven, adaptable, team-oriented, and innovative problem solvers.

Generative AI has become a talent differentiator, starting with the hiring process.

Candidates leveraging generative AI during interviews helps us identify continuous learners and innovators.

Generative AI is rapidly enhancing our work, enabling our employees to create robust, meaningful, and actionable solutions.

Our employee turnover ratio in 2024, which is calculated as the number of employees who departed in the 12 months ended December 31, 2024, divided by the average number of employees in the 12 months ended December 31, 2024, was 23 percent.

We actively drive retention by focusing on top drivers for our employees, including compensation, work-life balance, and career growth opportunities.

This has enabled us to maintain a voluntary turnover rate of 13 percent, lower than companies of similar size and industry.

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

Our 2024 engagement survey generated a 70 percent engagement score.

Strengths include manager capabilities, strong relationships, and understanding customer needs.

Onboarding and Development

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, customer-centric results.

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

The foundation of our talent strategy starts with building a deep bench of leaders who can execute, inspire and drive our business today and into the future.

With an increasingly diverse and dispersed workforce, leaders must consistently demonstrate to our employees what C.H.

Robinson stands for in terms of our mission, vision and values.

We prioritize our leaders’ capabilities to coach and provide feedback to empower employees to collaborate across the enterprise, drive business results and 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 and stretch assignments, which are in place for our high potential employees, our next generation leaders, 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, Asian, and Hispanic/Latinx leaders at various stages of their leadership careers.

We evaluate leadership

talent across the organization through our talent planning process, which allows us to assess, calibrate and differentiate talent based on performance and potential across the organization.

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

Robinson, we hire highly engaged people who are motivated to outperform and proactively solve problems.

As they join, our employees are given a clear understanding of C.H.

Robinson’s vision, where they fit within it, and the growth opportunity it offers them.

Onboarding 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 leaders.

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.

We grow and develop our leaders and employees by offering opportunities for early-career individuals and seasoned experts to work on complex strategic projects for some of the world’s largest companies.

Our talent model prioritizes growing talent and leaders, as their experience, knowledge, relationships, and expertise become increasingly valuable over time.

We have a strategic approach to developing great leaders, leveraging our scale, global footprint, and relationships.

Robinson, 78 percent of our people leaders have been with us for more than five years, and over half for more than 10 years.

We identify strong talent early and have a defined success profile illustrating what excellence looks like at C.H.

We use data to measure leadership effectiveness and support our people with strong, knowledgeable leaders, optimized through our operating model, technology tools, and culture.

Our onboarding process provides employees with a clear understanding of our culture, strategic goals, and growth opportunities.

It includes training on proprietary technology systems, customer service philosophy, company culture, and differentiating behaviors.

Onboarding is followed by on-the-job training and regular performance and development conversations.

Throughout their careers, employees have access to a digital learning platform supporting ongoing development through a variety of in-person and virtual leadership development and skill building programs.

They can explore potential roles and career paths through an online resource center, that houses resources about performance, development and support, and rewards for their work.

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, North America, South America, as well as some of our other global locations, 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, are clear, and 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 incentivize enterprise performance and commercial growth and 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 enterprise strategic priorities.

These incentives ensure groups and individuals are rewarded for working together toward our most impactful priorities, products, and services.

Robinson, we take a comprehensive view of supporting our employees’ health and wellbeing.

Our total rewards strategies support employees’ health, wealth, and self, incorporating 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 global workforce.

Our benefit programs include healthcare, retirement benefits, and an employee assistance program in various global locations,

providing additional no-cost access to behavioral health benefits and counseling.

Benefits are reviewed annually to ensure competitiveness and clarity, incorporating employee feedback to meet a variety of needs.

Our incentives line up with our company goals and are performance-based.

Our incentives reinforce an ownership mentality and reward employees for providing excellent service to customers, growing market share, and expanding operating margins.

Top leaders across the organization are on the same compensation plan to drive and reward enterprise performance.

It is heavily weighted to rewarding outcomes.

Currently, 54 percent of total compensation is variable and performance based, and one-third of total compensation is in equity to align with our shareholders.

For employees at the desk who work with customers and carriers, and their leaders, incentives are balanced between volume and margin.

Our compensation plans are designed to act as a catalyst for sustainable, profitable growth.

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.

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

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 heavily promote an ownership mentality as it’s important our people feel deeply invested in the company’s success.

In our equity program, we grant equity to about 10 percent of our employees.

Additionally, 32 percent of eligible employees participate in our employee stock purchase plan.

Both aspects contribute to our internal ownership being broad and deep.

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 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.

Robinson and the C.H.

Robinson Foundation invest in organizations that support our people, strengthen our industry, and make a positive impact on communities around the globe.

Through our company and the C.H.

Robinson Foundation, we contributed $3.6 million to approximately 1,000 charities in 2023.

We provide funding in the following focus areas:

strategic industry grants that help the supply chain and logistics industry thrive;

diversity, equity and inclusion grants that foster equal opportunities and promote inclusivity;

Twin Cities grants that strengthen Minneapolis-Saint Paul;

employee-driven philanthropy through Robinson Cares, our signature giving and volunteer program.

In addition, the company and the C.H.

Robinson Foundation support disaster relief and humanitarian aid, employee relief funds, and scholarship programs for our employees and our contract carriers.

Robinson Foundation, we contributed more than $4 million to approximately 1,125 charities in 2024.

Our community engagement work is also a key part of our culture, and our employees are proud to give back and make a difference through giving and volunteerism.

In 2024, employees donated $1 million, including matching gifts through our Employee Match Program, and volunteered more than 10,000 hours to the organizations and causes they care about most.

We provide funding through multiple programs including strategic industry grants that help the supply chain and logistics industry thrive;

Twin Cities grants that strengthen our headquarters community of Minneapolis-Saint Paul;

and employee-driven philanthropy through Robinson Cares, our signature giving and volunteer program.

Additionally, the company and the C.H.

Robinson Foundation support disaster relief and humanitarian aid, an employee relief fund, and scholarship programs for our employees and our contract carriers.

Environmental Sustainability

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 Vice President of ESG provide annual updates to the Board of Directors and designated committees 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 prioritize work that drives long-term growth for the business by aligning with our enterprise strategy and stakeholder needs.

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.

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

Robinson business model is based on finding efficiencies and reducing waste across supply chains.

Our scope and scale, combined with our supply chain experts and advanced technology, position us to help our customers report and reduce emissions to meet sustainability-related goals and comply with associated regulations.

Additionally, Robinson Fresh focuses on reducing waste through innovative technologies and sustainable packaging options across our product portfolio.

We measure and report on our Scope 1, 2, and 3 emissions in our annual sustainability report.

We set a science-aligned below 2°C goal to reduce our Scope 1 and 2 carbon intensity by 40 percent by 2025.

In 2023, we announced that we met and exceeded our goal two years early and have reduced our emissions intensity by 47 percent.

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.

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

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 is not a part of, this Annual Report on Form 10-K.

In 2023, we announced that we met and exceeded our goal two years early.

As a leader in our industry, we collaborate with non-profit and academic institutions on supply chain sustainability topics, 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 are available in the sustainability report available on our website;

however, the sustainability 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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Bozeman 56 President and Chief Executive Officer

Campbell 58 Chief Legal Officer and Secretary

Michael Castagnetto 48 President of NAST

Freeman 57 Chief Human Resources and ESG Officer

Arun Rajan 55 Chief Operating Officer

Damon Lee 47 Chief Financial Officer

Arun Rajan 56 Chief Strategy and Innovation Officer

Short 54 President of Global Freight Forwarding

Zechmeister 57 Chief Financial Officer

Bozeman was named the President and Chief Executive Officer in June 2023.

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Dave holds a Master of Science degree in Engineering Management from the Milwaukee School of Engineering and a Bachelor of Science degree in Manufacturing Design from Bradley University.

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

Previous positions with the company include Vice President, General Counsel and Secretary from January 2009 to December 2014 and Assistant General Counsel from February 2004 to December 2008.

Ben joined C.H.

Robinson in 2004.

Before coming to C.H.

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 NAST in February 2024.

Prior executive and management positions with the company include NAST Vice President of Customer Success from January 2023 to January 2024, Robinson Fresh President,

from January 2020 to December 2022 and other management roles of increasing responsibility since 2013.

Michael Castagnetto became President of NAST in February 2024.

Prior executive and management positions with the company include NAST Vice President of Customer Success from January 2023 to January 2024, Robinson Fresh President, from January 2020 to December 2022 and other management roles of increasing responsibility since 2013.

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

1 unchanged sentence

Robinson through the company’s acquisition of FoodSource, Inc., in 2005.

He is a board member of the Pinky Swear Foundation.

He is a board member of the Angel Foundation.

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

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In addition to her responsibilities at C.H.

Robinson, Angela currently serves on the Board of Directors of The Shyft Group, Inc.

and on the Board of the University of North Dakota Alumni Association & Foundation.

Robinson, Angela currently serves on the Board of Directors of The Shyft Group, Inc., and on the Board of the University of North Dakota Alumni Association & Foundation.

Prior to joining C.H.

1 unchanged sentence

Angela 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.

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

Damon Lee was named Chief Financial Officer in June 2024.

Previously, he served as Vice President and Chief Financial Officer of GE Commercial Engines and Services, the largest division of GE Aerospace, from August 2022 to May 2024, and as Vice President and Chief Financial Officer, Commercial Services of GE Aerospace from May 2021 to August 2022.

Prior to joining GE Aerospace, Damon served as Vice President of Finance (CFO), Electrical Distribution Systems at Aptiv Corporation PLC from July 2018 to June 2021.

He previously held positions of increasing responsibility at Precision Castparts Corp., Eaton Corporation plc, Newell-Rubbermaid (now Newell Brands Inc.), Ingersoll Rand Inc., and Mattel, Inc.

Damon holds a Bachelor of Science degree and Master of Business Administration degree, both from Murray State University.

Arun Rajan was named Chief Strategy and Innovation Officer in June 2024.

He previously served as the Company’s Chief Operating Officer from October 2022 to June 2024, leading the Product, Technology, Data Science, Analytics, and Marketing organizations at C.H.

Arun joined C.H.

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He joined C.H.

Robinson through the company’s acquisition of Phoenix International in 2012 and is a 21-year veteran of the global forwarding industry.

Robinson through the company’s acquisition of Phoenix International in 2012 and is a veteran of the global forwarding industry.

Prior to being named President of Global Freight Forwarding, Michael served as Vice President, Global Forwarding – North America.

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He holds a Bachelor of Science degree from the University of Missouri.

Zechmeister was named Chief Financial Officer in September 2019.

He has over three decades of finance experience.

Before joining C.H.

Robinson in September 2019, he served as Chief Financial Officer of United Natural Foods, Inc.

(“UNFI”), a natural and organic food company, where he led organization and capability enhancements across the finance function.

Prior to joining UNFI, he spent 25 years at General Mills, where he held a variety of finance leadership roles, including Vice President of Finance for the Pillsbury and Yoplait Divisions, Vice President of Finance for U.S.

Retail Sales, and Treasurer.

Michael currently serves on the Board of Directors of Hormel Foods Corporation.

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

As previously, disclosed, Michael will depart his position as Chief Financial Officer upon the appointment of his successor or no later than May 31, 2024, at which time he plans to retire.

Investor Information

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fuel price increases or decreases, or fuel shortages;

competition and growth rates within the global logistics industry that could adversely impact our profitability;

competition and growth rates within the global logistics industry that could adversely impact our profitability and ability to achieve our long-term growth targets;

freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight;

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risks associated with reliance on technology to operate our business;

cyber-security related risks;

cybersecurity related risks;

our ability to staff and retain employees;

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

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

risks associated with operations outside of the United States;

our ability to successfully integrate the operations of acquired companies with our historic operations or efficiently manage divestitures;

climate change related risks;

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risks associated with the usage of artificial intelligence technologies;

risks associated with cybersecurity events;

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

2 unchanged sentences

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