8-K

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: April 30, 2019

(Date of earliest event reported)

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	55347-5088
(Address of principal executive offices)	(Zip Code)

952-937-8500

Registrant’s telephone number, including area code

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))

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 C.H. Robinson Worldwide, Inc.'s announcement regarding its financial results for the quarter ended March 31, 2019 and its earnings conference call slides.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

99.1    Press Release dated April 30, 2019 of C.H. Robinson Worldwide, Inc.

99.2    Earnings conference call slides dated May 1, 2019

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: April 30, 2019

EX-99.1

	C.H. Robinson 14701 Charlson Rd. Eden Prairie, MN 55347 www.chrobinson.com
	FOR INQUIRIES, CONTACT: Robert Houghton, VP of Investor Relations and Treasury Email:robert.houghton@chrobinson.com

FOR IMMEDIATE RELEASE

C.H. Robinson Reports 2019First Quarter Results

MINNEAPOLIS, MN, April 30, 2019 - C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (Nasdaq: CHRW) today reported financial results for the quarter ended March 31, 2019.

• Total revenues decreased4.4 percent to $3.8 billion

• Net revenues increased8.4 percent to $678.8 million

• Income from operations increased17.2 percent to $224.6 million

• Operating margin improved 250 basis points to 33.1 percent

• Diluted earnings per share (EPS) increased14.9 percent to $1.16

• Cash flow from operations increased28.1 percent to $256.9 million

“During the first quarter, we achieved high single-digit net revenue growth and double-digit growth in both operating income and earnings per share. Operating margin improved 250 basis points in the quarter. Our North American Surface Transportation business generated double-digit net revenue growth in the quarter, and we delivered significant operating margin expansion in both our NAST and Global Forwarding businesses,” said John Wiehoff, Chairman and Chief Executive Officer of C.H. Robinson. “We continued to make improvements in working capital, which combined with increased earnings, allowed us to generate over $250 million in cash flow from operations and increase cash returns to our shareholders. These strong first quarter results reflect the strength and hard work of our global network.”

1

First Quarter Results Summary

• Total revenuesdecreased4.4 percent to $3.8 billion, driven by lower pricing across most transportation service lines.

• Net revenuesincreased8.4 percent to $678.8 million, primarily driven by margin improvement in truckload services.

• Operating expenses increased4.6 percent to $454.3 million. Personnel expensesincreased3.6 percent to $340.1 million, driven primarily by a 1.9 percentincrease in average headcount, partially offset by declines in performance-based equity compensation. Selling, general and administrative (“SG&A”) expenses increased7.6 percent to $114.2 million, due primarily to increases in purchased services, particularly commercial off-the-shelf software, in addition to claims and occupancy, partially offset by a reduction in bad debt expense.

• Income from operations totaled $224.6 million, up17.2 percent from last year due to growth in North American Surface Transportation (“NAST”) and Global Forwarding, partially offset by a decline in All Other and Corporate. Operating margin of 33.1 percentincreased250 basis points.

• Interest and other expenses totaled $17.1 million, which primarily consists of interest expense. The first quarter also included a $5.0 million unfavorable impact from currency revaluation.

• The effective tax rate in the quarter was 22.0 percent compared to 21.3 percent last year.

• Net income totaled $161.8 million, up13.7 percent from a year ago. Diluted EPS of $1.16increased14.9 percent.

2

North American Surface Transportation Results

Summarized financial results of our NAST segment are as follows (dollars in thousands):

	Three Months Ended March 31,
	2019		2018		% change
Total revenues	$	2,796,784	$	2,908,419	(3.8	)%
Net revenues	486,550		438,402		11.0	%
Income from operations	211,283		179,637		17.6	%

First quarter total revenues for C.H. Robinson's NAST segment totaled $2.8 billion, a decrease of 3.8 percent over the prior year, primarily driven by decreased pricing. NAST net revenues increased11.0 percent in the quarter to $486.6 million. Net revenues in truckload increased14.7 percent, less than truckload (“LTL”) net revenues increased3.6 percent, and intermodal net revenues decreased3.9 percent versus the year ago period. Excluding the impact of the change in fuel prices, average North America truckload rate per mile charged to customers decreased approximately 5.5 percent in the quarter, while truckload transportation cost per mile decreased approximately 8.5 percent. Truckload volumes increased0.5 percent in the quarter. LTL volumes grew1.0 percent, and intermodal volumes declined33 percent versus the prior year. Operating expenses increased6.4 percent, primarily due to increased cash compensation. Income from operations increased17.6 percent to $211.3 million, and operating margin expanded240 basis points to 43.4 percent. NAST average headcount was up1.7 percent in the quarter. As a reminder, first quarter NAST results include Robinson Fresh transportation, which was previously reported under the Robinson Fresh segment.

Global Forwarding Results

Summarized financial results of our Global Forwarding segment are as follows (dollars in thousands):

	Three Months Ended March 31,
	2019		2018		% change
Total revenues	$	537,567	$	553,754	(2.9	)%
Net revenues	127,236		123,037		3.4	%
Income from operations	14,203		8,221		72.8	%

3

First quarter total revenues for the Global Forwarding segment decreased2.9 percent to $537.6 million, primarily driven by lower pricing in ocean and air. Net revenues increased3.4 percent in the quarter to $127.2 million. Ocean net revenues increased4.0 percent driven by margin expansion. Ocean volumes were approximately flat in the quarter. Net revenues in air increased0.4 percent, as margin expansion was largely offset by a decline in shipments. Customs net revenues increased5.9 percent, primarily driven by volume growth. Operating expenses decreased1.6 percent, primarily driven by a 1.3 percentdecrease in average headcount. Income from operations increased72.8 percent to $14.2 million, and operating margin expanded450 basis points to 11.2 percent in the quarter.

All Other and Corporate Results

Net revenues for Robinson Fresh, Managed Services and Other Surface Transportation are summarized as follows (dollars in thousands):

	Three Months Ended March 31,
Net revenues	2019		2018		% change
Robinson Fresh	$	28,658	$	30,237	(5.2	)%
Managed Services	20,312		18,317		10.9	%
Other Surface Transportation	16,044		15,932		0.7	%

First quarter Robinson Fresh net revenues decreased5.2 percent to $28.7 million, as weather-related crop reductions drove case volume declines. Managed Services net revenues increased10.9 percent to $20.3 million, driven by a combination of selling additional service lines to existing customers and new customer wins. Other Surface Transportation net revenues increased0.7 percent to $16.0 million, primarily driven by mid-single-digit volume growth in Europe truckload.

Other Income Statement Items

The first quarter effective tax rate was 22.0 percent, up from 21.3 percent last year. We continue to expect our full-year effective tax rate to be between 24 and 25 percent in 2019.

Interest and other expenses totaled $17.1 million, which primarily consists of interest expense. The first quarter also included a $5.0 million unfavorable impact from currency revaluation.

4

Diluted weighted average shares outstanding in the quarter were down1.6 percent, as share repurchases were partially offset by activity in our equity compensation plans.

Cash Flow Generation and Capital Distribution

First quarter cash from operations totaled $256.9 million, up28.1 percent versus the prior year, primarily due to improved working capital performance and increased earnings versus the year-ago period.

In the first quarter, $146.4 million was returned to shareholders, with $69.7 million in cash dividends and $76.7 million in share repurchases. This represents an increase of 8.7 percent over the prior year.

Capital expenditures totaled $13.9 million in the quarter. We continue to expect 2019 capital expenditures to be between $80 and $90 million, with the majority dedicated to technology.

Outlook

“We expect to continue to expand market share in 2019 and beyond, and we will continue to automate core processes and reduce our cost to sell and cost to serve, while also providing excellent service to our customers and carriers,” Bob Biesterfeld, Chief Operating Officer, stated. “We are firmly dedicated to operating margin expansion and believe our continued investments in technology will help enable us to achieve this objective. We are also committed to strong cash returns to shareholders and expect to deliver annual double-digit growth in earnings per share over the long term.”

5

About C.H. Robinson

At C.H. Robinson, we believe in accelerating global trade to seamlessly deliver the products and goods that drive the world’s economy. Using the strengths of our knowledgeable people, proven processes, and global technology, we help our customers work smarter, not harder. As one of the world’s largest third-party logistics providers (3PL), we provide a broad portfolio of logistics services, fresh produce sourcing and managed services for more than 124,000 customers and 76,000 active contract carriers through our integrated network of offices and more than 15,000 employees. In addition, the company, our Foundation and our employees contribute millions of dollars annually to a variety of organizations. Headquartered in Eden Prairie, Minnesota, C.H. Robinson (CHRW) has been publicly traded since 1997. For more information, visit www.chrobinson.com.

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, such factors such as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; competition and growth rates within the third party logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight; changes in relationships with existing contracted truck, rail, ocean, and air carriers; changes in our customer base due to possible consolidation among our customers; our ability to successfully integrate the operations of acquired companies with our historic operations; risks associated with litigation, including contingent auto liability and insurance coverage; risks associated with operations outside of the United States; risks associated with the potential impact of changes in government regulations; risks associated with the produce industry, including food safety and contamination issues; fuel price increases or decreases, or fuel shortages; cyber-security related risks; the impact of war on the economy; changes to our capital structure; risks related to the elimination of LIBOR; 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 First Quarter2019 Earnings Conference Call

Wednesday, May 1, 2019; 8:30 a.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

Callers should reference the conference ID, which is 13689013

We invite call participants to submit questions in advance of the conference call, and we will respond to as many of the questions as we can in the time allowed. To submit your question(s) in advance of the call, please email adrienne.brausen@chrobinson.com.

6

Summarized Financial Results

($ in thousands, except per share data)

This table of summary results presents our service line net revenues consistent with our historical presentation and is on an enterprise basis. The service line net revenues in the table differ from the service line net revenues discussed within the segments as our segments have revenues from multiple service lines.

	Three Months Ended March 31,
	2019		2018		% change
Total revenues	$	3,751,210	$	3,925,327	(4.4	)%
Net revenues:
Transportation
Truckload	$	377,993	$	330,291	14.4	%
LTL	116,229		112,144		3.6	%
Intermodal	6,076		6,332		(4.0	)%
Ocean	71,533		68,844		3.9	%
Air	27,582		28,883		(4.5	)%
Customs	21,878		20,655		5.9	%
Other logistics services	30,385		28,889		5.2	%
Total transportation	651,676		596,038		9.3	%
Sourcing	27,124		29,887		(9.2	)%
Total net revenues	678,800		625,925		8.4	%
Operating expenses	454,250		434,340		4.6	%
Income from operations	224,550		191,585		17.2	%
Net income	$	161,788	$	142,297	13.7	%
Diluted EPS	$	1.16	$	1.01	14.9	%

Our total revenues represent the total dollar value of services and goods we sell to our customers. Net revenues are a non-GAAP financial measure calculated as total revenues less the cost of purchased transportation and related services and the cost of purchased products sourced for resale. We believe net revenues are a useful measure of our ability to source, add value, and sell services and products that are provided by third parties, and we consider net revenues to be our primary performance measurement. Accordingly, the discussion of our results of operations often focuses on the changes in our net revenues. The reconciliation of total revenues to net revenues is presented below (in thousands):

	Three Months Ended March 31,
	2019		2018
Revenues:
Transportation	$	3,504,932	$	3,637,640
Sourcing	246,278		287,687
Total revenues	3,751,210		3,925,327
Costs and expenses:
Purchased transportation and related services	2,853,256		3,041,602
Purchased products sourced for resale	219,154		257,800
Total costs and expenses	3,072,410		3,299,402
Net revenues	$	678,800	$	625,925

7

Condensed Consolidated Statements of Income

(unaudited, in thousands, except per share data)

	Three Months Ended March 31,
	2019			2018
Revenues:
Transportation	$	3,504,932		$	3,637,640
Sourcing	246,278			287,687
Total revenues	3,751,210			3,925,327
Costs and expenses:
Purchased transportation and related services	2,853,256			3,041,602
Purchased products sourced for resale	219,154			257,800
Personnel expenses	340,098			328,297
Other selling, general, and administrative expenses	114,152			106,043
Total costs and expenses	3,526,660			3,733,742
Income from operations	224,550			191,585
Interest and other expense	(17,140		)	(10,700		)
Income before provision for income taxes	207,410			180,885
Provisions for income taxes	45,622			38,588
Net income	$	161,788		$	142,297
Net income per share (basic)	$	1.17		$	1.02
Net income per share (diluted)	$	1.16		$	1.01
Weighted average shares outstanding (basic)	137,854			140,032
Weighted average shares outstanding (diluted)	138,955			141,270

8

Business Segment Information

(unaudited, dollars in thousands)

	NAST		Global Forwarding		All Other and Corporate			Consolidated
Three Months Ended March 31, 2019
Total revenues	$	2,796,784	$	537,567	$	416,859		$	3,751,210
Net revenues	486,550		127,236		65,014			678,800
Income (loss) from operations	211,283		14,203		(936		)	224,550
Depreciation and amortization	6,259		8,926		9,375			24,560
Total assets	2,693,668		1,001,881		1,001,895			4,697,444
Average headcount	7,424		4,707		3,250			15,381
	NAST		Global Forwarding		All Other and Corporate			Consolidated
Three Months Ended March 31, 2018
Total revenues	$	2,908,419	$	553,754	$	463,154		$	3,925,327
Net revenues	438,402		123,037		64,486			625,925
Income from operations	179,637		8,221		3,727			191,585
Depreciation and amortization	6,331		8,909		9,001			24,241
Total assets	2,593,648		805,184		908,944			4,307,776
Average headcount	7,298		4,767		3,023			15,088

9

Condensed Consolidated Balance Sheets

(unaudited, in thousands)

	March 31, 2019		December 31, 2018
Assets
Current assets:
Cash and cash equivalents	$	445,473	$	378,615
Receivables, net of allowance for doubtful accounts	2,057,931		2,162,438
Contract assets	165,556		159,635
Prepaid expenses and other	59,394		52,386
Total current assets	2,728,354		2,753,074
Property and equipment, net	225,669		228,301
Right of use lease assets	257,034		—
Intangible and other assets	1,486,387		1,446,037
Total assets	$	4,697,444	$	4,427,412
Liabilities and stockholders’ investment
Current liabilities:
Accounts payable and outstanding checks	$	1,059,507	$	1,063,107
Accrued expenses:
Compensation	66,383		153,626
Transportation expense	127,151		119,820
Income taxes	68,049		28,360
Other accrued liabilities	54,905		63,410
Current lease liabilities	53,669		—
Current portion of debt	—		5,000
Total current liabilities	1,429,664		1,433,323
Long term debt	1,341,605		1,341,352
Noncurrent lease liabilities	211,069		—
Noncurrent income taxes payable	21,763		21,463
Deferred tax liability	40,412		35,757
Other long-term liabilities	370		430
Total liabilities	3,044,883		2,832,325
Total stockholders’ investment	1,652,561		1,595,087
Total liabilities and stockholders’ investment	$	4,697,444	$	4,427,412

10

Condensed Consolidated Statements of Cash Flow

(unaudited, in thousands, except operational data)

	Three Months Ended March 31,
	2019			2018
Operating activities:
Net income	$	161,788		$	142,297
Depreciation and amortization	24,560			24,241
Provision for doubtful accounts	1,774			6,630
Stock-based compensation	17,123			18,134
Deferred income taxes	(364		)	(26		)
Excess tax benefit on stock-based compensation	(4,458		)	(6,224		)
Other operating activities	576			323
Changes in operating elements, net of acquisitions:
Receivables	117,720			(10,056		)
Contract assets	(5,921		)	(13,264		)
Prepaid expenses and other	(6,367		)	6,327
Accounts payable and outstanding checks	(10,742		)	21,797
Accrued compensation	(87,259		)	(37,867		)
Accrued transportation expenses	7,331			17,109
Accrued income taxes	39,078			35,184
Other accrued liabilities	1,801			(5,128		)
Other assets and liabilities	291			1,093
Net cash provided by operating activities	256,931			200,570
Investing activities:
Purchases of property and equipment	(8,619		)	(11,719		)
Purchases and development of software	(5,246		)	(3,744		)
Acquisitions, net of cash acquired	(44,143		)	—
Other investing activities	8			(726		)
Net cash used for investing activities	(58,000		)	(16,189		)
Financing activities:
Proceeds from stock issued for employee benefit plans	19,615			24,497
Net repurchases of common stock	(79,666		)	(65,791		)
Cash dividends	(69,742		)	(65,382		)
Proceeds from short-term borrowings	14,000			2,119,000
Payments on short-term borrowings	(19,000		)	(2,183,000		)
Net cash used for financing activities	(134,793		)	(170,676		)
Effect of exchange rates on cash	2,720			2,187
Net change in cash and cash equivalents	66,858			15,892
Cash and cash equivalents, beginning of period	378,615			333,890
Cash and cash equivalents, end of period	$	445,473		$	349,782
	As of March 31,
Operational Data:	2019			2018
Employees	15,514			15,101

Source: C.H. Robinson

CHRW-IR

11

EX-99.2

Earnings Conference Call – First Quarter 2019 May 1, 2019 John Wiehoff, Chairman & CEO Robert Biesterfeld, COO Scott Hagen, Corporate Controller and Interim CFO Robert Houghton, VP of Investor Relations 1

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 such factors as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; competition and growth rates within the third party logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight; changes in relationships with existing contracted truck, rail, ocean, and air carriers; changes in our customer base due to possible consolidation among our customers; our ability to successfully integrate the operations of acquired companies with our historic operations; risks associated with litigation, including contingent auto liability and insurance coverage; risks associated with operations outside of the United States; risks associated with the potential impact of changes in government regulations; risks associated with the produce industry, including food safety and contamination issues; fuel price increases or decreases, or fuel shortages; cyber-security related risks; the impact of war on the economy; changes to our capital structure; risks related to the elimination of LIBOR; and other risks and uncertainties detailed in our Annual and Quarterly Reports. 2 2

Q1 2019 – Key Themes ▪ Strong Q1 financial results ▪ Price and cost declines in most service lines ▪ Successfully adapting to changing market conditions ▪ Strength of our business model 3 3

Results Q1 2019 in thousands, except per share amounts and headcount Three Months Ended March 31 2019 2018 % Change Total Revenues $3,751,210 $3,925,327 (4.4%) Total Net Revenues $678,800 $625,925 8.4% Net Revenue Margin % 18.1% 15.9% 220 bps Personnel Expenses $340,098 $328,297 3.6% Selling, General, and Admin $114,152 $106,043 7.6% Income from Operations $224,550 $191,585 17.2% Operating Margin % 33.1% 30.6% 250 bps Depreciation and Amortization $24,560 $24,241 1.3% Net Income $161,788 $142,297 13.7% Earnings Per Share (Diluted) $1.16 $1.01 14.9% Average Headcount 15,381 15,088 1.9% ▪ Net revenues increase driven primarily by margin improvement in truckload ▪ Operating income growth includes moderating variable compensation expense and modest headcount growth 4 4

Q1 2019 Other Income Statement Items ▪ Q1 effective tax rate of 22.0% vs. 21.3% last year ▪ $5 million unfavorable impact from currency revaluation ▪ Interest expense increase due to an increase in interest rates ▪ Weighted average diluted shares outstanding down 1.6 percent ‹#› 5

Q1 2019 Cash Flow and Capital Distribution Cash Flow from Operations Capital Distribution + 28.1% + 8.7% $256.9M $146.4M Share $134.7M Repurchases $200.6M Cash Dividends Q1 2018 Q1 2019 Q1 2018 Q1 2019 ▪ $56.3 million increase in cash flow ▪ $146.4 million of net income returned driven by improved working capital to shareholders performance and higher net income ▪ $69.7 million in cash dividends ▪ $13.9 million in capital expenditures ▪ $76.7 million in share repurchases ▪ 872,489 shares repurchased in the first quarter at an average price of $87.87 per share ‹#› 6 ▪ Dividend payout ratio of 40.9%

Q1 2019 Balance Sheet in thousands March 31, December 31, 2019 2018 % Change Accounts Receivable, Net(1) $2,223,487 $2,322,073 (4.2%) Accounts Payable(2) $1,186,658 $1,182,927 0.3% Net Operating Working Capital(3) $1,036,829 $1,139,146 (9.0%) ▪ Total debt balance $1.34 billion ▪ $600 million senior unsecured notes, 4.20% coupon ▪ $500 million private placement debt, 4.28% average coupon ▪ $250 million accounts receivable securitization debt facility, 3.15% average rate ▪ Adopted new lease accounting policy in 2019 Q1 (1) Accounts receivable amount includes contract assets as the result of a 2018 accounting policy change that recognizes revenues for in-transit shipments. (2) Accounts payable amount includes outstanding checks and also includes accrued transportation expense as the result of a 2018 accounting policy change that recognizes revenues for in-transit shipments. (3) Net operating working capital is defined as net accounts receivable, as described above, less accounts payable, as described above. ‹#› 7

Second Quarter 2019 Trends – April ▪ April to date total company net revenue per business day has increased approximately 5 percent when compared to April 2018 ▪ Truckload volume per business day has decreased approximately 4 percent on a year-over-year basis in April 8 8

NAST Truckload Cost and Price Change(1) 20% E C I R P 15% D N A 10% T S O C 5% N I E 0% G N A H -5% C YoY Price Change % Y -10% YoY Cost Change O Y -15% 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 NAST Q1 ▪ NAST Truckload cost and price change chart represents Truckload truckload shipments in North America. Volume 0.5% Pricing(1)(2) (5.5%) ▪ Includes the impact of the truckload service line previously reported in the Robinson Fresh segment. Cost(1)(2) (8.5%) Net Revenue Margin (1) Pricing and cost measures exclude the estimated impact of the change in fuel prices. (2) Represents price and cost YoY change for North America shipments across all segments. ‹#› 9

NAST Truckload Cost and Price Per Mile(1) Price per Mile Cost per Mile ▪ NAST Truckload cost and price per mile chart represents all truckload shipments in North America ▪ Continued price movements in response to changes in marketplace conditions (1) Cost and price per mile exclude the estimated impact of fuel. ‹#› 10

Q1 2019 NAST Results by Service Line Truckload, Less Than Truckload and Intermodal in thousands Three Months Ended March 31 ▪ Year-over-year price Net Revenues 2019 2018 % Change declines in truckload and Truckload $359,031 $312,952 14.7% LTL LTL $114,918 $110,916 3.6% Intermodal $5,976 $6,217 (3.9%) ▪ Net revenue margin Other $6,625 $8,317 (20.3%) expansion in truckload, Total Net Revenues $486,550 $438,402 11.0% LTL and intermodal Net Revenue Margin % 17.4% 15.1% 230 bps ▪ Volume increase in Truckload LTL Intermodal truckload and LTL (1)(2) Pricing ▪ Added 5,000 new carriers Cost(1)(2) in the quarter Volume Net Revenue Margin (1) Represents price and cost YoY change for North America shipments across all segments. (2) Pricing and cost measures exclude the estimated impact of the change in fuel prices. ‹#› 11

Q1 2019 NAST Operating Income Q1 Operating Income Q1 Operating Margin % + 17.6% + 240 bps $211.3M 43.4% $179.6M 41.0% Q1 2018 Q1 2019 Q1 2018 Q1 2019 ▪ Increased net revenues ▪ Headcount increased 1.7 percent ▪ Continued investments in technology ▪ Four consecutive quarters of year-over-year operating margin expansion ‹#› 12

Q1 2019 Global Forwarding Results by Service Line Ocean, Air and Customs in thousands Three Months Ended March 31 ▪ Ocean net revenue growth Net Revenues 2019 2018 % Change due to margin expansion Ocean $71,457 $68,694 4.0% Air $26,136 $26,037 0.4% ▪ Air net revenue growth Customs $21,877 $20,655 5.9% due to margin expansion, Other $7,766 $7,651 1.5% largely offset by declining Total $127,236 $123,037 3.4% volume Net Revenue Margin % 23.7% 22.2% 150 bps ▪ Customs net revenue Ocean Air growth includes Pricing transactions growth of 2.5 Volume percent Net Revenue Margin ‹#› 13

Q1 2019 Global Forwarding Operating Income Q1 Operating Income Q1 Operating Margin % + 72.8% + 450 bps $14.2M 11.2% $8.2M 6.7% Q1 2018 Q1 2019 Q1 2018 Q1 2019 ▪ Increased net revenues ▪ Improved employee productivity ▪ 1.3 percent decrease in average headcount ‹#› 14

Q1 2019 All Other and Corporate Results Robinson Fresh, Managed Services and Other Surface Transportation in thousands Three Months Ended March 31 Net Revenues 2019 2018 % Change Robinson Fresh $28,658 $30,237 (5.2%) Managed Services $20,312 $18,317 10.9% Other Surface Transportation $16,044 $15,932 0.7% Total $65,014 $64,486 0.8% Robinson Fresh ▪ Case volume decline of 7 percent Managed Services ▪ $4 billion in freight under management Other Surface Transportation ▪ Mid-single-digit volume growth in Europe truckload ‹#› 15

Our Areas of Focus ▪ Grow market share ▪ Automate core processes ▪ Improve operating leverage Long-Term Growth Targets(1) Net Revenues 5 - 10% Operating Income Greater than net revenue growth Earnings Per Share 10%+ (1) Long-term growth targets represent an over time perspective and do not necessarily represent an expected annual growth rate. ‹#› 16

Final Comments ▪ We add value by helping our customers understand and navigate the marketplace ▪ Our people, processes and technology will allow us to continue to win in the marketplace ▪ John Wiehoff retiring as CEO on May 9, will remain Chairman ▪ Bob Biesterfeld to succeed Wiehoff as CEO ‹#› 17

Appendix 18

Q1 2019 Transportation Results(1) in thousands Three Months Ended March 31 Transportation 2019 2018 % Change Total Revenues $3,504,932 $3,637,640 (3.6%) Total Net Revenues $651,676 $596,038 9.3% Net Revenue Margin % 18.6% 16.4% 220 bps Transportation Net Revenue Margin % 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Q1 17.4% 17.2% 16.9% 16.3% 15.3% 16.8% 19.7% 17.3% 16.4% 18.6% Q2 15.8% 16.2% 14.9% 15.4% 16.0% 17.5% 19.3% 16.2% 16.2% Q3 16.6% 16.4% 15.6% 15.0% 16.2% 18.4% 17.6% 16.4% 16.6% Q4 17.6% 16.3% 15.8% 15.1% 15.9% 19.0% 17.2% 16.6% 17.7% Total 16.8% 16.5% 15.8% 15.4% 15.9% 17.9% 18.4% 16.6% 16.7% (1) Includes results across all segments. ‹#› 19

Q1 2019 NAST Results in thousands, except headcount Three Months Ended March 31 2019 2018 % Change Total Revenues $2,796,784 $2,908,419 (3.8%) Total Net Revenues $486,550 $438,402 11.0% Net Revenue Margin % 17.4% 15.1% 230 bps Income from Operations $211,283 $179,637 17.6% Operating Margin % 43.4% 41.0% 240 bps Depreciation and Amortization $6,259 $6,331 (1.1%) Total Assets $2,693,668 $2,593,648 3.9% Average Headcount 7,424 7,298 1.7% ‹#› 20

Q1 2019 Global Forwarding Results in thousands, except headcount Three Months Ended March 31 2019 2018 % Change Total Revenues $537,567 $553,754 (2.9%) Total Net Revenues $127,236 $123,037 3.4% Net Revenue Margin % 23.7% 22.2% 150 bps Income from Operations $14,203 $8,221 72.8% Operating Margin % 11.2% 6.7% 450 bps Depreciation and Amortization $8,926 $8,909 0.2% Total Assets $1,001,881 $805,184 24.4% Average Headcount 4,707 4,767 (1.3%) ‹#› 21

Q1 2019 All Other and Corporate Results in thousands, except headcount Three Months Ended March 31 2019 2018 % Change Total Revenues $416,859 $463,154 (10.0%) Total Net Revenues $65,014 $64,486 0.8% Income from Operations ($936) $3,727 NM Depreciation and Amortization $9,375 $9,001 4.2% Total Assets $1,001,895 $908,944 10.2% Average Headcount 3,250 3,023 7.5% ‹#› 22

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