SAIA INC — Director's Dealing 2023

Feb 10, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAIA INC (SAIA)
CIK: 0001177702
Period of Report: 2023-02-08

Reporting Person: COL DOUGLAS L (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-08	Common Stock	A	1486.00	$0.00	Acquired	7709.00	Direct
2023-02-08	Common Stock	F	1560.00	$290.52	Disposed	6149.00	Direct
2023-02-08	Common Stock	A	3742.00	$0.00	Acquired	9891.00	Direct
2023-02-09	Common Stock	M	940.00	$100.20	Acquired	10831.00	Direct
2023-02-09	Common Stock	S	2836.00	$278.5725	Disposed	7995.00	Direct
2023-02-09	Common Stock	S	940.00	$278.5561	Disposed	7055.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-09	Stock Options (Right to Buy)	$100.20	M	940.00	Disposed	2027-02-06	Common Stock (940.00)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (3197.001)	3197.001	Direct
Stock Options (Right to Buy)	$277.86	2029-02-07	Common Stock (1550.00)	1550.00	Direct
Stock Options (Right to Buy)	$200.81	2028-02-11	Common Stock (1850.00)	1850.00	Direct

Footnotes

F1: Restricted shares granted as part of the long-term incentive program approved by the Compensation Committee. One-third of the restricted stock award vests each year on the anniversary of the grant date.

F2: Shares withheld at officer's election to cover tax liabilities incurred upon the issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/20-12/31/22 performance period.

F3: Issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/20-12/31/22 performance period.

F4: This transaction was executed in multiple trades at prices ranging from $278.50 USD to $278.69 USD; the price reported above reflects the weighted average sale price.

F5: Stock Options granted as part of the long-term incentive program approved by the Compensation Committee. One-third of the award vests each year on the anniversary of the grant date.

F6: The conversion rate of this derivative security on February 8, 2023 is 1.1405 resulting in 3,646.023 shares of common stock (underlying security in column 7).

F7: Immediate

F8: The shares of phantom stock become payable in the Company's common stock upon reporting person's termination of service as an employee, in accordance with the terms of the Plan.