0001043277false00010432772024-01-302024-01-30
    
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: January 30, 2024
(Date of earliest event reported)
CHR_Logomark_299CP_CMYK (003).jpg
C.H. ROBINSON WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)

Commission File Number: 000-23189
Delaware 41-1883630
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)

14701 Charlson Road
Eden Prairie, Minnesota 55347
(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: 952-937-8500

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.10 par valueCHRWNasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



    
Item 2.02    Results of Operations and Financial Condition.

The following information is being "furnished" in accordance with the General Instruction B.2 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Furnished herewith as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the text of the Company's announcement regarding its financial results for the quarter ended December 31, 2023 and its earnings conference call slides.

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 30, 2024, the Company appointed Michael Castagnetto, the Company’s Vice President of Customer Success, to serve as President of NAST, effective February 1, 2024. Mr. Castagnetto will succeed Mac Pinkerton who will remain a non-executive employee through February 29, 2024 to transition his responsibilities, at which time he will depart the Company.

The Talent & Compensation Committee of the Board of Directors approved the payment to Mr. Pinkerton of severance benefits in accordance with the terms of the Company’s Executive Separation and Change in Control Plan in connection with his separation.

A copy of the press release announcing this transition is filed as Exhibit 99.3 hereto.


Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits




    
SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
C.H. ROBINSON WORLDWIDE, INC.
By:/s/ Ben G. Campbell
Ben G. Campbell
Chief Legal Officer and Secretary
Date: January 31, 2024



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C.H. Robinson
14701 Charlson Rd.
Eden Prairie, MN 55347
www.chrobinson.com

FOR IMMEDIATE RELEASE
FOR INQUIRIES, CONTACT:
Chuck Ives, Director of Investor Relations
Email: chuck.ives@chrobinson.com

C.H. Robinson Reports 2023 Fourth Quarter Results
Eden Prairie, MN, January 31, 2024 - C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (Nasdaq: CHRW) today reported financial results for the quarter ended December 31, 2023.
Fourth Quarter Key Metrics:
•Gross profits decreased 20.0% to $609.3 million
•Income from operations decreased 34.5% to $107.4 million
•Adjusted operating margin(1) decreased 400 basis points to 17.4%
•Diluted earnings per share (EPS) decreased 67.5% to $0.26
•Adjusted EPS(1) decreased 52.8% to $0.50
•Cash generated by operations decreased by $726.1 million to $47.3 million

Full-Year Key Metrics:
•Gross profits decreased 27.9% to $2.6 billion
•Income from operations decreased 59.4% to $514.6 million
•Adjusted operating margin(1) decreased 1,550 basis points to 19.8%
•Diluted EPS decreased 63.2% to $2.72
•Adjusted EPS(1) decreased 56.2% to $3.30
•Cash generated by operations decreased by $918.2 million to $731.9 million
(1) Adjusted operating margin and adjusted EPS are non-GAAP financial measures. The same factors described in this release that impacted these non-GAAP measures also impacted the comparable GAAP measures. Refer to pages 11 through 13 for further discussion and GAAP to Non-GAAP Reconciliations.



1

"Our fourth quarter results did not meet our expectations as we continue to battle through a poor demand and pricing environment. Weak freight demand in an elongated market trough, combined with excess carrier capacity, continued to result in a very competitive market," said C.H. Robinson's President and Chief Executive Officer, Dave Bozeman. "With this environment in play, we targeted more truckload volume in the spot market, where we could capture more profit due to seasonal market tension. This led to a sequential improvement in our overall truckload profit per load in October and November. However, in December, our profit per load declined as the cost of purchased transportation moved seasonally higher. In Global Forwarding, we increased our ocean shipments on a year-over-year basis, but they were down sequentially, as they typically are in a fourth quarter."

"As the global freight market fluctuates due to seasonal, cyclical and geopolitical factors, we remain focused on what we can control, by providing superior service to our customers and carriers, streamlining our processes by removing waste and manual touches, and delivering tools that enable our customer and carrier-facing employees to allocate their time to relationship building, value-added solutioning and exception management. Our 17% improvement in NAST shipments per person per day in the fourth quarter exceeded our stated 15% target and is an indicator of the progress that we’ve made on removing waste and manual touches. These efforts are also bearing fruit in other key areas of our business, as Global Forwarding achieved a 20% year-over-year improvement in their shipments per person per month in the fourth quarter. Our continued focus on productivity improvements is one part of our plan to address and optimize our enterprise-wide structural costs," added Bozeman. "As we continue to improve the customer experience and our cost to serve, I’m focused on ensuring that we’ll be ready for the eventual freight market rebound, with a durable cost structure that decouples volume growth from headcount growth and drives operating leverage."

"We share the sentiment of some of our peers, in that we’re happy to say goodbye to 2023. And although 2024 still presents some of the same challenges and headwinds, I’m excited about the work that we’re doing to reinvigorate Robinson’s winning culture and unlock the power of our portfolio. I continue to see an opportunity for the company to reach its full potential and create more shareholder value by improving our value proposition, increasing our market share, accelerating growth, further reducing our structural costs, and improving our efficiency, operating margins and profitability. I’m confident that together we will win for our customers, carriers, employees and shareholders, and I’m incredibly excited about our future," Bozeman concluded.
2

Summary of Fourth Quarter of 2023 Results Compared to the Fourth Quarter of 2022
•Total revenues decreased 16.7% to $4.2 billion, primarily driven by lower pricing in our truckload and ocean services.
•Gross profits decreased 20.0% to $609.3 million. Adjusted gross profits decreased 19.5% to $618.6 million, primarily driven by lower adjusted gross profit per transaction in truckload.
•Operating expenses decreased 15.4% to $511.2 million. Personnel expenses decreased 15.3% to $361.8 million, primarily due to cost optimization efforts and lower variable compensation. Average headcount declined 13.3%. Other selling, general and administrative (“SG&A”) expenses decreased 15.5% to $149.4 million, primarily due to an impairment of internally developed software recorded in the prior year and a decrease in purchased and contracted services in the current year.
•Income from operations totaled $107.4 million, down 34.5% due to the decrease in adjusted gross profits, partially offset by the decline in operating expenses. Adjusted operating margin(1) of 17.4% declined 400 basis points.
•Interest and other income/expense, net totaled $38.1 million of expense, consisting primarily of $21.6 million of interest expense, which decreased $3.1 million versus last year, due to a lower average debt balance, and an $18.5 million net loss from foreign currency revaluation and realized foreign currency gains and losses.
•The effective tax rate in the quarter was 55.3%, compared to 20.9% in the fourth quarter last year. The higher rate in the fourth quarter of this year was driven by one-time impacts of a settlement with the IRS related to tax incentives for domestic investments in the years 2014 through 2017 and the tax effects of the divestiture of our Argentina operations, partially offset by lower income before taxes.
•Net income totaled $31.0 million, down 67.8% from a year ago. Diluted EPS of $0.26 decreased 67.5%. Adjusted EPS(1) of $0.50 decreased 52.8%.
(1) Adjusted operating margin and adjusted EPS are non-GAAP financial measures. The same factors described in this release that impacted these non-GAAP measures also impacted the comparable GAAP measures. Refer to pages 11 through 13 for further discussion and GAAP to Non-GAAP Reconciliations.

3

Summary of 2023 Year-to-Date Results Compared to 2022

•Total revenues decreased 28.7% to $17.6 billion, primarily driven by lower pricing in our ocean and truckload services.
•Gross profits decreased 27.9% to $2.6 billion. Adjusted gross profits decreased 27.5% to $2.6 billion, primarily driven by lower adjusted gross profit per transaction in truckload and ocean.
•Operating expenses decreased 10.2% to $2.1 billion. Personnel expenses decreased 14.9% to $1.5 billion, primarily due to cost optimization efforts and lower variable compensation. Average headcount declined 8.9%. Other SG&A expenses increased 3.5% to $624.3 million, primarily due to a $25.3 million gain on the sale-leaseback of our Kansas City regional center recorded in the prior year, partially offset by decreased purchased and contracted services in the current year.
•Income from operations totaled $514.6 million, down 59.4% from last year, due to the decrease in adjusted gross profits, partially offset by the decline in operating expenses. Adjusted operating margin(1) of 19.8% decreased 1,550 basis points.
•Interest and other income/expense, net totaled $105.4 million of expense, primarily consisting of $90.2 million of interest expense, which increased $13.1 million versus last year due to higher average variable interest rates. The year-to-date results also include a $24.4 million net loss from foreign currency revaluation and realized foreign currency gains and losses.
•The effective tax rate for the full year ended December 31, 2023 was 20.5% compared to 19.4% in the year-ago period. The higher rate in the current period was driven by one-time impacts of a settlement with the IRS related to tax incentives for domestic investments in the years 2014 through 2017, the tax effects of the divestiture of our Argentina operations, and lower U.S. tax credits and incentives, partially offset by lower income before taxes.
•Net income totaled $325.1 million, down 65.4% from a year ago. Diluted EPS of $2.72 decreased 63.2%. Adjusted EPS(1) of $3.30 decreased 56.2%.
(1) Adjusted operating margin and adjusted EPS are non-GAAP financial measures. The same factors described in this release that impacted these non-GAAP measures also impacted the comparable GAAP measures. Refer to pages 11 through 13 for further discussion and GAAP to Non-GAAP Reconciliations.

4

North American Surface Transportation (“NAST”) Results
Summarized financial results of our NAST segment are as follows (dollars in thousands):
Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Total revenues$3,000,650 $3,563,071 (15.8)%$12,471,075 $15,827,467 (21.2)%
Adjusted gross profits(1)
380,157 502,266 (24.3)%1,593,854 2,196,704 (27.4)%
Income from operations95,958 162,550 (41.0)%459,960 833,302 (44.8)%
____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained later in this release. The difference between adjusted gross profits and gross profits is not material.

Fourth quarter total revenues for the NAST segment totaled $3.0 billion, a decrease of 15.8% over the prior year, primarily driven by lower truckload pricing, reflecting an oversupply of truckload capacity compared to soft freight demand. NAST adjusted gross profits decreased 24.3% in the quarter to $380.2 million. Adjusted gross profits in truckload decreased 30.8% due to a 29.5% decrease in adjusted gross profit per shipment and a 1.5% decline in truckload shipments. Our average truckload linehaul rate per mile charged to our customers, which excludes fuel surcharges, decreased approximately 13.5% in the quarter compared to the prior year, while truckload linehaul cost per mile, excluding fuel surcharges, decreased approximately 10.5%, resulting in a 28.0% decrease in truckload adjusted gross profit per mile. LTL adjusted gross profits decreased 9.0% versus the year-ago period, as adjusted gross profit per order decreased 8.5% and LTL shipments decreased 0.5%. NAST overall volume growth was down 1.0% for the quarter. Operating expenses decreased 16.3%, primarily due to cost optimization efforts, including lower average employee headcount, lower variable compensation, and lower technology expenses. NAST average employee headcount was down 15.8% in the quarter. Income from operations decreased 41.0% to $96.0 million, and adjusted operating margin declined 720 basis points to 25.2%.


5

Global Forwarding Results
Summarized financial results of our Global Forwarding segment are as follows (dollars in thousands):
Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Total revenues$708,814 $1,013,306 (30.0)%$2,997,704 $6,812,008 (56.0)%
Adjusted gross profits(1)
162,322 188,749 (14.0)%689,365 1,083,473 (36.4)%
Income from operations22,576 28,216 (20.0)%85,830 449,364 (80.9)%
____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained later in this release. The difference between adjusted gross profits and gross profits is not material.

Fourth quarter total revenues for the Global Forwarding segment decreased 30.0% to $708.8 million, primarily driven by lower pricing in our ocean service, reflecting an oversupply of vessel capacity compared to soft freight demand. Adjusted gross profits decreased 14.0% in the quarter to $162.3 million. Ocean adjusted gross profits decreased 17.2%, driven by a 20.5% decrease in adjusted gross profit per shipment, partially offset by a 4.0% increase in shipments. Air adjusted gross profits decreased 11.5%, driven by a 9.0% decrease in adjusted gross profit per metric ton shipped and a 2.5% decline in metric tons shipped. Customs adjusted gross profits decreased 3.1%, driven primarily by a 7.5% decrease in adjusted gross profit per transaction, partially offset by a 4.5% increase in transaction volume. Operating expenses decreased 12.9%, primarily due to lower restructuring expenses, cost optimization efforts, including lower average employee headcount, and lower variable compensation. Fourth quarter average employee headcount decreased 12.6%. Income from operations decreased 20.0% to $22.6 million, and adjusted operating margin declined 100 basis points to 13.9% in the quarter.


6

All Other and Corporate Results

Total revenues and adjusted gross profits for Robinson Fresh, Managed Services and Other Surface Transportation are summarized as follows (dollars in thousands):
Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Total revenues$512,423 $490,444 4.5 %$2,127,664 $2,057,150 3.4 %
Adjusted gross profits(1):
Robinson Fresh$31,093 $28,476 9.2 %$131,216 $121,639 7.9 %
Managed Services28,846 29,799 (3.2)%116,196 115,094 1.0 %
Other Surface Transportation16,205 18,884 (14.2)%73,977 76,267 (3.0)%
____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained later in this release. The difference between adjusted gross profits and gross profits is not material.

Fourth quarter Robinson Fresh adjusted gross profits increased 9.2% to $31.1 million, due to a 4.5% increase in case volume and integrated supply chain solutions for foodservice and wholesale customers. Managed Services adjusted gross profits decreased 3.2%, primarily due to a reduction in freight under management related to lower freight rates. Other Surface Transportation adjusted gross profits decreased 14.2% to $16.2 million, primarily due to a 16.6% decrease in Europe truckload adjusted gross profits.

Other Income Statement Items
The fourth quarter effective tax rate was 55.3%, up from 20.9% last year. The higher rate in the fourth quarter of this year was driven by one-time impacts of a settlement with the IRS related to tax incentives for domestic investments in the years 2014 through 2017, the tax effects from the divestiture of our Argentina business, and higher foreign taxes, partially offset by lower income before taxes and higher foreign tax credits. For 2024, we expect our full-year effective tax rate to be 17% to 19%.
Interest and other income/expense, net totaled $38.1 million of expense, consisting primarily of $21.6 million of interest expense, which decreased $3.1 million versus the fourth quarter of 2022 due to a lower average debt balance, and an $18.5 million net loss from foreign currency revaluation and realized foreign currency gains and losses.
Diluted weighted average shares outstanding in the quarter were down 0.7% due to share repurchases over the past twelve months.


7

Cash Flow Generation and Capital Distribution
Cash generated from operations totaled $47.3 million in the fourth quarter, compared to $773.4 million of cash generated from operations in the fourth quarter of 2022. The $726.1 million decrease was primarily related to a $657.3 million decline in cash provided by changes in net operating working capital, due to a $7.4 million sequential increase in net operating working capital in the fourth quarter of 2023 compared to a $649.9 million sequential decrease in the fourth quarter of 2022.
In the fourth quarter of 2023, cash returned to shareholders totaled $74.1 million, with $72.6 million in cash dividends and $1.5 million in repurchases of common stock.
Capital expenditures totaled $16.1 million in the quarter. Capital expenditures for 2024 are expected to be $85 million to $95 million.

8


About C.H. Robinson
C.H. Robinson solves logistics problems for companies across the globe and across industries, from the simple to the most complex. With $22 billion in freight under management and 19 million shipments annually, we are one of the world’s largest logistics platforms. Our global suite of services accelerates trade to seamlessly deliver the products and goods that drive the world’s economy. 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 of our customers and the more than 450,000 contract carriers on our platform. Our technology is built by and for supply chain experts to bring faster, more meaningful improvements to our customers’ businesses. As a responsible global citizen, we are also proud to contribute millions of dollars to support causes that matter to our company, our Foundation and our employees. For more information, visit us at www.chrobinson.com (Nasdaq: CHRW).

Except for the historical information contained herein, the matters set forth in this release are forward-looking statements that represent our expectations, beliefs, intentions or strategies concerning future events. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience or our present expectations, including, but not limited to, factors such as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; fuel price increases or decreases, or fuel shortages; competition and growth rates within the global logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight; risks associated with significant disruptions in the transportation industry; risks associated with identifying and completing suitable acquisitions; changes in relationships with existing contracted truck, rail, ocean, and air carriers; changes in our customer base due to possible consolidation among our customers; risks associated with reliance on technology to operate our business; cyber-security 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; climate change related risks; risks associated with our indebtedness; risks associated with interest rates; risks associated with litigation, including contingent auto liability and insurance coverage; risks associated with the potential impact of changes in government regulations; risks associated with the changes to income tax regulations; risks associated with the produce industry, including food safety and contamination issues; the impact of war on the economy; changes to our capital structure; changes due to catastrophic events; risks associated with the usage of artificial intelligence technologies; and other risks and uncertainties detailed in our Annual and Quarterly Reports.

Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update such statement to reflect events or circumstances arising after such date. All remarks made during our financial results conference call will be current at the time of the call, and we undertake no obligation to update the replay.

Conference Call Information:
C.H. Robinson Worldwide Fourth Quarter 2023 Earnings Conference Call
Wednesday, January 31, 2024; 5:00 p.m. Eastern Time
Presentation slides and a simultaneous live audio webcast of the conference call may be accessed through the Investor Relations link on C.H. Robinson’s website at www.chrobinson.com.
To participate in the conference call by telephone, please call ten minutes early by dialing: 877-269-7756
International callers dial +1-201-689-7817

9


Adjusted Gross Profit by Service Line
(in thousands)

This table of summary results presents our service line adjusted gross profits on an enterprise basis. The service line adjusted gross profits in the table differ from the service line adjusted gross profits discussed within the segments as our segments may have revenues from multiple service lines.

Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Adjusted gross profits(1):
  Transportation
     Truckload$243,839 $346,845 (29.7)%$1,039,079 $1,561,310 (33.4)%
     LTL136,602 149,376 (8.6)%550,373 632,116 (12.9)%
     Ocean99,191 120,296 (17.5)%420,883 729,839 (42.3)%
     Air28,224 32,030 (11.9)%123,470 198,166 (37.7)%
     Customs23,730 24,495 (3.1)%97,096 107,691 (9.8)%
     Other logistics services59,402 68,909 (13.8)%255,735 251,547 1.7 %
     Total transportation590,988 741,951 (20.3)%2,486,636 3,480,669 (28.6)%
  Sourcing27,635 26,223 5.4 %117,972 112,508 4.9 %
Total adjusted gross profits$618,623 $768,174 (19.5)%$2,604,608 $3,593,177 (27.5)%
____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained later in this release. The difference between adjusted gross profits and gross profits is not material.
10

GAAP to Non-GAAP Reconciliation
(unaudited, in thousands)
Our adjusted gross profit is a non-GAAP financial measure. Adjusted gross profit is calculated as gross profit excluding amortization of internally developed software utilized to directly serve our customers and contracted carriers. We believe adjusted gross profit is a useful measure of our ability to source, add value, and sell services and products that are provided by third parties, and we consider adjusted gross profit to be a primary performance measurement. Accordingly, the discussion of our results of operations often focuses on the changes in our adjusted gross profit. The reconciliation of gross profit to adjusted gross profit is presented below (in thousands):
 Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Revenues:
Transportation$3,930,461 $4,798,027 (18.1)%$16,372,660 $23,516,384 (30.4)%
Sourcing291,426 268,794 8.4 %1,223,783 1,180,241 3.7 %
Total revenues4,221,887 5,066,821 (16.7)%17,596,443 24,696,625 (28.7)%
Costs and expenses:
Purchased transportation and related services3,339,473 4,056,076 (17.7)%13,886,024 20,035,715 (30.7)%
Purchased products sourced for resale263,791 242,571 8.7 %1,105,811 1,067,733 3.6 %
Direct internally developed software amortization9,320 6,656 40.0 %33,620 25,487 31.9 %
Total direct expenses3,612,584 4,305,303 (16.1)%15,025,455 21,128,935 (28.9)%
Gross profit$609,303 $761,518 (20.0)%$2,570,988 $3,567,690 (27.9)%
Plus: Direct internally developed software amortization9,320 6,656 40.0 %33,620 25,487 31.9 %
Adjusted gross profit$618,623 $768,174 (19.5)%$2,604,608 $3,593,177 (27.5)%
Our adjusted operating margin is a non-GAAP financial measure calculated as operating income divided by adjusted gross profit. Our adjusted operating margin - excluding restructuring and gain on sale of property is a similar non-GAAP financial measure as adjusted operating margin, but also excludes the impact of restructuring and the gain on sale and leaseback of our Kansas City regional center in 2022 (the “gain on sale of property”). We believe adjusted operating margin and adjusted operating margin - excluding restructuring and gain on sale of property are useful measures of our profitability in comparison to our adjusted gross profit, which we consider a primary performance metric as discussed above. The comparisons of operating margin to adjusted operating margin and adjusted operating margin - excluding restructuring and gain on sale of property are presented below:
Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Total revenues$4,221,887 $5,066,821 (16.7 %)$17,596,443 $24,696,625 (28.7 %)
Income from operations107,429 164,034 (34.5 %)514,607 1,266,782 (59.4 %)
Operating margin2.5 %3.2 %(70) bps2.9 %5.1 %(220) bps
Adjusted gross profit$618,623 $768,174 (19.5 %)$2,604,608 $3,593,177 (27.5 %)
Income from operations107,429 164,034 (34.5 %)514,607 1,266,782 (59.4 %)
Adjusted operating margin17.4 %21.4 %(400) bps19.8 %35.3 %(1,550) bps
Adjusted gross profit$618,623 $768,174 (19.5 %)$2,604,608 $3,593,177 (27.5 %)
Adjusted income from operations103,153 200,718 (48.6 %)552,648 1,278,170 (56.8 %)
Adjusted operating margin - excluding restructuring and gain on sale of property16.7 %26.1 %(940) bps21.2 %35.6 %(1,440) bps
11

GAAP to Non-GAAP Reconciliation
(unaudited, in thousands)

Our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted) are non-GAAP financial measures. Adjusted income (loss) from operations and adjusted net income per share (diluted) is calculated as income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) excluding the impact of restructuring and gain on sale of property. The adjustments to net income per share (diluted) include restructuring-related costs, gain on sale of property, a foreign currency loss on divested operations, and an income tax settlement. We believe that these measures provide useful information to investors and include them within our internal reporting to our chief operating decision maker. Accordingly, the discussion of our results of operations includes discussion on the changes in our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted). The reconciliation of income (loss) from operations to adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) to adjusted income (loss) from operations and adjusted net income per share (diluted) is presented below (in thousands except per share data):
NASTGlobal ForwardingAll
Other and Corporate		Consolidated
Three Months Ended December 31, 2023
Non-GAAP Reconciliation:
Income (loss) from operations$95,958 $22,576 $(11,105)$107,429 
Severance and other personnel expenses— (925)(409)(1,334)
Other selling, general, and administrative expenses— (3,084)142 (2,942)
Total adjustments to operating income (loss)(1)
— (4,009)(267)(4,276)
Adjusted income (loss) from operations$95,958 $18,567 $(11,372)$103,153 
Adjusted gross profit$380,157 $162,322 $76,144 $618,623 
Adjusted income (loss) from operations95,958 18,567 (11,372)103,153 
Adjusted operating margin - excluding restructuring25.2 %11.4 %N/M16.7 %
NASTGlobal ForwardingAll
Other and Corporate		Consolidated
Twelve Months Ended December 31, 2023
Income (loss) from operations$459,960 $85,830 $(31,183)$514,607 
Severance and other personnel expenses1,083 3,817 13,509 18,409 
Other selling, general, and administrative expenses8 18,158 1,466 19,632 
Total adjustments to operating income (loss)(2)
1,091 21,975 14,975 38,041 
Adjusted income (loss) from operations$461,051 $107,805 $(16,208)$552,648 
Adjusted gross profit$1,593,854 $689,365 $321,389 $2,604,608 
Adjusted income (loss) from operations461,051 107,805 (16,208)552,648 
Adjusted operating margin - excluding restructuring28.9 %15.6 %N/M21.2 %
Three Months Ended
December 31, 2023		Twelve Months Ended
December 31, 2023
$ in 000'sper share$ in 000'sper share
Net income and per share (diluted)$30,973 $0.26 $325,129 $2.72 
Restructuring and related costs, pre-tax(1)(2)
(2,856)(0.02)39,461 0.32 
Foreign currency loss on divested operations, pre-tax7,454 0.06 16,375 0.14 
Income tax settlement and tax effect of adjustments23,928 0.20 14,172 0.12 
Adjusted net income and per share (diluted)$59,499 $0.50 $395,137 $3.30 
____________________________________________
(1) The three months ended December 31, 2023 include restructuring expense adjustments of $4.3 million related to the divestiture of our operations in Argentina.
(2) The twelve months ended December 31, 2023 include restructuring expenses of $18.4 million related to workforce reductions in addition to $19.6 million of asset impairment and other charges related to the divestiture of our operations in Argentina.
12

NASTGlobal ForwardingAll
Other and Corporate		Consolidated
Three Months Ended December 31, 2022
Non-GAAP Reconciliation:
Income (loss) from operations$162,550 $28,216 $(26,732)$164,034 
Severance and other personnel expenses6,323 3,831 11,380 21,534 
Other selling, general, and administrative expenses3,175 3,174 8,801 15,150 
Total adjustments to operating income (loss)(1)
9,498 7,005 20,181 36,684 
Adjusted income (loss) from operations$172,048 $35,221 $(6,551)$200,718 
Adjusted gross profit$502,266 $188,749 $77,159 $768,174 
Adjusted income (loss) from operations172,048 35,221 (6,551)200,718 
Adjusted operating margin - excluding restructuring34.3 %18.7 %N/M26.1 %
NASTGlobal ForwardingAll
Other and Corporate		Consolidated
Twelve Months Ended December 31, 2022
Income (loss) from operations$833,302 $449,364 $(15,884)$1,266,782 
Severance and other personnel expenses6,323 3,831 11,380 21,534 
Other selling, general, and administrative expenses3,175 3,174 (16,495)(10,146)
Total adjustments to operating income (loss)(1)(2)
9,498 7,005 (5,115)11,388 
Adjusted income (loss) from operations$842,800 $456,369 $(20,999)$1,278,170 
Adjusted gross profit$2,196,704 $1,083,473 $313,000 $3,593,177 
Adjusted income (loss) from operations842,800 456,369 (20,999)1,278,170 
Adjusted operating margin - excluding restructuring and gain on sale of property38.4 %42.1 %N/M35.6 %
Three Months Ended
December 31, 2022		Twelve Months Ended
December 31, 2022
$ in 000'sper share$ in 000'sper share
Net income and per share (diluted)$96,193 $0.80 $940,524 $7.40 
Restructuring and related costs, pre-tax(1)
36,684 0.30 36,684 0.29 
Gain on sale of property, pre-tax(2)
— — (25,296)(0.20)
Foreign currency loss on divested operations, pre-tax3,407 0.03 9,268 0.07 
Tax effect of adjustments(8,804)$(0.07)(2,733)$(0.02)
Adjusted net income and per share (diluted)$127,480 $1.06 $958,447 $7.54 
____________________________________________
(1) The three and twelve months ended December 31, 2022 include restructuring expenses of $21.5 million related to workforce reductions and $15.2 million of other charges, primarily related to an impairment of internally developed software due to reprioritizing our investments in technology to accelerate our digital transformation and productivity initiatives.
(2) The twelve months ended December 31, 2022 include a gain on sale of property and equipment of $25.3 million related to the sale-leaseback of our Kansas City regional center.
13

Condensed Consolidated Statements of Income
(unaudited, in thousands, except per share data)
Three Months Ended December 31,Twelve Months Ended December 31,
20232022% change20232022% change
Revenues:
 Transportation$3,930,461 $4,798,027 (18.1)%$16,372,660 $23,516,384 (30.4)%
 Sourcing291,426 268,794 8.4 %1,223,783 1,180,241 3.7 %
   Total revenues4,221,887 5,066,821 (16.7)%17,596,443 24,696,625 (28.7)%
Costs and expenses:
 Purchased transportation and related services3,339,473 4,056,076 (17.7)%13,886,024 20,035,715 (30.7)%
 Purchased products sourced for resale263,791 242,571 8.7 %1,105,811 1,067,733 3.6 %
 Personnel expenses361,820 427,310 (15.3)%1,465,735 1,722,980 (14.9)%
Other selling, general, and administrative expenses149,374 176,830 (15.5)%624,266 603,415 3.5 %
   Total costs and expenses4,114,458 4,902,787 (16.1)%17,081,836 23,429,843 (27.1)%
Income from operations107,429 164,034 (34.5)%514,607 1,266,782 (59.4)%
Interest and other income/expense, net(38,149)(42,476)(10.2)%(105,421)(100,017)5.4 %
Income before provision for income taxes69,280 121,558 (43.0)%409,186 1,166,765 (64.9)%
Provision for income taxes38,307 25,365 51.0 %84,057 226,241 (62.8)%
Net income$30,973 $96,193 (67.8)%$325,129 $940,524 (65.4)%
Net income per share (basic)$0.26 $0.81 (67.9)%$2.74 $7.48 (63.4)%
Net income per share (diluted)$0.26 $0.80 (67.5)%$2.72 $7.40 (63.2)%
Weighted average shares outstanding (basic)118,605 119,212 (0.5)%118,551 125,743 (5.7)%
Weighted average shares outstanding (diluted)119,613 120,472 (0.7)%119,677 127,150 (5.9)%


14

Business Segment Information
(unaudited, in thousands, except average employee headcount)
NASTGlobal Forwarding
All
Other and Corporate
Consolidated
Three Months Ended December 31, 2023
Total revenues$3,000,650 $708,814 $512,423 $4,221,887 
Adjusted gross profits(1)
380,157 162,322 76,144 618,623 
Income (loss) from operations95,958 22,576 (11,105)107,429 
Depreciation and amortization5,638 2,915 14,533 23,086 
Total assets(2)
3,008,459 1,094,895 1,121,926 5,225,280 
Average employee headcount6,103 5,021 4,195 15,319 
NASTGlobal Forwarding
All
Other and Corporate
Consolidated
Three Months Ended December 31, 2022
Total revenues$3,563,071 $1,013,306 $490,444 $5,066,821 
Adjusted gross profits(1)
502,266 188,749 77,159 768,174 
Income (loss) from operations162,550 28,216 (26,732)164,034 
Depreciation and amortization5,542 5,441 13,070 24,053 
Total assets(2)
3,304,480 1,507,913 1,142,171 5,954,564 
Average employee headcount7,251 5,745 4,676 17,672 
____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained above. The difference between adjusted gross profits and gross profits is not material.
(2) All cash and cash equivalents are included in All Other and Corporate.


15

Business Segment Information
(unaudited, in thousands, except average employee headcount)
NASTGlobal Forwarding
All
Other and Corporate
Consolidated
Twelve Months Ended December 31, 2023
Total revenues$12,471,075 $2,997,704 $2,127,664 $17,596,443 
Adjusted gross profits(1)
1,593,854 689,365 321,389 2,604,608 
Income (loss) from operations459,960 85,830 (31,183)514,607 
Depreciation and amortization23,027 19,325 56,633 98,985 
Total assets(2)
3,008,459 1,094,895 1,121,926 5,225,280 
Average employee headcount6,469 5,222 4,350 16,041 
NASTGlobal Forwarding
All
Other and Corporate
Consolidated
Twelve Months Ended December 31, 2022
Total revenues$15,827,467 $6,812,008 $2,057,150 $24,696,625 
Adjusted gross profits(1)
2,196,704 1,083,473 313,000 3,593,177 
Income (loss) from operations833,302 449,364 (15,884)1,266,782 
Depreciation and amortization23,643 21,835 47,298 92,776 
Total assets(2)
3,304,480 1,507,913 1,142,171 5,954,564 
Average employee headcount7,365 5,712 4,524 17,601 

____________________________________________
(1) Adjusted gross profits is a non-GAAP financial measure explained above. The difference between adjusted gross profits and gross profits is not material.
(2) All cash and cash equivalents are included in All Other and Corporate.




16

Condensed Consolidated Balance Sheets
(unaudited, in thousands)
December 31, 2023December 31, 2022
Assets
   Current assets:
     Cash and cash equivalents$145,524 $217,482 
     Receivables, net of allowance for credit loss2,381,963 2,991,753 
     Contract assets, net of allowance for credit loss189,900 257,597 
     Prepaid expenses and other163,307 122,406 
        Total current assets2,880,694 3,589,238 
 
  Property and equipment, net of accumulated depreciation and amortization144,718 159,432 
  Right-of-use lease assets353,890 372,141 
  Intangible and other assets, net of accumulated amortization1,845,978 1,833,753 
Total assets$5,225,280 $5,954,564 
Liabilities and stockholders’ investment
  Current liabilities:
     Accounts payable and outstanding checks$1,370,334 $1,570,559 
     Accrued expenses:
        Compensation135,104 242,605 
        Transportation expense147,921 199,092 
        Income taxes4,748 15,210 
        Other accrued liabilities159,435 168,009 
Current lease liabilities74,451 73,722 
Current portion of debt160,000 1,053,655 
        Total current liabilities2,051,993 3,322,852 
Long-term debt1,420,487 920,049 
Noncurrent lease liabilities297,563 313,742 
Noncurrent income taxes payable21,289 28,317 
Deferred tax liabilities13,177 14,256 
Other long-term liabilities2,074 1,926 
Total liabilities3,806,583 4,601,142 
Total stockholders’ investment1,418,697 1,353,422 
Total liabilities and stockholders’ investment$5,225,280 $5,954,564 

17

Condensed Consolidated Statements of Cash Flow
(unaudited, in thousands, except operational data)
Twelve Months Ended December 31,
Operating activities:2023
2022(1)
Net income$325,129 $940,524 
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
 Depreciation and amortization98,985 92,776 
 Provision for credit losses(6,047)(4,476)
 Stock-based compensation58,169 90,677 
 Deferred income taxes(37,746)(58,566)
 Excess tax benefit on stock-based compensation(11,319)(13,662)
Loss on disposal group held for sale17,698 — 
Other operating activities5,541 (6,627)
Changes in operating elements, net of acquisitions:
Receivables607,259 923,524 
Contract assets 68,041 197,097 
Prepaid expenses and other(39,048)(28,495)
Right of use asset19,255 (82,754)
Accounts payable and outstanding checks(200,843)(307,266)
Accrued compensation(108,084)42,266 
Accrued transportation expenses(51,171)(143,686)
Accrued income taxes(2,284)(69,817)
Other accrued liabilities(11,991)2,371 
Lease liability(16,500)83,084 
Other assets and liabilities16,902 (6,799)
Net cash provided by operating activities731,946 1,650,171 
Investing activities:
Purchases of property and equipment(29,989)(61,915)
Purchases and development of software(54,122)(66,582)
Proceeds from sale of property and equipment1,324 63,579 
Net cash used for investing activities(82,787)(64,918)
Financing activities:
Proceeds from stock issued for employee benefit plans56,914 100,059 
Stock tendered for payment of withholding taxes(25,294)(28,388)
Repurchases of common stock(63,884)(1,459,900)
Cash dividends(291,569)(285,317)
Proceeds from long-term borrowings— 200,000 
Proceeds from short-term borrowings3,893,750 4,500,000 
Payments on short-term borrowings(4,287,750)(4,646,000)
Net cash used for financing activities(717,833)(1,619,546)
Effect of exchange rates on cash and cash equivalents(3,284)(5,638)
Net change in cash and cash equivalents(71,958)(39,931)
Cash and cash equivalents, beginning of period217,482 257,413 
Cash and cash equivalents, end of period$145,524 $217,482 
As of December 31,
Operational Data:20232022
Employees 15,246 17,399 

____________________________________________
(1) The Twelve Months Ended December 31, 2022 has been adjusted to conform to current year presentation.

Source: C.H. Robinson
CHRW-IR
18
1 Q4 2023 January 31, 2024 Earnings Presentation Dave Bozeman, President & CEO Arun Rajan, Chief Operating Officer Mike Zechmeister, Chief Financial Officer Chuck Ives, Director of Investor Relations

 
Safe Harbor Statement Except for the historical information contained herein, the matters set forth in this presentation and the accompanying earnings release are forward-looking statements that represent our expectations, beliefs, intentions or strategies concerning future events. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience or our present expectations, including, but not limited to factors such as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; fuel price increases or decreases, or fuel shortages; competition and growth rates within the global logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight; risks associated with significant disruptions in the transportation industry; risks associated with identifying and completing suitable acquisitions; changes in relationships with existing contracted truck, rail, ocean, and air carriers; changes in our customer base due to possible consolidation among our customers; risks associated with reliance on technology to operate our business; cyber-security 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; climate change related risks; risks associated with our indebtedness; risks associated with interest rates; risks associated with litigation, including contingent auto liability and insurance coverage; risks associated with the potential impact of changes in government regulations; risks associated with the changes to income tax regulations; risks associated with the produce industry, including food safety and contamination issues; the impact of war on the economy; changes to our capital structure; changes due to catastrophic events; risks associated with the usage of artificial intelligence technologies; and other risks and uncertainties detailed in our Annual and Quarterly Reports. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update such statement to reflect events or circumstances arising after such date. 2©2024 C.H. Robinson Worldwide, Inc. All Rights Reserved.

 
Thoughts from President & CEO, Dave Bozeman 3 ■ My initial diagnosis of the company is complete, we're charting our path forward, and we're taking action on the items below to unlock the power of our portfolio. ■ Our structural cost base grew too much during the pandemic. We made significant progress on reducing our cost structure in 2023, but it needs to continue to improve, by embedding Lean practices, removing waste and expanding our digital capabilities. This will enable us to be the most efficient operator, in addition to the highest value provider. ■ Customers' logistics needs are becoming increasingly complex, and we can better leverage our unique expertise and information advantage and advance our cutting-edge technology to deliver more robust capabilities and market-leading outcomes. ■ We need to drive focus on profitable growth in our four core modes - North American truckload and LTL and global ocean and air - as the engines to ignite growth, by reclaiming market share in eroded segments and expanding our addressable market through value-added services and solutions that drive new volume to the core modes. ■ We can drive better synergies across our portfolio of services to accelerate profitable growth, by improving how we go to market as one company with unified account management versus showing up as distinct business units. ■ Our people are our greatest strength, and I'm confident we will win for our customers, carriers, employees and shareholders.

 
Q4 Highlights 4 ■ Experienced normal seasonal declines in shipments ■ Global freight markets continue to be impacted by weak demand and excess capacity, resulting in a loose market and suppressed transportation rates ■ Providing superior service to our customers and carriers, as reflected in our 2023 net promoter scores that were the highest on record for the company ■ Focused on continuing to remove waste and manual touches from our processes and ensuring readiness for the eventual freight market rebound ■ 17% Y/Y improvement in Q4 NAST shipments/person/day against a goal of 15%, and 20% Y/Y improvement in Q4 Global Forwarding shipments/person/month, with the compounded benefits of additional productivity improvements expected beyond 2023 ■ Continuing to invest through cycles in improving the customer and carrier experience and in decoupling volume growth from headcount growth $4.2B Total Revenues -16.7% Y/Y $619M Adj. Gross Profits(1) -19.5% Y/Y $107M Income from Ops. -34.5% Y/Y $0.26 Net Income/Share -67.5% Y/Y Q4 2023 1. Adjusted gross profits and adjusted net income per share are non-GAAP financial measures. Refer to pages 20 through 23 for further discussion and a GAAP to Non-GAAP reconciliation. $0.50 of adjusted net income per share(1)

 
All Other & Corporate ■ Robinson Fresh integrated supply chain solutions generating increased AGP ■ Managed Services Q4 AGP down 3.2% Y/Y ■ Other Surface Transportation AGP decreased 14.2% Y/Y Global Forwarding (GF) ■ Reduced global demand and excess capacity has led to declining prices Y/Y for ocean and air freight, but the ongoing conflict in the Red Sea is now putting a strain on ocean capacity ■ Ocean volume grew Y/Y ■ Continuing to diversify our trade lane and industry vertical exposure North American Surface Transportation (NAST) ■ Adjusted gross profit (AGP) per load/order declined Y/Y in both TL and LTL ■ Load-to-truck ratios indicate the truckload market remains soft by historical standards ■ Significant opportunities for profitable growth remain in a highly fragmented market ■ Focused on initiatives that improve the customer and carrier experience and lower our cost to serve ■ 17% Y/Y improvement in productivity driven by removing waste and increasing automation Complementary Global Suite of Services 5 Q4 2023 Adjusted Gross Profits(2) -24.3% Y/Y -1.3% Y/Y -14.0% Y/Y 1. Measured over trailing twelve months. 2. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. Over half of total revenues came from customers to whom we provide both surface transportation and global forwarding services.(1)

 
NAST Q4’23 Results by Service 6 ■ Truckload volume down 1.5% year-over-year(2) ■ Truckload AGP per shipment decreased 29.5% due to declining profit per shipment on contractual volume(2) ■ LTL volume down 0.5% and AGP per order decreased 8.5%(2) ■ Other AGP decreased primarily due to a decrease in warehousing and intermodal services 4Q23 4Q22 %▲ Truckload (“TL”) $223.1 $322.3 (30.8)% Less than Truckload (“LTL”) $134.8 $148.2 (9.0)% Other $22.3 $31.8 (29.9)% Total Adjusted Gross Profits $380.2 $502.3 (24.3)% Adjusted Gross Profit Margin % 12.7% 14.1% (140 bps) Adjusted Gross Profits(1) ($ in millions) 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Growth rates are rounded to the nearest 0.5 percent.

 
Truckload Price and Cost Change (1)(2)(3) 7 Truckload Q4 Volume(2)(4) -1.5 % Price/Mile(1)(2)(3) -13.5 % Cost/Mile(1)(2)(3) -10.5 % Adjusted Gross Profit(4) -30.8 % 1. Price and cost change represents YoY change for North America truckload shipments across all segments. 2. Growth rates are rounded to the nearest 0.5 percent. 3. Pricing and cost measures exclude fuel surcharges and costs. 4. Truckload volume and adjusted gross profit growth represents YoY change for NAST truckload. ■ 65% / 35% truckload contractual / transactional volume mix in Q4 ■ Average routing guide depth of 1.16 in Managed Services business vs. 1.22 in Q4 last year Yo Y % C ha ng e in P ric e an d C os t p er M ile YoY Price Change YoY Cost Change 2016 2017 2018 2019 2020 2021 2022 2023 -30% -20% -10% 0% 10% 20% 30% 40% 50%

 
Truckload AGP $ per Shipment Trend 8 ■ AGP $ per Truckload shipment reflects market conditions better than AGP Margin % (1) ■ Targeted more volume in the spot market in Q4, where we could capture more profit due to seasonal market tension ■ Profit per load rose in October and November, but declined in December as the cost of purchased transportation moved seasonally higher. N A ST A dj us te d G ro ss P ro fit $ p er T ru ck lo ad Sh ip m en t N A ST A djusted G ross Profit M argin % NAST Adjusted Gross Profit $ per Truckload Shipment (left axis) NAST Adjusted Gross Profit Margin % (right axis) Average NAST AGP $ per Truckload Shipment (left axis) 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 11% 12% 13% 14% 15% 16% 17% 18% 19% 20% 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material.

 
Global Forwarding Q4’23 Results by Service 9 4Q23 4Q22 %▲ Ocean $99.5 $120.2 (17.2)% Air $27.9 $31.5 (11.5)% Customs $23.7 $24.5 (3.1)% Other $11.2 $12.5 (10.9)% Total Adjusted Gross Profits $162.3 $188.7 (14.0)% Adjusted Gross Profit Margin % 22.9% 18.6% 430 bps Adjusted Gross Profits (1) ($ in millions) ■ Reduced global demand and excess capacity impacted ocean and air pricing and volumes on a year-over-year basis ■ Ocean AGP decreased due to a 20.5% decrease in AGP per shipment, partially offset by a 4.0% increase in shipments(2) ■ Air AGP decreased due to a 9.0% decrease in AGP per metric ton shipped and a 2.5% decline in metric tons shipped(2) ■ Customs AGP decreased due to a 7.5% decrease in AGP per transaction, partially offset by a 4.5% increase in volume(2) 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Growth rates are rounded to the nearest 0.5 percent.

 
All Other & Corporate Q4’23 Results 10 Robinson Fresh ■ Increased AGP due to a 4.5%(2) increase in case volume and integrated supply chain solutions for foodservice and wholesale customers Managed Services ■ Total freight under management of $1.5B in Q4 down Y/Y due to declining freight rates Other Surface Transportation ■ Decline in AGP driven by a 16.6% decrease in Europe truckload AGP 4Q23 4Q22 %▲ Robinson Fresh $31.1 $28.5 9.2% Managed Services $28.8 $29.8 (3.2)% Other Surface Transportation $16.2 $18.9 (14.2)% Total $76.1 $77.2 (1.3)% Adjusted Gross Profits (1) ($ in millions) 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Growth rates are rounded to the nearest 0.5 percent.

 
Streamlining & Automating Processes to Drive Profitable Growth 11 11

 
New Carrier & Customer Experiences Driving Digital Adoption 12 ■ Improving customer outcomes with technology that supports our people and processes ■ Q4 NAST shipments per person per day increased 17% year-over- year vs our goal of 15% ■ Q4 Global Forwarding shipments per person per month increased 20% year-over-year – Accelerating the digital execution of critical touch points in the lifecycle of a load: • Reducing manual tasks per shipment • Reducing time per task 12

 
Pillars of Our Customer Promise ■ Diversified, global suite of servicesTM - we can reliably meet all logistics services needs today and in the future ■ An information advantage driving smarter solutionsTM and better outcomes through our experience, data and scale ■ Solutions delivered through people you can rely onTM as an extension of your team ■ Technology built by and for supply chain expertsTM - tailored, market-leading solutions that drive better supply chain outcomes 13 Best-in-class solutions delivered through a global network of experts you can rely on

 
Capital Allocation Priorities: Balanced and Opportunistic 14 Cash Flow from Operations & Capital Distribution ($M) ■ $74 million of cash returned to shareholders in Q4 2023 ■ Q4 2023 capital distribution declined 85% Y/Y due to the decrease in cash from operations ■ More than 25 years of annually increasing dividends, on a per share basis ■ 18K shares repurchased at an average price of $83.60 ■ The decline in the cost and price of purchased transportation (inclusive of fuel surcharges) has slowed year-over-year, resulting in less benefit to net operating working capital and cash flow. ■ We'll continue to manage our capital structure to maintain our investment grade credit rating.

 
15 Appendix

 
Q4 2023 Transportation Results(1) 16 Three Months Ended December 31 Twelve Months Ended December 31 $ in thousands 2023 2022 % Change 2023 2022 % Change Total Revenues $ 3,930,461 $ 4,798,027 (18.1) % $ 16,372,660 $ 23,516,384 (30.4) % Total Adjusted Gross Profits(2) $ 590,988 $ 741,951 (20.3) % $ 2,486,636 $ 3,480,669 (28.6) % Adjusted Gross Profit Margin % 15.0% 15.5% (50 bps) 15.2% 14.8% 40 bps Transportation Adjusted Gross Profit Margin % 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Q1 15.3% 16.8% 19.7% 17.3% 16.4% 18.6% 15.3% 14.9% 13.5% 15.2% Q2 16.0% 17.5% 19.3% 16.2% 16.2% 18.3% 17.5% 13.8% 15.4% 15.5% Q3 16.2% 18.4% 17.6% 16.4% 16.6% 16.9% 14.4% 13.7% 15.1% 15.1% Q4 15.9% 19.0% 17.2% 16.6% 17.7% 15.6% 14.3% 13.3% 15.5% 15.0% Total 15.9% 17.9% 18.4% 16.6% 16.7% 17.3% 15.3% 13.8% 14.8% 15.2% 1. Includes results across all segments. 2. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material.

 
Q4 2023 NAST Results 17 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Includes $1.1 million of restructuring charges in the Twelve Months Ended December 31, 2023 mainly related to workforce reductions. Includes $9.5 million of restructuring charges related to workforce reductions and asset impairment charges related to reprioritizing our technology investments in the Three and Twelve Months Ended December 31, 2022. Three Months Ended December 31 Twelve Months Ended December 31, $ in thousands 2023 2022 % Change 2023 2022 % Change Total Revenues $ 3,000,650 $ 3,563,071 (15.8) % $ 12,471,075 $ 15,827,467 (21.2) % Total Adjusted Gross Profits(1) $ 380,157 $ 502,266 (24.3) % $ 1,593,854 $ 2,196,704 (27.4) % Adjusted Gross Profit Margin % 12.7% 14.1% (140 bps) 12.8% 13.9% (110 bps) Income from Operations(2) $ 95,958 $ 162,550 (41.0) % $ 459,960 $ 833,302 (44.8) % Adjusted Operating Margin % 25.2% 32.4% (720 bps) 28.9% 37.9% (900 bps) Depreciation and Amortization $ 5,638 $ 5,542 1.7 % $ 23,027 $ 23,643 (2.6) % Total Assets $ 3,008,459 $ 3,304,480 (9.0) % $ 3,008,459 $ 3,304,480 (9.0) % Average Headcount 6,103 7,251 (15.8) % 6,469 7,365 (12.2) %

 
Q4 2023 Global Forwarding Results 18 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Includes $4.0 million of favorable restructuring expense adjustments due to amounts settling for an amount different than originally estimated related to divesting our operations in Argentina in the Three Months Ended December 31, 2023 and $22.0 million of restructuring charges in the Twelve Months Ended December 31, 2023 mainly related to divesting our operations in Argentina. Includes $7.0 million of restructuring charges related to workforce reductions and reprioritizing our technology investments in the Three and Twelve Months Ended December 31, 2022. Three Months Ended December 31 Twelve Months Ended December 31 $ in thousands 2023 2022 % Change 2023 2022 % Change Total Revenues $ 708,814 $ 1,013,306 (30.0) % $ 2,997,704 $ 6,812,008 (56.0) % Total Adjusted Gross Profits(1) $ 162,322 $ 188,749 (14.0) % $ 689,365 $ 1,083,473 (36.4) % Adjusted Gross Profit Margin % 22.9% 18.6% 430 bps 23.0% 15.9% 710 bps Income from Operations(2) $ 22,576 $ 28,216 (20.0) % $ 85,830 $ 449,364 (80.9) % Adjusted Operating Margin % 13.9% 14.9% (100 bps) 12.5% 41.5% (2,900 bps) Depreciation and Amortization $ 2,915 $ 5,441 (46.4) % $ 19,325 $ 21,835 (11.5) % Total Assets $ 1,094,895 $ 1,507,913 (27.4) % $ 1,094,895 $ 1,507,913 (27.4) % Average Headcount 5,021 5,745 (12.6) % 5,222 5,712 (8.6) %

 
Q4 2023 All Other and Corporate Results 19 1. Adjusted gross profits is a non-GAAP financial measure explained later in this presentation. The difference between adjusted gross profits and gross profits is not material. 2. Includes $0.3 million of favorable restructuring expense adjustments due to amounts settling for an amount different than originally estimated in the Three Months Ended December 31, 2023 and $15.0 million of restructuring charges in the Twelve Months Ended December 31, 2023 mainly related to workforce reductions. Includes $20.2 million of restructuring charges related to workforce reductions and reprioritizing our technology investments in the Three and Twelve Months Ended December 31, 2022 and a $25.3 million gain on the sale and leaseback of a facility in Kansas City in the Twelve Months Ended December 31, 2022. Three Months Ended December 31 Twelve Months Ended December 31, $ in thousands 2023 2022 % Change 2023 2022 % Change Total Revenues $ 512,423 $ 490,444 4.5% $ 2,127,664 $ 2,057,150 3.4% Total Adjusted Gross Profits(1) $ 76,144 $ 77,159 (1.3%) $ 321,389 $ 313,000 2.7% Income (loss) from Operations(2) $ (11,105) $ (26,732) 58.5% $ (31,183) $ (15,884) 96.3% Depreciation and Amortization $ 14,533 $ 13,070 11.2% $ 56,633 $ 47,298 19.7% Total Assets $ 1,121,926 $ 1,142,171 (1.8%) $ 1,121,926 $ 1,142,171 (1.8%) Average Headcount 4,195 4,676 (10.3%) 4,350 4,524 (3.8%)

 
20 Our adjusted gross profit and adjusted gross profit margin are non-GAAP financial measures. Adjusted gross profit is calculated as gross profit excluding amortization of internally developed software utilized to directly serve our customers and contracted carriers. Adjusted gross profit margin is calculated as adjusted gross profit divided by total revenues. We believe adjusted gross profit and adjusted gross profit margin are useful measures of our ability to source, add value, and sell services and products that are provided by third parties, and we consider adjusted gross profit to be a primary performance measurement. The reconciliation of gross profit to adjusted gross profit and gross profit margin to adjusted gross profit margin are presented below: Three Months Ended December 31 Twelve Months Ended December 31, $ in thousands 2023 2022 2023 2022 Revenues: Transportation $ 3,930,461 $ 4,798,027 $ 16,372,660 $ 23,516,384 Sourcing 291,426 268,794 1,223,783 1,180,241 Total Revenues $ 4,221,887 $ 5,066,821 $ 17,596,443 $ 24,696,625 Costs and expenses: Purchased transportation and related services 3,339,473 4,056,076 13,886,024 20,035,715 Purchased produced sourced for resale 263,791 242,571 1,105,811 1,067,733 Direct internally developed software amortization 9,320 6,656 33,620 25,487 Total direct costs $ 3,612,584 $ 4,305,303 $ 15,025,455 $ 21,128,935 Gross profit & Gross profit margin $ 609,303 14.4% $ 761,518 15.0% $ 2,570,988 14.6% $ 3,567,690 14.4% Plus: Direct internally developed software amortization 9,320 6,656 33,620 25,487 Adjusted gross profit/Adjusted gross profit margin $ 618,623 14.7% $ 768,174 15.2% $ 2,604,608 14.8% $ 3,593,177 14.5% Non-GAAP Reconciliations

 
Non-GAAP Reconciliations 21 Our adjusted operating margin is a non-GAAP financial measure calculated as operating income divided by adjusted gross profit. Our adjusted operating margin - excluding restructuring and gain on sale of property is a similar non-GAAP financial measure as adjusted operating margin, but also excludes the impact of restructuring and the gain on sale and leaseback of our Kansas City regional center in 2022 (the “gain on sale of property”). We believe adjusted operating margin and adjusted operating margin - excluding restructuring and gain on sale of property are useful measures of our profitability in comparison to our adjusted gross profit, which we consider a primary performance metric as discussed above. The comparisons of operating margin to adjusted operating margin and adjusted operating margin - excluding restructuring and gain on sale of property are presented below: Three Months Ended December 31 Twelve Months Ended December 31, $ in thousands 2023 2022 2023 2022 Total Revenues $ 4,221,887 $ 5,066,821 $ 17,596,443 $ 24,696,625 Income from operations 107,429 164,034 514,607 1,266,782 Operating margin 2.5% 3.2% 2.9% 5.1% Adjusted gross profit $ 618,623 $ 768,174 $ 2,604,608 $ 3,593,177 Income from operations 107,429 164,034 514,607 1,266,782 Adjusted operating margin 17.4% 21.4% 19.8% 35.3% Adjusted gross profit $ 618,623 $ 768,174 $ 2,604,608 $ 3,593,177 Adjusted income from operations(1) 103,153 200,718 552,648 1,278,170 Adjusted operating margin - excluding restructuring and gain on sale of property 16.7% 26.1% 21.2% 35.6% 1. In the Three Months ended December 31, 2023, we incurred favorable restructuring expense adjustments of $4.3 million due to amounts settling for an amount different than originally estimated related to divesting our operations in Argentina. In the Twelve Months ended December 31, 2023, we incurred restructuring expenses of $18.4 million related to workforce reductions and $19.6 million of asset impairment and other charges. In the Three and Twelve Months ended December 31, 2022, we incurred restructuring expenses of $21.5 million related to workforce reductions and $15.2 million of other charges, primarily related to an impairment of internally developed software due to reprioritizing our investments in technology to accelerate our digital transformation and productivity initiatives. In the Twelve Months ended December 31, 2022, we also recognized a gain on sale of property and equipment of $25.3 million related to the sale-leaseback of our Kansas City regional center.

 
Non-GAAP Reconciliations 22 Our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted) are non-GAAP financial measures. Adjusted income (loss) from operations and adjusted net income per share (diluted) is calculated as income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) excluding the impact of restructuring and gain on sale of property. The adjustments to net income per share (diluted) include restructuring-related costs, gain on sale of property, a foreign currency loss on divested operations, and an income tax settlement. We believe that these measures provide useful information to investors and include them within our internal reporting to our chief operating decision maker. Accordingly, the discussion of our results of operations includes discussion on the changes in our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted). The reconciliation of income (loss) from operations to adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) to adjusted income (loss) from operations and adjusted net income per share (diluted) is presented below (in thousands except per share data): Three Months Ended December 31, 2023 Twelve Months Ended December 31, 2023 NAST Global Forwarding All Other and Corporate Consolidated NAST Global Forwarding All Other and Corporate Consolidated Income (loss) from operations $ 95,958 $ 22,576 $ (11,105) $ 107,429 $ 459,960 $ 85,830 $ (31,183) $ 514,607 Severance and other personnel expenses — (925) (409) (1,334) 1,083 3,817 13,509 18,409 Other selling, general, and administrative expenses — (3,084) 142 (2,942) 8 18,158 1,466 19,632 Total adjustments to operating income (loss)(1)(2) — (4,009) (267) (4,276) 1,091 21,975 14,975 38,041 Adjusted income (loss) from operations $ 95,958 $ 18,567 $ (11,372) $ 103,153 $ 461,051 $ 107,805 $ (16,208) $ 552,648 Adjusted gross profit $ 380,157 $ 162,322 $ 76,144 $ 618,623 $ 1,593,854 $ 689,365 $ 321,389 $ 2,604,608 Adjusted income (loss) from operations 95,958 18,567 (11,372) 103,153 461,051 107,805 (16,208) 552,648 Adjusted operating margin - excluding restructuring 25.2% 11.4% N/M 16.7% 28.9% 15.6% N/M 21.2% $ in 000's per share $ in 000's per share Net income and per share (diluted) $ 30,973 $ 0.26 $ 325,129 $ 2.72 Restructuring and related costs, pre-tax(1)(2) (2,856) (0.02) 39,461 0.32 Foreign currency loss on divested operations, pre-tax 7,454 0.06 16,375 0.14 Income tax settlement and tax effect of adjustments 23,928 0.20 14,172 0.12 Adjusted net income and per share (diluted) $ 59,499 $ 0.50 $ 395,137 $ 3.30 1. The Three Months Ended December 31, 2023 includes restructuring adjustments of $4.3 million related to the divestiture of our operations in Argentina. 2. The Twelve Months Ended December 31, 2023 includes restructuring expenses of $18.4 million related to workforce reductions in additions to $19.6 million of asset impairment and other charges related to the divestiture of our operations in Argentina.

 
Non-GAAP Reconciliations 23 Our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted) are non-GAAP financial measures. Adjusted income (loss) from operations and adjusted net income per share (diluted) is calculated as income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) excluding the impact of restructuring and gain on sale of property. The adjustments to net income per share (diluted) include restructuring-related costs, gain on sale of property, a foreign currency loss on divested operations, and an income tax settlement. We believe that these measures provide useful information to investors and include them within our internal reporting to our chief operating decision maker. Accordingly, the discussion of our results of operations includes discussion on the changes in our adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and adjusted net income per share (diluted). The reconciliation of income (loss) from operations to adjusted income (loss) from operations, adjusted operating margin - excluding restructuring and gain on sale of property, and net income per share (diluted) to adjusted income (loss) from operations and adjusted net income per share (diluted) is presented below (in thousands except per share data): Three Months Ended December 31, 2022 Twelve Months Ended December 31, 2022 NAST Global Forwarding All Other and Corporate Consolidated NAST Global Forwarding All Other and Corporate Consolidated Income (loss) from operations $ 162,550 $ 28,216 $ (26,732) $ 164,034 $ 833,302 $ 449,364 $ (15,884) $ 1,266,782 Severance and other personnel expenses 6,323 3,831 11,380 21,534 6,323 3,831 11,380 21,534 Other selling, general, and administrative expenses 3,175 3,174 8,801 15,150 3,175 3,174 (16,495) (10,146) Total adjustments to operating income (loss)(1)(2) 9,498 7,005 20,181 36,684 9,498 7,005 (5,115) 11,388 Adjusted income (loss) from operations $ 172,048 $ 35,221 $ (6,551) $ 200,718 $ 842,800 $ 456,369 $ (20,999) $ 1,278,170 Adjusted gross profit $ 502,266 $ 188,749 $ 77,159 $ 768,174 $ 2,196,704 $ 1,083,473 $ 313,000 $ 3,593,177 Adjusted income (loss) from operations 172,048 35,221 (6,551) 200,718 842,800 456,369 (20,999) 1,278,170 Adjusted operating margin - excluding restructuring and gain on sale of property 34.3% 18.7% N/M 26.1% 38.4% 42.1% N/M 35.6% $ in 000's per share $ in 000's per share Net income and per share (diluted) $ 96,193 $ 0.80 $ 940,524 $ 7.40 Restructuring and related costs, pre-tax(1) 36,684 0.30 36,684 0.29 Gain on sale of property, pre-tax(2) — — (25,296) (0.20) Foreign currency loss on divested operations, pre-tax 3,407 0.03 9,268 0.07 Tax effect of adjustments (8,804) (0.07) (2,733) (0.02) Adjusted net income and per share (diluted) $ 127,480 $ 1.06 $ 958,447 $ 7.54 1. The Three and Twelve Months Ended December 31, 2022 includes restructuring expenses of $21.5 million related to workforce reductions and $15.2 million of other charges, primarily related to an impairment of internally developed software due to reprioritizing our investments in technology to accelerate our digital transformation and productivity initiatives. 2. The Twelve Months Ended December 31, 2022 includes a gain on sale of property and equipment of $25.3 million related to the sale-leaseback of our Kansas City regional center.

 
24 Thank you INVESTOR RELATIONS: Chuck Ives 952-683-2508 chuck.ives@chrobinson.com

 

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C.H. Robinson
14701 Charlson Rd.
Eden Prairie, MN 55347
www.chrobinson.com


MICHAEL CASTAGNETTO APPOINTED NEW PRESIDENT OF NORTH AMERICAN SURFACE TRANSPORTATION AT C.H. ROBINSON
Predecessor Mac Pinkerton will help with the transition and depart the company Feb. 29
Eden Prairie, Minnesota – January 31, 2024 – C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (Nasdaq: CHRW), a leading global provider of logistics solutions, services and technology, today announced that Michael Castagnetto has been promoted to President of North American Surface Transportation (“NAST”), effective immediately. Michael succeeds Mac Pinkerton, who is transitioning from his current role at C.H. Robinson.
“Michael is a strong and strategic leader, and we are confident he will ensure that NAST continues to deliver the great value we’re known for - to our customers and carriers, while helping deliver on our enterprise growth strategy through our people and for our shareholders,” said Dave Bozeman, President and Chief Executive Officer. “Michael has a proven track record of building strong relationships with our people and our customers, driving operational excellence and delivering exceptional results.”
Michael joined Robinson in 2005 and has held several leadership roles across C.H. Robinson, most recently serving as Vice President, Customer Success for NAST, and prior to that, as President of Robinson Fresh. As President of NAST, he rejoins the Senior Leadership Team, reporting to President and Chief Executive Officer Dave Bozeman.
"I am honored and excited to lead NAST and to work with our talented and dedicated team members who are committed to delivering the best solutions and service to our customers and carriers every day," said Michael Castagnetto, President of NAST. "I look forward to building on the strong foundation established and to driving profitable growth and innovation in our business."
Pinkerton, who joined the company in 1997 and since then has had various roles in NAST – starting as a transportation representative all the way to President, will depart Robinson at the end of February 2024.
“We thank Mac for his 27 years of dedicated service to C.H. Robinson, the impact and contributions he had on the company, and we wish him the best,” said Bozeman.


About C.H. Robinson
C.H. Robinson solves logistics problems for companies across the globe and across industries, from the simple to the most complex. With $22 billion in freight under management and 19 million shipments annually, we are one of the world’s largest logistics platforms. Our global suite of services accelerates trade to seamlessly deliver the products and goods that drive the world’s economy. With the combination of our multimodal transportation management system and expertise, we use our information advantage to deliver smarter solutions for our more than 90,000 customers and 450,000 contract carriers on our platform. Our technology is built by and for supply chain experts to bring faster, more meaningful improvements to our customers’ businesses. As a responsible global citizen, we are also proud to contribute millions of dollars to support causes that matter to our company, our Foundation and our employees. For more information, visit us at www.chrobinson.com. (Nasdaq: CHRW)

FOR INVESTOR INQUIRIES, CONTACT:FOR MEDIA INQUIRIES, CONTACT:
Chuck Ives, Director of Investor Relations Duncan Burns, Chief Communications Officer
Email: chuck.ives@chrobinson.com
Email: PublicRelations@chrobinson.com

Source: C.H. Robinson
CHRW-IR

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Cover Page
Jan. 30, 2024
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Document Type 8-K
Document Period End Date Jan. 30, 2024
Entity Registrant Name C.H. ROBINSON WORLDWIDE, INC.
Entity Central Index Key 0001043277
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Entity File Number 000-23189
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 41-1883630
Entity Address, Address Line One 14701 Charlson Road
Entity Address, City or Town Eden Prairie
Entity Address, State or Province MN
Entity Address, Postal Zip Code 55347
City Area Code 952
Local Phone Number 937-8500
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.10 par value
Trading Symbol CHRW
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
CH Robinson Worldwide (NASDAQ:CHRW)
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