SAIA, INC. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by SAIA, INC. on January 4, 2022, reporting events occurring on January 3, 2022. The filing pertains to the appointment of a new senior executive officer.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation arrangements.
Material Changes
The Board of Directors appointed Kelly Benton as Vice President and Controller, effective January 3, 2022. Ms. Benton will serve as the Company's principal accounting officer. She previously served as Vice President of Accounting at RaceTrac, Inc. (2011–2022) and worked at Ernst & Young (2002–2011).
Compensation and Outlook
In connection with her appointment, Ms. Benton's compensation package includes the following terms:
- Base Salary: $350,000 annually.
- Sign-on Bonus: $100,000.
- Retention Bonus: $100,000 if employed on January 3, 2023.
- Annual Incentive Plan: Target bonus set at 50% of base salary.
- Long-Term Equity Incentive Plan: Target award of 60% of base salary, comprised of 50% performance stock units, 25% restricted stock, and 25% stock options.
Long-term equity awards are subject to determination by the Compensation Committee. There are no family relationships between Ms. Benton and any director or executive officer, and no related transactions requiring disclosure under Item 404(a) of Regulation S-K.
Investor Verification Checklist
- Verify the effective date of the appointment (January 3, 2022).
- Confirm the total potential first-year cash compensation ($350,000 salary + $100,000 sign-on + up to $175,000 target annual incentive).
- Review the specific vesting schedules for the long-term equity awards in subsequent filings.
- Check for any future filings regarding the retention bonus payout condition.