0001193125-15-200175.txt : 20150526 0001193125-15-200175.hdr.sgml : 20150525 20150526163059 ACCESSION NUMBER: 0001193125-15-200175 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150526 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150526 DATE AS OF CHANGE: 20150526 FILER: COMPANY DATA: COMPANY CONFORMED NAME: C H ROBINSON WORLDWIDE INC CENTRAL INDEX KEY: 0001043277 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 411883630 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23189 FILM NUMBER: 15889764 BUSINESS ADDRESS: STREET 1: 14701 CHARLSON ROAD CITY: EDEN PRAIRIE STATE: MN ZIP: 55347 BUSINESS PHONE: 9529378500 MAIL ADDRESS: STREET 1: 14701 CHARLSON ROAD CITY: EDEN PRAIRIE STATE: MN ZIP: 55347 8-K 1 d931160d8k.htm FORM 8-K Form 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: May 26, 2015 (Date of earliest event reported)

 

 

C.H. ROBINSON WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-23189   41-1883630

(State or other jurisdiction

of incorporation)

 

Commission

File Number:

 

(IRS Employer

Identification No.)

14701 Charlson Road, Eden Prairie, MN 55347

(Address of principal executive offices, including 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))

 

 

 


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

(c) Appointment of Chief Financial Officer. On May 26, 2015, C.H. Robinson Worldwide, Inc. (Nasdaq: CHRW) announced that Andrew Clarke, 44, has been named Chief Financial Officer, effective June 1, 2015.

From 2006 to 2013, Mr. Clarke previously served as President and Chief Executive Officer of Panther Expedited Services, Inc., now a wholly owned subsidiary of Arkansas Best Corporation. Mr. Clarke also served as Chief Financial Officer of Forward Air Corporation from 2001 to 2006, after roles in investment banking and corporate finance. Since leaving Panther Expedited Services, Inc., Mr. Clark has acted as an industry consultant. Currently, Mr. Clarke serves on the board of directors for Blount International, Inc., and previously served on the boards of Panther Expedited Services, Inc., Pacer International, Inc., and Forward Air Corporation.

Upon the commencement of his employment, Mr. Clark will (i) receive an annual base salary of $500,000, (ii) be eligible for a pro-rated annualized cash incentive under the company’s Non-Equity Incentive Plan with a target incentive opportunity at 50% of his base salary, and (iii) receive an equity grant under the Company’s 2013 Equity Incentive Plan having a fair value of $750,000 equally divided between performance-based shares and performance-based incentive stock options.

A copy of the press release issued by the company announcing Mr. Clark’s appointment is attached as exhibit 99.1 to this report and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

99.1 Press Release dated May 26, 2015.


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: May 26, 2015


Exhibit Index

 

Exhibit
No.

  

Description

  

Manner of Filing

99.1    Press Release dated May 26, 2015    Filed Electronically
EX-99.1 2 d931160dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

C.H. Robinson

14701 Charlson Road

Eden Prairie, Minnesota 55347

Tim Gagnon, director, investor relations (952) 683-5007

FOR IMMEDIATE RELEASE

C.H. Robinson Names Andrew Clarke as Chief Financial Officer

Eden Prairie, Minnesota, May 26, 2015 - C.H. Robinson (Nasdaq: CHRW) announced today that Andrew Clarke will be joining the company as Chief Financial Officer effective June 1, 2015. Mr. Clarke will report to president and chief executive officer John Wiehoff.

“We are excited to have Andy join our organization,” said John Wiehoff. “His extensive background in our industry, corporate finance and executive leadership make him a great fit for Robinson and our leadership team.”

Over his career, Mr. Clarke has served as President and CEO of Panther Expedited Services, now a wholly owned subsidiary of Arkansas Best Corporation. Mr. Clarke also served as CFO of Forward Air Corporation after roles in investment banking and corporate finance. Currently, Mr. Clarke serves on the board of directors for Blount International, Inc. in Portland, OR, and previously served on the boards of Panther Expedited Services, Inc., Pacer International, Inc., and Forward Air Corporation.

“C.H. Robinson is a world-class organization that I have admired and worked with for over 15 years,” said Mr. Clarke. “There are many changes taking place in the industry today and Robinson is well positioned to take advantage of these global opportunities. I am very excited to join the team and work with all the employees, customers and partners to drive continued shareholder value.”

Chad Lindbloom, the long-time Chief Financial Officer, will fully transition to the role of Chief Information Officer effective June 1, 2015, as previously announced.

Mr. Clarke earned a master’s degree in business administration from the University of Chicago Booth School of Business, and a bachelor’s degree from Washington University in St. Louis.

Founded in 1905, C.H. Robinson Worldwide, Inc., is one of the largest non-asset based third party logistics companies in the world. C.H. Robinson is a global provider of multimodal transportation services and logistics solutions, currently serving over 46,000 active customers through a network of offices in North America, South America, Europe, and Asia. C.H. Robinson maintains one of the largest networks of motor carrier capacity in North America and works with approximately 66,000 transportation providers worldwide. For more information about our company, visit our Web site at www.chrobinson.com.

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