SAIA.NASDAQSaia INC

Form 4: SAIA CFO Batteh Reports Equity Transactions

Sentiment:

Insider Transaction Report


SAIA Inc.'s Chief Financial Officer, Matthew J. Batteh, reported recent equity transactions including the acquisition of performance unit awards and sales to cover tax liabilities.

Summary

  • Matthew J. Batteh, Chief Financial Officer of SAIA Inc., reported changes in his beneficial ownership of common stock.
  • On February 6, 2026, 25 shares of common stock were disposed of at $415.46 to cover tax liabilities incurred from the vesting of restricted shares awarded in February 2024.
  • On February 9, 2026, 757 shares of common stock were acquired at $0.00 through the issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23-12/31/25 performance period.
  • Also on February 9, 2026, 224 shares were disposed of at $409.6 to cover tax liabilities incurred upon the issuance of Performance Unit Awards, and an additional 41 shares were disposed of at $409.6 for tax liabilities from restricted shares awarded in February 2023.
  • Following these reported transactions, Batteh directly beneficially owns 3,702 shares of SAIA common stock.
  • Derivative holdings include 278.69 phantom stock units, which convert at a rate of 1.1534 into 321.430 shares of common stock upon termination of service.
  • Stock options are held for 470 shares with a strike price of $277.86 (expiring 02/07/2029), 500 shares at $200.81 (expiring 02/11/2028), and 1,110 shares at $100.2 (expiring 02/06/2027), with one-third vesting annually on the grant date anniversary.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive routine disclosure. The acquisition of shares through performance awards is a positive indicator of executive performance and alignment, while the sales are standard for tax obligations.

Positives

  • Acquisition of 757 shares of common stock through Performance Unit Awards indicates the achievement of performance targets for the 2023-2025 period.
  • Continued alignment of management interests with shareholder value through long-term incentive programs including phantom stock and stock options.

Negatives

  • Disposal of a total of 290 shares (25, 224, and 41 shares) of common stock to cover tax liabilities, which reduces direct beneficial ownership.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures of insider transactions, providing transparency into executive equity holdings and compensation structures. These specific transactions reflect standard compensation practices, including performance-based awards and tax-related share withholdings, which are common across publicly traded companies.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Power of Attorney GrantMatthew J. Batteh granted a Power of Attorney to Frederick J. Holzgrefe, III and Kelly Benton to execute and file Section 16 forms (ID, 3, 4, 5) on his behalf.2024-05-13Streamlines compliance with Section 16 reporting requirements for the reporting person.

Related Party Transactions

  • Issuance of 757 shares of common stock through Performance Unit Awards to Matthew J. Batteh, an officer of SAIA Inc., as part of his compensation package.
  • Disposal of 290 shares of common stock to cover tax liabilities incurred from the vesting of restricted shares and performance unit awards, which are transactions between the officer and the company's equity.

Stakeholder Impact

  • Shareholders: Provides transparency into executive compensation and equity ownership, aligning management interests with shareholder value through performance-based awards.
  • Employees: Reflects the company's executive compensation practices, which may influence broader compensation strategies.
  • Management: Demonstrates the execution of long-term incentive plans and compliance with regulatory reporting.

Key Dates

DateDescription
2023-01-01Start of performance period for Performance Unit Awards.
2023-02-01Approximate award date of restricted shares, vesting of which incurred tax liabilities covered by a February 2026 share disposal.
2024-02-01Approximate award date of restricted shares, vesting of which incurred tax liabilities covered by a February 2026 share disposal.
2024-05-13Date Power of Attorney was executed by Matthew J. Batteh.
2025-12-31End of performance period for Performance Unit Awards.
2026-02-06Transaction date for disposal of 25 common shares to cover tax liabilities and the date for conversion rate calculation of phantom stock.
2026-02-09Transaction date for acquisition of 757 common shares via Performance Unit Awards and disposal of 224 and 41 common shares for tax liabilities.
2026-02-10Signature date of the Form 4 filing.
2027-02-06Expiration date for stock options to buy 1,110 shares at $100.2.
2028-02-11Expiration date for stock options to buy 500 shares at $200.81.
2029-02-07Expiration date for stock options to buy 470 shares at $277.86.

Keywords

SAIA Inc., SAIA, Matthew J. Batteh, Chief Financial Officer, Form 4, SEC filing, insider trading, beneficial ownership, equity transactions, stock options, phantom stock, performance awards, restricted shares, tax liabilities

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