RAMU RAYMOND R 4

What Happened

• Raymond Ramu, Executive Vice President & Chief Customer Officer of SAIA, disposed of 5,226 common shares in open-market sales on Feb 13, 2026 for a combined proceeds of $2,027,426. The sales consisted of 3,709 shares at a weighted-average price of $387.73 ($1,438,107) and 1,517 shares at a weighted-average price of $388.48 ($589,319).
• The filing also reports an award on Feb 12, 2026 of 2,299 restricted shares (granted at $0.00). According to the footnote, the restricted stock vests one‑third each year on the anniversary of the grant.

Key Details

• Transaction dates and prices:
  • Feb 12, 2026 — Award: 2,299 restricted shares granted at $0.00 (F3).
  • Feb 13, 2026 — Sale: 3,709 shares @ $387.73 (weighted avg; trades ranged $387.14–$388.11) (F1).
  • Feb 13, 2026 — Sale: 1,517 shares @ $388.48 (weighted avg; trades ranged $388.16–$388.975) (F2).
• Total sold: 5,226 shares for ~$2,027,426.
• Shares owned after the transaction: Not specified in this filing.
• Notable footnotes: restricted-share vesting schedule (F3); sales executed in multiple trades with reported weighted-average prices (F1, F2); other footnotes reference plan/conversion details and payout terms (F4–F6).
• Filing timeliness: Form 4 was filed Feb 17, 2026 covering transactions through Feb 13 — Form 4s are generally required within 2 business days of a transaction, so this filing appears to have been submitted after the typical deadline.

Context

• The filing shows both an award (restricted stock grant) and open-market sales. Sales are dispositions of shares and are commonly made for liquidity or other personal reasons; they do not by themselves indicate company performance. The restricted shares are subject to a three-year vesting schedule (one-third each year), and certain plan terms (including conversion/phantom-stock provisions) are noted in the footnotes.