Saia director receives phantom stock award

HENRY KEVIN A reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

HENRY KEVIN A reported acquisition or exercise transactions in this Form 4 filing.

Saia Inc. director Kevin A. Henry received a grant of 623 phantom stock units tied to the company’s common stock. These phantom stock units are bookkeeping entries that mirror the value of common shares rather than immediate stock ownership.

After this award, Henry holds a total of 3,725 phantom stock units. According to the disclosure, the phantom stock becomes payable in Saia common stock when his service as a director ends, aligning his long-term compensation with shareholder interests over his board tenure.

Insider Trade Summary

Grant/Award: 623 shares

Grant/Award 1 txn

Insider HENRY KEVIN A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	623	$0.00	$0.00

Holdings After Transaction: Phantom Stock — 3,725 contracts (Direct)

Footnotes (1)

1. F1. The shares of phantom stock become payable in the Company's common stock upon reporting person's termination of service as a Director.

Key Figures

Phantom stock units granted: 623 units Total phantom stock after grant: 3,725 units Grant price per phantom unit: $0.00 +1 more

4 metrics

Phantom stock units granted 623 units Grant on 2026-05-04 as director compensation

Total phantom stock after grant 3,725 units Holdings following reported transaction

Grant price per phantom unit $0.00 Awarded as non-cash compensation

Underlying common shares 623 shares Underlying security for phantom stock units

Key Terms

Phantom Stock, Common Stock, termination of service as a Director

3 terms

Phantom Stock financial

"The shares of phantom stock become payable in the Company's common stock"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Common Stock financial

"become payable in the Company's common stock upon reporting person's termination"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

termination of service as a Director financial

"upon reporting person's termination of service as a Director"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Saia (SAIA) director Kevin A. Henry report on this Form 4?

Kevin A. Henry reported receiving 623 phantom stock units linked to Saia’s common stock. This award increases his total phantom stock holdings to 3,725 units, providing long-term, stock-based compensation tied to his continued board service and the company’s share performance.

How many phantom stock units does Kevin A. Henry now hold in Saia (SAIA)?

Following the latest grant, Kevin A. Henry holds 3,725 phantom stock units. These units track the value of Saia common stock and are designed as long-term compensation, becoming payable in actual shares when his service as a director concludes in the future.

When do Kevin A. Henry’s Saia (SAIA) phantom stock units become payable?

The phantom stock units become payable in Saia common stock when Kevin A. Henry’s service as a director ends. This structure defers delivery of shares, encouraging longer-term alignment between the director’s compensation and Saia’s long-term stock performance and corporate outcomes.

Is the Saia (SAIA) phantom stock grant to Kevin A. Henry an open-market purchase?

No, the 623 phantom stock units represent a grant or award, not an open-market purchase. The units were acquired at a stated price of $0.00 per unit as part of director compensation, rather than through buying Saia common stock on the public market.

What is the underlying security for Kevin A. Henry’s Saia (SAIA) phantom stock units?

Each phantom stock unit is linked to Saia’s common stock as the underlying security. The grant covers 623 phantom units corresponding to 623 underlying common shares, with payment to be made in common stock after Henry’s board service with Saia concludes.

Does this Saia (SAIA) Form 4 show any stock sales by Kevin A. Henry?

No, the Form 4 only reports an acquisition of 623 phantom stock units as a grant. The filing’s transaction data show one derivative award and no open-market purchases or sales of Saia common stock by Kevin A. Henry in this specific disclosure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/06/2026 - 04:17 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HENRY KEVIN A

(Last) (First) (Middle)

11465 JOHNS CREEK PKWY, STE 400

(Street)

JOHNS CREEK GEORGIA 30097

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SAIA INC [ SAIA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(1)	05/04/2026		A		623		(1)	(1)	Common Stock	623	$0.00	3,725	D

Explanation of Responses:

1. The shares of phantom stock become payable in the Company's common stock upon reporting person's termination of service as a Director.

Remarks:

	/s/ Kelly W. Benton	05/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)