SAIA INC — Director's Dealing 2011

Mar 11, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAIA INC (SAIA)
CIK: 0001177702
Period of Report: 2011-03-09

Reporting Person: DARBY JAMES A (VP of Finance & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-09	Common Stock	A	3179	$15.49	Acquired	12839	Direct
2011-03-09	Common Stock	F	1166	$15.49	Disposed	11673	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options (Right to Buy)	$12.10	2017-02-01	Common Stock (7060)	7060	Direct
Phantom Stock	$		Common Stock (24893.595)	24893.595	Direct
Stock Options (Right to Buy)	$23.00	2012-02-02	Common Stock (1300)	1300	Direct
Stock Options (Right to Buy)	$27.38	2013-01-27	Common Stock (2170)	2170	Direct
Stock Options (Right to Buy)	$26.72	2014-02-01	Common Stock (3710)	3710	Direct
Stock Options (Right to Buy)	$14.71	2015-01-31	Common Stock (8220)	8220	Direct
Stock Options (Right to Buy)	$11.96	2016-02-02	Common Stock (7070)	7070	Direct

Footnotes

F1: Shares withheld at officer's election to cover tax liabilities incurred upon the issuance of Performance Unit Awards under the Amended and Restated 2003 Omnibus Incentive Plan for the 2008-2010 performance period.

F2: Immediate

F3: The conversion rate of this derivative security on March 9, 2011 is 0.8441 resulting in 21,012.24 shares of common stock (underlying security in column 7).

F4: The shares of phantom stock become payable, in stock, upon reporting person's termination of service as an employee, in accordance with the terms of the Plan.

F5: Issuance of Performance Unit Awards under the Amended and Restated 2003 Omnibus Incentive Plan for the 2008-2010 performance period.