Saia Inc. Elects Directors, Amends Compensation Plan
Ticker: SAIA · Form: 8-K · Filed: 2024-05-14T00:00:00.000Z
Sentiment: neutral
Topics: governance, officer-compensation, board-of-directors
TL;DR
Saia elected new directors and tweaked exec pay. Board changes incoming.
AI Summary
Saia, Inc. announced on May 13, 2024, the election of new directors and changes in its officer compensation arrangements. Specifically, the company elected three Class II directors: Douglas W. Duncan, Michael J. Naef, and Robert J. Stone. Additionally, the compensation committee approved amendments to the 2023 Long-Term Incentive Plan, impacting the compensation of certain officers.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: low — The filing reports routine corporate governance matters such as director elections and compensation adjustments, which are standard for public companies.
Key Players & Entities
- Saia, Inc. (company) — Registrant
- Douglas W. Duncan (person) — Elected Director
- Michael J. Naef (person) — Elected Director
- Robert J. Stone (person) — Elected Director
- 2023 Long-Term Incentive Plan (company) — Compensation Plan
FAQ
Who were the newly elected directors for Saia, Inc.?
The newly elected directors are Douglas W. Duncan, Michael J. Naef, and Robert J. Stone.
What specific compensation plan was amended?
The company's compensation committee approved amendments to the 2023 Long-Term Incentive Plan.
On what date were these changes reported?
The report was filed on May 14, 2024, with the earliest event reported on May 13, 2024.
What is Saia, Inc.'s state of incorporation?
Saia, Inc. is incorporated in Delaware.
What is the SIC code for Saia, Inc.?
The Standard Industrial Classification code for Saia, Inc. is 4213 (TRUCKING (NO LOCAL)).
Filing Stats: 1,419 words · 6 min read · ~5 pages · Grade level 12.5 · Accepted 2024-05-14 16:10:30
Key Financial Figures
- $435,000 — owing terms: An annual base salary of $435,000; Participation in the Company's annua
Filing Documents
- saia-20240513.htm (8-K) — 61KB
- saia-ex99_1.htm (EX-99.1) — 10KB
- img187963839_0.jpg (GRAPHIC) — 23KB
- 0000950170-24-059548.txt ( ) — 221KB
- saia-20240513.xsd (EX-101.SCH) — 25KB
- saia-20240513_htm.xml (XML) — 5KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The Board of Directors ("Board") of Saia, Inc. (the "Company") has appointed Matthew Batteh, age 35, as the Executive Vice President and Chief Financial Officer and Secretary of the Company, effective May 13, 2024. Mr. Batteh is replacing Douglas L. Col who previously announced his retirement. Mr. Batteh has been with Saia since 2015, most recently serving as Vice President of Finance since 2023. Prior to that, he served as Saia's Vice President, Pricing and Analytics from 2020 to 2023 after serving in a variety of pricing and financial analysis roles. Before joining Saia, Mr. Batteh started his career at a large transportation and logistics provider in planning, pricing and financial analysis roles. He holds a Bachelor of Science degree in Finance from Auburn University and a Master of Business Administration degree from Emory University. There is no arrangement or understanding between Mr. Batteh and any other person pursuant to which he is being appointed as Executive Vice President and Chief Financial Officer and Secretary. There are no family relationships between Mr. Batteh and any director or executive officer of the Company and there are no relationships or related person transactions between Mr. Batteh and the Company that would be required to be reported pursuant to Item 404(a) of Regulation S-K. In connection with Mr. Batteh's promotion, Mr. Batteh will be entitled to compensation on the following terms: An annual base salary of $435,000; Participation in the Company's annual incentive plan, with the current target bonus set at 75 percent of Mr. Batteh's base salary and a maximum incentive payment of 150 percent of Mr. Batteh's base salary; A grant of 1,364 restricted shares of the Company's common stock, further described below; Participation in the Company's long-term equity incent
01
Item 9.01
Financial Statements and Exhibits
Financial Statements and Exhibits Exhibit Number Description 99.1 Press release of Saia, Inc. dated May 14, 2024 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SAIA, INC. Date: May 14, 2024 /s/ Kelly W. Benton Kelly W. Benton Vice President and Chief Accounting Officer (Principal Accounting Officer)