Form 4: SAIA CEO Sells Shares for Tax Obligations

Sentiment:

Insider Transaction Report 9 February 2026 5:34 PM

SAIA President & CEO Frederick J. Holzgrefe III reported a disposition of 440 common shares to cover tax liabilities related to restricted stock vesting.

Summary

Frederick J. Holzgrefe III, President & CEO of Saia, Inc., reported a transaction on February 5, 2026.
He disposed of 440 shares of common stock at a price of $404.745 per share.
This disposition was due to shares being withheld at his election to cover tax liabilities incurred from the vesting of restricted shares awarded in February 2025.
Following this transaction, Mr. Holzgrefe directly beneficially owns 17,205 shares of common stock.
He also holds 7,135.514 units of phantom stock, which convert at a rate of 1.1534 into 8,229.861 shares of common stock and become payable upon termination of service.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as it represents a routine tax-related disposition of shares following the vesting of restricted stock, which is a common occurrence in executive compensation.

Positives

The transaction is a routine tax withholding, indicating the vesting of previously awarded restricted shares, which can be seen as a positive for executive compensation and retention.

Negatives

A reduction in direct share ownership by a key executive, even for tax purposes, slightly decreases their direct equity stake.

Industry Context

StockSavvy.ai notes that routine insider transactions like tax-related sales are common across industries and typically do not reflect a change in company fundamentals or executive sentiment towards the company's future prospects. This is a standard compliance filing.

Stakeholder Impact

Shareholders: Minimal direct impact as it's a routine tax-related sale, not indicative of a change in executive confidence.
Employees: No direct impact mentioned.

Key Dates

Date	Description
March 25, 2022	Date Power of Attorney was executed by Frederick J. Holzgrefe, III.
February 2025	Award date of restricted shares that vested, leading to tax liabilities.
February 5, 2026	Date of transaction where shares were disposed of to cover tax liabilities.
February 9, 2026	Date the Form 4 was signed by Kelly W. Benton on behalf of Frederick J. Holzgrefe, III.

Recommendation

hold

This Form 4 filing details a routine, pre-scheduled disposition of shares by the CEO to cover tax obligations arising from restricted stock vesting. Such transactions are common and generally do not signal a change in the company's fundamentals or the executive's long-term view. Therefore, it does not warrant a change in investment recommendation based solely on this filing.

Keywords

SAIA, Frederick J. Holzgrefe III, Insider Transaction, Form 4, Stock Sale, Tax Withholding, Restricted Stock, Phantom Stock, Executive Compensation, SAIA Inc

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