SAIA (SAIA) EVP & CIO Tarak Patel awarded 425 restricted shares

Rhea-AI Filing Summary

SAIA Inc. executive Tarak Patel reported receiving a stock grant under the company’s long-term incentive program. On 02/12/2026, he acquired 425 shares of SAIA common stock at a stated price of $0.00 per share, reflecting a restricted stock award approved by the Compensation Committee. These restricted shares vest in three equal installments on each anniversary of the grant date, aligning compensation with longer-term company performance. Following this award, Patel directly beneficially owned a total of 1,830 shares of SAIA common stock.

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

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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^*

Patel Tarak

(Last) (First) (Middle)

11465 JOHNS CREEK PARKWAY

SUITE 400

(Street)

JOHNS CREEK GA 30097

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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

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

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

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	02/12/2026		A		425(1)	A	$0.00	1,830	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

Explanation of Responses:

1. 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.

Remarks:

	/s/ Kelly W. Benton	02/17/2026
	** 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).
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FAQ

What insider transaction did SAIA (SAIA) report for Tarak Patel?

SAIA reported that EVP and CIO Tarak Patel received a grant of 425 shares of common stock on 02/12/2026. The award was issued at a stated price of $0.00 per share as part of the company’s long-term incentive compensation program.

Was the SAIA (SAIA) Form 4 transaction a stock purchase or a grant?

The Form 4 shows a stock grant, not an open-market purchase. Code A indicates an award or other acquisition, and the 425 SAIA common shares were issued at $0.00 per share under the company’s long-term incentive program approved by the Compensation Committee.

How many SAIA (SAIA) shares does Tarak Patel own after this Form 4 grant?

After the reported transaction, EVP and CIO Tarak Patel beneficially owned 1,830 shares of SAIA common stock directly. This total includes the newly granted 425 restricted shares and reflects his direct ownership position following the 02/12/2026 stock award.

How do the SAIA (SAIA) restricted shares granted to Tarak Patel vest?

The restricted stock granted to Tarak Patel vests over three years. One-third of the 425-share award vests each year on the anniversary of the 02/12/2026 grant date, aligning his compensation with longer-term company performance and continued service.

What role does Tarak Patel hold at SAIA (SAIA) in this Form 4 filing?

In the filing, the reporting person is identified as Tarak Patel, Executive Vice President and Chief Information Officer of SAIA Inc. His status as an officer triggers ongoing reporting obligations for equity awards and other transactions in SAIA common stock.

What transaction code appears in the SAIA (SAIA) Form 4 for Tarak Patel?

The transaction is reported with code A, meaning a grant, award, or other acquisition. This code confirms the 425 SAIA common shares were issued as restricted stock compensation rather than purchased on the open market or sold into the market.