Saia director awarded 395 phantom stock units

EPPS DONNA E reported acquisition or exercise transactions in this Form 4 filing.

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

Rhea-AI Filing Summary

EPPS DONNA E reported acquisition or exercise transactions in this Form 4 filing.

SAIA INC director Donna E. Epps reported updated equity holdings, including a new phantom stock grant. She received 395 shares of phantom stock tied to SAIA common stock, bringing her phantom stock balance to 943 shares. The phantom stock becomes payable in company common stock when her service as a director ends. She also reported holding 1,852 shares of SAIA common stock directly after the reported date.

Insider Trade Summary

Grant/Award: 395 shares

Grant/Award 1 txn

Insider EPPS DONNA E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	395	$0.00	$0.00
Holding	Common Stock	--	--	--

Holdings After Transaction: Phantom Stock — 943 contracts (Direct); Common Stock — 1,852 shares (Direct)

Holdings Before and After: Phantom Stock, 548 to 943 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 grant: 395 shares Phantom stock balance: 943 shares Common stock holdings: 1,852 shares +1 more

4 metrics

Phantom stock grant 395 shares Grant/award acquisition on 2026-05-04

Phantom stock balance 943 shares Total phantom stock following transaction

Common stock holdings 1,852 shares Direct SAIA common stock held after transaction

Phantom stock price per share $0.0000 Reported transaction price per phantom stock share

Key Terms

Phantom Stock, Form 4, Grant, award, or other acquisition, termination of service as a Director

4 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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4): { "issuerName": "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.

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

termination of service as a Director financial

"payable in the Company's common stock 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 Donna E. Epps report in this Form 4?

Donna E. Epps reported an equity update, including a grant of 395 phantom stock shares and direct ownership of 1,852 SAIA common shares. Her phantom stock balance increased to 943 shares, all tied to the company’s common stock.

How many phantom stock shares did Donna E. Epps receive from SAIA (SAIA)?

She received 395 phantom stock shares as a grant or award. These phantom shares are linked to SAIA common stock and, according to the filing footnote, become payable in company common stock when her service as a director ends.

What is Donna E. Epps’ total phantom stock balance at SAIA (SAIA) after this filing?

After the reported grant, Donna E. Epps holds 943 phantom stock shares. Each phantom share is tied to SAIA common stock and is structured to be payable in common stock upon her termination of service as a director, as disclosed.

How many SAIA (SAIA) common shares does Donna E. Epps hold directly?

The filing shows Donna E. Epps directly holding 1,852 shares of SAIA common stock following the reported transactions. This figure reflects her direct ownership position in the company’s common equity as of the transaction date provided.

When does the SAIA (SAIA) phantom stock granted to Donna E. Epps become payable?

The phantom stock becomes payable in SAIA common stock when Donna E. Epps’ service as a director ends. The footnote specifies that payment occurs upon her termination of service as a director, linking the benefit’s timing to that event.

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

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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^*

EPPS DONNA E

(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								1,852	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		395		(1)	(1)	Common Stock	395	$0.00	943	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)