{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-23-015892","form_type":"8-K","ticker":"SAIA","cik":"0001177702","company_name":"SAIA INC","filed_at":"2023-04-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:38.154802+00:00","generated_at":"2026-06-16T06:14:28.209404+00:00","sec_items":["5.07"],"event_type":"other","sentiment":"neutral","materiality_score":0.15,"calibrated_materiality_score":0.15,"confidence":"high","headline":"Saia stockholders elect seven directors, approve executive compensation, ratify KPMG","bullets":["All seven Class I director nominees elected with over 24.6M votes each; broker non-votes 436,624.","Advisory vote on executive compensation passed with 24.3M for, 1.0M against.","Stockholders voted for annual say-on-pay frequency (25.1M for 1-year); company will hold annual vote.","Ratification of KPMG as independent auditor for FY2023 approved with 25.3M in favor."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-23-015892","json":"https://secwatch.observer/filing/0000950170-23-015892.json","markdown":"https://secwatch.observer/filing/0000950170-23-015892.md","text":"https://secwatch.observer/filing/0000950170-23-015892.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/0000950170-23-015892-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/saia-20230427.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-16T06:14:28.209404+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"341affc6d584909890abdc89a71e7dee2d8e6329","claim":"SAIA INC shareholders approved Election of Directors at the 2023-04-27 meeting.","evidence_excerpt":"Proposal 1—Election of Directors The Director Nominees listed below were elected to serve as Class I directors to hold office until the 2024 Annual Meeting of Stockholders and until their successors are elected and qualified.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/0000950170-23-015892-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-04-27"}],"fact_type":"shareholder_vote"},{"claim_id":"588a623f6581338917d8881f04c4cc0a205c1ac7","claim":"SAIA INC shareholders approved Advisory Vote to Approve Executive Compensation at the 2023-04-27 meeting.","evidence_excerpt":"Proposal 2— Advisory Vote to Approve Executive Compensation Our stockholders approved, on an advisory basis, the compensation of the Named Executive Officers disclosed in the Proxy Statement.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/0000950170-23-015892-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-04-27"}],"fact_type":"shareholder_vote"},{"claim_id":"d2dfc00831c183eb37f7a6edc419c6f5b70eb86f","claim":"SAIA INC shareholders approved Ratification of the Appointment of KPMG LLP as Saia’s Independent Registered Public Accounting Firm for Fiscal Year 2023 at the 2023-04-27 meeting.","evidence_excerpt":"Proposal 4— Ratification of the Appointment of KPMG LLP as Saia’s Independent Registered Public Accounting Firm for Fiscal Year 2023 Our stockholders ratified the appointment of KPMG LLP to serve as Saia’s independent registered public accounting firm for the 2023 fiscal year.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/0000950170-23-015892-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-04-27"}],"fact_type":"shareholder_vote"},{"claim_id":"e51b0ad03bc7efa0f27ca2e1ad6efc8c07cef42f","claim":"SAIA INC shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation at the 2023-04-27 meeting.","evidence_excerpt":"Proposal 3— Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation Our stockholders voted, on an advisory basis, to approve the compensation of the Named Executive Officers disclosed in the Proxy Statement annually.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1177702/000095017023015892/0000950170-23-015892-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-04-27"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}