C. H. ROBINSON WORLDWIDE, INC., 10-K filed on 2/14/2025
Annual Report
v3.25.0.1
Cover - USD ($)
12 Months Ended
Dec. 31, 2024
Feb. 12, 2025
Jun. 28, 2024
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2024    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 000-23189    
Entity Registrant Name C.H. ROBINSON WORLDWIDE, INC.    
Entity Central Index Key 0001043277    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Amendment Flag false    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 41-1883630    
Entity Address, Address Line One 14701 Charlson Road    
Entity Address, City or Town Eden Prairie    
Entity Address, State or Province MN    
Entity Address, Postal Zip Code 55347    
City Area Code 952    
Local Phone Number 937-8500    
Title of 12(b) Security Common Stock, par value $0.10 per share    
Trading Symbol CHRW    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 10,299,490,294
Entity Common Stock, Shares Outstanding   118,705,622  
Documents Incorporated by Reference Portions of the Registrant’s Proxy Statement relating to its 2025 Annual Meeting of Stockholders (the “Proxy Statement”) are incorporated by reference in Part III.    
Document Financial Statement Error Correction [Flag] false    
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Audit Information
12 Months Ended
Dec. 31, 2024
Audit Information [Abstract]  
Auditor Name Deloitte & Touche LLP
Auditor Firm ID 34
Auditor Location Minneapolis, Minnesota
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CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 145,762 $ 145,524
Receivables, net of allowance for credit loss of $13,285 and $14,229 2,383,709 2,381,963
Contract assets, net of allowance for credit loss 200,332 189,900
Prepaid expenses and other 102,166 163,307
Assets held for sale 137,634 0
Total current assets 2,969,603 2,880,694
Property and equipment 404,065 437,458
Accumulated depreciation and amortization (276,876) (292,740)
Net property and equipment 127,189 144,718
Goodwill 1,428,965 1,473,600
Other intangible assets, net of accumulated amortization of $51,375 and $58,437 28,193 43,662
Right-of-use lease assets 334,738 353,890
Deferred tax assets 300,909 214,619
Other assets 108,329 114,097
Total assets 5,297,926 5,225,280
Current liabilities:    
Accounts payable 1,178,335 1,303,951
Outstanding checks 33,797 66,383
Accrued expenses:    
Compensation 180,801 135,104
Transportation expense 153,274 147,921
Income taxes 9,326 4,748
Other accrued liabilities 173,318 159,435
Current lease liabilities 72,842 74,451
Current portion of debt 455,792 160,000
Liabilities held for sale 67,413 0
Total current liabilities 2,324,898 2,051,993
Long-term debt 921,857 1,420,487
Noncurrent lease liabilities 290,641 297,563
Noncurrent income taxes payable 23,472 21,289
Deferred tax liabilities 12,565 13,177
Other long-term liabilities 2,442 2,074
Total liabilities 3,575,875 3,806,583
Commitments and contingencies
Stockholders’ investment:    
Preferred stock, $0.10 par value, 20,000 shares authorized; no shares issued or outstanding 0 0
Common stock, $0.10 par value, 480,000 shares authorized; 179,199 and 179,204 shares issued, 118,664 and 116,768 outstanding 11,866 11,677
Additional paid-in capital 775,054 754,093
Retained earnings 5,786,337 5,620,790
Accumulated other comprehensive loss (110,402) (80,946)
Treasury stock at cost (60,535 and 62,436 shares) (4,740,804) (4,886,917)
Total stockholders’ investment 1,722,051 1,418,697
Total liabilities and stockholders’ investment $ 5,297,926 $ 5,225,280
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Receivables, allowance for doubtful accounts $ 13,285 $ 14,229
Other intangible assets, accumulated amortization $ 51,375 $ 58,437
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, authorized (in shares) 20,000,000 20,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, authorized (in shares) 480,000,000 480,000,000
Common stock, issued (in shares) 179,199,000 179,204,000
Common stock, outstanding (in shares) 118,664,000 116,768,000
Treasury stock (in shares) 60,535,000 62,436,000
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CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revenues:      
Total revenues $ 17,724,956 $ 17,596,443 $ 24,696,625
Costs and expenses:      
Personnel expenses 1,456,249 1,465,735 1,722,980
Other selling, general, and administrative expenses 639,624 624,266 603,415
Total costs and expenses 17,055,815 17,081,836 23,429,843
Income from operations 669,141 514,607 1,266,782
Interest and other income/expenses, net (89,937) (105,421) (100,017)
Income before provision for income taxes 579,204 409,186 1,166,765
Provision for income taxes 113,514 84,057 226,241
Net income 465,690 325,129 940,524
Other comprehensive (loss) income (29,456) 7,914 (27,726)
Comprehensive income $ 436,234 $ 333,043 $ 912,798
Basic net income per share (in dollars per share) $ 3.89 $ 2.74 $ 7.48
Diluted net income per share (in dollars per share) $ 3.86 $ 2.72 $ 7.40
Basic weighted average shares outstanding (in shares) 119,805 118,551 125,743
Dilutive effect of outstanding stock awards (in shares) 874 1,126 1,407
Diluted weighted average shares outstanding (in shares) 120,679 119,677 127,150
Transportation      
Revenues:      
Total revenues $ 16,353,745 $ 16,372,660 $ 23,516,384
Costs and expenses:      
Purchased services and products 13,719,935 13,886,024 20,035,715
Sourcing      
Revenues:      
Total revenues 1,371,211 1,223,783 1,180,241
Costs and expenses:      
Purchased services and products $ 1,240,007 $ 1,105,811 $ 1,067,733
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance $ 1,418,697 $ 1,353,422 $ 2,021,934
Net income 465,690 325,129 940,524
Foreign currency adjustments (29,456) 7,914 (27,726)
Dividends declared (300,143) (294,779) (286,945)
Stock issued for employee benefit plans 82,673 31,620 71,671
Stock-based compensation expense 84,590 58,169 90,677
Repurchase of common stock   (62,778) (1,456,713)
Ending Balance $ 1,722,051 $ 1,418,697 $ 1,353,422
Common Stock      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (in shares) 116,768 116,323 129,186
Beginning Balance $ 11,677 $ 11,632 $ 12,919
Stock issued for employee benefit plans (in shares) 1,896 1,091 1,364
Stock issued for employee benefit plans $ 189 $ 110 $ 136
Stock-based compensation expense (in shares) 0 0 0
Stock-based compensation expense $ 0 $ 0 $ 0
Repurchase of common stock (in shares)   (646) (14,227)
Repurchase of common stock   $ (65) $ (1,423)
Ending Balance (in shares) 118,664 116,768 116,323
Ending Balance $ 11,866 $ 11,677 $ 11,632
Additional Paid-in Capital      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance 754,093 743,288 673,628
Stock issued for employee benefit plans (63,629) (47,364) (21,017)
Stock-based compensation expense 84,590 58,169 90,677
Ending Balance 775,054 754,093 743,288
Retained Earnings      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance 5,620,790 5,590,440 4,936,861
Net income 465,690 325,129 940,524
Dividends declared (300,143) (294,779) (286,945)
Ending Balance 5,786,337 5,620,790 5,590,440
Accumulated Other Comprehensive Loss      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (80,946) (88,860) (61,134)
Foreign currency adjustments (29,456) 7,914 (27,726)
Ending Balance (110,402) (80,946) (88,860)
Treasury Stock, Common      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (4,886,917) (4,903,078) (3,540,340)
Stock issued for employee benefit plans 146,113 78,874 92,552
Stock-based compensation expense 0 0 0
Repurchase of common stock   (62,713) (1,455,290)
Ending Balance $ (4,740,804) $ (4,886,917) $ (4,903,078)
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (Parenthetical) - $ / shares
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Statement of Stockholders' Equity [Abstract]      
Dividends declared per share (in dollars per share) $ 2.46 $ 2.44 $ 2.26
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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
OPERATING ACTIVITIES      
Net income $ 465,690 $ 325,129 $ 940,524
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 97,160 98,985 92,776
Provision for credit losses 6,688 (6,047) (4,476)
Stock-based compensation 84,590 58,169 90,677
Deferred income taxes (80,067) (37,746) (58,566)
Excess tax benefit on stock-based compensation (9,411) (11,319) (13,662)
Loss on disposal groups held for sale 32,794 17,698 0
Other operating activities 20,682 5,541 (6,627)
Changes in operating elements:      
Receivables (164,255) 607,259 923,524
Contract assets (11,969) 68,041 197,097
Prepaid expenses and other 60,740 (39,048) (28,495)
Right of use asset (5,937) 19,255 (82,754)
Accounts payable and outstanding checks (79,943) (200,843) (307,266)
Accrued compensation 49,681 (108,084) 42,266
Accrued transportation expense 6,756 (51,171) (143,686)
Accrued income taxes 15,545 (2,284) (69,817)
Other accrued liabilities 12,791 (11,991) 2,371
Lease liability 5,076 (16,500) 83,084
Other assets and liabilities 2,473 16,902 (6,799)
Net cash provided by operating activities 509,084 731,946 1,650,171
INVESTING ACTIVITIES      
Purchases of property and equipment (22,653) (29,989) (61,915)
Purchases and development of software (51,635) (54,122) (66,582)
Proceeds from sale of property and equipment 0 1,324 63,579
Net cash used for investing activities (74,288) (82,787) (64,918)
FINANCING ACTIVITIES      
Proceeds from stock issued for employee benefit plans 114,890 56,914 100,059
Stock tendered for payment of withholding taxes (32,217) (25,294) (28,388)
Repurchase of common stock 0 (63,884) (1,459,900)
Cash dividends (294,772) (291,569) (285,317)
Proceeds from long-term borrowings 10,000 0 200,000
Payments on long-term borrowings (10,000) 0 0
Proceeds from short-term borrowings 3,192,500 3,893,750 4,500,000
Payments on short-term borrowings (3,396,500) (4,287,750) (4,646,000)
Net cash used for financing activities (416,099) (717,833) (1,619,546)
Effect of exchange rates on cash and cash equivalents (8,152) (3,284) (5,638)
Net change in cash and cash equivalents, including cash and cash equivalents classified within assets held for sale 10,545 (71,958) (39,931)
Less: net increase in cash and cash equivalents within assets held for sale (10,307) 0 0
Cash and cash equivalents, beginning of year 145,524 217,482 257,413
Cash and cash equivalents, end of year 145,762 145,524 217,482
Supplemental cash flow disclosures      
Cash paid for income taxes 131,827 155,936 429,096
Cash paid for interest 86,124 92,571 71,563
Accrued share repurchases held in other accrued liabilities $ 0 $ 0 $ 1,106
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION. C.H. Robinson Worldwide, Inc., and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions through a network of offices operating in North America, Europe, Asia, Oceania, South America, and the Middle East. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc., and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
USE OF ESTIMATES. The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best information available, and our actual results could differ materially from those estimates.
REVENUE RECOGNITION. At contract inception, we assess the goods and services promised in our contracts with customers and identify our performance obligations to provide distinct goods and services to our customers. We have determined the following distinct goods and services represent our primary performance obligations.
Transportation and Logistics Services. As a global logistics provider, our primary performance obligation under our customer contracts is to utilize our relationships with a wide variety of transportation companies to efficiently and cost-effectively transport our customers’ freight. Revenue is recognized for these performance obligations as they are satisfied over the contract term, which generally represents the transit period. The transit period can vary based upon the method of transport, generally a number of days for over the road, rail, and air transportation, or several weeks in the case of an ocean shipment. Determining the transit period and how much of it has been completed as of the reporting date may require management to make judgments that affect the timing of revenue recognized. When the customer’s freight reaches its intended destination our performance obligation is complete. Pricing for our services is generally a fixed amount and is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
We also provide certain value-added logistics services, such as customs brokerage, fee-based managed solutions, warehousing services, and supply chain consulting and optimization services. These services may include one or more performance obligations, which are generally satisfied over the service period as we perform our obligations. The service period may be a very short duration, in the case of customs brokerage, or it may be longer in the case of warehousing, managed solutions, and supply chain consulting and optimization services. Pricing for our services is established in the customer contract and is dependent upon the specific needs of the customer but may be agreed upon at a fixed fee per transaction, labor hour, or service period. Payment is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
Sourcing Services. We contract with grocery retailers, restaurants, foodservice distributors, and produce wholesalers to provide sourcing services under the trade name Robinson Fresh® (“Robinson Fresh”). Our primary service obligation under these contracts is the buying, selling, and/or marketing of produce including fresh fruits, vegetables, and other value-added perishable items. Revenue is recognized when our performance obligations under these contracts are satisfied at a point in time, generally when the produce is received by our customer. Pricing under these contracts is generally a fixed amount and is typically due within 20 to 30 days of completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
In many cases, as additional performance obligations, we contract to arrange logistics and transportation of the products we buy, sell, and/or market. These performance obligations are satisfied over the contract term consistent with our other transportation and logistics services. The contract period is typically less than one year. Pricing for our services is generally a fixed amount and is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
Total revenues represent the total dollar value of revenue recognized from contracts with customers for the goods and services we provide. Substantially all our revenues are attributable to contracts with our customers. Our adjusted gross profits are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. Most transactions in our transportation and sourcing businesses are recorded at the gross amount we charge our customers for the services we provide and goods we sell. In these transactions, we are primarily responsible for fulfilling the promise to provide the specified good or service to our customers and we have discretion in establishing the price for the specified good or service. Additionally, in our sourcing
business, in some cases, we take inventory risk before the specified good has been transferred to our customer. Customs brokerage, managed solutions, freight forwarding, and sourcing managed procurement transactions are recorded at the net amount we charge our customers for the services we provide because many of the factors stated above are not present.
CONTRACT ASSETS. Contract assets represent amounts for which we have the right to consideration for the services we have provided while a shipment is still in-transit but for which we have not yet completed our performance obligations or have not yet invoiced our customer. Upon completion of our performance obligations, which can vary in duration based upon the method of transport, and billing our customer, these amounts become classified within accounts receivable and are then typically due within 30 days.
ACCRUED TRANSPORTATION EXPENSE. Accrued transportation expense represents amounts we owe to vendors, primarily transportation providers, for the services they have provided while a shipment is still in-transit as of the reporting date.
ALLOWANCE FOR CREDIT LOSSES. Accounts receivable and contract assets are reduced by an allowance for expected credit losses. We determine our allowance for expected credit losses based on our past credit loss experience, our customers’ credit risk ratings, and other customer specific and macroeconomic factors. We compute an expected loss ratio for each credit rating pool based upon our historical write-off experience and apply it to our accounts receivable (i.e., loss ratio approach). This approach is then supplemented by the professional judgment of management, primarily in consideration of recent developments, write-off experience, and risk concentrations, for purposes of determining the expected credit loss allowance.
FOREIGN CURRENCY. Monetary assets and liabilities denominated in foreign currency are remeasured to the functional currency of our foreign subsidiaries, which is generally their local currency, at the current exchange rate as of the end of each period. Foreign exchange gains and losses on these balances are recognized in interest and other income/expense, net in our consolidated statement of operations and comprehensive income. The functional currency accounts of our foreign subsidiaries are translated to our U.S. Dollar reporting currency at the end of each period. Translation adjustments are recorded in other comprehensive income (loss) in our consolidated statement of operations and comprehensive income (loss). Consolidated statement of operations and comprehensive income items are translated at the average exchange rate during the period. In cases where our foreign subsidiaries operate in a highly inflationary economy, their functional currency is considered to be our U.S. Dollar reporting currency.
CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist primarily of bank deposits and highly liquid investments with an original maturity of three months or less from the time of purchase. Cash and cash equivalents held outside the United States totaled $134.0 million and $142.8 million as of December 31, 2024 and 2023, respectively. Approximately half of our cash and cash equivalents balance is denominated in U.S. Dollars although these balances are frequently held in locations where the U.S. Dollar is not the functional currency.
PREPAID EXPENSES AND OTHER. Prepaid expenses and other includes items such as software maintenance contracts, prepaid insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
RIGHT-OF-USE LEASE ASSETS. Right-of-use lease assets are recognized upon lease commencement and represent our right to use an underlying asset for the lease term.
LEASE LIABILITIES. Lease liabilities are recognized at commencement date and represent our obligation to make the lease payments arising from a lease, measured on a discounted basis.
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated life of the asset. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful life of the improvement.
We recognized the following depreciation expense (in thousands): 
2024$35,967 
202339,569 
202238,102 
A summary of our property and equipment as of December 31 is as follows (in thousands): 
20242023
Furniture, fixtures, and equipment$227,501 $251,473 
Buildings61,286 58,586 
Corporate aircraft23,760 23,760 
Leasehold improvements89,213 91,234 
Land11,013 11,018 
Construction in progress617 1,387 
Less: accumulated depreciation and amortization(282,483)(292,740)
Net property and equipment (1)
$130,907 $144,718 
_________________________________________
(1) Includes $3.7 million of net property and equipment for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets as of December 31, 2024. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
GOODWILL. Goodwill represents the excess of the cost of acquired businesses over the net fair value of identifiable tangible assets and identifiable intangible assets purchased and liabilities assumed. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (November 30 for us) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. See Note 2, Goodwill and Other Intangible Assets.
OTHER INTANGIBLE ASSETS. Other intangible assets include definite-lived customer lists and indefinite-lived trademarks. The definite-lived intangible assets are being amortized using the straight-line method over their estimated lives. Definite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. The indefinite-lived trademarks are not amortized. Indefinite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable, or annually, at a minimum. See Note 2, Goodwill and Other Intangible Assets.
OTHER ASSETS. Other assets consist primarily of purchased and internally developed software. We amortize software when it is put into service using the straight-line method over three years. We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2024$49,032 
202338,803 
202231,229 
A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
20242023
Purchased software$3,074 $4,639 
Internally developed software188,950 212,363 
Less accumulated amortization(92,621)(114,473)
Net software$99,403 $102,529 
INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are, more likely than not, owed to a taxing authority, and the amount of the contingency that is greater than 50 percent likely to be realized can be reasonably estimated. Uncertain income tax positions are included in “Accrued income taxes” or “Noncurrent income taxes payable” in the consolidated balance sheets.
COMPREHENSIVE INCOME (LOSS). Comprehensive income (loss) consists primarily of foreign currency translation adjustments. It is presented on our consolidated statements of operations and comprehensive income.
STOCK-BASED COMPENSATION. We have issued stock awards, including stock options, performance-based restricted stock units and shares, and time-based restricted stock units, to our key employees and non-employee directors. The awards vest over three to five years, either based on the achievement of certain dilutive earnings per share, adjusted gross profits, adjusted operating margin targets, or the passage of time. The related compensation expense for each award is recognized over the appropriate vesting period. The fair value of each share-based payment award is established on the date of grant. For grants of restricted shares and restricted stock units, the fair value is established based on the market price on the date of the grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants with post-vesting holding restrictions vary from 11 percent to 23 percent and are calculated using the Black-Scholes option pricing model-protective put method. Changes in expected volatility and risk-free interest rates are the primary reason for changes in the discount.
For grants of stock options, we use the Black-Scholes option pricing model to estimate the fair value of these share-based payment awards. The determination of the fair value of stock options is affected by our stock price and a number of assumptions, including expected volatility, expected term, risk-free interest rate, and dividend yield.
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GOODWILL AND OTHER INTANGIBLE ASSETS
12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS GOODWILL AND OTHER INTANGIBLE ASSETS
The change in the carrying amount of goodwill is as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
December 31, 2022 balance $1,188,076 $206,189 $76,548 $1,470,813 
Foreign currency translation737 1,410 640 2,787 
December 31, 2023 balance 1,188,813 207,599 77,188 1,473,600 
Foreign currency translation(9,369)(5,101)(1,571)(16,041)
December 31, 2024 balance(1)
$1,179,444 $202,498 $75,617 $1,457,559 
_________________________________________
(1) Includes $28.6 million of goodwill for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Goodwill is tested at least annually for impairment on November 30, or more frequently if events or changes in circumstances indicate the asset might be impaired. We first perform a qualitative assessment to determine whether it is more likely than not the fair value of our reporting units is less than their respective carrying value (“Step Zero Analysis”). If the Step Zero Analysis indicates it is more likely than not the fair value of our reporting units is less than their respective carrying value, an additional impairment assessment is performed (“Step One Analysis”).
On July 27, 2024, we entered into an agreement to sell our Europe Surface Transportation business. The sale included all assets and liabilities of the Europe Surface Transportation business other than its proprietary technology platform (the “disposal group”). As a result of the divestiture, the Europe Surface Transportation disposal group was classified as held for sale as of December 31, 2024. We have tested the goodwill of the Europe Surface Transportation reporting unit as of December 31, 2024, by performing a Step One Analysis, before measuring the fair value of the disposal group to be presented as held for sale and determined that the $28.6 million goodwill balance was not impaired.
Our Europe Surface Transportation Step One Analysis was completed using a combination of the market approach and a discounted cash flow analysis. The market approach was completed to determine the fair value of the Europe Surface Transportation business, excluding its proprietary technology platform, and was equal to the agreed-upon sale price of the business. As the sale does not include a technology platform necessary to run the business, a discounted cash flow analysis was completed to determine the fair value of the Europe Surface Transportation proprietary technology platform. The computed fair value of the reporting unit exceeded its carrying value. As noted in Note 15, Divestitures, the sale of the Europe Surface Transportation disposal group was completed with an effective date of February 1, 2025.
As part of our annual Step Zero Analysis performed in 2024 for all other reporting units, there were no factors identified suggesting that it was more likely than not that the fair value was less than their respective carrying value. As such, a Step One Analysis was not completed for any other reporting units and no goodwill or intangible asset impairment has been recorded in any previous or current period presented.
Identifiable intangible assets consisted of the following as of December 31 (in thousands): 
20242023
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships(1)
$78,280 $(55,984)$22,296 $93,499 $(58,437)$35,062 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles(1)
$86,880 $(55,984)$30,896 $102,099 $(58,437)$43,662 
_________________________________________
(1) Amounts as of December 31, 2024, include $2.7 million of net intangible assets for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Amortization expense for other intangible assets was (in thousands): 
2024$12,161 
202320,613 
202223,445 
Finite-lived intangible assets, by reportable segment, as of December 31, 2024, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingTotal
2025$7,857 $2,210 $10,067 
20267,857 360 8,217 
20271,310 — 1,310 
Total$19,594 
v3.25.0.1
FAIR VALUE MEASUREMENT
12 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENT FAIR VALUE MEASUREMENT
Accounting guidance on fair value measurements for certain financial assets and liabilities requires assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
Level 1-Quoted market prices in active markets for identical assets or liabilities.
Level 2-Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3-Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.
Assets and liabilities held for sale. On July 27, 2024, we entered into an agreement to sell our Europe Surface Transportation business. The sale included all assets and liabilities of the business other than our proprietary technology platform. As a result of the divestiture the Europe Surface Transportation disposal group was classified as held for sale as of December 31, 2024. We measured the disposal group at its fair value less costs incurred to sell and recorded a $44.5 million pre-tax loss on the disposal group in twelve months ended December 31, 2024. The fair value of the assets and liabilities held for sale are classified as Level 2 in the fair value hierarchy based on the negotiated sale price, which is an observable market-based input. The sale closed with an effective date of February 1, 2025. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
The Company may seek to manage its exposure to the risk of fluctuations in foreign currency exchange rates through the use of foreign currency forward contracts. Foreign currency forward contracts are accounted for at fair value with the recognition of all derivative instruments as either assets or liabilities on the balance sheet, and changes in fair value recognized in interest and other income/expenses, net in the consolidated statements of operations and comprehensive income. These contracts are accounted for as non-designated hedges pursuant to ASC Topic 815, “Derivatives and Hedging.” Foreign currency forward contracts are classified under Level 2 of the fair value hierarchy and are measured using market-based rates. The impact of foreign currency forward contracts were not material as of and for the twelve months ended December 31, 2024.
We had no other Level 2 or Level 3 assets or liabilities as of and during the periods ended December 31, 2024 or 2023. There were no transfers between levels during the period.
v3.25.0.1
FINANCING ARRANGEMENTS
12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
FINANCING ARRANGEMENTS FINANCING ARRANGEMENTS
The components of our short-term and long-term debt and the associated interest rates were as follows (dollars in thousands):
Average interest rate as ofCarrying value as of
December 31, 2024December 31, 2023MaturityDecember 31, 2024December 31, 2023
Revolving Credit Facility5.58 %6.45 %November 2027$9,000 $160,000 
Senior Notes, Series B4.26 %4.26 %August 2028150,000 150,000 
Senior Notes, Series C4.60 %4.60 %August 2033175,000 175,000 
Receivables Securitization Facility (1)
5.23 %6.25 %November 2025446,792 499,542 
Senior Notes(1)
4.20 %4.20 %April 2028596,857 595,945 
Total debt1,377,649 1,580,487 
Less: Current maturities and short-term borrowing(455,792)(160,000)
Long-term debt$921,857 $1,420,487 
________________________________ 
(1) Net of unamortized discounts and issuance costs.
SENIOR UNSECURED REVOLVING CREDIT FACILITY
We have a senior unsecured revolving credit facility (the “Credit Agreement”) with a total availability of $1 billion, which may be reduced by standby letters of credit. The Credit Agreement has a maturity date of November 19, 2027. Borrowings under the Credit Agreement generally bear interest at a variable rate determined by a pricing schedule or the base rate (which is the highest of (a) the administrative agent’s prime rate, (b) the federal funds rate plus 0.50 percent, or (c) the sum of one-month SOFR plus a specified margin). As of December 31, 2024, the variable rate equaled SOFR and a credit spread adjustment of 0.10 percent plus 1.13 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under the facility ranging from 0.07 percent to 0.15 percent. The recorded amount of borrowings outstanding, if any, approximates fair value because of the short maturity period of the debt; therefore, we consider these borrowings to be a Level 2 financial liability.
The Credit Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including a maximum leverage ratio of 3.75 to 1.00. The Credit Agreement also contains customary events of default.
NOTE PURCHASE AGREEMENT
On August 23, 2013, we entered into a Note Purchase Agreement with certain institutional investors (the “Purchasers”). On August 27, 2013, the Purchasers purchased an aggregate principal amount of $500 million of our Senior Notes, Series A, Senior Notes Series B, and Senior Notes Series C (collectively, the “Notes”). Interest on the Notes is payable semi-annually in arrears. The fair value of the Notes approximated $293.1 million as of December 31, 2024. We estimate the fair value of the Notes primarily using an expected present value technique, which is based on observable market inputs using interest rates currently available to companies of similar credit standing for similar terms and remaining maturities and considering our own risk. If the Notes were recorded at fair value, they would be classified as Level 2 financial liability. Senior Notes Series A matured in August 2023.
The Note Purchase Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including a maximum leverage ratio of 3.50 to 1.00, a minimum interest coverage ratio of 2.00 to 1.00, and a maximum consolidated priority debt to consolidated total asset ratio of 10 percent.
The Note Purchase Agreement provides for customary events of default. The occurrence of an event of default would permit certain Purchasers to declare certain Notes then outstanding to be immediately due and payable. Under the terms of the Note Purchase Agreement, the Notes are redeemable, in whole or in part, at 100 percent of the principal amount being redeemed together with a “make-whole amount” (as defined in the Note Purchase Agreement), and accrued and unpaid interest with respect to each Note. The obligations of the company under the Note Purchase Agreement and the Notes are guaranteed by C.H. Robinson Company, a Delaware corporation and a wholly-owned subsidiary of the company, and by C.H. Robinson Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company. On November 21, 2022, we executed the third amendment to the Note Purchase Agreement to among other things, facilitate the terms of the Credit Agreement.
U.S. TRADE ACCOUNTS RECEIVABLE SECURITIZATION
On November 19, 2021, we entered into a receivables purchase agreement and related transaction documents with Bank of America, N.A. and Wells Fargo Bank, N.A. to provide a receivables securitization facility (the “Receivables Securitization Facility”). The Receivables Securitization Facility is based on the securitization of a portion of our U.S. trade accounts receivable with a total availability of $500 million as of December 31, 2024. The interest rate on borrowings under the Receivables Securitization Facility is based on SOFR plus a credit spread adjustment of 0.10 percent plus 0.80 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under the facility of 0.20 percent.
The recorded amount of borrowings outstanding under the Receivables Securitization Facility approximates fair value because it can be redeemed on short notice and the interest rate floats. We consider these borrowings to be a Level 2 financial liability.
The Receivables Securitization Facility contains various customary affirmative and negative covenants, and it also contains customary default and termination provisions, which provide for acceleration of amounts owed under the Receivables Securitization Facility upon the occurrence of certain specified events.
On November 7, 2023, we amended the Receivables Securitization Facility to extend the termination date of the facility to November 7, 2025. The total available remains $500 million, and we have the option to utilize an accordion feature, if needed, of an additional $250 million pursuant to the provisions of the Receivables Purchase Agreement, amended by the Receivables Purchase Amendment.
SENIOR NOTES
On April 9, 2018, we issued senior unsecured notes (“Senior Notes”) through a public offering. The Senior Notes bear an annual interest rate of 4.20 percent payable semi-annually on April 15 and October 15, until maturity on April 15, 2028. Taking into effect the amortization of the original issue discount and all underwriting and issuance expenses, the Senior Notes have an effective yield to maturity of approximately 4.39 percent per annum. The fair value of the Senior Notes, excluding debt discounts and issuance costs, approximated $583.3 million as of December 31, 2024, based primarily on the market prices quoted from external sources. The carrying value of the Senior Notes was $596.9 million as of December 31, 2024.
We may redeem the Senior Notes, in whole or in part, at any time and from time to time prior to their maturity at the applicable redemption prices described in the Senior Notes. Upon the occurrence of a “change of control triggering event” as defined in the Senior Notes (generally, a change of control of us accompanied by a reduction in the credit rating for the Senior Notes), we will generally be required to make an offer to repurchase the Senior Notes from holders at 101 percent of their principal amount plus accrued and unpaid interest to the date of repurchase.
The Senior Notes were issued under an indenture that contains covenants imposing certain limitations on our ability to incur liens; enter into sales and leaseback transactions above certain limits; and consolidate, merge, or transfer substantially all of our assets and those of our subsidiaries on a consolidated basis. It also provides for customary events of default (subject in certain cases to customary grace and cure periods), which include among other things nonpayment, breach of covenants in the indenture, and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing with respect to the Senior Notes, the trustee or holders of at least 25 percent in principal amount outstanding of the Senior Notes may declare the principal and the accrued and unpaid interest, if any, on all of the outstanding Senior Notes to be due and payable. These covenants and events of default are subject to a number of important qualifications, limitations, and exceptions that are described in the indenture. The indenture does not contain any financial ratios or specified levels of net worth or liquidity to which we must adhere.
In addition to the above financing agreements, we have a $20 million discretionary line of credit with U.S. Bank of which $16.9 million is currently utilized for standby letters of credit related to insurance collateral as of December 31, 2024. These standby letters of credit are renewed annually and were undrawn as of December 31, 2024.
v3.25.0.1
INCOME TAXES
12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
C.H. Robinson Worldwide, Inc., and its 80 percent (or more) owned U.S. subsidiaries file a consolidated federal income tax return. We file unitary or separate state returns based on state filing requirements. With few exceptions, we are no longer subject to audits of U.S. federal, state and local, or non-U.S. income tax returns before 2020.
The company is no longer indefinitely reinvested with regard to the unremitted earnings of any foreign subsidiaries. The company remains indefinitely reinvested related to other taxable differences that may exist with regard to these subsidiaries.
In 2021, the Organization for Economic Cooperation and Development (“OECD”) announced an Inclusive Framework on Base Erosion and Profit Shifting including Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large multinational corporations at a minimum rate of 15 percent. Subsequently, multiple sets of administrative guidance have been issued. Many non-U.S. tax jurisdictions have either recently enacted legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 (including the European Union Member States) with the adoption of additional components in later years or announced their plans to enact legislation in future years. We are subject to these rules in certain jurisdictions in which we operate, and any expected tax impacts have been included in our results. As rules for more jurisdictions will become effective in 2025, we will continue to evaluate the impact of enacted and pending legislation to Pillar Two Model Rules in the tax jurisdictions we operate in.
Income before provision for income taxes consisted of (in thousands):
Twelve Months Ended December 31,
202420232022
Domestic$336,328 $287,524 $799,553 
Foreign242,876 121,662 367,212 
Total$579,204 $409,186 $1,166,765 
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):
As of December 31,
202420232022
Unrecognized tax benefits, beginning of period$16,916 $39,056 $37,302 
Additions based on tax positions related to the current year2,747 2,111 4,064 
Additions for tax positions of prior years2,168 1,268 3,016 
Reductions for tax positions of prior years(582)(91)(247)
Lapse in statute of limitations(1,182)(2,346)(5,026)
Settlements(317)(23,082)(53)
Unrecognized tax benefits, end of the period$19,750 $16,916 $39,056 
Income tax expense considers amounts that may be needed to cover exposures for open tax years. We do not expect any material impact related to open tax years; however, actual settlements may differ from amounts accrued.
As of December 31, 2024, we had $23.5 million of unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized. In the unlikely event these unrecognized tax benefits and related interest and penalties were recognized fully in 2024, the impact to the annual effective tax rate would have been 4.1 percent. We are not aware of any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefit will significantly increase or decrease in the next 12 months. The total liability for unrecognized tax benefits is expected to decrease by approximately $1.1 million in the next 12 months due to lapsing of statutes.
We recognize interest and penalties related to uncertain tax positions in the provision for income taxes. During the years ended December 31, 2024, 2023, and 2022, we recognized approximately $0.7 million, $0.7 million, and $0.6 million in interest and penalties, respectively. We had approximately $3.7 million and $3.2 million for the payment of interest and penalties related to uncertain tax positions accrued within noncurrent income taxes payable as of December 31, 2024 and 2023, respectively. These amounts are not included in the reconciliation above.
The components of the provision for income taxes consist of the following (in thousands): 
Twelve Months Ended December 31,
202420232022
Tax provision:
Federal$135,807 $55,149 $153,349 
State23,081 4,014 33,309 
Foreign32,885 62,426 97,147 
191,773 121,589 283,805 
Deferred provision (benefit):
Federal(83,702)(32,820)(44,133)
State(10,379)6,223 (7,848)
Foreign15,822 (10,935)(5,583)
(78,259)(37,532)(57,564)
Total provision$113,514 $84,057 $226,241 
A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate is as follows:  
Twelve Months Ended December 31,
2024
2023(1)
2022(1)
Federal statutory rate21.0 %21.0 %21.0 %
State income taxes, net of federal benefit1.9 2.1 2.1 
Section 199 deduction— 4.7 — 
Share-based payment awards(1.8)(2.7)(1.2)
Foreign tax credits2.5 (9.5)(1.2)
Other U.S. tax credits and incentives(5.3)(3.4)(2.0)
Foreign tax rate differential(0.4)5.8 0.6 
Remeasurement of deferred tax balances(1.1)— — 
Business divestitures(2)
1.3 0.9 — 
Section 162(m) limitations on compensation1.3 1.2 0.6 
Other0.2 0.4 (0.5)
Effective income tax rate19.6 %20.5 %19.4 %
________________________________
(1) The amounts as of December 31, 2023 and 2022 have been adjusted to conform to current year presentation.
(2) Amounts in 2024 relate to the divestiture of our Europe Surface Transportation business. Amounts in 2023 relate to the divestiture of our Argentina operations. Refer to Note 15, Divestitures, for further discussion related to these divestitures.
Deferred tax assets (liabilities) are comprised of the following (in thousands):
As of December 31,
20242023
Deferred tax assets:
Lease liabilities$72,532 $74,495 
Compensation64,202 64,788 
Accrued expenses42,718 33,720 
Tax credit carryforward— 14,485 
Foreign affiliate prepayment49,409 — 
Foreign net operating loss carryforwards
69,555 67,816 
Long-lived assets109,308 104,005 
Other
32,855 22,220 
   Total deferred tax assets (before valuation allowance)
440,579 381,529 
   Less: valuation allowance
(64,198)(62,183)
   Total deferred tax assets376,381 319,346 
Deferred tax liabilities:
Right-of-use assets(64,686)(68,764)
Intangible assets(868)(25,773)
Prepaid assets(4,928)(4,405)
Foreign withholding tax(10,645)(10,313)
Other(6,910)(8,649)
   Total deferred tax liabilities(88,037)(117,904)
Net deferred tax assets$288,344 $201,442 
We had foreign net operating loss carryforwards with a tax effect of $69.6 million as of December 31, 2024, and $67.8 million as of December 31, 2023. The net operating loss carryforwards will expire at various dates from 2025 to 2030, with certain jurisdictions having indefinite carryforward terms. We continually monitor and review the foreign net operating loss carryforwards to determine the ability to realize the deferred tax assets associated with the foreign net operating loss carryforwards. As of December 31, 2024 and 2023, we have recorded a valuation allowance of $64.2 million and $62.2 million, respectively, against the deferred tax asset related to the foreign operating loss carryforwards that are primarily in Luxembourg.
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS
12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
CAPITAL STOCK AND STOCK AWARD PLANS CAPITAL STOCK AND STOCK AWARD PLANS
PREFERRED STOCK. Our Certificate of Incorporation authorizes the issuance of 20,000,000 shares of preferred stock, par value $0.10 per share. There are no shares of preferred stock outstanding. The preferred stock may be issued by resolution of our Board of Directors at any time without any action of the stockholders. The Board of Directors may issue the preferred stock in one or more series and fix the designation and relative powers. These include voting powers, preferences, rights, qualifications, limitations, and restrictions of each series. The issuance of any such series may have an adverse effect on the rights of holders of common stock and may impede the completion of a merger, tender offer, or other takeover attempt.
COMMON STOCK. Our Certificate of Incorporation authorizes 480,000,000 shares of common stock, par value $0.10 per share. Subject to the rights of preferred stock, which may from time to time be outstanding, holders of common stock are entitled to receive dividends out of funds legally available, when and if declared by the Board of Directors, and to receive their share of the net assets of the company legally available for distribution upon liquidation or dissolution.
For each share of common stock held, stockholders are entitled to one vote on each matter to be voted on by the stockholders, including the election of directors. Holders of common stock are not entitled to cumulative voting. The stockholders do not have preemptive rights. All outstanding shares of common stock are fully paid and nonassessable.
STOCK AWARD PLANS. Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense as it vests. A summary expense recognized within personnel expenses in our consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
202420232022
Stock options$4,352 $8,929 $13,025 
Stock awards77,243 45,878 74,186 
Company expense on ESPP discount2,995 3,362 3,466 
Total stock-based compensation expense$84,590 $58,169 $90,677 
On May 5, 2022, our shareholders approved a 2022 Equity Incentive Plan (the “Plan”) and authorized an initial 4,261,884 shares for issuance of awards thereunder. Upon approval of the Plan, no new awards may be made under our 2013 Equity Incentive Plan. The Plan allows us to grant certain stock awards, including stock options at fair market value, performance-based restricted stock units and shares, and time-based restricted stock units, to our key employees and non-employee directors. Shares subject to awards granted under the plan or our prior equity incentive plans that expire or are canceled without delivery of shares or that are settled in cash, generally become available again for issuance under the Plan. There were 1,678,776 shares available for stock awards under the Plan as of December 31, 2024.
STOCK OPTIONS. We have awarded stock options to certain key employees that vested primarily based on their continued employment. These awards were fully vested in 2024 and there is no remaining unrecognized compensation expense related to stock options as of December 31, 2024. The outstanding options have expiration dates between 2025 and 2030. Although participants can exercise options via a stock swap exercise, we do not issue reloads (restoration options) on the grants.
The following schedule summarizes stock option activity in the plans.
OptionsWeighted
Average
Exercise
Price
Aggregate
Intrinsic
Value
(in thousands)
Average
Remaining
Life
(years)
Outstanding as of December 31, 20234,790,897 $78.83 $39,138 4.3
Exercised(1,290,683)76.13 
Forfeitures(8,216)79.10 
Outstanding as of December 31, 20243,491,998 $79.83 $82,024 3.6
Vested as of December 31, 20243,491,998 $79.83 3.6
Exercisable as of December 31, 20243,491,998 $79.83 3.6
There were 162,347 potentially dilutive stock options for 2024 excluded from our diluted net income per share calculations because these securities’ exercise prices were anti-dilutive (e.g., greater than the average market price of our common stock).
Information on the intrinsic value of options exercised is as follows (in thousands):
2024$34,519 
202314,442 
202243,353 
STOCK AWARDS. We have awarded performance-based restricted shares, performance-based restricted stock units (“PSUs”), and time-based restricted stock units. Most of our awards granted prior to 2024 contain restrictions on the awardees’ ability to sell or transfer vested awards for a specified period of time. The fair value of these awards is established based on the market price on the date of grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants with post-vesting holding restrictions vary from 11 percent to 23 percent and are calculated using the Black-Scholes option pricing model-protective put method. The duration of the restriction period to sell or transfer vested awards, changes in the measured stock price volatility, and changes in interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards.
We have awarded PSUs to certain key employees. These PSUs vest over a three-year period based on the achievement of certain dilutive earnings per share, adjusted gross profits, and adjusted operating margin targets. These PSUs contain an upside opportunity of up to 200 percent of target contingent upon obtaining certain targets mentioned above over their respective performance period.
The following table summarizes activity related to our PSUs as of December 31, 2024:
Number of Restricted Shares and Restricted Stock UnitsWeighted Average
Grant Date Fair Value
Unvested as of December 31, 2023572,327 $86.69 
Granted(1)
364,794 73.43 
Performance-based grant adjustment(2)
4,626 65.96 
Vested(56,685)76.57 
Forfeitures(3)
(242,805)77.86 
Unvested as of December 31, 2024642,257 $83.25 
________________________________ 
(1)Amount represents PSU grants at target.
(2)Amount represents incremental shares issuable for achievement of performance metrics above target.
(3)Includes awards forfeited for not achieving performance targets.
The following table summarizes unvested PSUs by vesting period at target: 
First Vesting DateLast Vesting DatePerformance Shares and Stock Units
Granted, Net of
Forfeitures
Weighted
Average Grant
Date Fair Value (1)
Unvested Performance Shares and Restricted Stock Units
December 31, 2023December 31, 2025348,266 $92.13 325,119 
December 31, 2024December 31, 2026346,050 73.45 317,138 
694,316 $82.82 642,257 
________________________________ 
(1)Amount shown is the weighted average grant date fair value of PSUs granted, net of forfeitures.

We granted an additional 300,366 PSUs at target in February 2025. These awards have a weighted average grant date fair value of $96.75 and will vest over a three-year period and contain an upside opportunity of up to 200 percent based upon achieving cumulative three-year dilutive earnings per share targets.
Time-Based Awards
We have awarded time-based restricted stock unit awards to certain key employees. These time-based awards vest over a three-year period. In 2023, we also granted retention awards, which vest over a one-year to three-year period. These awards vest primarily based on the passage of time and the employee’s continued employment and are being expensed based on the terms of the awards.
The following table summarizes activity related to our time-based restricted stock unit grants as of December 31, 2024: 
Number of Restricted
Shares and Stock Units
Weighted Average
Grant Date Fair Value
Unvested as of December 31, 20231,019,276 $87.36 
Granted653,221 74.90 
Vested(826,671)81.34 
Forfeitures(122,871)85.87 
Unvested as of December 31, 2024722,955 $83.22 
We granted an additional 477,962 time-based restricted stock units in February 2025. These awards have a weighted average grant date fair value of $96.75 and will vest over a three-year period.
A summary of the fair value of stock awards vested (in thousands): 
2024$71,587 
202353,868 
202274,186 
As of December 31, 2024, there was unrecognized compensation expense of $142.0 million related to previously granted stock awards assuming maximum achievement is obtained on our PSUs. The amount of future expense to be recognized will be based on the passage of time and contingent upon obtaining certain targets mentioned above over their respective performance period.
EMPLOYEE STOCK PURCHASE PLAN. Our 1997 Employee Stock Purchase Plan allows our employees to contribute up to $10,000 of their annual cash compensation to purchase company stock. Purchase price is determined using the closing price on the last day of the quarter discounted by 15 percent. Shares are vested immediately. The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
Shares Purchased
By Employees
Aggregate Cost
to Employees
Expense Recognized
By the Company
2024224,578 $16,973 $2,995 
2023240,418 19,051 3,362 
2022229,705 19,643 3,466 
SHARE REPURCHASE PROGRAMS. On December 9, 2021, the Board of Directors increased the company’s share repurchase authorization by an additional 20,000,000 shares of common stock. As of December 31, 2024, we had 6,763,445 shares remaining under the share repurchase authorization. The activity under these authorizations is as follows (dollar amounts in thousands):
Shares RepurchasedTotal Value of Shares
Repurchased
2024 Repurchases— $— 
2023 Repurchases645,753 62,778 
2022 Repurchases14,226,190 1,456,713 
v3.25.0.1
COMMITMENTS AND CONTINGENCIES
12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
EMPLOYEE BENEFIT PLANS. We offer a defined contribution plan, which qualifies under section 401(k) of the Internal Revenue Code and covers all eligible U.S. employees. We can also elect to make matching contributions to the plan. Annual discretionary contributions may also be made to the plan. Defined contribution plan expense, including matching contributions, is as follows (in thousands): 
2024$47,017 
202345,854 
202259,259 
We contributed a defined contribution match of six percent in 2024, 2023, and 2022.
LEASE COMMITMENTS. We maintain operating leases for office space, warehouses, office equipment, trailers, and a small number of intermodal containers. See Note 10, Leases, for further information.
LITIGATION. We are not subject to any pending or threatened litigation other than routine litigation arising in the ordinary course of our business operations, including certain contingent auto liability cases as of December 31, 2024. For some legal proceedings, we have accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to our consolidated financial position, results of operations, or cash flows. Because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the inconsistent treatment of claims made in many of these proceedings, and the difficulty of predicting the settlement value of many of these proceedings, we are not able to estimate an amount or range of any reasonably possible additional losses. However, based upon our historical experience, the resolution of these proceedings is not expected to have a material effect on our consolidated financial position, results of operations, or cash flows.
v3.25.0.1
SEGMENT REPORTING
12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
SEGMENT REPORTING SEGMENT REPORTING
Our segments are based on our method of internal reporting, which generally segregates the segments by service line and the primary services they provide to our customers. The internal reporting of segments is aligned with the reporting and review process used by our chief operating decision maker (“CODM”), our Chief Executive Officer. The accounting policies of our reportable segments are the same as those described in the summary of significant accounting policies. We do not report our intersegment revenues by segment to our CODM and do not believe they are a meaningful metric for evaluating the performance of our reportable segments.
Our CODM utilizes segment operating income as the primary measure to evaluate the performance of our reportable segments. Operating income is an important measure of our ability to optimize our cost structure through innovation of our proprietary operating systems and accelerating the capabilities of our workforce. It also guides the allocation of resources, including employees, technology investments, and capital resource investments to each segment. Additionally, operating income is also an important measure of our ability to maintain pricing discipline and driving profitable growth while effectively serving our customers and contract carriers. We consider operating income to be our primary performance metric. The review of segment performance and the allocation of resources occurs primarily in the annual budgeting process and through a regular cadence of operating reviews to monitor the progress of strategic initiatives included in our enterprise balanced scorecard.
We identify two reportable segments with all other segments included in “All Other and Corporate” as follows:
North American Surface Transportation: NAST provides freight transportation services across North America through a network of offices in the United States, Canada, and Mexico. The primary services provided by NAST are truckload and less than truckload (“LTL”) transportation services.
Global Forwarding: Global Forwarding provides global logistics services through an international network of offices in North America, Asia, Europe, Oceania, South America, and the Middle East and also contracts with independent agents worldwide. The primary services provided by Global Forwarding include ocean freight services, air freight services, and customs brokerage.
All Other and Corporate: All Other and Corporate includes our Robinson Fresh and Managed Solutions segments, as well as Other Surface Transportation outside of North America and other miscellaneous revenues and unallocated corporate expenses. Robinson Fresh provides sourcing services including the buying, selling, and/or marketing of fresh fruits, vegetables, and other value-added perishable items. Managed Solutions provides Transportation Management Services, or Managed TMS. Other Surface Transportation revenues are primarily earned by our Europe Surface Transportation segment. Europe Surface Transportation provides transportation and logistics services including truckload and LTL transportation services across Europe.
Reportable segment information as of, and for the years ended, December 31, 2024, 2023, and 2022, is as follows (dollars in thousands):
 
Twelve Months Ended December 31, 2024
NASTGlobal ForwardingTotal
Revenues from external customers$11,727,539 $3,805,018 $15,532,557 
Other revenues(1)
2,192,399 
Total consolidated revenues
17,724,956 
Less significant segment expenses:
Purchased transportation and related services (2)
10,086,344 3,002,469 
Personnel expenses (2)
669,611 371,576 
Other selling, general, and administrative expenses (2)
440,292 218,497 
Segment operating income531,292 212,476 743,768 
Other operating income (loss)(1)
(74,627)
Total consolidated operating income
669,141 
Interest and other income/expenses, net
(89,937)
Income before provision for income taxes
$579,204 
 
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingTotal
Revenues from external customers$12,471,075 $2,997,704 $15,468,779 
Other revenues(1)
2,127,664 
Total consolidated revenues
17,596,443 
Less significant segment expenses:
Purchased transportation and related services (2)
10,877,221 2,308,339 
Personnel expenses (2)
662,037 366,464 
Other selling, general, and administrative expenses (2)
471,857 237,071 
Segment operating income459,960 85,830 545,790 
Other operating income (loss)(1)
(31,183)
Total consolidated operating income
514,607 
Interest and other income/expenses, net
(105,421)
Income before provision for income taxes
$409,186 
 
Twelve Months Ended December 31, 2022
NASTGlobal ForwardingTotal
Revenues from external customers$15,827,467 $6,812,008 $22,639,475 
Other revenues(1)
2,057,150 
Total consolidated revenues
24,696,625 
Less significant segment expenses:
Purchased transportation and related services (2)
13,630,763 5,728,535 
Personnel expenses (2)
844,472 414,690 
Other selling, general, and administrative expenses (2)
518,930 219,419 
Segment operating income833,302 449,364 1,282,666 
Other operating income (loss)(1)
(15,884)
Total consolidated operating income
1,266,782 
Interest and other income/expenses, net
(100,017)
Income before provision for income taxes
$1,166,765 
________________________________ 
(1) Other revenues and operating income (loss) are attributable to our Robinson Fresh and Managed Solutions segments, as well as Other Surface Transportation outside of North America and other miscellaneous revenues and unallocated corporate expenses.
(2) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
Additional segment disclosures as of, and for the years ended, December 31, 2024, 2023, and 2022, is as follows (dollars in thousands):
NASTGlobal ForwardingAll Other and CorporateConsolidated
December 31, 2024
Depreciation and amortization$20,670 $10,602 $65,888 $97,160 
Total assets(1)
2,874,701 1,335,178 1,088,047 5,297,926 
Average employee headcount5,696 4,678 4,012 14,386 
December 31, 2023
Depreciation and amortization$23,027 $19,325 $56,633 $98,985 
Total assets(1)
3,008,459 1,094,895 1,121,926 5,225,280 
Average employee headcount6,469 5,222 4,350 16,041 
December 31, 2022
Depreciation and amortization$23,643 $21,835 $47,298 $92,776 
Total assets(1)
3,304,480 1,507,913 1,142,171 5,954,564 
Average employee headcount7,365 5,712 4,524 17,601 
________________________________
(1) All cash and cash equivalents and certain owned properties are included in All Other and Corporate.
The following table presents our total revenues (based on location of the customer) and long-lived assets (including other intangible assets and other assets) by geographic regions (in thousands): 
For the year ended December 31,
202420232022
Total revenues
U.S. $14,872,311 $14,795,659 $20,696,448 
Other locations2,852,645 2,800,784 4,000,177 
Total revenues$17,724,956 $17,596,443 $24,696,625 
As of December 31,
202420232022
Long-lived assets
U.S. $678,900 $728,538 $751,984 
Other locations220,458 142,448 142,529 
Total long-lived assets$899,358 $870,986 $894,513 
v3.25.0.1
REVENUE FROM CONTRACTS WITH CUSTOMERS
12 Months Ended
Dec. 31, 2024
Revenue from Contract with Customer [Abstract]  
REVENUE FROM CONTRACTS WITH CUSTOMERS REVENUE FROM CONTRACTS WITH CUSTOMERS
A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments for the twelve months ended December 31, 2024, 2023, and 2022, as follows (dollars in thousands):
Twelve Months Ended December 31, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$11,727,539 $3,805,018 $821,188 $16,353,745 
Sourcing(2)
— — 1,371,211 1,371,211 
Total $11,727,539 $3,805,018 $2,192,399 $17,724,956 
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$12,471,075 $2,997,704 $903,881 $16,372,660 
Sourcing(2)
— — 1,223,783 1,223,783 
Total $12,471,075 $2,997,704 $2,127,664 $17,596,443 
Twelve Months Ended December 31, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$15,827,467 $6,812,008 $876,909 $23,516,384 
Sourcing(2)
— — 1,180,241 1,180,241 
Total $15,827,467 $6,812,008 $2,057,150 $24,696,625 
_______________________________ 
(1) Transportation and logistics services performance obligations are completed over time.
(2) Sourcing performance obligations are completed at a point in time.
We typically do not receive consideration and amounts are not due from our customer prior to the completion of our performance obligations and as such contract liabilities as of December 31, 2024 and 2023, and revenue recognized in the twelve months ended December 31, 2024, 2023, and 2022, resulting from contract liabilities were not significant. Contract assets and accrued expenses—transportation expenses fluctuate from period to period primarily based upon changes in transportation pricing and costs and shipments in-transit at period end.
Approximately 89 percent, 90 percent, and 93 percent of our total revenues for the twelve months ended December 31, 2024, 2023, and 2022, respectively, are attributable to arranging for the transportation of our customers’ freight for which we transfer control and satisfy our performance obligation over the requisite transit period. A days-in-transit output method is used to measure the progress of our performance as of the reporting date. We determine the transit period based upon the departure date and the delivery date, which may be estimated if delivery has not occurred as of the reporting date. Determining the transit period and how much of it has been completed as of the reporting date may require management to make judgments that affect the timing of revenue recognized. We have determined that revenue recognition over the transit period provides a faithful depiction of the transfer of goods and services to our customer as our obligation is performed over the transit period. The transaction price for our performance obligation under these arrangements is generally fixed and readily determinable upon contract inception and is not contingent upon the occurrence or non-occurrence of another event.
Approximately eight percent, seven percent, and five percent of our total revenues for the twelve months ended December 31, 2024, 2023, and 2022, respectively, are attributable to buying, selling, and/or marketing of produce including fresh fruits, vegetables, and other value-added perishable items. Total revenues for these transactions are recognized at a point in time upon completion of our performance obligation, which is generally when the produce is received by our customer. The transaction price for our performance obligation under these arrangements is generally fixed and readily determinable upon contract inception and is not contingent upon the occurrence or non-occurrence of another event.
Approximately three percent, three percent, and two percent of our total revenues for the twelve months ended December 31, 2024, 2023, and 2022, respectively, are attributable to value-added logistics services, such as customs brokerage, fee-based managed solutions, warehousing services, and supply chain consulting and optimization services. Total revenues for these services are recognized over time as we complete our performance obligation. Transaction price is determined and allocated to these performance obligations at their fixed fee or agreed upon rate multiplied by their associated measure of progress, which may be transactional volumes, labor hours, or time elapsed.
We expense incremental costs of obtaining customer contracts (i.e., sales commissions) due to the short duration of our arrangements as the amortization period of such amounts is expected to be less than one year. These amounts are included within personnel expenses in our consolidated statements of operations and comprehensive income. In addition, we do not disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the period, as our contracts have an expected length of one year or less. Finally, for certain of our performance obligations, such as fee-based managed solutions, supply chain consulting and optimization services, and warehousing services, we have recognized revenue in the amount for which we have the right to invoice our customer as we have determined this amount corresponds directly with the value provided to the customer for our performance completed to date.
v3.25.0.1
LEASES
12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
LEASES LEASES
We determine if our contractual agreements contain a lease at inception. A lease is identified when a contract allows us the right to control an identified asset for a period of time in exchange for consideration. Our lease agreements consist primarily of operating leases for office space, warehouses, office equipment, and trailers. We do not have material financing leases. Frequently, we enter into contractual relationships with a wide variety of transportation companies for freight capacity and utilize those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight. These contracts typically have a term of twelve months or less and do not allow us to direct the use or obtain substantially all of the economic benefits of a specifically identified asset. Accordingly, these agreements are not considered leases.
Our operating leases are included on the consolidated balance sheets as right-of-use lease assets and lease liabilities. A right-of-use lease asset represents our right to use an underlying asset over the term of a lease, while a lease liability represents our obligation to make lease payments arising from the lease. Current and noncurrent lease liabilities are recognized on the commencement date at the present value of lease payments, including non-lease components, which consist primarily of common area maintenance and parking charges. Right-of-use lease assets are also recognized on the commencement date as the total lease liability plus prepaid rents. As our leases typically do not provide an implicit rate, we use our fully collateralized incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The incremental borrowing rate is influenced by market interest rates, our credit rating, and lease term and as such, may differ for individual leases.
Our lease agreements typically do not contain variable lease payments, residual value guarantees, purchase options, or restrictive covenants. Many of our leases include the option to renew for a period of months to several years. The term of our leases may include the option to renew when it is reasonably certain we will exercise that option, although these occurrences are seldom. We have lease agreements with lease components (e.g., payments for rent) and non-lease components (e.g., payments for common area maintenance and parking), which are all accounted for as a single lease component.
We do not have material lease agreements that have not yet commenced that are expected to create significant rights or obligations as of December 31, 2024.
Information regarding lease costs, other lease information, remaining lease term, and discount rate are presented below (dollars in thousands):
Twelve Months Ended December 31,
Lease Costs202420232022
Operating lease expense(1)
$108,834 $100,635 $92,032 
Short-term lease expense4,109 5,377 7,151 
Total lease expense$112,943 $106,012 $99,183 
_______________________________
(1) Operating lease expense for the twelve months ended December 31, 2024, includes $13.0 million of restructuring charges related to rationalization of our facilities footprint including the early termination or abandonment of select office buildings under operating leases. Refer to Note 14, Restructuring, for further discussion related to our 2024 Restructuring Program.
Twelve Months Ended December 31,
Other Lease Information202420232022
Operating cash outflows from operating leases$97,743 $97,880 $91,702 
Right-of-use lease assets obtained in exchange for new lease liabilities85,233 66,473 161,886 
As of December 31,
Lease Term and Discount Rate20242023
Weighted average remaining lease term (in years)5.55.9
Weighted average discount rate4.3 %3.9 %
The maturity of lease liabilities as of December 31, 2024, were as follows (in thousands):
Maturity of Lease Liabilities
Operating Leases(1)
2025$89,523 
202688,899 
202771,829 
202854,842 
202942,035 
Thereafter73,985 
Total lease payments421,113 
Less: Interest(47,090)
Present value of lease liabilities $374,023 
_________________________________________
(1) Includes $10.5 million of operating lease liabilities for the Europe Surface Transportation disposal group, which is presented within liabilities held-for-sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
v3.25.0.1
CREDIT LOSSES
12 Months Ended
Dec. 31, 2024
Credit Loss [Abstract]  
ALLOWANCE FOR CREDIT LOSSES ALLOWANCE FOR CREDIT LOSSES
Our allowance for credit losses is computed using a number of factors, including our past credit loss experience and our customers’ credit ratings, in addition to other customer-specific factors. We have also considered recent trends and developments related to the current macroeconomic environment in determining our ending allowance for credit losses for both accounts receivable and contract assets. The allowance for credit losses on contract assets was not significant.
A rollforward of our allowance for credit losses on our accounts receivable balance is presented below for the twelve months ended December 31, 2023, and 2024 (in thousands):
Balance, December 31, 2022$28,749 
Provision(5,702)
Write-offs(8,818)
Balance, December 31, 202314,229 
Provision6,693 
Write-offs(6,884)
Balance, December 31, 2024 (1)
$14,038 
_________________________________________
(1) Includes an immaterial allowance for credit losses for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Recoveries of amounts previously written off were not significant for the twelve months ended December 31, 2024.
v3.25.0.1
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
12 Months Ended
Dec. 31, 2024
Stockholders' Equity Note [Abstract]  
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
Accumulated other comprehensive loss is included in the Stockholders’ investment on our consolidated balance sheets. The recorded balance as of December 31, 2024 and 2023, was $110.4 million and $80.9 million, respectively, and is comprised solely of foreign currency adjustments, including foreign currency translation.
Other comprehensive loss was $29.5 million for the twelve months ended December 31, 2024, driven primarily by fluctuations in the Singapore Dollar, Australian Dollar, and the Euro. Other comprehensive income was $7.9 million for the twelve months ended December 31, 2023, driven primarily by fluctuations in the Euro and Polish Zloty.
v3.25.0.1
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
12 Months Ended
Dec. 31, 2024
Accounting Standards Update and Change in Accounting Principle [Abstract]  
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Standards:
In November 2023, the FASB issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses regularly provided to the CODM. We adopted this standard in the fiscal year ended December 31, 2024, and have retrospectively updated our segment reporting disclosures accordingly in Note 8, Segment Reporting.
Recently Issued Accounting Standards:
In November 2024, the FASB issued Accounting Standard Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The update may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance in this ASU expands the disclosure requirements for income taxes by requiring greater disaggregation of information in the income tax rate reconciliation and disaggregation of income taxes paid by jurisdiction. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on our consolidated financial statements.
v3.25.0.1
RESTRUCTURING
12 Months Ended
Dec. 31, 2024
Restructuring and Related Activities [Abstract]  
RESTRUCTURING RESTRUCTURING
2024 Restructuring Program: In 2024, the Company announced a restructuring program (the “2024 Restructuring Program”) to drive our enterprise strategy and reduce our cost structure. The 2024 Restructuring Program focused on waste reduction, reprioritizing our product and technology teams on fewer strategic initiatives, driving synergies across our portfolio of services, and unifying the go to market strategy of our divisions.
The major initiatives included 1) optimizing our management hierarchy, which includes a reduction in workforce; 2) reprioritizing the efforts of our product and technology teams to focus on fewer strategic initiatives to accelerate the capabilities of our platform to deliver market-leading outcomes for our customers, carriers, and employees; and 3) the rationalization of our facilities footprint including the consolidation, early termination, or abandonment of office buildings under operating leases.
In 2024, we recognized restructuring charges of $45.7 million primarily related to workforce reductions, an impairment of internally developed software, and charges related to reducing our facilities footprint including early termination or abandonment of office buildings under operating leases. We paid $21.6 million of cash related to the 2024 Restructuring Program in the twelve months ended December 31, 2024. The initiatives included in our 2024 Restructuring Program are complete with the remaining $4.0 million of restructuring reserves as of December 31, 2024 expected to be paid in 2025.
A summary of charges related to our 2024 Restructuring Program are presented below (in thousands):
Twelve Months Ended December 31,
2024
Severance(1)
$22,072 
Other personnel expenses(1)
1,785 
Other selling, general, and administrative expenses(2)
21,876 
Total $45,733 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2024 Restructuring Program by reportable segment (in thousands):
Twelve Months Ended December 31, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$10,176 $6,872 $6,809 $23,857 
Other selling, general, and administrative expenses6,885 4,694 10,297 21,876 
The following table summarizes activity related to our 2024 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2023$— $— $— 
  Restructuring charges23,857 21,876 45,733 
  Cash payments(19,213)(2,416)(21,629)
  Settled non-cash— (19,101)(19,101)
  Accrual adjustments(1)
(965)(15)(980)
Balance, December 31, 2024$3,679 $344 $4,023 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments.
2022 Restructuring Program: In 2022, we announced organizational changes to support our enterprise strategy of accelerating our digital transformation and productivity initiatives. The initiatives under our 2022 Restructuring Program were completed in 2023. We paid $3.6 million of cash related to the 2022 Restructuring Program in the twelve months ended December 31, 2024.
A summary of charges related to our 2022 Restructuring Program are presented below (in thousands):
Twelve Months Ended December 31,
20232022
Severance(1)
$14,358 $18,872 
Other personnel expenses(1)
1,814 2,662 
Other selling, general, and administrative expenses(2)
1,304 15,150 
Total $17,476 $36,684 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statement of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statement of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2022 Restructuring Program by reportable segment (in thousands):
Twelve Months Ended December 31, 2023NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$1,083 $2,176 $12,913 $16,172 
Other selling, general, and administrative expenses197 1,099 1,304 
Twelve Months Ended December 31, 2022NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$6,323 $3,831 $11,380 $21,534 
Other selling, general, and administrative expenses3,175 3,174 8,801 15,150 
The following table summarizes activity related to our 2022 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$18,976 $— $18,976 
  Restructuring charges16,172 1,304 17,476 
  Cash payments(30,477)(415)(30,892)
  Settled non-cash— (907)(907)
  Accrual adjustments(1)
(888)18 (870)
Balance, December 31, 20233,783 — 3,783 
  Restructuring charges12 — 12 
  Cash payments(3,605)— (3,605)
  Accrual adjustments(1)
(190)— (190)
Balance, December 31, 2024$— $— $— 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments
v3.25.0.1
DIVESTITURES
12 Months Ended
Dec. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]  
DIVESTITURES DIVESTITURES
Europe Surface Transportation Divestiture: In 2024, we entered into an agreement to sell our Europe Surface Transportation business, which is included in our All Other and Corporate segment. The divestiture is part of our enterprise strategy to drive focus on profitable growth in our four core modes—North American truckload and LTL and global ocean and air—as engines to ignite growth and create the most value for our stakeholders. We have determined this divestiture does not represent a strategic shift that will have a major effect on our consolidated results of operations, and therefore the results of our Europe Surface Transportation business are not reported as discontinued operations. The sale included all assets and liabilities of the business other than our proprietary technology platform. The sale closed effective February 1, 2025.
As of December 31, 2024, the assets and liabilities of the Europe Surface Transportation disposal group are presented as held for sale at fair value less any direct costs incurred to sell as of December 31, 2024. We recognized a $32.8 million pre-tax loss on the disposal group classified as held for sale in 2024. Including the direct costs incurred to sell the business and the loss on the disposal group, the total pre-tax loss recognized was $44.5 million in 2024.
A summary of exit and disposal costs related to our Europe Surface Transportation divestiture included in our All Other and Corporate segment is presented below (in thousands):
Twelve Months Ended December 31,
2024
Other selling, general, and administrative expenses(1)
$44,462 
Income tax benefits(2)
(800)
Total $43,662 
________________________________ 
(1) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income and consist primarily of a $32.8 million pre-tax loss on the disposal group and direct costs to sell.
(2) Amounts are included within provision for income taxes in our consolidated statements of operations and comprehensive income.
A summary of assets and liabilities associated with the Europe Surface Transportation disposal group that are held for sale , is presented below (in thousands):
As of
December 31, 2024
Assets held for sale:
Cash and cash equivalents$10,307 
Receivables114,721 
Goodwill and other intangible assets31,297 
Right-of-use lease assets10,737 
Other assets3,366 
Valuation allowance(32,794)
Total assets held for sale(1)
$137,634 
Liabilities held for sale:
Accounts payable$51,388 
Lease liabilities10,540 
Other liabilities5,485 
Total liabilities held for sale(1)
$67,413 
Cumulative translation loss of foreign entities to be sold(2)
$2,238 
________________________________
(1) Assets and liabilities held for sale are separately presented on the consolidated balance sheets.
(2) Cumulative translation loss of foreign entities to be sold is included within accumulated other comprehensive losses on the consolidated balance sheets.
South American Divestiture: In 2023, we announced a plan to divest our operations in Argentina to mitigate our exposure to the deteriorating economic conditions and increasing political instability there. We identified a local independent agent to continue serving our customers in the region. As a result of these actions, we recognized a $22.0 million pre-tax loss on divestiture in 2023 primarily related to disposal and exit activities including asset impairments and workforce reductions. The divestiture was completed near the end of 2023 for nominal consideration.
A summary of exit and disposal costs related to our South American divestiture is presented below (in thousands):
Twelve Months Ended December 31,
2023
Severance and other personnel expenses(1)
$2,237 
Other selling, general, and administrative expenses(2)
18,328 
Other miscellaneous expenses(3)
1,420 
Income tax benefits(4)
(795)
Total $21,190 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income and consist primarily of a $17.7 million pre-tax loss on the disposal group.
(3) Amounts are included within interest and other income/expense, net in our consolidated statements of operations and comprehensive income.
(4) Amounts are included within provision for income taxes in our consolidated statements of operations and comprehensive income.
The following table summarizes exit and disposal costs related to our South American divestiture by reportable segment (dollars in thousands):
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $1,641 $596 $2,237 
Other selling, general, and administrative expenses— 17,961 367 18,328 
Other miscellaneous expenses— 1,420 — 1,420 
Income tax benefits— (795)— (795)
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Net income $ 465,690 $ 325,129 $ 940,524
v3.25.0.1
Insider Trading Arrangements
3 Months Ended
Dec. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.0.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.0.1
Cybersecurity Risk Management and Strategy Disclosure
12 Months Ended
Dec. 31, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
Cybersecurity Risk Management and Strategy
Our global reach and the ever-evolving threat landscape makes data security and privacy a critical priority for us. Our Chief Information Security Officer and their global cybersecurity team reports to our Chief Technology Officer and together, they are responsible for our network security, cybersecurity risk management processes, and business continuity. This team partners with leaders from all our global regions to align our cybersecurity risk management processes and strategic goals with our business priorities and ultimately mitigate cybersecurity risk at C.H. Robinson.
Our global cybersecurity team has experience and expertise with potential cybersecurity threats and supporting mitigation of the potential cybersecurity threats facing our organization and vulnerabilities facing our technology infrastructure. Our Director of Cybersecurity and Technology Risk Management has over a decade of experience leading cyber security oversight, and others on our global cybersecurity team have cybersecurity experience or certifications, such as the Certified Information Systems Security Professional, CompTIA, Offensive Security Certified Professional, Certificate of Cloud Security Knowledge, Global Information Assurance Certification, Certified Incident Handler certifications. We view cybersecurity as a shared responsibility, and we periodically perform simulations and tabletop exercises at a management level and incorporate external resources and advisors as needed. All employees are required to complete cybersecurity trainings at least once a year and have access to more frequent cybersecurity trainings. We also require employees in certain roles to complete additional role-based, specialized
cybersecurity trainings. Program performance is reported to and monitored by senior leadership and the Audit Committee on a quarterly basis.
The Company maintains an Enterprise Risk Management (“ERM”) program, which includes processes for key risk identification, mitigation efforts, and day-to-day management of risks, including cybersecurity risks. The ERM program is administered by our Internal Audit department and involves our global cybersecurity team, which possesses significant knowledge and expertise in the area of cybersecurity risks.
Our global cybersecurity team helps ensure the cybersecurity risks identified from the ERM program are incorporated into our overall cybersecurity program. Programs to address key cybersecurity risks have been put into place including layered coverage with focus areas and practices designed to address network and endpoint security, application security, and security operations. We also employ automated detection and event correlation techniques and alerting as well as integrate cyber threat intelligence into our processes. Our security operations center serves as the front line of these alerts and investigates and remediates threats as necessary. We also perform regular vulnerability assessments and penetration tests. Although it is difficult to determine the potential impacts from a cybersecurity incident, we may experience negative impacts such as reputational harm, inability to retain existing customers or attract new customers, exposure to legal claims and government action, among others. Previous attacks on our operating systems have not had a material financial impact on our operations, but we cannot guarantee future attacks will have little to no impact on our business. Furthermore, given the interconnected nature of the supply chain and our significant presence in the industry, we believe we may be an attractive target for such attacks. The impact of a cybersecurity incident may have a material adverse impact on our financial condition, results of operations, availability of our systems, and growth prospects, which makes cybersecurity risk management of critical importance to our organization.
Although we have internally developed the majority of our line of business applications, we also rely on technology provided by third parties. We have processes in place to oversee and identify risks from cybersecurity threats associated with the use of third-party technology including third-party risk management, process and partner intake risk assessments, and dedicated procurement functions. These processes help mitigate the risks associated with utilizing external technology platforms and help prevent disruptions to our business operations.
We also involve external cybersecurity experts to assess our cybersecurity program, risk management, and relevant internal controls. In addition to our cybersecurity programs and policies, the Company also purchases a cybersecurity risk insurance policy to limit its exposure to cybersecurity incidents.
We have processes and programs in place to meet our global compliance obligations and work with our employees and teams across the globe to ensure security and data protection principles are integrated into the way we do business every day. We utilize a set of controls that integrate guidance from the EU’s General Data Protection Regulations and align with the U.S. National Institute of Standards and Technology’s (“NIST”) framework. We undergo a regular independent assessment of our operational and strategic maturity across NIST controls and summary performance is shared with senior leadership including our board of directors. In addition, we submit to independent assessments by external parties, including System and Organizational Controls (“SOC”) 2 Type 2 audits, covering customer-facing and line-of-business applications to ensure all safeguards function as they should. These functions are also supported by internal compliance teams that perform additional layers of testing prior to SOC 2 Type 2 procedures.
Our Technology Continuity program follows industry standards for disaster recovery practices, including close alignment with ISO 27031:2011 and the Disaster Recovery Institute International’s Professional Practices. Our program includes multiple components that act as an additional line of defense—among them are regular functional recovery and tabletop exercises; cybersecurity exercises; protected backups for critical data; recovery time objectives; and recovery point objectives, including achievability metrics, application criticality tiering, program audit and maintenance, awareness and training, business impact analysis, and risk evaluation and controls.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
The Board of Directors is tasked with oversight of the Company’s cybersecurity, information governance, and privacy programs. The Audit Committee oversees our ERM program and receives semi-annual ERM updates, which include cyber-related risk items. In addition, our Audit Committee receives quarterly reports on cybersecurity from our Chief Technology Officer and our Director of Cybersecurity and Technology Risk Management. Our Director of Cybersecurity and Technology Risk Management and their global cybersecurity team has experience and expertise with potential cybersecurity threats and supporting mitigation of the potential cybersecurity threats facing our organization and vulnerabilities facing our technology infrastructure.
We have also established a cross-functional project team of subject matter experts from across the organization to quickly analyze, mitigate, and remediate potential cybersecurity incidents or vulnerabilities and comply with cybersecurity related
reporting requirements. The details of any such cybersecurity incidents or threats are included in the quarterly reports to the Audit Committee.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] The Audit Committee oversees our ERM program and receives semi-annual ERM updates, which include cyber-related risk items. In addition, our Audit Committee receives quarterly reports on cybersecurity from our Chief Technology Officer and our Director of Cybersecurity and Technology Risk Management. Our Director of Cybersecurity and Technology Risk Management and their global cybersecurity team has experience and expertise with potential cybersecurity threats and supporting mitigation of the potential cybersecurity threats facing our organization and vulnerabilities facing our technology infrastructure.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]
We have also established a cross-functional project team of subject matter experts from across the organization to quickly analyze, mitigate, and remediate potential cybersecurity incidents or vulnerabilities and comply with cybersecurity related
reporting requirements. The details of any such cybersecurity incidents or threats are included in the quarterly reports to the Audit Committee.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] The Board of Directors is tasked with oversight of the Company’s cybersecurity, information governance, and privacy programs. The Audit Committee oversees our ERM program and receives semi-annual ERM updates, which include cyber-related risk items.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] Our Director of Cybersecurity and Technology Risk Management has over a decade of experience leading cyber security oversight, and others on our global cybersecurity team have cybersecurity experience or certifications, such as the Certified Information Systems Security Professional, CompTIA, Offensive Security Certified Professional, Certificate of Cloud Security Knowledge, Global Information Assurance Certification, Certified Incident Handler certifications.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]
We have also established a cross-functional project team of subject matter experts from across the organization to quickly analyze, mitigate, and remediate potential cybersecurity incidents or vulnerabilities and comply with cybersecurity related
reporting requirements. The details of any such cybersecurity incidents or threats are included in the quarterly reports to the Audit Committee.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
BASIS OF PRESENTATION
BASIS OF PRESENTATION. C.H. Robinson Worldwide, Inc., and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions through a network of offices operating in North America, Europe, Asia, Oceania, South America, and the Middle East. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc., and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
USE OF ESTIMATES
USE OF ESTIMATES. The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best information available, and our actual results could differ materially from those estimates.
REVENUE RECOGNITION
REVENUE RECOGNITION. At contract inception, we assess the goods and services promised in our contracts with customers and identify our performance obligations to provide distinct goods and services to our customers. We have determined the following distinct goods and services represent our primary performance obligations.
Transportation and Logistics Services. As a global logistics provider, our primary performance obligation under our customer contracts is to utilize our relationships with a wide variety of transportation companies to efficiently and cost-effectively transport our customers’ freight. Revenue is recognized for these performance obligations as they are satisfied over the contract term, which generally represents the transit period. The transit period can vary based upon the method of transport, generally a number of days for over the road, rail, and air transportation, or several weeks in the case of an ocean shipment. Determining the transit period and how much of it has been completed as of the reporting date may require management to make judgments that affect the timing of revenue recognized. When the customer’s freight reaches its intended destination our performance obligation is complete. Pricing for our services is generally a fixed amount and is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
We also provide certain value-added logistics services, such as customs brokerage, fee-based managed solutions, warehousing services, and supply chain consulting and optimization services. These services may include one or more performance obligations, which are generally satisfied over the service period as we perform our obligations. The service period may be a very short duration, in the case of customs brokerage, or it may be longer in the case of warehousing, managed solutions, and supply chain consulting and optimization services. Pricing for our services is established in the customer contract and is dependent upon the specific needs of the customer but may be agreed upon at a fixed fee per transaction, labor hour, or service period. Payment is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
Sourcing Services. We contract with grocery retailers, restaurants, foodservice distributors, and produce wholesalers to provide sourcing services under the trade name Robinson Fresh® (“Robinson Fresh”). Our primary service obligation under these contracts is the buying, selling, and/or marketing of produce including fresh fruits, vegetables, and other value-added perishable items. Revenue is recognized when our performance obligations under these contracts are satisfied at a point in time, generally when the produce is received by our customer. Pricing under these contracts is generally a fixed amount and is typically due within 20 to 30 days of completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
In many cases, as additional performance obligations, we contract to arrange logistics and transportation of the products we buy, sell, and/or market. These performance obligations are satisfied over the contract term consistent with our other transportation and logistics services. The contract period is typically less than one year. Pricing for our services is generally a fixed amount and is typically due within 30 days upon completion of our performance obligation, but can vary based on the nature of the service provided and certain other factors.
Total revenues represent the total dollar value of revenue recognized from contracts with customers for the goods and services we provide. Substantially all our revenues are attributable to contracts with our customers. Our adjusted gross profits are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. Most transactions in our transportation and sourcing businesses are recorded at the gross amount we charge our customers for the services we provide and goods we sell. In these transactions, we are primarily responsible for fulfilling the promise to provide the specified good or service to our customers and we have discretion in establishing the price for the specified good or service. Additionally, in our sourcing
business, in some cases, we take inventory risk before the specified good has been transferred to our customer. Customs brokerage, managed solutions, freight forwarding, and sourcing managed procurement transactions are recorded at the net amount we charge our customers for the services we provide because many of the factors stated above are not present.
CONTRACT ASSETS
CONTRACT ASSETS. Contract assets represent amounts for which we have the right to consideration for the services we have provided while a shipment is still in-transit but for which we have not yet completed our performance obligations or have not yet invoiced our customer. Upon completion of our performance obligations, which can vary in duration based upon the method of transport, and billing our customer, these amounts become classified within accounts receivable and are then typically due within 30 days.
ACCRUED TRANSPORTATION EXPENSE
ACCRUED TRANSPORTATION EXPENSE. Accrued transportation expense represents amounts we owe to vendors, primarily transportation providers, for the services they have provided while a shipment is still in-transit as of the reporting date.
ALLOWANCE FOR DOUBTFUL ACCOUNTS
ALLOWANCE FOR CREDIT LOSSES. Accounts receivable and contract assets are reduced by an allowance for expected credit losses. We determine our allowance for expected credit losses based on our past credit loss experience, our customers’ credit risk ratings, and other customer specific and macroeconomic factors. We compute an expected loss ratio for each credit rating pool based upon our historical write-off experience and apply it to our accounts receivable (i.e., loss ratio approach). This approach is then supplemented by the professional judgment of management, primarily in consideration of recent developments, write-off experience, and risk concentrations, for purposes of determining the expected credit loss allowance.
FOREIGN CURRENCY FOREIGN CURRENCY. Monetary assets and liabilities denominated in foreign currency are remeasured to the functional currency of our foreign subsidiaries, which is generally their local currency, at the current exchange rate as of the end of each period. Foreign exchange gains and losses on these balances are recognized in interest and other income/expense, net in our consolidated statement of operations and comprehensive income. The functional currency accounts of our foreign subsidiaries are translated to our U.S. Dollar reporting currency at the end of each period. Translation adjustments are recorded in other comprehensive income (loss) in our consolidated statement of operations and comprehensive income (loss). Consolidated statement of operations and comprehensive income items are translated at the average exchange rate during the period. In cases where our foreign subsidiaries operate in a highly inflationary economy, their functional currency is considered to be our U.S. Dollar reporting currency.
CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist primarily of bank deposits and highly liquid investments with an original maturity of three months or less from the time of purchase.
PREPAID EXPENSES AND OTHER
PREPAID EXPENSES AND OTHER. Prepaid expenses and other includes items such as software maintenance contracts, prepaid insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
RIGHT-OF-USE LEASE ASSETS AND LEASE LIABILITIES
RIGHT-OF-USE LEASE ASSETS. Right-of-use lease assets are recognized upon lease commencement and represent our right to use an underlying asset for the lease term.
LEASE LIABILITIES. Lease liabilities are recognized at commencement date and represent our obligation to make the lease payments arising from a lease, measured on a discounted basis.
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated life of the asset. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful life of the improvement.
GOODWILL GOODWILL. Goodwill represents the excess of the cost of acquired businesses over the net fair value of identifiable tangible assets and identifiable intangible assets purchased and liabilities assumed. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (November 30 for us) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.
OTHER INTANGIBLE ASSETS OTHER INTANGIBLE ASSETS. Other intangible assets include definite-lived customer lists and indefinite-lived trademarks. The definite-lived intangible assets are being amortized using the straight-line method over their estimated lives. Definite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. The indefinite-lived trademarks are not amortized. Indefinite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable, or annually, at a minimum.
OTHER ASSETS OTHER ASSETS. Other assets consist primarily of purchased and internally developed software. We amortize software when it is put into service using the straight-line method over three years.
INCOME TAXES
INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are, more likely than not, owed to a taxing authority, and the amount of the contingency that is greater than 50 percent likely to be realized can be reasonably estimated. Uncertain income tax positions are included in “Accrued income taxes” or “Noncurrent income taxes payable” in the consolidated balance sheets.
COMPREHENSIVE INCOME (LOSS)
COMPREHENSIVE INCOME (LOSS). Comprehensive income (loss) consists primarily of foreign currency translation adjustments. It is presented on our consolidated statements of operations and comprehensive income.
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION. We have issued stock awards, including stock options, performance-based restricted stock units and shares, and time-based restricted stock units, to our key employees and non-employee directors. The awards vest over three to five years, either based on the achievement of certain dilutive earnings per share, adjusted gross profits, adjusted operating margin targets, or the passage of time. The related compensation expense for each award is recognized over the appropriate vesting period. The fair value of each share-based payment award is established on the date of grant. For grants of restricted shares and restricted stock units, the fair value is established based on the market price on the date of the grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants with post-vesting holding restrictions vary from 11 percent to 23 percent and are calculated using the Black-Scholes option pricing model-protective put method. Changes in expected volatility and risk-free interest rates are the primary reason for changes in the discount.
For grants of stock options, we use the Black-Scholes option pricing model to estimate the fair value of these share-based payment awards. The determination of the fair value of stock options is affected by our stock price and a number of assumptions, including expected volatility, expected term, risk-free interest rate, and dividend yield.
FAIR VALUE MEASUREMENT FAIR VALUE MEASUREMENT
Accounting guidance on fair value measurements for certain financial assets and liabilities requires assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
Level 1-Quoted market prices in active markets for identical assets or liabilities.
Level 2-Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3-Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.
RECENTLY ISSUED ACCOUNTING PRNOUNCEMENTS RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Standards:
In November 2023, the FASB issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses regularly provided to the CODM. We adopted this standard in the fiscal year ended December 31, 2024, and have retrospectively updated our segment reporting disclosures accordingly in Note 8, Segment Reporting.
Recently Issued Accounting Standards:
In November 2024, the FASB issued Accounting Standard Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The update may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on our consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance in this ASU expands the disclosure requirements for income taxes by requiring greater disaggregation of information in the income tax rate reconciliation and disaggregation of income taxes paid by jurisdiction. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on our consolidated financial statements.
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Schedule of Property and Equipment and Depreciation Expense
We recognized the following depreciation expense (in thousands): 
2024$35,967 
202339,569 
202238,102 
A summary of our property and equipment as of December 31 is as follows (in thousands): 
20242023
Furniture, fixtures, and equipment$227,501 $251,473 
Buildings61,286 58,586 
Corporate aircraft23,760 23,760 
Leasehold improvements89,213 91,234 
Land11,013 11,018 
Construction in progress617 1,387 
Less: accumulated depreciation and amortization(282,483)(292,740)
Net property and equipment (1)
$130,907 $144,718 
_________________________________________
(1) Includes $3.7 million of net property and equipment for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets as of December 31, 2024. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Schedule of Amortization Expense of Software We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2024$49,032 
202338,803 
202231,229 
Schedule of Purchased and Internally Developed Software
A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
20242023
Purchased software$3,074 $4,639 
Internally developed software188,950 212,363 
Less accumulated amortization(92,621)(114,473)
Net software$99,403 $102,529 
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill The change in the carrying amount of goodwill is as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
December 31, 2022 balance $1,188,076 $206,189 $76,548 $1,470,813 
Foreign currency translation737 1,410 640 2,787 
December 31, 2023 balance 1,188,813 207,599 77,188 1,473,600 
Foreign currency translation(9,369)(5,101)(1,571)(16,041)
December 31, 2024 balance(1)
$1,179,444 $202,498 $75,617 $1,457,559 
_________________________________________
(1) Includes $28.6 million of goodwill for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Schedule of Intangible Assets
Identifiable intangible assets consisted of the following as of December 31 (in thousands): 
20242023
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships(1)
$78,280 $(55,984)$22,296 $93,499 $(58,437)$35,062 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles(1)
$86,880 $(55,984)$30,896 $102,099 $(58,437)$43,662 
_________________________________________
(1) Amounts as of December 31, 2024, include $2.7 million of net intangible assets for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Schedule of Amortization Expense
Amortization expense for other intangible assets was (in thousands): 
2024$12,161 
202320,613 
202223,445 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
Finite-lived intangible assets, by reportable segment, as of December 31, 2024, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingTotal
2025$7,857 $2,210 $10,067 
20267,857 360 8,217 
20271,310 — 1,310 
Total$19,594 
v3.25.0.1
FINANCING ARRANGEMENTS (Tables)
12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Components of Short-term and Long-term Debt
The components of our short-term and long-term debt and the associated interest rates were as follows (dollars in thousands):
Average interest rate as ofCarrying value as of
December 31, 2024December 31, 2023MaturityDecember 31, 2024December 31, 2023
Revolving Credit Facility5.58 %6.45 %November 2027$9,000 $160,000 
Senior Notes, Series B4.26 %4.26 %August 2028150,000 150,000 
Senior Notes, Series C4.60 %4.60 %August 2033175,000 175,000 
Receivables Securitization Facility (1)
5.23 %6.25 %November 2025446,792 499,542 
Senior Notes(1)
4.20 %4.20 %April 2028596,857 595,945 
Total debt1,377,649 1,580,487 
Less: Current maturities and short-term borrowing(455,792)(160,000)
Long-term debt$921,857 $1,420,487 
________________________________ 
(1) Net of unamortized discounts and issuance costs.
v3.25.0.1
INCOME TAXES (Tables)
12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Schedule of Income before Provision for Income Taxes
Income before provision for income taxes consisted of (in thousands):
Twelve Months Ended December 31,
202420232022
Domestic$336,328 $287,524 $799,553 
Foreign242,876 121,662 367,212 
Total$579,204 $409,186 $1,166,765 
Schedule of Unrecognized Tax Benefits Roll Forward
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):
As of December 31,
202420232022
Unrecognized tax benefits, beginning of period$16,916 $39,056 $37,302 
Additions based on tax positions related to the current year2,747 2,111 4,064 
Additions for tax positions of prior years2,168 1,268 3,016 
Reductions for tax positions of prior years(582)(91)(247)
Lapse in statute of limitations(1,182)(2,346)(5,026)
Settlements(317)(23,082)(53)
Unrecognized tax benefits, end of the period$19,750 $16,916 $39,056 
Schedule of Components of Provision for Income Taxes
The components of the provision for income taxes consist of the following (in thousands): 
Twelve Months Ended December 31,
202420232022
Tax provision:
Federal$135,807 $55,149 $153,349 
State23,081 4,014 33,309 
Foreign32,885 62,426 97,147 
191,773 121,589 283,805 
Deferred provision (benefit):
Federal(83,702)(32,820)(44,133)
State(10,379)6,223 (7,848)
Foreign15,822 (10,935)(5,583)
(78,259)(37,532)(57,564)
Total provision$113,514 $84,057 $226,241 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate is as follows:  
Twelve Months Ended December 31,
2024
2023(1)
2022(1)
Federal statutory rate21.0 %21.0 %21.0 %
State income taxes, net of federal benefit1.9 2.1 2.1 
Section 199 deduction— 4.7 — 
Share-based payment awards(1.8)(2.7)(1.2)
Foreign tax credits2.5 (9.5)(1.2)
Other U.S. tax credits and incentives(5.3)(3.4)(2.0)
Foreign tax rate differential(0.4)5.8 0.6 
Remeasurement of deferred tax balances(1.1)— — 
Business divestitures(2)
1.3 0.9 — 
Section 162(m) limitations on compensation1.3 1.2 0.6 
Other0.2 0.4 (0.5)
Effective income tax rate19.6 %20.5 %19.4 %
________________________________
(1) The amounts as of December 31, 2023 and 2022 have been adjusted to conform to current year presentation.
(2) Amounts in 2024 relate to the divestiture of our Europe Surface Transportation business. Amounts in 2023 relate to the divestiture of our Argentina operations. Refer to Note 15, Divestitures, for further discussion related to these divestitures.
Schedule of Deferred Tax Assets and Liabilities
Deferred tax assets (liabilities) are comprised of the following (in thousands):
As of December 31,
20242023
Deferred tax assets:
Lease liabilities$72,532 $74,495 
Compensation64,202 64,788 
Accrued expenses42,718 33,720 
Tax credit carryforward— 14,485 
Foreign affiliate prepayment49,409 — 
Foreign net operating loss carryforwards
69,555 67,816 
Long-lived assets109,308 104,005 
Other
32,855 22,220 
   Total deferred tax assets (before valuation allowance)
440,579 381,529 
   Less: valuation allowance
(64,198)(62,183)
   Total deferred tax assets376,381 319,346 
Deferred tax liabilities:
Right-of-use assets(64,686)(68,764)
Intangible assets(868)(25,773)
Prepaid assets(4,928)(4,405)
Foreign withholding tax(10,645)(10,313)
Other(6,910)(8,649)
   Total deferred tax liabilities(88,037)(117,904)
Net deferred tax assets$288,344 $201,442 
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS (Tables)
12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock-Based Compensation Expense A summary expense recognized within personnel expenses in our consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
202420232022
Stock options$4,352 $8,929 $13,025 
Stock awards77,243 45,878 74,186 
Company expense on ESPP discount2,995 3,362 3,466 
Total stock-based compensation expense$84,590 $58,169 $90,677 
Schedule of Stock Option Activity
The following schedule summarizes stock option activity in the plans.
OptionsWeighted
Average
Exercise
Price
Aggregate
Intrinsic
Value
(in thousands)
Average
Remaining
Life
(years)
Outstanding as of December 31, 20234,790,897 $78.83 $39,138 4.3
Exercised(1,290,683)76.13 
Forfeitures(8,216)79.10 
Outstanding as of December 31, 20243,491,998 $79.83 $82,024 3.6
Vested as of December 31, 20243,491,998 $79.83 3.6
Exercisable as of December 31, 20243,491,998 $79.83 3.6
Schedule of Intrinsic Value of Options Exercised
Information on the intrinsic value of options exercised is as follows (in thousands):
2024$34,519 
202314,442 
202243,353 
Schedule of Performance Based Restricted Shares and Restricted Stock Units
The following table summarizes activity related to our PSUs as of December 31, 2024:
Number of Restricted Shares and Restricted Stock UnitsWeighted Average
Grant Date Fair Value
Unvested as of December 31, 2023572,327 $86.69 
Granted(1)
364,794 73.43 
Performance-based grant adjustment(2)
4,626 65.96 
Vested(56,685)76.57 
Forfeitures(3)
(242,805)77.86 
Unvested as of December 31, 2024642,257 $83.25 
________________________________ 
(1)Amount represents PSU grants at target.
(2)Amount represents incremental shares issuable for achievement of performance metrics above target.
(3)Includes awards forfeited for not achieving performance targets.
The following table summarizes unvested PSUs by vesting period at target: 
First Vesting DateLast Vesting DatePerformance Shares and Stock Units
Granted, Net of
Forfeitures
Weighted
Average Grant
Date Fair Value (1)
Unvested Performance Shares and Restricted Stock Units
December 31, 2023December 31, 2025348,266 $92.13 325,119 
December 31, 2024December 31, 2026346,050 73.45 317,138 
694,316 $82.82 642,257 
________________________________ 
(1)Amount shown is the weighted average grant date fair value of PSUs granted, net of forfeitures.
Schedule of Unvested Time-Based Restricted Share and Restricted Stock Unit Grants
The following table summarizes activity related to our time-based restricted stock unit grants as of December 31, 2024: 
Number of Restricted
Shares and Stock Units
Weighted Average
Grant Date Fair Value
Unvested as of December 31, 20231,019,276 $87.36 
Granted653,221 74.90 
Vested(826,671)81.34 
Forfeitures(122,871)85.87 
Unvested as of December 31, 2024722,955 $83.22 
Schedule of Fair Value Stock Awards Vested
A summary of the fair value of stock awards vested (in thousands): 
2024$71,587 
202353,868 
202274,186 
Schedule of Employee Stock Purchase Plan Activity The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
Shares Purchased
By Employees
Aggregate Cost
to Employees
Expense Recognized
By the Company
2024224,578 $16,973 $2,995 
2023240,418 19,051 3,362 
2022229,705 19,643 3,466 
Schedule of Share Repurchase Program Activity The activity under these authorizations is as follows (dollar amounts in thousands):
Shares RepurchasedTotal Value of Shares
Repurchased
2024 Repurchases— $— 
2023 Repurchases645,753 62,778 
2022 Repurchases14,226,190 1,456,713 
v3.25.0.1
COMMITMENTS AND CONTINGENCIES (Tables)
12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Defined Contribution Plan Expense Defined contribution plan expense, including matching contributions, is as follows (in thousands): 
2024$47,017 
202345,854 
202259,259 
v3.25.0.1
SEGMENT REPORTING (Tables)
12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Summary of Segment Information
Reportable segment information as of, and for the years ended, December 31, 2024, 2023, and 2022, is as follows (dollars in thousands):
 
Twelve Months Ended December 31, 2024
NASTGlobal ForwardingTotal
Revenues from external customers$11,727,539 $3,805,018 $15,532,557 
Other revenues(1)
2,192,399 
Total consolidated revenues
17,724,956 
Less significant segment expenses:
Purchased transportation and related services (2)
10,086,344 3,002,469 
Personnel expenses (2)
669,611 371,576 
Other selling, general, and administrative expenses (2)
440,292 218,497 
Segment operating income531,292 212,476 743,768 
Other operating income (loss)(1)
(74,627)
Total consolidated operating income
669,141 
Interest and other income/expenses, net
(89,937)
Income before provision for income taxes
$579,204 
 
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingTotal
Revenues from external customers$12,471,075 $2,997,704 $15,468,779 
Other revenues(1)
2,127,664 
Total consolidated revenues
17,596,443 
Less significant segment expenses:
Purchased transportation and related services (2)
10,877,221 2,308,339 
Personnel expenses (2)
662,037 366,464 
Other selling, general, and administrative expenses (2)
471,857 237,071 
Segment operating income459,960 85,830 545,790 
Other operating income (loss)(1)
(31,183)
Total consolidated operating income
514,607 
Interest and other income/expenses, net
(105,421)
Income before provision for income taxes
$409,186 
 
Twelve Months Ended December 31, 2022
NASTGlobal ForwardingTotal
Revenues from external customers$15,827,467 $6,812,008 $22,639,475 
Other revenues(1)
2,057,150 
Total consolidated revenues
24,696,625 
Less significant segment expenses:
Purchased transportation and related services (2)
13,630,763 5,728,535 
Personnel expenses (2)
844,472 414,690 
Other selling, general, and administrative expenses (2)
518,930 219,419 
Segment operating income833,302 449,364 1,282,666 
Other operating income (loss)(1)
(15,884)
Total consolidated operating income
1,266,782 
Interest and other income/expenses, net
(100,017)
Income before provision for income taxes
$1,166,765 
________________________________ 
(1) Other revenues and operating income (loss) are attributable to our Robinson Fresh and Managed Solutions segments, as well as Other Surface Transportation outside of North America and other miscellaneous revenues and unallocated corporate expenses.
(2) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
Additional segment disclosures as of, and for the years ended, December 31, 2024, 2023, and 2022, is as follows (dollars in thousands):
NASTGlobal ForwardingAll Other and CorporateConsolidated
December 31, 2024
Depreciation and amortization$20,670 $10,602 $65,888 $97,160 
Total assets(1)
2,874,701 1,335,178 1,088,047 5,297,926 
Average employee headcount5,696 4,678 4,012 14,386 
December 31, 2023
Depreciation and amortization$23,027 $19,325 $56,633 $98,985 
Total assets(1)
3,008,459 1,094,895 1,121,926 5,225,280 
Average employee headcount6,469 5,222 4,350 16,041 
December 31, 2022
Depreciation and amortization$23,643 $21,835 $47,298 $92,776 
Total assets(1)
3,304,480 1,507,913 1,142,171 5,954,564 
Average employee headcount7,365 5,712 4,524 17,601 
________________________________
(1) All cash and cash equivalents and certain owned properties are included in All Other and Corporate.
Schedule of Total Revenues and Long-Lived Assets by Geographic Regions
The following table presents our total revenues (based on location of the customer) and long-lived assets (including other intangible assets and other assets) by geographic regions (in thousands): 
For the year ended December 31,
202420232022
Total revenues
U.S. $14,872,311 $14,795,659 $20,696,448 
Other locations2,852,645 2,800,784 4,000,177 
Total revenues$17,724,956 $17,596,443 $24,696,625 
As of December 31,
202420232022
Long-lived assets
U.S. $678,900 $728,538 $751,984 
Other locations220,458 142,448 142,529 
Total long-lived assets$899,358 $870,986 $894,513 
v3.25.0.1
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)
12 Months Ended
Dec. 31, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Total Revenues Disaggregated by Major Service Line and Timing of Revenue Recognition
A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments for the twelve months ended December 31, 2024, 2023, and 2022, as follows (dollars in thousands):
Twelve Months Ended December 31, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$11,727,539 $3,805,018 $821,188 $16,353,745 
Sourcing(2)
— — 1,371,211 1,371,211 
Total $11,727,539 $3,805,018 $2,192,399 $17,724,956 
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$12,471,075 $2,997,704 $903,881 $16,372,660 
Sourcing(2)
— — 1,223,783 1,223,783 
Total $12,471,075 $2,997,704 $2,127,664 $17,596,443 
Twelve Months Ended December 31, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major service lines:
Transportation and logistics services(1)
$15,827,467 $6,812,008 $876,909 $23,516,384 
Sourcing(2)
— — 1,180,241 1,180,241 
Total $15,827,467 $6,812,008 $2,057,150 $24,696,625 
_______________________________ 
(1) Transportation and logistics services performance obligations are completed over time.
(2) Sourcing performance obligations are completed at a point in time.
v3.25.0.1
LEASES (Tables)
12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Schedule of Lease Expense, Remaining Lease Terms, Discount Rate and Other Information
Information regarding lease costs, other lease information, remaining lease term, and discount rate are presented below (dollars in thousands):
Twelve Months Ended December 31,
Lease Costs202420232022
Operating lease expense(1)
$108,834 $100,635 $92,032 
Short-term lease expense4,109 5,377 7,151 
Total lease expense$112,943 $106,012 $99,183 
_______________________________
(1) Operating lease expense for the twelve months ended December 31, 2024, includes $13.0 million of restructuring charges related to rationalization of our facilities footprint including the early termination or abandonment of select office buildings under operating leases. Refer to Note 14, Restructuring, for further discussion related to our 2024 Restructuring Program.
Twelve Months Ended December 31,
Other Lease Information202420232022
Operating cash outflows from operating leases$97,743 $97,880 $91,702 
Right-of-use lease assets obtained in exchange for new lease liabilities85,233 66,473 161,886 
As of December 31,
Lease Term and Discount Rate20242023
Weighted average remaining lease term (in years)5.55.9
Weighted average discount rate4.3 %3.9 %
Schedule of Maturity of Lease Liabilities
The maturity of lease liabilities as of December 31, 2024, were as follows (in thousands):
Maturity of Lease Liabilities
Operating Leases(1)
2025$89,523 
202688,899 
202771,829 
202854,842 
202942,035 
Thereafter73,985 
Total lease payments421,113 
Less: Interest(47,090)
Present value of lease liabilities $374,023 
_________________________________________
(1) Includes $10.5 million of operating lease liabilities for the Europe Surface Transportation disposal group, which is presented within liabilities held-for-sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
v3.25.0.1
CREDIT LOSSES (Tables)
12 Months Ended
Dec. 31, 2024
Credit Loss [Abstract]  
Schedule of Allowance for Credit Loss on Accounts Receivable
A rollforward of our allowance for credit losses on our accounts receivable balance is presented below for the twelve months ended December 31, 2023, and 2024 (in thousands):
Balance, December 31, 2022$28,749 
Provision(5,702)
Write-offs(8,818)
Balance, December 31, 202314,229 
Provision6,693 
Write-offs(6,884)
Balance, December 31, 2024 (1)
$14,038 
_________________________________________
(1) Includes an immaterial allowance for credit losses for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 15, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
v3.25.0.1
RESTRUCTURING (Tables)
12 Months Ended
Dec. 31, 2024
2024 Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of charges related to our 2024 Restructuring Program are presented below (in thousands):
Twelve Months Ended December 31,
2024
Severance(1)
$22,072 
Other personnel expenses(1)
1,785 
Other selling, general, and administrative expenses(2)
21,876 
Total $45,733 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2024 Restructuring Program by reportable segment (in thousands):
Twelve Months Ended December 31, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$10,176 $6,872 $6,809 $23,857 
Other selling, general, and administrative expenses6,885 4,694 10,297 21,876 
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes activity related to our 2024 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2023$— $— $— 
  Restructuring charges23,857 21,876 45,733 
  Cash payments(19,213)(2,416)(21,629)
  Settled non-cash— (19,101)(19,101)
  Accrual adjustments(1)
(965)(15)(980)
Balance, December 31, 2024$3,679 $344 $4,023 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments.
2022 Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of charges related to our 2022 Restructuring Program are presented below (in thousands):
Twelve Months Ended December 31,
20232022
Severance(1)
$14,358 $18,872 
Other personnel expenses(1)
1,814 2,662 
Other selling, general, and administrative expenses(2)
1,304 15,150 
Total $17,476 $36,684 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statement of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statement of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2022 Restructuring Program by reportable segment (in thousands):
Twelve Months Ended December 31, 2023NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$1,083 $2,176 $12,913 $16,172 
Other selling, general, and administrative expenses197 1,099 1,304 
Twelve Months Ended December 31, 2022NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$6,323 $3,831 $11,380 $21,534 
Other selling, general, and administrative expenses3,175 3,174 8,801 15,150 
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes activity related to our 2022 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$18,976 $— $18,976 
  Restructuring charges16,172 1,304 17,476 
  Cash payments(30,477)(415)(30,892)
  Settled non-cash— (907)(907)
  Accrual adjustments(1)
(888)18 (870)
Balance, December 31, 20233,783 — 3,783 
  Restructuring charges12 — 12 
  Cash payments(3,605)— (3,605)
  Accrual adjustments(1)
(190)— (190)
Balance, December 31, 2024$— $— $— 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments
v3.25.0.1
DIVESTITURES (Tables) - Disposal Group, Held-for-Sale, Not Discontinued Operations
12 Months Ended
Dec. 31, 2024
Europe Surface Transportation  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Disposal Groups, Including Discontinued Operations [Table Text Block]
Twelve Months Ended December 31,
2024
Other selling, general, and administrative expenses(1)
$44,462 
Income tax benefits(2)
(800)
Total $43,662 
________________________________ 
(1) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income and consist primarily of a $32.8 million pre-tax loss on the disposal group and direct costs to sell.
(2) Amounts are included within provision for income taxes in our consolidated statements of operations and comprehensive income.
A summary of assets and liabilities associated with the Europe Surface Transportation disposal group that are held for sale , is presented below (in thousands):
As of
December 31, 2024
Assets held for sale:
Cash and cash equivalents$10,307 
Receivables114,721 
Goodwill and other intangible assets31,297 
Right-of-use lease assets10,737 
Other assets3,366 
Valuation allowance(32,794)
Total assets held for sale(1)
$137,634 
Liabilities held for sale:
Accounts payable$51,388 
Lease liabilities10,540 
Other liabilities5,485 
Total liabilities held for sale(1)
$67,413 
Cumulative translation loss of foreign entities to be sold(2)
$2,238 
________________________________
(1) Assets and liabilities held for sale are separately presented on the consolidated balance sheets.
(2) Cumulative translation loss of foreign entities to be sold is included within accumulated other comprehensive losses on the consolidated balance sheets.
South American Divestiture  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Disposal Groups, Including Discontinued Operations [Table Text Block]
A summary of exit and disposal costs related to our South American divestiture is presented below (in thousands):
Twelve Months Ended December 31,
2023
Severance and other personnel expenses(1)
$2,237 
Other selling, general, and administrative expenses(2)
18,328 
Other miscellaneous expenses(3)
1,420 
Income tax benefits(4)
(795)
Total $21,190 
________________________________ 
(1) Amounts are included within personnel expenses in our consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our consolidated statements of operations and comprehensive income and consist primarily of a $17.7 million pre-tax loss on the disposal group.
(3) Amounts are included within interest and other income/expense, net in our consolidated statements of operations and comprehensive income.
(4) Amounts are included within provision for income taxes in our consolidated statements of operations and comprehensive income.
The following table summarizes exit and disposal costs related to our South American divestiture by reportable segment (dollars in thousands):
Twelve Months Ended December 31, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $1,641 $596 $2,237 
Other selling, general, and administrative expenses— 17,961 367 18,328 
Other miscellaneous expenses— 1,420 — 1,420 
Income tax benefits— (795)— (795)
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 30 days  
Cash and cash equivalents $ 145,762 $ 145,524
Disposal Group, Held-for-Sale, Not Discontinued Operations | Europe Surface Transportation    
Significant Accounting Policies [Line Items]    
Property and equipment   3,700
Software    
Significant Accounting Policies [Line Items]    
Estimated useful life (in years) 3 years  
Held outside the United States    
Significant Accounting Policies [Line Items]    
Cash and cash equivalents $ 134,000 $ 142,800
Maximum    
Significant Accounting Policies [Line Items]    
Typical contract term 1 year  
Transportation services    
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 30 days  
Value-added logistics services    
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 30 days  
Sourcing services | Minimum    
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 20 days  
Sourcing services | Maximum    
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 30 days  
Logistics and transportation    
Significant Accounting Policies [Line Items]    
General payment terms upon completion of performance obligation 30 days  
Logistics and transportation | Maximum    
Significant Accounting Policies [Line Items]    
Typical contract term 1 year  
Stock awards | Minimum    
Significant Accounting Policies [Line Items]    
Stock award vesting period (in years) 3 years  
Stock awards | Maximum    
Significant Accounting Policies [Line Items]    
Stock award vesting period (in years) 5 years  
Restricted shares and restricted stock units | Minimum    
Significant Accounting Policies [Line Items]    
Shares and restricted units grants, discount for post-vesting holding restrictions (percent) 11.00%  
Restricted shares and restricted stock units | Maximum    
Significant Accounting Policies [Line Items]    
Shares and restricted units grants, discount for post-vesting holding restrictions (percent) 23.00%  
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Depreciation Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Accounting Policies [Abstract]      
Depreciation expense $ 35,967 $ 39,569 $ 38,102
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Property and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Property and equipment $ 404,065 $ 437,458
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Including Disposal Groups (282,483)  
Less: accumulated depreciation and amortization (276,876) (292,740)
Net property and equipment 130,907  
Net property and equipment 127,189 144,718
Furniture, fixtures, and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment 227,501  
Property and equipment   251,473
Buildings    
Property, Plant and Equipment [Line Items]    
Property and equipment 61,286  
Property and equipment   58,586
Corporate aircraft    
Property, Plant and Equipment [Line Items]    
Property and equipment 23,760  
Property and equipment   23,760
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment 89,213  
Property and equipment   91,234
Land    
Property, Plant and Equipment [Line Items]    
Property and equipment 11,013  
Property and equipment   11,018
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment $ 617  
Property and equipment   $ 1,387
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Amortization Expense of Purchased and Internally Developed Software (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Accounting Policies [Abstract]      
Amortization of purchased and internally developed software $ 49,032 $ 38,803 $ 31,229
v3.25.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Purchased and Internally Developed Software (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Software [Line Items]    
Less accumulated amortization $ (92,621) $ (114,473)
Net software 99,403 102,529
Purchased software    
Software [Line Items]    
Software 3,074 4,639
Internally developed software    
Software [Line Items]    
Software $ 188,950 $ 212,363
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Change in the Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Goodwill [Roll Forward]    
Beginning balance $ 1,473,600 $ 1,470,813
Foreign currency translation (16,041) 2,787
December 31, 2024 balance(1) 1,457,559  
Ending balance 1,428,965 1,473,600
Corporate And Reconciling Items    
Goodwill [Roll Forward]    
Beginning balance 77,188 76,548
Foreign currency translation (1,571) 640
December 31, 2024 balance(1) 75,617  
Ending balance   77,188
NAST | Operating Segments    
Goodwill [Roll Forward]    
Beginning balance 1,188,813 1,188,076
Foreign currency translation (9,369) 737
December 31, 2024 balance(1) 1,179,444  
Ending balance   1,188,813
Global Forwarding | Operating Segments    
Goodwill [Roll Forward]    
Beginning balance 207,599 206,189
Foreign currency translation (5,101) 1,410
December 31, 2024 balance(1) $ 202,498  
Ending balance   $ 207,599
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Goodwill [Line Items]      
Goodwill $ 1,428,965,000 $ 1,473,600,000 $ 1,470,813,000
Goodwill or intangible asset impairment 0 $ 0 $ 0
Disposal Group, Held-for-Sale, Not Discontinued Operations | Europe Surface Transportation      
Goodwill [Line Items]      
Goodwill $ 28,600,000    
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Finite-lived intangibles    
Accumulated Amortization $ (51,375) $ (58,437)
Total finite-lived intangible assets 19,594  
Accumulated Amortization (55,984)  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Cost 86,880  
Net 30,896  
Cost   102,099
Net 28,193 43,662
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations    
Indefinite-Lived Intangible Assets [Line Items]    
Intangible assets 2,700  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Intangible assets 2,700  
Trademarks    
Indefinite-Lived Intangible Assets [Line Items]    
Indefinite-lived intangibles 8,600 8,600
Customer Relationships    
Finite-lived intangibles    
Finite-lived intangibles, cost   93,499
Accumulated Amortization   (58,437)
Total finite-lived intangible assets   $ 35,062
Finite-lived intangibles, cost 78,280  
Accumulated Amortization (55,984)  
Total finite-lived intangible assets $ 22,296  
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense of Other Intangible Assets (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]      
Amortization expense $ 12,161 $ 20,613 $ 23,445
v3.25.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense of Intangible Assets (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Estimated amortization expense  
2025 $ 10,067
2026 8,217
2027 1,310
Total finite-lived intangible assets 19,594
NAST  
Estimated amortization expense  
2025 7,857
2026 7,857
2027 1,310
Global Forwarding  
Estimated amortization expense  
2025 2,210
2026 360
2027 $ 0
v3.25.0.1
FAIR VALUE MEASUREMENT (Details) - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Level 2    
Level 3 Fair Value    
Assets at fair value $ 0 $ 0
Liabilities at fair value 0 0
Level 2 | Disposal Group, Held-for-Sale, Not Discontinued Operations | Europe Surface Transportation    
Level 3 Fair Value    
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal (44,500,000)  
Level 3    
Level 3 Fair Value    
Assets at fair value 0 0
Liabilities at fair value $ 0 $ 0
v3.25.0.1
FINANCING ARRANGEMENTS - Components of Short-term and Long-term Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Carrying value $ 1,377,649 $ 1,580,487
Less: Current maturities and short-term borrowing (455,792) (160,000)
Long-term debt $ 921,857 $ 1,420,487
Line of credit | Revolving credit facility    
Debt Instrument [Line Items]    
Average interest rate (percent) 5.58% 6.45%
Carrying value $ 9,000 $ 160,000
Senior Notes | Series B Notes    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.26% 4.26%
Carrying value $ 150,000 $ 150,000
Senior Notes | Series C Notes    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.60% 4.60%
Carrying value $ 175,000 $ 175,000
Secured Debt | Receivables securitization facility    
Debt Instrument [Line Items]    
Average interest rate (percent) 5.23% 6.25%
Carrying value $ 446,792 $ 499,542
Unsecured Debt | Senior Notes    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.20% 4.20%
Carrying value $ 596,857 $ 595,945
v3.25.0.1
FINANCING ARRANGEMENTS - Narrative (Details)
12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Nov. 07, 2023
USD ($)
Aug. 27, 2013
USD ($)
Debt Instrument [Line Items]        
Carrying value $ 1,377,649,000 $ 1,580,487,000    
Senior Notes        
Debt Instrument [Line Items]        
Debt fair value 293,100,000      
Revolving credit facility | Line of credit        
Debt Instrument [Line Items]        
Maximum commitment $ 1,000,000,000      
Maximum leverage ratio 3.75      
Basis spread on variable rate (percent) 1.13%      
Carrying value $ 9,000,000 160,000,000    
Revolving credit facility | Line of credit | Minimum        
Debt Instrument [Line Items]        
Commitment fee (percent) 0.07%      
Revolving credit facility | Line of credit | Maximum        
Debt Instrument [Line Items]        
Commitment fee (percent) 0.15%      
Revolving credit facility | Line of credit | Federal Funds Rate        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 0.50%      
Revolving credit facility | Line of credit | SOFR        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 0.10%      
Note Purchase Agreement | Senior Notes        
Debt Instrument [Line Items]        
Maximum leverage ratio 3.50      
Debt instrument principal amount       $ 500,000,000
Minimum interest coverage ratio 2.00      
Maximum priority debt to total assets ratio (percent) 10.00%      
Debt instrument, redemption price (percent) 100.00%      
Receivables securitization facility | Wells Fargo Bank N.A. and Bank of America N.A.        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 0.80%      
Line of Credit Facility, Commitment Fee Percentage 0.20%      
Receivables securitization facility | SOFR | Wells Fargo Bank N.A. and Bank of America N.A.        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 0.10%      
Receivables securitization facility | Secured Debt        
Debt Instrument [Line Items]        
Carrying value $ 446,792,000 499,542,000    
Receivables securitization facility | Secured Debt | Wells Fargo Bank N.A. and Bank of America N.A.        
Debt Instrument [Line Items]        
Maximum commitment     $ 250,000,000  
Current funding 500,000,000   $ 500,000,000  
Senior Notes | Unsecured Debt        
Debt Instrument [Line Items]        
Debt fair value $ 583,300,000      
Debt instrument, redemption price (percent) 101.00%      
Debt instrument annual interest rate (percent) 4.20%      
Debt Instrument effective yield (percent) 4.39%      
Carrying value $ 596,857,000 $ 595,945,000    
Threshold for holders of principal outstanding to declare principal and unpaid interest payable (percent) 25.00%      
US Bank | Line of credit        
Debt Instrument [Line Items]        
Maximum commitment $ 20,000,000      
US Bank | Standby letters of credit        
Debt Instrument [Line Items]        
Current funding $ 16,900,000      
v3.25.0.1
INCOME TAXES - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Taxes [Line Items]      
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized $ 23,500    
Unrecognized tax benefits estimated impact on effective tax rate if recognized in current year (percent) 4.10%    
Expected decrease in unrecognized tax benefits in next twelve months due to lapsing statutes $ 1,100    
Interest and penalties recognized 700 $ 700 $ 600
Interest and penalties accrued 3,700 3,200  
Foreign net operating loss carryforwards tax effect 69,555 67,816  
Valuation allowance against deferred tax asset 64,198 62,183  
Foreign operating loss carryforwards      
Income Taxes [Line Items]      
Valuation allowance against deferred tax asset $ 64,200 $ 62,200  
v3.25.0.1
INCOME TAXES - Income Before Provision for Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Domestic $ 336,328 $ 287,524 $ 799,553
Foreign 242,876 121,662 367,212
Income before provision for income taxes $ 579,204 $ 409,186 $ 1,166,765
v3.25.0.1
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits, excluding Interest and Penalties (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Reconciliation of Unrecognized Tax Benefits      
Unrecognized tax benefits, beginning of period $ 16,916 $ 39,056 $ 37,302
Additions based on tax positions related to the current year 2,747 2,111 4,064
Additions for tax positions of prior years 2,168 1,268 3,016
Reductions for tax positions of prior years (582) (91) (247)
Lapse in statute of limitations (1,182) (2,346) (5,026)
Settlements (317) (23,082) (53)
Unrecognized tax benefits, end of the period $ 19,750 $ 16,916 $ 39,056
v3.25.0.1
INCOME TAXES - Components of the Provision for Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Tax provision:      
Federal $ 135,807 $ 55,149 $ 153,349
State 23,081 4,014 33,309
Foreign 32,885 62,426 97,147
Current tax provision 191,773 121,589 283,805
Deferred provision (benefit):      
Federal (83,702) (32,820) (44,133)
State (10,379) 6,223 (7,848)
Foreign 15,822 (10,935) (5,583)
Deferred tax provision (benefit) (78,259) (37,532) (57,564)
Total provision $ 113,514 $ 84,057 $ 226,241
v3.25.0.1
INCOME TAXES - Reconciliation of the Provision for Income Taxes using Statutory Federal Income Tax Rate to the Effective Income Tax Rate (Details)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Federal statutory rate 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 1.90% 2.10% 2.10%
Section 199 deduction 0.00% 4.70% 0.00%
Share-based payment awards (1.80%) (2.70%) (1.20%)
Foreign tax credits 2.50% (9.50%) (1.20%)
Other U.S. tax credits and incentives (5.30%) (3.40%) (2.00%)
Foreign tax rate differential (0.40%) 5.80% 0.60%
Remeasurement of deferred tax balances (1.10%) 0.00% 0.00%
Business divestitures(2) 1.30% 0.90% 0.00%
Section 162(m) limitations on compensation 1.30% 1.20% 0.60%
Other 0.20% 0.40% (0.50%)
Effective income tax rate 19.60% 20.50% 19.40%
v3.25.0.1
INCOME TAXES - Deferred Tax Assets (Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Deferred tax assets:    
Lease liabilities $ 72,532 $ 74,495
Compensation 64,202 64,788
Accrued expenses 42,718 33,720
Tax credit carryforward 0 14,485
Foreign affiliate prepayment 49,409 0
Foreign net operating loss carryforwards tax effect 69,555 67,816
Long-lived assets 109,308 104,005
Other 32,855 22,220
Deferred Tax Assets, Gross 440,579 381,529
Valuation allowance against deferred tax asset (64,198) (62,183)
Deferred tax assets 376,381 319,346
Deferred tax liabilities:    
Right-of-use assets (64,686) (68,764)
Intangible assets (868) (25,773)
Prepaid assets (4,928) (4,405)
Foreign withholding tax (10,645) (10,313)
Other (6,910) (8,649)
Deferred Tax Liabilities, Gross (88,037) (117,904)
Net deferred tax assets (liabilities) $ 288,344 $ 201,442
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Narrative (Details)
$ / shares in Units, $ in Millions
12 Months Ended
Feb. 05, 2025
$ / shares
shares
May 05, 2022
shares
Dec. 31, 2024
USD ($)
vote
$ / shares
shares
Dec. 31, 2023
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Preferred stock, authorized (in shares)     20,000,000 20,000,000
Preferred stock, par value (in dollars per share) | $ / shares     $ 0.10 $ 0.10
Preferred stock, outstanding (in shares)     0 0
Common stock, authorized (in shares)     480,000,000 480,000,000
Common stock, par value (in dollars per share) | $ / shares     $ 0.10 $ 0.10
Entitled vote for each share of common stock (vote) | vote     1  
Increase in number of shares authorized for award (in shares)   4,261,884    
Shares available for stock awards (in shares)     1,678,776  
Unrecognized compensation expense related to stock options | $     $ 0.0  
Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares)     162,347  
Restricted shares and restricted stock units        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Unrecognized compensation expense related to stock awards | $     $ 142.0  
Restricted shares and restricted stock units | Minimum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Restricted shares and restricted stock unit grants, discount for post-vesting holding restrictions (percent)     11.00%  
Restricted shares and restricted stock units | Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Restricted shares and restricted stock unit grants, discount for post-vesting holding restrictions (percent)     23.00%  
Performance-based restricted stock units        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock award vesting period (in years)     3 years  
Upside opportunity contingent on obtaining certain targets (percent)     200.00%  
Performance-based restricted stock units | Subsequent event        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Upside opportunity contingent on obtaining certain targets (percent) 200.00%      
Performance-based restricted stock units | Subsequent event | First Vesting Date Dec 31 2023        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock award vesting period (in years) 3 years      
Granted (in shares) 300,366      
Granted (in dollars per share) | $ / shares $ 96.75      
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 84,590 $ 58,169 $ 90,677
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 4,352 8,929 13,025
Stock awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 77,243 45,878 74,186
Company expense on ESPP discount      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 2,995 $ 3,362 $ 3,466
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Options    
Outstanding, beginning balance (in shares) 4,790,897  
Exercised (in shares) (1,290,683)  
Forfeitures (in shares) (8,216)  
Outstanding, ending balance (in shares) 3,491,998 4,790,897
Vested (in shares) 3,491,998  
Exercisable (in shares) 3,491,998  
Weighted Average Exercise Price    
Outstanding, beginning balance (in dollars per share) $ 78.83  
Exercised (in dollars per share) 76.13  
Terminated (in dollars per share) 79.10  
Outstanding, ending balance (in dollars per share) 79.83 $ 78.83
Vested (in dollars per share) 79.83  
Exercisable (in dollars per share) $ 79.83  
Aggregate Intrinsic Value (in thousands)    
Outstanding, aggregate intrinsic value $ 82,024 $ 39,138
Average Remaining Life (years)    
Outstanding, average remaining life (in years) 3 years 7 months 6 days 4 years 3 months 18 days
Vested, average remaining life (in years) 3 years 7 months 6 days  
Exercisable, average remaining life (in years) 3 years 7 months 6 days  
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Intrinsic Value of Options Exercised (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]      
Intrinsic value of options exercised $ 34,519 $ 14,442 $ 43,353
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Unvested Performance-Based Restricted Shares and Restricted Stock Units (Details) - Performance-based restricted shares and restricted stock units
12 Months Ended
Dec. 31, 2024
$ / shares
shares
Number of Restricted Shares and Restricted Stock Units  
Unvested, beginning balance (in shares) | shares 572,327
Granted (in shares) | shares 364,794
Performance-based grant adjustment (in shares) | shares 4,626
Vested (in shares) | shares (56,685)
Forfeitures (in shares) | shares (242,805)
Unvested, ending balance (in shares) | shares 642,257
Weighted Average Grant Date Fair Value  
Unvested, beginning balance (in dollars per share) | $ / shares $ 86.69
Granted (in dollars per share) | $ / shares 73.43
Performance-based grant adjustment (in dollars per share) | $ / shares 65.96
Vested (in dollars per share) | $ / shares 76.57
Forfeitures (in dollars per share) | $ / shares 77.86
Unvested, ending balance (in dollars per share) | $ / shares $ 83.25
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Performance-Based Shares and Units by First Vesting Date (Details) - $ / shares
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Performance-based restricted shares and restricted stock units    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Performance shares and stock units granted, net of forfeitures (in shares) 694,316  
Weighted average grant date fair value (in dollars per share) $ 82.82  
Unvested performance shares and restricted stock units (in shares) 642,257 572,327
Granted (in shares) 364,794  
Weighted average grant date fair value (in dollars per share) $ 73.43  
Performance-based restricted shares and restricted stock units | First Vesting Date Dec 31 2021    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Performance shares and stock units granted, net of forfeitures (in shares) 348,266  
Weighted average grant date fair value (in dollars per share) $ 92.13  
Unvested performance shares and restricted stock units (in shares) 325,119  
Performance-based restricted shares and restricted stock units | First Vesting Date Dec 31 2022    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Performance shares and stock units granted, net of forfeitures (in shares) 346,050  
Weighted average grant date fair value (in dollars per share) $ 73.45  
Unvested performance shares and restricted stock units (in shares) 317,138  
Performance-based restricted stock units    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock award vesting period (in years) 3 years  
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Unvested Time-Based Restricted Shares and Restricted Stock Units (Details) - $ / shares
12 Months Ended
Feb. 05, 2025
Dec. 31, 2024
Time-based restricted shares and restricted stock units    
Number of Restricted Shares and Stock Units    
Unvested, beginning balance (in shares)   1,019,276
Granted (in shares)   653,221
Vested (in shares)   (826,671)
Forfeitures (in shares)   (122,871)
Unvested, ending balance (in shares)   722,955
Weighted Average Grant Date Fair Value    
Unvested, beginning balance (in dollars per share)   $ 87.36
Granted (in dollars per share)   74.90
Vested (in dollars per share)   81.34
Forfeitures (in dollars per share)   85.87
Unvested, ending balance (in dollars per share)   $ 83.22
Time-based restricted stock units    
Weighted Average Grant Date Fair Value    
Stock award vesting period (in years)   3 years
Time-based restricted stock units | Forecast    
Number of Restricted Shares and Stock Units    
Granted (in shares) 477,962  
Weighted Average Grant Date Fair Value    
Granted (in dollars per share) $ 96.75  
Stock award vesting period (in years) 3 years  
Time Based Restricted Stock Unit Retention Awards | Minimum    
Weighted Average Grant Date Fair Value    
Stock award vesting period (in years)   1 year
Time Based Restricted Stock Unit Retention Awards | Maximum    
Weighted Average Grant Date Fair Value    
Stock award vesting period (in years)   3 years
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Fair Value of Full Value Stock Awards Vested (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Full Value Awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Fair value of awards vested $ 71,587 $ 53,868 $ 74,186
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Employee Stock Purchase Plan Activity (Details) - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expense Recognized by the Company $ 84,590,000 $ 58,169,000 $ 90,677,000
Company expense on ESPP discount      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expense Recognized by the Company $ 2,995,000 $ 3,362,000 $ 3,466,000
1997 Employee Stock Purchase Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares Purchased by Employees (in shares) 224,578 240,418 229,705
Aggregate Costs to Employees $ 16,973,000 $ 19,051,000 $ 19,643,000
Maximum employee contribution to purchase company stock $ 10,000    
Discount rate used to determine purchase price (percent) 15.00%    
1997 Employee Stock Purchase Plan | Company expense on ESPP discount      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expense Recognized by the Company $ 2,995,000 $ 3,362,000 $ 3,466,000
v3.25.0.1
CAPITAL STOCK AND STOCK AWARD PLANS - Share Repurchase Programs Activity (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 09, 2021
Share Repurchases [Line Items]        
Total Value of Shares Repurchased   $ 62,778 $ 1,456,713  
Share Repurchase Programs        
Share Repurchases [Line Items]        
Shares Repurchased (in shares) 0 645,753 14,226,190  
Total Value of Shares Repurchased $ 0 $ 62,778 $ 1,456,713  
Number of additional shares authorized (in shares)       20,000,000
Shares remaining for under repurchase authorization (in shares) 6,763,445      
v3.25.0.1
COMMITMENTS AND CONTINGENCIES - Defined Contribution Plan Expense, including Matching Contributions (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]      
Defined contribution plan expense $ 47,017 $ 45,854 $ 59,259
v3.25.0.1
COMMITMENTS AND CONTINGENCIES - Narrative (Details)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]      
Defined contribution match 6.00% 6.00% 6.00%
v3.25.0.1
SEGMENT REPORTING - Narrative (Details)
12 Months Ended
Dec. 31, 2024
segment
Segment Reporting [Abstract]  
Number of reportable segments (segment) 2
v3.25.0.1
SEGMENT REPORTING - Summary of Segment Information (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2024
USD ($)
employee
Dec. 31, 2023
USD ($)
employee
Dec. 31, 2022
USD ($)
employee
Segment Reporting Information [Line Items]      
Total revenues $ 17,724,956 $ 17,596,443 $ 24,696,625
Personnel expenses 1,456,249 1,465,735 1,722,980
Other selling, general, and administrative expenses 639,624 624,266 603,415
Income from operations 669,141 514,607 1,266,782
Interest and other income/expenses, net (89,937) (105,421) (100,017)
Income before provision for income taxes 579,204 409,186 1,166,765
Depreciation and amortization 97,160 98,985 92,776
Total assets $ 5,297,926 $ 5,225,280 $ 5,954,564
Average headcount (employee) | employee 14,386 16,041 17,601
Operating Segments      
Segment Reporting Information [Line Items]      
Total revenues $ 15,532,557 $ 15,468,779 $ 22,639,475
Income from operations 743,768 545,790 1,282,666
Corporate And Reconciling Items      
Segment Reporting Information [Line Items]      
Total revenues 2,192,399 2,127,664 2,057,150
Income from operations (74,627) (31,183) (15,884)
Depreciation and amortization 65,888 56,633 47,298
Total assets $ 1,088,047 $ 1,121,926 $ 1,142,171
Average headcount (employee) | employee 4,012 4,350 4,524
Transportation      
Segment Reporting Information [Line Items]      
Total revenues $ 16,353,745 $ 16,372,660 $ 23,516,384
Purchased services and products 13,719,935 13,886,024 20,035,715
NAST | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenues 11,727,539 12,471,075 15,827,467
Personnel expenses 669,611 662,037 844,472
Other selling, general, and administrative expenses 440,292 471,857 518,930
Income from operations 531,292 459,960 833,302
Depreciation and amortization 20,670 23,027 23,643
Total assets $ 2,874,701 $ 3,008,459 $ 3,304,480
Average headcount (employee) | employee 5,696 6,469 7,365
NAST | Transportation | Operating Segments      
Segment Reporting Information [Line Items]      
Purchased services and products $ 10,086,344 $ 10,877,221 $ 13,630,763
Global Forwarding | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenues 3,805,018 2,997,704 6,812,008
Personnel expenses 371,576 366,464 414,690
Other selling, general, and administrative expenses 218,497 237,071 219,419
Income from operations 212,476 85,830 449,364
Depreciation and amortization 10,602 19,325 21,835
Total assets $ 1,335,178 $ 1,094,895 $ 1,507,913
Average headcount (employee) | employee 4,678 5,222 5,712
Global Forwarding | Transportation | Operating Segments      
Segment Reporting Information [Line Items]      
Purchased services and products $ 3,002,469 $ 2,308,339 $ 5,728,535
v3.25.0.1
SEGMENT REPORTING - Total Revenues Based on Location of the Customer and Long-Lived Assets by Geographic Regions (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Total revenues      
Revenues $ 17,724,956 $ 17,596,443 $ 24,696,625
Long-lived assets      
Total long-lived assets 899,358 870,986 894,513
U.S.      
Total revenues      
Revenues 14,872,311 14,795,659 20,696,448
Long-lived assets      
Total long-lived assets 678,900 728,538 751,984
Other locations      
Total revenues      
Revenues 2,852,645 2,800,784 4,000,177
Long-lived assets      
Total long-lived assets $ 220,458 $ 142,448 $ 142,529
v3.25.0.1
REVENUE FROM CONTRACTS WITH CUSTOMERS - Total Revenues Disaggregated by Major Service Line and Timing of Recognition (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Disaggregation of Revenue [Line Items]      
Total revenues $ 17,724,956 $ 17,596,443 $ 24,696,625
Operating Segments      
Disaggregation of Revenue [Line Items]      
Total revenues 15,532,557 15,468,779 22,639,475
Operating Segments | NAST      
Disaggregation of Revenue [Line Items]      
Total revenues 11,727,539 12,471,075 15,827,467
Operating Segments | Global Forwarding      
Disaggregation of Revenue [Line Items]      
Total revenues 3,805,018 2,997,704 6,812,008
Corporate And Reconciling Items      
Disaggregation of Revenue [Line Items]      
Total revenues 2,192,399 2,127,664 2,057,150
Transportation      
Disaggregation of Revenue [Line Items]      
Total revenues 16,353,745 16,372,660 23,516,384
Transportation | Performance obligations completed over time      
Disaggregation of Revenue [Line Items]      
Total revenues 16,353,745 16,372,660 23,516,384
Transportation | Operating Segments | NAST | Performance obligations completed over time      
Disaggregation of Revenue [Line Items]      
Total revenues 11,727,539 12,471,075 15,827,467
Transportation | Operating Segments | Global Forwarding | Performance obligations completed over time      
Disaggregation of Revenue [Line Items]      
Total revenues 3,805,018 2,997,704 6,812,008
Transportation | Corporate And Reconciling Items | Performance obligations completed over time      
Disaggregation of Revenue [Line Items]      
Total revenues 821,188 903,881 876,909
Sourcing      
Disaggregation of Revenue [Line Items]      
Total revenues 1,371,211 1,223,783 1,180,241
Sourcing | Performance obligations completed at a point in time      
Disaggregation of Revenue [Line Items]      
Total revenues 1,371,211 1,223,783 1,180,241
Sourcing | Operating Segments | NAST | Performance obligations completed at a point in time      
Disaggregation of Revenue [Line Items]      
Total revenues 0 0 0
Sourcing | Operating Segments | Global Forwarding | Performance obligations completed at a point in time      
Disaggregation of Revenue [Line Items]      
Total revenues 0 0 0
Sourcing | Corporate And Reconciling Items | Performance obligations completed at a point in time      
Disaggregation of Revenue [Line Items]      
Total revenues $ 1,371,211 $ 1,223,783 $ 1,180,241
v3.25.0.1
REVENUE FROM CONTRACTS WITH CUSTOMERS - Narrative (Details)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Product Concentration Risk | Revenue | Transportation services      
Disaggregation of Revenue [Line Items]      
Percentage of revenues attributable to services 89.00% 90.00% 93.00%
Product Concentration Risk | Revenue | Sourcing      
Disaggregation of Revenue [Line Items]      
Percentage of revenues attributable to services 8.00% 7.00% 5.00%
Product Concentration Risk | Revenue | Value-added logistics services      
Disaggregation of Revenue [Line Items]      
Percentage of revenues attributable to services 3.00% 3.00% 2.00%
Maximum      
Disaggregation of Revenue [Line Items]      
Typical contract term 1 year    
v3.25.0.1
LEASES - Lease Data (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Lease Costs      
Operating lease expense(1) $ 108,834 $ 100,635 $ 92,032
Short-term lease expense 4,109 5,377 7,151
Total lease expense 112,943 106,012 99,183
Charge related to early termination or abandonment of select office buildings under operating leases 13,000    
Other Lease Information      
Operating cash flows from operating leases 97,743 97,880 91,702
Right-of-use lease assets obtained in exchange for new lease liabilities $ 85,233 $ 66,473 $ 161,886
Lease Term and Discount Rate      
Weighted average remaining lease term (in years) 5 years 6 months 5 years 10 months 24 days  
Weighted average discount rate (percent) 4.30% 3.90%  
v3.25.0.1
LEASES - Maturity of Lease Liabilities (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Maturity of Lease Liabilities  
2025 $ 89,523
2026 88,899
2027 71,829
2028 54,842
2029 42,035
Thereafter 73,985
Total lease payments 421,113
Less: Interest (47,090)
Present value of lease liabilities $ 374,023
v3.25.0.1
LEASES - Narrative (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Disposal Group, Held-for-Sale, Not Discontinued Operations | Europe Surface Transportation  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Lease liabilities $ 10,540
v3.25.0.1
CREDIT LOSSES (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Rollforward of Allowance for Credit Loss    
Allowance for credit loss, beginning balance $ 14,229 $ 28,749
Provision 6,693 (5,702)
Write-offs (6,884) (8,818)
Allowance for credit loss, ending balance $ 14,038 $ 14,229
v3.25.0.1
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Stockholders' Equity Note [Abstract]      
Accumulated other comprehensive loss $ 110,402 $ 80,946  
Other comprehensive (loss) income $ (29,456) $ 7,914 $ (27,726)
v3.25.0.1
RESTRUCTURING - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ 12 $ 17,476 $ 36,684
Payments for restructuring   3,605 30,892  
Restructuring Reserve   0 3,783 18,976
2022 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   0 1,304 15,150
Payments for restructuring   0 415  
Restructuring Reserve   0 0 $ 0
2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   45,733    
Payments for restructuring   21,629    
Restructuring Reserve   4,023 0  
2024 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   21,876    
Payments for restructuring   2,416    
Restructuring Reserve   $ 344 $ 0  
Forecast | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Payments for restructuring $ 4,000      
v3.25.0.1
RESTRUCTURING - Restructuring Charges (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 12 $ 17,476 $ 36,684
2022 Restructuring Program | Personnel Expenses      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 1,814 $ 2,662
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]   Personnel expenses Personnel expenses
2022 Restructuring Program | Other selling, general, and administrative expenses      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 0 $ 1,304 $ 15,150
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Other selling, general, and administrative expenses Other selling, general, and administrative expenses Other selling, general, and administrative expenses
2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 45,733    
2024 Restructuring Program | Personnel Expenses      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 1,785    
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Personnel expenses    
2024 Restructuring Program | Other selling, general, and administrative expenses      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 21,876    
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Other selling, general, and administrative expenses    
Employee Severance | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 14,358 $ 18,872
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]   Personnel expenses Personnel expenses
Employee Severance | 2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 22,072    
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Personnel expenses    
v3.25.0.1
RESTRUCTURING - By Segment (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 12 $ 17,476 $ 36,684
2022 Restructuring Program | Corporate And Reconciling Items      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   1,099 8,801
2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 45,733    
2024 Restructuring Program | Corporate And Reconciling Items      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 10,297    
NAST | 2022 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   8 3,175
NAST | 2024 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 6,885    
Global Forwarding | 2022 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   197 3,174
Global Forwarding | 2024 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 4,694    
Personnel Expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   1,814 2,662
Personnel Expenses | 2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 1,785    
Other selling, general, and administrative expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0 1,304 15,150
Other selling, general, and administrative expenses | 2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 21,876    
Severance and Other Personnel Expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   16,172 21,534
Severance and Other Personnel Expenses | 2022 Restructuring Program | Corporate And Reconciling Items      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   12,913 11,380
Severance and Other Personnel Expenses | 2024 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 23,857    
Severance and Other Personnel Expenses | 2024 Restructuring Program | Corporate And Reconciling Items      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 6,809    
Severance and Other Personnel Expenses | NAST | 2022 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   1,083 6,323
Severance and Other Personnel Expenses | NAST | 2024 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 10,176    
Severance and Other Personnel Expenses | Global Forwarding | 2022 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 2,176 $ 3,831
Severance and Other Personnel Expenses | Global Forwarding | 2024 Restructuring Program | Operating Segments      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 6,872    
v3.25.0.1
RESTRUCTURING - Reserve (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
2022 Restructuring Program      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 $ 3,783 $ 18,976  
Restructuring charges 12 17,476 $ 36,684
Cash payments (3,605) (30,892)  
Settled non-cash   (907)  
Accrual adjustments (190) (870)  
Balance, December 31, 2024 0 3,783 18,976
2022 Restructuring Program | Accrued Severance and Other Personnel Expenses      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 3,783 18,976  
Restructuring charges 12 16,172  
Cash payments (3,605) (30,477)  
Settled non-cash   0  
Accrual adjustments (190) (888)  
Balance, December 31, 2024 $ 0 $ 3,783 18,976
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Personnel expenses Personnel expenses  
2022 Restructuring Program | Other selling, general, and administrative expenses      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 $ 0 $ 0  
Restructuring charges 0 1,304 15,150
Cash payments 0 (415)  
Settled non-cash   (907)  
Accrual adjustments 0 18  
Balance, December 31, 2024 $ 0 $ 0 $ 0
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Other selling, general, and administrative expenses Other selling, general, and administrative expenses Other selling, general, and administrative expenses
2024 Restructuring Program      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 $ 0    
Restructuring charges 45,733    
Cash payments (21,629)    
Settled non-cash (19,101)    
Accrual adjustments (980)    
Balance, December 31, 2024 4,023 $ 0  
2024 Restructuring Program | Accrued Severance and Other Personnel Expenses      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 0    
Restructuring charges 23,857    
Cash payments (19,213)    
Settled non-cash 0    
Accrual adjustments (965)    
Balance, December 31, 2024 $ 3,679 0  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Personnel expenses    
2024 Restructuring Program | Other selling, general, and administrative expenses      
Restructuring Reserve [Roll Forward]      
Balance, December 31, 2023 $ 0    
Restructuring charges 21,876    
Cash payments (2,416)    
Settled non-cash (19,101)    
Accrual adjustments (15)    
Balance, December 31, 2024 $ 344 $ 0  
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration] Other selling, general, and administrative expenses    
v3.25.0.1
DIVESTITURES - Narrative (Details) - Disposal Group, Held-for-Sale, Not Discontinued Operations - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Europe Surface Transportation    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax $ (32,800)  
Other selling, general, and administrative expenses(1) $ 44,462  
South American Divestiture    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other selling, general, and administrative expenses(1)   $ 18,328
Disposal Group Not Discontinued Operation Gain Loss On Disposal, Including Asset Impairment   (22,000)
Loss on disposal   $ 17,700
v3.25.0.1
DIVESTITURES - Summary of Exit and Disposal Costs (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] Other selling, general, and administrative expenses  
Disposal Group, Held-for-Sale, Not Discontinued Operations | Europe Surface Transportation    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other selling, general, and administrative expenses(1) $ 44,462  
Income tax benefits(2) (800)  
Total $ 43,662  
Disposal Group, Held-for-Sale, Not Discontinued Operations | South American Divestiture    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Severance and other personnel expenses(1)   $ 2,237
Other selling, general, and administrative expenses(1)   18,328
Other miscellaneous expenses   1,420
Income tax benefits(2)   (795)
Total   $ 21,190
v3.25.0.1
DIVESTITURES - Held for Sale (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Cash and cash equivalents $ 10,307 $ 0 $ 0
Accumulated other comprehensive loss (110,402) $ (80,946)  
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Cash and cash equivalents 10,307    
Receivables 114,721    
Goodwill and other intangible assets 31,297    
Right-of-use lease assets 10,737    
Other assets 3,366    
Valuation allowance (32,794)    
Total assets held for sale(1) 137,634    
Accounts payable 51,388    
Lease liabilities 10,540    
Other liabilities 5,485    
Total liabilities held for sale(1) 67,413    
Accumulated other comprehensive loss $ 2,238    
v3.25.0.1
DIVESTITURES - By Segment (Details) - South American Divestiture - Disposal Group, Held-for-Sale, Not Discontinued Operations
$ in Thousands
12 Months Ended
Dec. 31, 2023
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Personnel expenses $ 2,237
Other selling, general, and administrative expenses(1) 18,328
Other miscellaneous expenses 1,420
Income tax benefits(2) (795)
Corporate And Reconciling Items  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Personnel expenses 596
Other selling, general, and administrative expenses(1) 367
Other miscellaneous expenses 0
Income tax benefits(2) 0
NAST | Operating Segments  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Personnel expenses 0
Other selling, general, and administrative expenses(1) 0
Other miscellaneous expenses 0
Income tax benefits(2) 0
Global Forwarding | Operating Segments  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Personnel expenses 1,641
Other selling, general, and administrative expenses(1) 17,961
Other miscellaneous expenses 1,420
Income tax benefits(2) $ (795)