SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Kass Jordan T

(Last) (First) (Middle)
14701 CHARLSON ROAD

(Street)
EDEN PRAIRIE MN 55347

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
C H ROBINSON WORLDWIDE INC [ CHRW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, Managed Services
3. Date of Earliest Transaction (Month/Day/Year)
02/04/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/04/2015 A 2,389(1) A $0.00 25,538 D
Common Stock 02/02/2016 A 1,965(2) A $0.00 27,503 D
Common Stock 08/17/2018 M 6,190 A $58.25 33,693 D
Common Stock 08/17/2018 S 6,190 D $97.0561(3) 27,503 D
Common Stock 621 I by ESPP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (right to buy) $68.81 02/02/2017 A 245 (4) 12/07/2021 Common Stock 245 $0.00 3,234 D
Option (right to buy) $61.91 02/02/2017 A 374 (5) 12/05/2022 Common Stock 374 $0.00 3,145 D
Option (right to buy) $61.91 01/31/2018 A 75 (5) 12/05/2022 Common Stock 75 $0.00 3,220 D
Stock Option (right to buy) $58.25 02/02/2017 A 1,397 (6) 12/04/2023 Common Stock 1,397 $0.00 7,219 D
Option (right to buy) $58.25 01/31/2018 A 1,048 (6) 12/04/2023 Common Stock 1,048 $0.00 8,267 D
Option (right to buy) $74.57 02/02/2017 A 1,231 (7) 12/03/2024 Common Stock 1,231 $0.00 3,796 D
Option (right to buy) $74.57 01/31/2018 A 923 (7) 12/03/2024 Common Stock 923 $0.00 4,719 D
Option (right to buy) $58.25 08/17/2018 M 6,190 (6) 12/04/2023 Common Stock 6,190 $0.00 2,077 D
Explanation of Responses:
1. Represents Performance-based restricted stock units that vested on February 4, 2015, have been credited to the reporting person's account in the Issuer's NQDC Plan and will be settled on a 1 for 1 basis in shares of the Issuer's common stock.
2. Represents Performance-based restricted stock units that vested on February 2, 2016, have been credited to the reporting person's account in the Issuer's NQDC Plan and will be settled on a 1 for 1 basis in shares of the Issuer's common stock.
3. Reflects the weighted average price of 6,190 shares of common stock of C.H. Robinson Worldwide, Inc. sold by the reporting person in multiple transactions on August 17, 2018 with sale prices ranging from $97.05 to $97.10 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
4. Performance-based stock option granted 12/7/11 that vests, becomes exercisable and reportable as and to the extent applicable performance conditions are satisfied.
5. Performance-based stock option granted 12/5/12 that vests, becomes exercisable and reportable as and to the extent applicable performance conditions are satisfied.
6. Performance-based stock option granted 12/4/13 that vests, becomes exercisable and reportable as and to the extent applicable performance conditions are satisfied.
7. Performance-based stock option granted 12/3/14 that vests, becomes exercisable and reportable as and to the extent applicable performance conditions are satisfied.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ Ben G. Campbell, Attorney-in-Fact for Jordan T. Kass 08/21/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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