SEC Form 4 · accession 0001127602-15-004546
SAIA INC · SAIA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sally R Buchholz
Officer — VP Marketing/Customer Service
Period of report
Feb 3, 2015
Accepted (ET)
Feb 5, 2015 · 4:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001177702
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 3, 2015 | A | 8,986 | $0.00 | A | 22,679 | D | |
| Common StockF2 | Feb 3, 2015 | F | 3,086 | $43.01 | D | 19,593 | D | |
| Common StockF3 | Feb 3, 2015 | F | 1,137 | $43.01 | D | 18,456 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy) | $43.01 | Feb 3, 2015 | A | 5,360 | A | Feb 3, 2018 | Feb 3, 2022 | Common Stock | 5,360 | 5,360 | D |
| Phantom StockF4,F5,F6 | — | holding | — | — | — | — | — | Common Stock | 8,341 | 8,341 | D |
| Stock Options (Right to Buy) | $11.00 | holding | — | — | — | Feb 2, 2015 | Feb 2, 2019 | Common Stock | 10,425 | 10,425 | D |
| Stock Options (Right to Buy) | $27.28 | holding | — | — | — | Apr 30, 2016 | Apr 29, 2020 | Common Stock | 8,745 | 8,745 | D |
| Stock Options (Right to Buy) | $31.50 | holding | — | — | — | Feb 4, 2017 | Feb 3, 2021 | Common Stock | 6,040 | 6,040 | D |
Explanation of responses
- F1Issuance of Performance Unit Awards under the 2011 Omnibus Incentive Plan for the 1/1/12-12/31/14 performance period.
- F2Shares withheld at officer's election to cover tax liabilities incurred upon the issuance of Performance Unit Awards under the 2011 Omnibus Incentive Plan for the 1/1/12-12/31/14 performance period.
- F3Shares withheld at officer's election to cover tax liabilities incurred in connection with the vesting of restricted shares awarded in February 2012.
- F4The conversion rate of this derivative security on February 3, 2015 is 1.2031 resulting in 10,035.19 shares of common stock (underlying security in column 7).
- F5Immediate
- F6The shares of phantom stock become payable, in stock, upon reporting person's termination of service as an employee, in accordance with the terms of the Plan.