Edgar Filing: SAIA INC

SAIA, INC.

Date: November 28, 2017

/s/ Stephanie R. Maschmeier

Stephanie R. Maschmeier

Controller and Principal Accounting Officer

8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) November 27, 2017

SAIA, INC.

(Exact name of registrant as specified in its charter)

Delaware

0-49983

48-1229851

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


11465 Johns Creek Parkway, Suite 400, Johns Creek, GA		30097
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (770) 232-5067

No Changes.

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective November 27, 2017, the Board of Directors of Saia, Inc. (the “Company”) elected Di-Ann Eisnor as a Class I director of the Company for a term expiring at the 2018 annual meeting of stockholders. The Company issued a press release announcing Ms. Eisnor’s election, which is attached as Exhibit 99.1.

Ms. Eisnor will receive the same compensation for her services as other non-employee directors of the Company. Other than the standard compensation arrangements, there are no arrangements or understandings between Ms. Eisnor and any other person pursuant to which she was elected as a director. Ms. Eisnor is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01

Financial Statements and Exhibits


99.1		Press release of Saia, Inc. dated as of November 27, 2017.

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.