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): | April 26, 2011 |
Saia, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Delaware | 0-49983 | 48-1229851 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
11465 Johns Creek Parkway, Suite 400, Johns Creek, Georgia | 30097 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | 770-232-5067 |
Not Applicable
______________________________________________
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 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))
Item 5.07 Submission of Matters to a Vote of Security Holders
On April 26, 2011, Saia, Inc. (the Company) held its Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the Companys stockholders through the solicitation of proxies, and the proposals are described in detail in the Companys Proxy Statement filed with the Securities and Exchange Commission on March 22, 2011. The results of the stockholder vote are as follows:
Proposal 1Election of Directors
The following individuals were elected to serve as Class III directors to hold office until the 2014 Annual Meeting of Stockholders and until their successors are elected and qualified.
Director Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||||
Linda J. French |
13,080,538 | 955,438 | 3,806 | 842,560 | ||||||||||||
William F. Martin, Jr. |
13,079,743 | 956,535 | 3,504 | 842,560 | ||||||||||||
Björn E. Olsson |
13,128,548 | 907,093 | 4,141 | 842,560 |
Continuing Directors |
John J. Holland |
Richard D. ODell |
James A. Olson |
Douglas W. Rockel |
Herbert A. Trucksess, III |
Jeffery C. Ward |
Proposal 2Approval of the 2011 Omnibus Incentive Plan
Our stockholders approved the 2011 Omnibus Incentive Plan.
For | Against | Abstain | Broker Non-Votes | |||||||||
13,245,335
|
789,182 | 5,265 | 842,560 |
Proposal 3Advisory Vote on Executive Compensation
Our stockholders approved, on an advisory basis, the compensation of the Named Executive Officers disclosed in the proxy statement.
For | Against | Abstain | Broker Non-Votes | |||||||||
13,092,668
|
941,948 | 5,166 | 842,560 |
Proposal 4Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
Our stockholders voted, on an advisory basis, to conduct an advisory stockholder vote every year on the compensation of the Named Executive Officers.
Every Year | Two Years | Three-Years | Abstain | Broker Non-Votes | ||||||||||||
12,078,478
|
181,893 | 1,775,456 | 3,945 | 842,560 |
In light of this advisory vote and the consideration of the Board of Directors of that which is in the best interest of the Company and its stockholders, the Company has decided to include an advisory vote on executive compensation in its proxy materials every year until the next required vote on the frequency of advisory votes on executive compensation.
Proposal 5Ratification of the Appointment of KPMG LLP as the Companys Independent Registered Public Accounting Firm for Fiscal Year 2011
Our stockholders ratified the appointment of KPMG LLP to serve as the Companys independent registered public accounting firm for the 2011 fiscal year.
For | Against | Abstain | Broker Non-Votes | |||||||||
14,574,287
|
303,241 | 4,814 | 0 |
SIGNATURES
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. | ||||
May 2, 2011 | By: |
James A.. Darby
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Name: James A.. Darby | ||||
Title: Vice President of Finance and Chief Financial Officer |