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Saia Inc SEC Filings

SAIA NASDAQ

Saia, Inc. filings document the public-company disclosures of a national transportation provider built around less-than-truckload freight, non-asset or brokered truckload, expedited transportation and logistics services. Form 8-K reports furnish quarterly operating results, earnings releases, LTL shipment and tonnage data, revenue-per-shipment measures, operating ratio and conference-call transcripts under Regulation FD.

Proxy and annual-meeting filings cover director elections, advisory executive-compensation votes, auditor ratification and board governance. The company's risk disclosures address freight-cycle conditions, industry competition and pricing pressure, fuel and fuel-surcharge exposure, labor availability for drivers and terminal personnel, insurance and cargo-claim costs, technology disruption, service-geography expansion and real estate-related liabilities.

Rhea-AI Summary

Saia has a shareholder planning to sell 1,110 shares of its common stock under Rule 144. The planned sale is to be executed through Morgan Stanley Smith Barney LLC on the NASDAQ market, with an aggregate market value of $417,037.43 and 26,642,641 shares outstanding.

The shares were acquired on 02/12/2026 through a stock option exercise from the issuer, paid in cash on the same date, and are expected to be sold on or about 02/12/2026.

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SAIA Inc.'s EVP Operations Patrick D. Sugar reported equity compensation activity and related tax withholdings. On February 9, 2026, he was issued 3,101 shares of common stock as Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23–12/31/25 performance period.

To cover tax liabilities, shares were withheld at his election: 95 shares at $415.46 on February 6, 2026 and 167 and 1,233 shares at $409.60 on February 9, 2026 in connection with vesting or issuance of restricted and performance-based shares. After these transactions, he directly owned 9,742 common shares.

He also held 1,115.837 phantom stock units, which become payable in SAIA common stock upon termination of employment, with a disclosed conversion rate on February 6, 2026 of 1.1534, resulting in 1,286.973 underlying common shares.

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Saia Inc. executive Raymond R. Ramu reported equity compensation activity and related tax withholding. On February 9, 2026, he acquired 3,602 shares of common stock at $0.00 per share as performance unit awards under the 2018 Omnibus Incentive Plan. On February 6 and February 9, shares totaling 1,794 were withheld at his election at prices between $409.60 and $415.46 to cover tax liabilities from vesting restricted shares and the performance awards. After these transactions he directly owned 6,558 common shares, and separately held 8,494.794 phantom stock units, payable in Saia common stock upon termination of employment under the plan.

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Saia Inc. EVP & CHRO R. Anthony Norwood reported routine equity compensation transactions. On 02/09/2026, he received 898 shares of Common Stock as Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23–12/31/25 performance period.

On 02/06/2026 and 02/09/2026, a total of 341 shares of Common Stock were withheld at his election to cover tax liabilities related to vesting of restricted shares and issuance of performance units, at prices of $415.46 and $409.60 per share. After these transactions, he directly owned 4,171 Common shares.

The filing also notes 530 stock options with an exercise price of $287.79 expiring on 03/02/2029, granted under a long‑term incentive program where one‑third of the award vests each year on the grant anniversary.

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Saia Inc. VP & CAO Kelly W. Benton reported several equity transactions involving company common stock. On February 9, 2026, Benton received 689 shares of common stock at $0.00 per share as Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23–12/31/25 performance period.

To cover tax liabilities tied to vesting and award issuance, Benton had 35 shares withheld at $415.46 on February 6, 2026, and 44 and 204 shares withheld at $409.60 on February 9, 2026. After these transactions, Benton directly owned 3,459 shares of Saia common stock and 100.069 phantom stock units, which correspond to 115.417 shares of common stock and are payable in stock upon termination of employment.

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Saia Inc. Chief Financial Officer Matthew J. Batteh reported equity compensation activity and related tax withholdings. On February 9, 2026, he acquired 757 shares of common stock at $0.00 per share as a performance unit award under the 2018 Omnibus Incentive Plan.

To cover tax liabilities tied to vesting of restricted shares and the performance award, the company withheld 25 shares at $415.46 on February 6 and 224 shares and 41 shares at $409.60 on February 9. After these transactions, he directly owned 3,702 common shares, plus 278.69 phantom stock units and stock options for 470, 500, and 1,110 shares with exercise prices of $277.86, $200.81, and $100.20 expiring in 2029, 2028, and 2027.

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Saia Inc.'s President & CEO Frederick J. Holzgrefe III reported several equity compensation-related transactions in company stock. On February 9, 2026, he acquired 8,611 shares of common stock at $0.00, representing performance unit awards issued under Saia's 2018 Omnibus Incentive Plan for the 1/1/23–12/31/25 performance period.

To cover tax liabilities from these awards and prior restricted share vestings, shares were withheld: 358 shares on February 6, 2026 at $415.46, and 698 and 3,836 shares on February 9, 2026 at $409.60 per share. After these transactions, he directly owned 20,924 common shares. He also held 7,135.514 phantom stock units, which are payable in common stock upon termination of employment, with a stated conversion rate on February 6, 2026 of 1.1534, corresponding to 8,229.889 underlying common shares.

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Saia, Inc. reported softer results for the fourth quarter and full year 2025 as profitability declined despite essentially flat revenue. Fourth quarter revenue was $790.0 million, up 0.1%, while diluted EPS fell to $1.77 from $2.84 as operating income dropped 36.9% to $64.0 million and the operating ratio weakened to 91.9% from 87.1%. Management noted roughly $4.7 million of higher self-insurance costs tied to prior-year accidents pressured the quarter. For 2025, revenue inched up 0.8% to $3.2 billion, but operating income declined 27.0% to $352.2 million, with diluted EPS down to $9.52 from $13.51 and adjusted diluted EPS of $9.11. The full‑year operating ratio deteriorated to 89.1%, or 89.6% on an adjusted basis, from 85.0%, reflecting higher costs per shipment. Saia generated $595.0 million of operating cash flow, funded $544.1 million of net capital expenditures (down from $1,040.9 million in 2024), and reduced total debt to $164.0 million from $200.3 million while ending 2025 with $19.7 million in cash.

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SAIA Inc. executive Raymond R. Ramu reported a routine tax-related share withholding and his current equity holdings. On February 5, 2026, 152 shares of SAIA common stock were withheld at a price of $404.745 per share to cover tax liabilities from vesting restricted shares.

After this transaction, he beneficially owned 4,750 shares of common stock directly. He also held 8,494.794 units of phantom stock, which on February 5, 2026 had a conversion rate of 1.1534, corresponding to 9,797.609 shares of common stock. The phantom stock becomes payable in common stock when his employment terminates, under the company’s plan terms.

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Saia Inc.’s President & CEO Frederick J. Holzgrefe III reported a tax-related share withholding. On February 5, 2026, 440 shares of common stock were withheld at his election to cover tax liabilities from the vesting of restricted shares at $404.745 per share.

After this withholding, he beneficially owned 17,205 shares of common stock directly. He also held 7,135.514 shares of phantom stock, which on February 5, 2026 had a conversion rate of 1.1534, representing 8,229.861 shares of common stock payable in stock upon termination of his employment under the plan.

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FAQ

How many Saia (SAIA) SEC filings are available on StockTitan?

StockTitan tracks 69 SEC filings for Saia (SAIA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Saia (SAIA)?

The most recent SEC filing for Saia (SAIA) was filed on February 12, 2026.