RAMU RAYMOND R 4
4 · SAIA INC · Filed Feb 10, 2026
Research Summary
AI-generated summary of this filing
SAIA Exec VP Ramu Raymond R Receives Award; Withholds Shares
What Happened
Ramu Raymond R, Executive Vice President & Chief Customer Officer of SAIA (SAIA), was issued 3,602 shares as a performance award on Feb 9, 2026 (reported as an acquisition at $0). At the same time, a total of 1,794 shares were listed as disposed to cover tax liabilities: 111 shares on Feb 6 at $415.46 (≈ $46,116), and on Feb 9 1,489 shares and 194 shares at $409.60 (≈ $609,894 and $79,462, respectively). The three “Disposed” entries are tax-withholding share dispositions (not open-market sales). Combined, the withholding transactions equal about $735,472.
Key Details
- Transaction dates and prices:
- 2026-02-06: 111 shares withheld at $415.46 = $46,116
- 2026-02-09: 3,602 shares granted (acquired) at $0.00 (performance award)
- 2026-02-09: 1,489 shares withheld at $409.60 = $609,894
- 2026-02-09: 194 shares withheld at $409.60 = $79,462
- Total value of shares withheld for taxes ≈ $735,472.
- Shares owned after the reported transactions: not disclosed in the filing.
- Relevant footnotes in the filing:
- F2: Issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan (performance period 1/1/23–12/31/25).
- F3 (and other F‑notes): indicate shares were withheld at the officer’s election to cover tax liabilities associated with the award/vesting.
- Form filed: Accession 0001641145-26-000003, filed 2026-02-10 covering transactions through Feb 9, 2026.
Context
This was primarily an award issuance (performance-based grant) with routine share withholding to satisfy tax obligations. Tax-withholding disposals are common and do not reflect an open-market sale or a directional view by the insider. Investors tracking insider activity should treat grants (acquisitions at $0) as compensation/retention events and note vesting/performance schedules when assessing their potential impact.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-02-06$415.46/sh−111$46,116→ 4,639 total - Award
Common Stock
[F2]2026-02-09+3,602→ 8,241 total - Tax Payment
Common Stock
[F3]2026-02-09$409.60/sh−1,489$609,894→ 6,752 total - Tax Payment
Common Stock
[F4]2026-02-09$409.60/sh−194$79,462→ 6,558 total
- 8,494.794
Phantom Stock
[F5][F6][F7]→ Common Stock (8,494.794 underlying)
Footnotes (7)
- [F1]Shares withheld at officer's election to cover tax liabilities incurred in connection with the vesting of restricted shares awarded in February 2024.
- [F2]Issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23-12/31/25 performance period.
- [F3]Shares withheld at officer's election to cover tax liabilities incurred upon the issuance of Performance Unit Awards under the 2018 Omnibus Incentive Plan for the 1/1/23-12/31/25 performance period.
- [F4]Shares withheld at officer's election to cover tax liabilities incurred in connection with the vesting of restricted shares awarded in February 2023.
- [F5]The conversion rate of this derivative security on February 6, 2026 is 1.1534 resulting in 9,797.642 shares of common stock (underlying security in column 7).
- [F6]Immediate
- [F7]The 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.