SEC Form 4 · accession 0001562180-18-000670
SAIA INC · SAIA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Raymond R Ramu
Officer — Exec. VP & Chief Customer Off.
Period of report
Feb 6, 2018
Accepted (ET)
Feb 8, 2018 · 4:04 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 6, 2018 | A | 1,397 | $0.00 | A | 15,100 | D | |
| Common StockF2 | Feb 6, 2018 | A | 2,093 | $0.00 | A | 17,193 | D | |
| Common StockF3 | Feb 6, 2018 | F | 636 | $73.35 | D | 16,557 | 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) | $73.35 | Feb 6, 2018 | A | 3,920 | A | Feb 6, 2021 | Feb 6, 2025 | Common Stock | 3,920 | 3,920 | D |
| Phantom StockF4,F5,F6 | — | holding | — | — | — | — | — | Common Stock | 7,073 | 7,073 | D |
| Stock Options (Right to Buy) | $46.35 | holding | — | — | — | Feb 7, 2020 | Feb 7, 2024 | Common Stock | 3,580 | 3,580 | D |
| Stock Options (Right to Buy) | $43.01 | holding | — | — | — | Feb 3, 2018 | Feb 3, 2022 | Common Stock | 4,500 | 4,500 | D |
| Stock Options (Right to Buy) | $27.45 | holding | — | — | — | Feb 8, 2019 | Feb 8, 2023 | Common Stock | 13,440 | 13,440 | D |
Explanation of responses
- F1Restricted shares granted as part of the long-term incentive program approved by the Compensation Committee. The restricted stock award cliff vests in year three.
- F2Issuance of Performance Unit Awards under the 2011 Omnibus Incentive Plan for the 1/1/15-12/31/17 performance period.
- F3Shares 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 1/1/15-12/31/17 performance period.
- F4The conversion rate of this derivative security on February 6, 2018 is 1.1841 resulting in 8,375.43 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.