Rohit Lal - Feb 7, 2022 Form 4 Insider Report for SAIA INC (SAIA)

Role: VP Information Technology, CIO
Signature: /s/ Douglas L. Col
Stock symbol: SAIA
Transactions as of: Feb 7, 2022
Transactions value $: -$202,004
Form type: 4
Date filed: 2/9/2022, 03:56 PM
Previous filing: Dec 30, 2021
Next filing: Feb 8, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SAIA	Common Stock	Award	$0	+2.34K	+68.48%	$0.00	5.76K	Feb 7, 2022	Direct	F1
transaction	SAIA	Common Stock	Award	$0	+224	+3.89%	$0.00	5.98K	Feb 7, 2022	Direct	F2
transaction	SAIA	Common Stock	Tax liability	-$202K	-727	-12.16%	$277.86	5.25K	Feb 7, 2022	Direct	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	SAIA	Stock Options (Right to Buy)	Award	$0	+540		$0.00	540	Feb 7, 2022	Common Stock	540	$277.86	Direct	F4
holding	SAIA	Phantom Stock						6.54K	Feb 7, 2022	Common Stock	6.54K		Direct	F5, F6, F7
holding	SAIA	Stock Options (Right to buy)						760	Feb 7, 2022	Common Stock	760	$200.81	Direct	F4
holding	SAIA	Stock Options (Right to buy)						1.48K	Feb 7, 2022	Common Stock	1.48K	$100.20	Direct	F4
holding	SAIA	Stock Options (Right to buy)						1.44K	Feb 7, 2022	Common Stock	1.44K	$73.35	Direct
holding	SAIA	Stock Options (Right to buy)						1.79K	Feb 7, 2022	Common Stock	1.79K	$66.03	Direct

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/19-12/31/21 performance period.
F2	Restricted shares granted as part of the long-term incentive program approved by the Compensation Committee. The restricted stock award cliff vests in year three.
F3	Shares withheld at officer's election to cover tax liabilities incurred upon the issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/19-12/31/21 performance period.
F4	Stock Options granted as part of the long-term incentive program approved by the Compensation Committee. One-third of the award vests each year on the anniversary of the grant date.
F5	The conversion rate of this derivative security on February 7, 2022 is 1.1354 resulting in 7,423.576 shares of common stock (underlying security in column 7).
F6	Immediate
F7	The shares of phantom stock become payable in the Company's common stock upon reporting person's termination of service as an employee, in accordance with the terms of the Plan.