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SAIA INC Director's Dealing 2013

Feb 11, 2013

30746_dirs_2013-02-11_192fb3a0-08f8-4402-8303-a534432176aa.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAIA INC (SAIA)
CIK: 0001177702
Period of Report: 2013-02-07

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-02-07 Common Stock A 8512 $27.05 Acquired 37438 Direct
2013-02-07 Common Stock F 2839 $27.05 Disposed 34599 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 (27313.731) 27313.731 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
Stock Options (Right to Buy) $16.39 2018-05-01 Common Stock (6230) 6230 Direct
Stock Options (Right to Buy) $16.50 2019-02-02 Common Stock (11130) 11130 Direct

Footnotes

F1: Issuance of Performance Unit Awards under the Amended and Restated 2003 Omnibus Incentive Plan for the 2010 - 2012 performance period.

F2: 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 2010-2012 performance period.

F3: Conversion rate of this derivative security on February 7, 2013 is 0.8332 resulting in 22,758.30 shares of common stock (underlying security in column 7).

F4: Immediate

F5: 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.