Saia director receives 642 phantom stock units

WARD JEFFREY C reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

WARD JEFFREY C reported acquisition or exercise transactions in this Form 4 filing.

Saia Inc. director Jeffrey C. Ward reported an award of phantom stock units. On this Form 4, he received 642 phantom stock units, bringing his phantom stock balance to 57,976 units. Separately, he directly holds 7,079 shares of Saia common stock.

The phantom stock becomes payable in Saia common stock when his service as a director ends, aligning part of his compensation with long-term shareholder value.

Insider Trade Summary

Grant/Award: 642 shares

Grant/Award 2 txns

Insider WARD JEFFREY C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	642	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Phantom Stock — 57,976 contracts (Direct); Common Stock — 7,079 shares (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 granted: 642 units Phantom stock holdings: 57,976 units Common stock holdings: 7,079 shares +2 more

5 metrics

Phantom stock granted 642 units Grant of phantom stock units on 2026-05-04

Phantom stock holdings 57,976 units Total phantom stock units following transaction

Common stock holdings 7,079 shares Direct Saia common shares following holding entry

Acquire transactions 1 transaction Grant/award acquisition counted in transaction summary

Holding entries 1 entry Common stock reported as a holding on Form 4

Key Terms

Phantom Stock, grant/award acquisition, Common Stock, Form 4

4 terms

Phantom Stock financial

"Security title listed as "Phantom Stock" in the transaction data"

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.

grant/award acquisition financial

"Transaction action described as "grant/award acquisition" for code A"

Common Stock financial

"Security title shown as "Common Stock" for the holding entry"

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.

Form 4 regulatory

"Insider transaction reported on SEC Form 4 for Saia Inc."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

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

What insider transaction did Saia (SAIA) director Jeffrey C. Ward report?

Director Jeffrey C. Ward reported receiving a grant of 642 phantom stock units. This award increased his total phantom stock holdings to 57,976 units and is structured to be settled in Saia common stock when his board service ends.

How many Saia phantom stock units does Jeffrey C. Ward now hold?

After the reported grant, Jeffrey C. Ward holds 57,976 phantom stock units. These units are tied to Saia’s common stock and, according to the filing footnote, become payable in common shares upon his termination of service as a director of the company.

How many Saia common shares does Jeffrey C. Ward directly own after this Form 4?

The Form 4 shows Jeffrey C. Ward directly owning 7,079 shares of Saia common stock. This line is reported as a holding entry, separate from his phantom stock units, and reflects his direct equity position following the reported transactions on the same date.

What is phantom stock in the context of Saia (SAIA) director compensation?

In this context, phantom stock represents units linked to Saia’s common stock that are not immediate shares. The footnote explains these phantom stock units will be paid out in Saia common stock when the reporting person’s service as a director ends, deferring delivery.

What transaction code was used for Jeffrey C. Ward’s Saia phantom stock award?

The transaction used code “A,” indicating a grant, award, or other acquisition. The filing classifies this as a derivative transaction involving phantom stock, with 642 units awarded and an underlying right to receive an equal number of Saia common shares later.

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

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Accepted by SEC EDGAR 05/06/2026 - 04:18 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^*

WARD JEFFREY C

(Last) (First) (Middle)

11465 JOHNS CREEK PARKWAY, SUITE 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
Common Stock								7,079	D

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		642		(1)	(1)	Common Stock	642	$0.00	57,976	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)