SAIA INC — Director's Dealing 2012

Mar 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAIA INC (SAIA)
CIK: 0001177702
Period of Report: 2012-03-05

Reporting Person: ODELL RICHARD D (President & CEO of Saia)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-05	Phantom Stock	$0	I	716.622	Acquired		Common Stock (716.622)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	90351	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options (Right to Buy)	$12.10	2017-02-01	Common Stock (22360)	22360	Direct
Stock Options (Right to Buy)	$4.363	2010-10-25	Common Stock (0)	0	Direct
Stock Options (Right to Buy)	$4.123	2009-12-15	Common Stock (0)	0	Direct
Stock Options (Right to Buy)	$4.62	2009-04-21	Common Stock (0)	0	Direct
Stock Options (Right to Buy)	$23.00	2012-02-02	Common Stock (5880)	5880	Direct
Stock Options (Right to Buy)	$27.38	2013-01-27	Common Stock (9560)	9560	Direct
Stock Options (Right to Buy)	$26.72	2014-02-01	Common Stock (11750)	11750	Direct
Stock Options (Right to Buy)	$26.72	2017-02-01	Common Stock (19990)	19990	Direct
Stock Options (Right to Buy)	$14.71	2015-01-31	Common Stock (26040)	26040	Direct
Stock Options (Right to Buy)	$11.96	2016-02-02	Common Stock (22400)	22400	Direct
Stock Options (Right to Buy)	$16.39	2018-05-01	Common Stock (19740)	19740	Direct
Stock Options (Right to Buy)	$16.50	2019-02-02	Common Stock (35300)	35300	Direct

Footnotes

F1: The options vest one-third in year three, one-third in year four and one-third in year five.

F2: Immediate

F3: The shares of phantom stock become payable, in stock, upon reporting person's termination of service as an employee

F4: Conversion rate of this derivative security on March 5, 2012 is 0.8470 resulting in 35,812.87 shares of common stock (underlying security in column 7).