SEC Form 4 · accession 0001127602-16-040643
SAIA INC · SAIA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard D Odell
Officer — President & CEO of Saia
Period of report
Feb 9, 2016
Accepted (ET)
Feb 11, 2016 · 4:24 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 9, 2016 | A | 18,245 | $0.00 | A | 52,407 | D | |
| Common StockF2 | Feb 9, 2016 | F | 6,085 | $27.45 | D | 46,322 | D | |
| Common StockF3 | Feb 9, 2016 | F | 3,790 | $27.45 | D | 42,532 | 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) | $27.45 | Feb 9, 2016 | A | 73,740 | A | Feb 8, 2019 | Feb 8, 2023 | Common Stock | 73,740 | 73,740 | D |
| Phantom StockF4,F5,F6 | — | holding | — | — | — | — | — | Common Stock | 46,227 | 46,227 | D |
| Stock Options (Right to Buy) | $27.28 | holding | — | — | — | Apr 30, 2016 | Apr 29, 2020 | Common Stock | 45,885 | 45,885 | D |
| Stock Options (Right to Buy) | $31.50 | holding | — | — | — | Feb 4, 2017 | Feb 3, 2021 | Common Stock | 39,600 | 39,600 | D |
| Stock Options (Right to Buy) | $43.01 | holding | — | — | — | Feb 3, 2018 | Feb 3, 2022 | Common Stock | 41,950 | 41,950 | D |
Explanation of responses
- F1Issuance of Performance Unit Awards under the 2011 Omnibus Incentive Plan for the 1/31/13-2/1/16 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 1/31/13-2/1/16 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 9, 2016 is 1.2372 resulting in 57,191.24 shares of common stock (underlying security in column 7).
- F5Immediate
- F6The 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.