C. H. ROBINSON WORLDWIDE, INC. — Director's Dealing 2013

Feb 6, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: C H ROBINSON WORLDWIDE INC (CHRW)
CIK: 0001043277
Period of Report: 2013-02-04

Reporting Person: LINDBLOOM CHAD (VP, Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-04	Common Stock	F	19954	$66.15	Disposed	116048	Direct
2013-02-06	Common Stock	A	15156	$0.00	Acquired	131204	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-06	Option (Right to Buy)	$68.81	A	4564	Acquired	2021-12-07	Common Stock (4564)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12664	Indirect

Footnotes

F1: Number of shares withheld to cover withholding taxes associated with the issuance of 44,550 shares of Issuer common stock in settlement of an equal number of vested performance restricted stock units previously credited to the reporting person's account in the Issuer's Non-qualified Deferred Compensation ("NQDC") Plan. The units had previously been reported in Table I.

F2: Number of performance restricted stock units that vested on 2/6/13 upon certification by the Issuer's compensation committee. Such vested units have been credited to the reporting person's account in the Issuer's NQDC Plan and will be settled in an equal number of shares of Issuer common stock at specified future dates.

F3: Included in this amount are75,516 shares of Issuer common stock issuable in settlement of an equal number of vested performance restricted stock units credited to the reporting person's account under the Issuer's NQDC Plan, and 55,688 shares held directly by the reporting person. The reporting person had previously reported 149,268 vested and unvested performance restricted stock units as indirectly beneficially owned shares through a rabbi trust.