Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

Pursuant to notice duly given, C.H. Robinson Worldwide, Inc. (the "Company") held its 2022 Annual Meeting of Shareholders virtually on May 5, 2022 at www.virtualshareholdermeeting.com/CHRW2022 ("2022 Annual Meeting"). At the 2022 Annual Meeting, the Company's shareholders approved the C.H. Robinson Worldwide, Inc. 2022 Equity Incentive Plan (the "Plan"), including the reservation of an initial 4,261,884 shares of common stock for issuance thereunder. In addition, the number of shares of common stock available for issuance under the 2022 Plan will be increased by the number of shares subject to awards that were outstanding under the C.H. Robinson Worldwide, Inc. 2013 Equity Incentive Plan and the 1997 Omnibus Stock Plan on the date of the 2022 Annual Meeting that expire, are cancelled or forfeited, or are settled or paid in cash. A more detailed summary of the Plan can be found in the Company's proxy statement for the 2022 Annual Meeting, which was filed with the Securities and Exchange Commission on March 22, 2022.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The number of outstanding shares on the record date for the 2022 Annual Meeting was 126,705,542 shares. At the 2022 Annual Meeting, 114,769,560 shares, or approximately 91 percent of the outstanding shares, were represented in person or by proxy. At the 2022 Annual Meeting, the shareholders of the Company: (1) elected the eleven director nominees set forth below to serve one-year terms, expiring at the Company's 2023 Annual Meeting of Shareholders; (2) approved, on a non-binding advisory basis, the compensation of the Company's Named Executive Officers; (3) ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022; and (4) approved the C.H. Robinson Worldwide, Inc. 2022 Equity Incentive Plan. The results of the matters voted upon by the shareholders are as follows:

Election of Directors



Name                        For           Against      Abstain   Broker Non-Votes
Scott P. Anderson           96,009,559    7,501,706    107,793   11,150,502

Robert C. Biesterfeld Jr. 101,222,032 2,260,824 136,202 11,150,502 Kermit R. Crawford 99,849,444 3,662,790 106,824 11,150,502 Timothy C. Gokey

            91,967,272    11,496,909   154,877   11,150,502
Mark A. Goodburn            101,249,237   2,229,918    139,903   11,150,502
Mary J. Steele Guilfoile    99,708,549    3,834,806    75,703    11,150,502
Jodee A. Kozlak             92,957,519    10,555,580   105,959   11,150,502
Henry J. Maier              97,491,159    6,017,980    109,919   11,150,502
James B. Stake              96,914,473    6,565,354    139,231   11,150,502
Paula C. Tolliver           102,355,764   1,157,685    105,609   11,150,502
Henry W. "Jay" Winship      98,170,003    5,309,826    139,229   11,150,502


Approval, on a non-binding basis, of the compensation of the Company's Named
Executive Officers

For          Against     Abstain   Broker Non-Votes
95,574,117   7,851,749   193,192   11,150,502

Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022



For           Against     Abstain
110,848,361   3,877,678   43,521

Approval of the C.H. Robinson Worldwide, Inc. 2022 Equity Incentive Plan

For Against Abstain Broker Non-Votes 70,991,939 32,442,864 184,255 11,150,502

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