Saia (SAIA) 10-Q 25 Oct 24 2024 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2024	Oct. 23, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Registrant Name	Saia, Inc.
Entity Central Index Key	0001177702
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		26,595,075
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity File Number	0-49983
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	48-1229851
Document Quarterly Report	true
Document Transition Report	false
Entity Address, Address Line One	11465 Johns Creek Parkway
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Johns Creek
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30097
City Area Code	770
Local Phone Number	232-5067
Title of each class	Common Stock, par value $.001 per share
Trading Symbol	SAIA
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current Assets:
Cash and cash equivalents	$ 14,405	$ 296,215
Accounts receivable, net	372,396	311,742
Prepaid expenses	35,746	32,648
Income tax receivable	8,329	1,005
Other current assets	6,471	7,084
Total current assets	437,347	648,694
Property and Equipment, at cost	3,704,281	2,881,800
Less: accumulated depreciation and amortization	1,222,373	1,118,492
Net property and equipment	2,481,908	1,763,308
Operating Lease Right-of-Use Assets	121,336	118,734
Goodwill and Identifiable Intangibles, net	16,656	17,296
Other Noncurrent Assets	24,877	35,533
Total assets	3,082,124	2,583,565
Current Liabilities:
Accounts payable	161,241	141,877
Wages, vacation and employees’ benefits	70,613	75,514
Claims and insurance accruals	40,799	41,641
Other current liabilities	41,580	27,094
Current portion of long-term debt	6,761	10,173
Current portion of operating lease liability	25,679	25,757
Total current liabilities	346,673	322,056
Other Liabilities:
Long-term debt, less current portion	184,202	6,315
Operating lease liability, less current portion	92,325	96,462
Deferred income taxes	161,867	155,841
Claims, insurance and other	65,572	61,397
Total other liabilities	503,966	320,015
Commitments and Contingencies (Note 3)
Stockholders’ Equity:
Preferred stock, $0.001 par value, 50,000 shares authorized, none issued and outstanding	0	0
Common stock, $0.001 par value, 100,000,000 shares authorized, 26,595,075 and 26,549,372 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	27	27
Additional paid-in-capital	291,319	285,092
Deferred compensation trust, 70,560 and 69,672 shares of common stock at cost at September 30, 2024 and December 31, 2023, respectively	(7,877)	(5,679)
Retained earnings	1,948,016	1,662,054
Total stockholders’ equity	2,231,485	1,941,494
Total liabilities and stockholders’ equity	$ 3,082,124	$ 2,583,565

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	50,000	50,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	26,595,075	26,549,372
Common stock, shares outstanding	26,595,075	26,549,372
Deferred compensation trust	70,560	69,672

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Operating Revenue	$ 842,103	$ 775,144	$ 2,420,122	$ 2,130,301
Operating Expenses:
Salaries, wages and employees' benefits	398,134	344,605	1,112,087	955,449
Purchased transportations	65,584	76,746	179,138	173,244
Fuel, operating expenses and supplies	158,733	144,282	475,935	419,397
Operating taxes and licenses	19,942	17,018	59,401	51,540
Claims and insurance	19,274	18,024	55,565	49,039
Depreciation and amortization	54,656	45,618	156,041	133,156
Other operating, net	609	416	1,279	643
Total operating expenses	716,932	646,709	2,039,446	1,782,468
Operating Income	125,171	128,435	380,676	347,833
Nonoperating (Income) Expenses:
Interest expense	2,997	454	5,951	1,600
Interest income	(45)	(2,423)	(910)	(3,050)
Other, net	(460)	157	(1,574)	(1,336)
Nonoperating (income) expenses, net	2,492	(1,812)	3,467	(2,786)
Income Before Income Taxes	122,679	130,247	377,209	350,619
Income Tax Provision	29,931	32,034	91,247	84,990
Net Income	$ 92,748	$ 98,213	$ 285,962	$ 265,629
Weighted average common shares outstanding - basic	26,695	26,644	26,686	26,626
Weighted average common shares outstanding - diluted	26,789	26,779	26,785	26,755
Basic Earnings Per Share	$ 3.47	$ 3.69	$ 10.72	$ 9.98
Diluted Earnings Per Share	$ 3.46	$ 3.67	$ 10.68	$ 9.93

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Deferred Compensation Trust [Member]	Retained Earnings [Member]
Beginning Balance at Dec. 31, 2022	$ 1,579,341	$ 26	$ 277,366	$ (5,248)	$ 1,307,197
Beginning Balance, Shares at Dec. 31, 2022		26,464,000
Stock compensation, including options and long-term incentives	2,225		2,225
Exercise of stock options less shares withheld for taxes	2,204		2,204
Exercise of stock options less shares withheld for taxes, Shares		21,000
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		48,000
Shares issued for long-term incentive awards, net of shares withheld for taxes	(8,927)	$ 1	(8,928)
Purchase of shares by Deferred Compensation Trust			474	(474)
Sale of shares by Deferred Compensation Trust			(67)	67
Net Income (Loss)	76,097				76,097
Ending Balance at Mar. 31, 2023	1,650,940	$ 27	273,274	(5,655)	1,383,294
Ending Balance, Shares at Mar. 31, 2023		26,533,000
Beginning Balance at Dec. 31, 2022	1,579,341	$ 26	277,366	(5,248)	1,307,197
Beginning Balance, Shares at Dec. 31, 2022		26,464,000
Net Income (Loss)	265,629
Ending Balance at Sep. 30, 2023	1,849,463	$ 27	282,175	(5,565)	1,572,826
Ending Balance, Shares at Sep. 30, 2023		26,548
Beginning Balance at Mar. 31, 2023	1,650,940	$ 27	273,274	(5,655)	1,383,294
Beginning Balance, Shares at Mar. 31, 2023		26,533,000
Stock compensation, including options and long-term incentives	2,500		2,500
Director deferred share activity , Shares		2,000
Director deferred share activity	1,417		1,417
Exercise of stock options less shares withheld for taxes	46		46
Sale of shares by Deferred Compensation Trust			(29)	29
Net Income (Loss)	91,319				91,319
Ending Balance at Jun. 30, 2023	1,746,222	$ 27	277,208	(5,626)	1,474,613
Ending Balance, Shares at Jun. 30, 2023		26,535,000
Stock compensation, including options and long-term incentives	2,686		2,686
Exercise of stock options less shares withheld for taxes	2,541		2,541
Exercise of stock options less shares withheld for taxes, Shares		12
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		1
Shares issued for long-term incentive awards, net of shares withheld for taxes	(199)		(199)
Sale of shares by Deferred Compensation Trust			(61)	61
Net Income (Loss)	98,213				98,213
Ending Balance at Sep. 30, 2023	1,849,463	$ 27	282,175	(5,565)	1,572,826
Ending Balance, Shares at Sep. 30, 2023		26,548
Beginning Balance at Dec. 31, 2023	1,941,494	$ 27	285,092	(5,679)	1,662,054
Beginning Balance, Shares at Dec. 31, 2023		26,549,000
Stock compensation, including options and long-term incentives	2,724		2,724
Exercise of stock options less shares withheld for taxes	1,993		1,993
Exercise of stock options less shares withheld for taxes, Shares		17,000
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		22,000
Shares issued for long-term incentive awards, net of shares withheld for taxes	(7,968)		(7,968)
Purchase of shares by Deferred Compensation Trust			314	(314)
Sale of shares by Deferred Compensation Trust			(65)	65
Net Income (Loss)	90,695				90,695
Ending Balance at Mar. 31, 2024	2,028,938	$ 27	282,090	(5,928)	1,752,749
Ending Balance, Shares at Mar. 31, 2024		26,588,000
Beginning Balance at Dec. 31, 2023	1,941,494	$ 27	285,092	(5,679)	1,662,054
Beginning Balance, Shares at Dec. 31, 2023		26,549,000
Net Income (Loss)	285,962
Ending Balance at Sep. 30, 2024	2,231,485	$ 27	291,319	(7,877)	1,948,016
Ending Balance, Shares at Sep. 30, 2024		26,595,000
Beginning Balance at Mar. 31, 2024	2,028,938	$ 27	282,090	(5,928)	1,752,749
Beginning Balance, Shares at Mar. 31, 2024		26,588,000
Stock compensation, including options and long-term incentives	3,207		3,207
Director deferred share activity , Shares		2,000
Director deferred share activity	1,422		1,422
Purchase of shares by Deferred Compensation Trust			931	(931)
Sale of shares by Deferred Compensation Trust			(39)	39
Net Income (Loss)	102,519				102,519
Ending Balance at Jun. 30, 2024	2,136,086	$ 27	287,611	(6,820)	1,855,268
Ending Balance, Shares at Jun. 30, 2024		26,590,000
Stock compensation, including options and long-term incentives	3,463		3,463
Exercise of stock options less shares withheld for taxes	40		40
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		5,000
Shares issued for long-term incentive awards, net of shares withheld for taxes	(852)		(852)
Purchase of shares by Deferred Compensation Trust			1,572	(1,572)
Sale of shares by Deferred Compensation Trust			(515)	515
Net Income (Loss)	92,748				92,748
Ending Balance at Sep. 30, 2024	$ 2,231,485	$ 27	$ 291,319	$ (7,877)	$ 1,948,016
Ending Balance, Shares at Sep. 30, 2024		26,595,000

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating Activities:
Net income	$ 285,962	$ 265,629
Noncash items included in net income:
Depreciation and amortization	156,041	133,156
Deferred income taxes	6,026	17,496
Other, net	16,276	12,158
Changes in operating assets and liabilities:
Accounts receivable	(63,771)	(58,005)
Accounts payable	12,095	25,160
Change in other assets and liabilities, net	6,334	20,674
Net cash provided by operating activities	418,963	416,268
Investing Activities:
Acquisition of property and equipment	(875,302)	(340,528)
Proceeds from disposal of property and equipment	2,079	2,141
Other	4,999	1,379
Net cash used in investing activities	(868,224)	(337,008)
Financing Activities:
Repayments of revolving credit facility	(870,100)	0
Borrowings of revolving credit facility	953,100	0
Borrowings on private shelf agreement	100,000	0
Proceeds from stock option exercises	2,033	4,791
Shares withheld for taxes	(8,820)	(9,126)
Repayment of finance leases	(8,525)	(12,074)
Other financing activity	(237)	(979)
Net cash provided by (used in) financing activities	167,451	(17,388)
Net (Decrease) Increase in Cash and Cash Equivalents	(281,810)	61,872
Cash and Cash Equivalents, beginning of period	296,215	187,390
Cash and Cash Equivalents, end of period	$ 14,405	$ 249,262

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 92,748	$ 102,519	$ 90,695	$ 98,213	$ 91,319	$ 76,097	$ 285,962	$ 265,629

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	(1) Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Saia, Inc. and its wholly-owned subsidiaries (together, the Company or Saia). All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements. The condensed consolidated financial statements have been prepared by the Company without audit by the independent registered public accounting firm. In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, stockholders’ equity and cash flows for the interim periods included herein have been made. These interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information, the instructions to Quarterly Report on Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted from these statements. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the quarter and nine months ended September 30, 2024 are not necessarily indicative of the results of operations that may be expected for the year ended December 31, 2024 . Business The Company provides national less-than-truckload (LTL) services through a single integrated organization. While more than 97 percent of its revenue has been derived from transporting LTL shipments across 48 states, the Company also offers customers a wide range of other value-added services, including non-asset truckload, expedited transportation and logistics services across North America. The Company’s customer base is diversified across numerous industries. Revenue Recognition The Company’s revenues are derived primarily from the transportation of freight as it satisfies performance obligations that arise from contracts with its customers. The Company’s performance obligations arise when it receives a bill of lading (BOL) to transport a customer's commodities at negotiated prices contained in either a transportation services agreement or a publicly disclosed tariff rate. Once a BOL is received and accepted, a legally-enforceable contract is formed whereby the parties are committed to perform and the rights of the parties, shipping terms and conditions, and payment terms have been identified. Each shipment represents a distinct service that is a separately identified performance obligation. The typical transit time to complete a shipment is from one to five days . Billing for transportation services normally occurs after completion of the service and payment is generally due within 30 days after the invoice date. The Company recognizes revenue related to the Company’s LTL, non-asset truckload and expedited transportation services over the transit time of the shipment as it moves from origin to destination based on the transit status at the end of each reporting period. Key estimates included in the recognition and measurement of revenue and related accounts receivable are as follows: • Revenue associated with shipments in transit is recognized ratably over the transit time; and • Adjustments to revenue for billing adjustments and collectability. The portion of the gross invoice related to interline transportation services that involve the services of another party, such as another LTL service provider, is not recorded in the Company’s revenues. Revenue from logistics services is recognized as the services are provided. Claims and Insurance Accruals The Company maintains a significant amount of insurance coverage with third-party insurance carriers that provides various levels of protection for covered risk exposure, including in the areas of workers’ compensation, bodily injury and property damage, casualty, cargo loss and damage and group health, with coverage limits and retention and deductible amounts that vary based on policy periods and claim type. Claims and insurance accruals related to workers’ compensation, bodily injury and property damage, casualty, cargo loss and damage and group health are established by management based on estimates of losses that the Company will ultimately incur on reported claims and on claims that have been incurred but not yet reported. Accruals are calculated on reported claims based on an evaluation of the nature and severity of the claim, historical loss experience and on legal, economic and other factors. Actuarial analysis is also used in calculating the accruals for workers’ compensation and bodily injury and property damage claims. Property and Equipment Property and equipment are carried at cost less accumulated depreciation. The Company periodically evaluates estimated useful lives of property and equipment considering its planned and actual usage, planned and actual maintenance and replacement, and other relevant physical and economic factors that may affect our use of the assets. During the second quarter of 2024, the Company determined that the estimated useful lives of certain of its trailers and dollies should be extended from 14 years to 20 years. This change is recognized prospectively. The changes in estimates resulted in an increase in income from continuing operations of approximately $ 2.8 million and $ 4.9 million (a $ 2.1 million and $ 3.7 million increase in net income) for the three and nine months ended September 30, 2024, respectively.

Computation of Earnings Per Sha

Computation of Earnings Per Share	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Computation of Earnings Per Share	(2) Computation of Earnings Per Share The calculation of basic earnings per common share and diluted earnings per common share was as follows (in thousands, except per share amounts): Third Quarter Nine Months 2024 2023 2024 2023 Numerator: Net income $ 92,748 $ 98,213 $ 285,962 $ 265,629 Denominator: Denominator for basic earnings per share–weighted 26,695 26,644 26,686 26,626 Dilutive effect of share-based awards 94 135 99 129 Denominator for diluted earnings per share–adjusted 26,789 26,779 26,785 26,755 Basic Earnings Per Share $ 3.47 $ 3.69 $ 10.72 $ 9.98 Diluted Earnings Per Share $ 3.46 $ 3.67 $ 10.68 $ 9.93 For both the quarter and nine months ended September 30, 2024, there were no anti-dilutive shares of common stock that were excluded from the calculation of diluted earnings per share. For the quarter and nine months ended September 30, 2023, options and restricted stock in the aggregate for 5,370 and 6,154 shares of common stock, respectively, were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	(3) Commitments and Contingencies The Company is subject to legal proceedings that arise in the ordinary course of its business. Management believes that adequate provisions for the resolution of all contingencies, claims and pending litigation have been made for probable and estimable losses and that the ultimate outcome of these actions will not have a material adverse effect on its financial condition but could have a material adverse effect on the results of operations in a given quarter or annual period.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	(4) Fair Value of Financial Instruments The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair value as of September 30, 2024 and December 31, 2023, because of the relatively short maturity of these instruments. Based on the borrowing rates currently available to the Company for debt with similar terms and remaining maturities, the estimated fair value of total debt at September 30, 2024 and December 31, 2023 was $ 191.8 million and $ 16.1 million, respectively. The fair value of fixed rate debt is based on current market interest rates for similar types of financial instruments, reflective of level two inputs. The carrying amount of the Company’s variable rate debt approximates fair value as interest rates approximate the current rates available to the Company. The carrying value of the debt was $ 191.0 million and $ 16.5 million at September 30, 2024 and December 31, 2023 , respectively.

Debt and Financing Arrangements

Debt and Financing Arrangements	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Debt and Financing Arrangements	(5) Debt and Financing Arrangements At September 30, 2024 and December 31, 2023, debt consisted of the following (in thousands): September 30, 2024 December 31, 2023 Credit Arrangements, described below $ 183,000 $ — Finance Leases, described below 7,963 16,488 Total debt 190,963 16,488 Less: current portion of long-term debt 6,761 10,173 Long-term debt, less current portion $ 184,202 $ 6,315 The Company’s liquidity needs arise primarily from capital investment in new equipment, land and structures, information technology and letters of credit required under insurance programs, as well as funding working capital requirements. Credit Arrangements Revolving Credit Facility The Company is a party to an unsecured credit agreement with its banking group (the Revolving Credit Facility), which provides up to a $ 300 million revolving line of credit through February 2028. The Revolving Credit Facility contains an accordion feature that allows the Company to increase the size of the facility by up to $ 150 million, subject to certain conditions and availability of lender commitments. Borrowings under the Revolving Credit Facility bear interest at the Company’s election at a variable rate equal to (a) one, three or six month term SOFR (the forward-looking secured overnight financing rate) plus 0.10 %, or (b) an alternate base rate, in each case plus an applicable margin. The applicable margin is between 1.00 % and 1.75 % per annum for term SOFR loans and between 0.00 % and 0.75 % per annum for alternate base rate loans, in each case based on the Company’s consolidated net lease adjusted leverage ratio. The Company also accrues fees based on the daily unused portion of the Revolving Credit Facility, which is between 0.0125 % and 0.025 % based on the Company’s consolidated net lease adjusted leverage ratio . Under the Revolving Credit Facility, the Company is subject to a maximum consolidated net lease adjusted leverage ratio of less than 3.50 to 1.00 with the potential to be temporarily increased in the event the Company makes an acquisition that meets certain criteria. The Revolving Credit Facility contains certain customary representations and warranties, affirmative and negative covenants and provisions relating to events of default. Under the Revolving Credit Facility, if an event of default occurs, the banks will be entitled to take various actions, including the acceleration of amounts due. The Company was in compliance with its debt covenants under the Revolving Credit Facility at September 30, 2024. At September 30, 2024, the Company had outstanding borrowings of $ 83.0 million and outstanding letters of credit of $ 32.2 million under the Revolving Credit Facility. At December 31, 2023 , the Company had no outstanding borrowings and outstanding letters of credit of $ 32.1 million under the Revolving Credit Facility. At September 30, 2024 , the Company had $ 184.8 million in availability under the Revolving Credit Facility. Private Shelf Agreement On November 9, 2023, the Company entered into a $ 350 million uncommitted Private Shelf Agreement (the Shelf Agreement), by and among the Company, PGIM, Inc. (Prudential), and certain affiliates and managed accounts of Prudential (the Note Purchasers) which allows the Company, from time to time, to offer for sale to Prudential and its affiliates, in one or a series of transactions, senior notes of the Company, through November 9, 2026. Pursuant to the Shelf Agreement, on May 1, 2024, the Company issued senior promissory notes (the Initial Notes) in an aggregate principal amount of $ 100 million to the Note Purchasers. The Initial Notes bear interest at 6.09 % per annum and mature five years after the date on which the Initial Notes were issued, on May 1, 2029, unless repaid earlier by the Company. The Initial Notes are senior unsecured obligations and rank pari passu with borrowings under the Revolving Credit Facility or other senior promissory notes issued pursuant to the Shelf Agreement. Additional notes issued under the Shelf Agreement, if any, would bear interest at a rate per annum, and would have such other terms, as would be set forth in a confirmation of acceptance executed by the parties prior to the closing of the applicable sale transaction. The Shelf Agreement requires that the Company maintain a consolidated net lease adjusted leverage ratio of less than 3.50 to 1.00, with limited exceptions. The Shelf Agreement also contains certain customary representations and warranties, affirmative and negative covenants and provisions related to events of default. Upon the occurrence and continuance of an event of default, the holders of notes issued under the Shelf Agreement may require immediate payment of all amounts owing under such notes. The Company was in compliance with its debt covenants under the Shelf Agreement at September 30, 2024. At September 30, 2024 and December 31, 2023, the Company had outstanding borrowings under the Shelf Agreement of $ 100.0 million and $ 0 , respectively. Finance Leases The Company is obligated under finance leases with seven-year original terms covering certain revenue equipment. Total liabilities recognized under the finance leases were $ 8.0 million and $ 16.5 million as of September 30, 2024 and December 31, 2023, respectively. Amortization of assets held under the finance leases is included in depreciation and amortization expense. As of September 30, 2024 and December 31, 2023, approximately $ 21.5 million and $ 38.6 million of finance leased assets, net of depreciation, were included in Property and Equipment, respectively. The weighted average interest rates for the finance leases at September 30, 2024 and December 31, 2023 were 4.1 percent and 4.0 percent, respectively. Principal Maturities of Long-Term Debt The principal maturities of long-term debt, including interest on finance leases, for the next five years (in thousands) are as follows: Amount 2024 $ 1,723 2025 5,453 2026 995 2027 — 2028 83,000 Thereafter 100,000 Total 191,171 Less: Amounts Representing Interest on Finance Leases 208 Total $ 190,963

Asset Acquisitions

Asset Acquisitions	9 Months Ended
	Sep. 30, 2024
Asset Acquisition [Abstract]
Asset Acquisitions	(6) Asset Acquisitions On January 17, 2024, the Company completed the purchase of 17 freight terminals of Yellow Corporation for an aggregate purchase price of $ 235.7 million in cash. In addition, on January 17, 2024, the Company completed the acquisition of Yellow Corporation’s interests in leases for 11 freight terminals for an aggregate purchase price of $ 7.9 million in cash, plus the assumption of certain liabilities under the leases and the payment of cure costs. These terminals were recorded as asset acquisitions using the cost accumulation and allocation model in accordance with ASC Topic 805, Business Combinations , and the owned and leased terminals are included in Property and Equipment and in Operating Lease Right-of-Use Assets, respectively, on the unaudited Condensed Consolidated Balance Sheets.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Saia, Inc. and its wholly-owned subsidiaries (together, the Company or Saia). All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements. The condensed consolidated financial statements have been prepared by the Company without audit by the independent registered public accounting firm. In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, stockholders’ equity and cash flows for the interim periods included herein have been made. These interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information, the instructions to Quarterly Report on Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted from these statements. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the quarter and nine months ended September 30, 2024 are not necessarily indicative of the results of operations that may be expected for the year ended December 31, 2024 .
Business	Business The Company provides national less-than-truckload (LTL) services through a single integrated organization. While more than 97 percent of its revenue has been derived from transporting LTL shipments across 48 states, the Company also offers customers a wide range of other value-added services, including non-asset truckload, expedited transportation and logistics services across North America. The Company’s customer base is diversified across numerous industries.
Revenue Recognition	Revenue Recognition The Company’s revenues are derived primarily from the transportation of freight as it satisfies performance obligations that arise from contracts with its customers. The Company’s performance obligations arise when it receives a bill of lading (BOL) to transport a customer's commodities at negotiated prices contained in either a transportation services agreement or a publicly disclosed tariff rate. Once a BOL is received and accepted, a legally-enforceable contract is formed whereby the parties are committed to perform and the rights of the parties, shipping terms and conditions, and payment terms have been identified. Each shipment represents a distinct service that is a separately identified performance obligation. The typical transit time to complete a shipment is from one to five days . Billing for transportation services normally occurs after completion of the service and payment is generally due within 30 days after the invoice date. The Company recognizes revenue related to the Company’s LTL, non-asset truckload and expedited transportation services over the transit time of the shipment as it moves from origin to destination based on the transit status at the end of each reporting period. Key estimates included in the recognition and measurement of revenue and related accounts receivable are as follows: • Revenue associated with shipments in transit is recognized ratably over the transit time; and • Adjustments to revenue for billing adjustments and collectability. The portion of the gross invoice related to interline transportation services that involve the services of another party, such as another LTL service provider, is not recorded in the Company’s revenues. Revenue from logistics services is recognized as the services are provided.
Claims and Insurance Accruals	Claims and Insurance Accruals The Company maintains a significant amount of insurance coverage with third-party insurance carriers that provides various levels of protection for covered risk exposure, including in the areas of workers’ compensation, bodily injury and property damage, casualty, cargo loss and damage and group health, with coverage limits and retention and deductible amounts that vary based on policy periods and claim type. Claims and insurance accruals related to workers’ compensation, bodily injury and property damage, casualty, cargo loss and damage and group health are established by management based on estimates of losses that the Company will ultimately incur on reported claims and on claims that have been incurred but not yet reported. Accruals are calculated on reported claims based on an evaluation of the nature and severity of the claim, historical loss experience and on legal, economic and other factors. Actuarial analysis is also used in calculating the accruals for workers’ compensation and bodily injury and property damage claims.
Property and Equipment	Property and Equipment Property and equipment are carried at cost less accumulated depreciation. The Company periodically evaluates estimated useful lives of property and equipment considering its planned and actual usage, planned and actual maintenance and replacement, and other relevant physical and economic factors that may affect our use of the assets. During the second quarter of 2024, the Company determined that the estimated useful lives of certain of its trailers and dollies should be extended from 14 years to 20 years. This change is recognized prospectively. The changes in estimates resulted in an increase in income from continuing operations of approximately $ 2.8 million and $ 4.9 million (a $ 2.1 million and $ 3.7 million increase in net income) for the three and nine months ended September 30, 2024, respectively.

Computation of Earnings Per S_2

Computation of Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Summary of Calculation of Basic Earnings Per Common Share and Diluted Earnings Per Common Share	The calculation of basic earnings per common share and diluted earnings per common share was as follows (in thousands, except per share amounts): Third Quarter Nine Months 2024 2023 2024 2023 Numerator: Net income $ 92,748 $ 98,213 $ 285,962 $ 265,629 Denominator: Denominator for basic earnings per share–weighted 26,695 26,644 26,686 26,626 Dilutive effect of share-based awards 94 135 99 129 Denominator for diluted earnings per share–adjusted 26,789 26,779 26,785 26,755 Basic Earnings Per Share $ 3.47 $ 3.69 $ 10.72 $ 9.98 Diluted Earnings Per Share $ 3.46 $ 3.67 $ 10.68 $ 9.93

Debt and Financing Arrangemen_2

Debt and Financing Arrangements (Tables)	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Summary of Reconciliation of Debt	At September 30, 2024 and December 31, 2023, debt consisted of the following (in thousands): September 30, 2024 December 31, 2023 Credit Arrangements, described below $ 183,000 $ — Finance Leases, described below 7,963 16,488 Total debt 190,963 16,488 Less: current portion of long-term debt 6,761 10,173 Long-term debt, less current portion $ 184,202 $ 6,315
Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases	The principal maturities of long-term debt, including interest on finance leases, for the next five years (in thousands) are as follows: Amount 2024 $ 1,723 2025 5,453 2026 995 2027 — 2028 83,000 Thereafter 100,000 Total 191,171 Less: Amounts Representing Interest on Finance Leases 208 Total $ 190,963

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2024
Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Percentage of revenue derived from transporting	97%
Average transit time	1 day
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Average transit time	5 days

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information1 (Detail) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Summary of Significant Accounting Policies [Line Items]
Net income	$ 92,748	$ 102,519	$ 90,695	$ 98,213	$ 91,319	$ 76,097	$ 285,962	$ 265,629
Property and Equipment [Member]
Summary of Significant Accounting Policies [Line Items]
Income loss from continuing operations	2,800						4,900
Net income	$ 2,100						$ 3,700
Maximum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-07-01
Summary of Significant Accounting Policies [Line Items]
Payment terms	30 days						30 days
Maximum [Member] | Property and Equipment [Member]
Summary of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	20 years						20 years
Minimum [Member] | Property and Equipment [Member]
Summary of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	14 years						14 years

Schedule Of Computation of Earn

Schedule Of Computation of Earnings Per Share - Summary of Calculation of Basic Earnings Per Common Share and Diluted Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Numerator:
Net Income (Loss)	$ 92,748	$ 102,519	$ 90,695	$ 98,213	$ 91,319	$ 76,097	$ 285,962	$ 265,629
Denominator:
Denominator for basic earnings per share-weighted average common shares	26,695			26,644			26,686	26,626
Dilutive effect of share-based awards	94			135			99	129
Denominator for diluted earnings per share-adjusted weighted average common shares	26,789			26,779			26,785	26,755
Basic Earnings Per Share	$ 3.47			$ 3.69			$ 10.72	$ 9.98
Diluted Earnings Per Share	$ 3.46			$ 3.67			$ 10.68	$ 9.93

Computation of Earnings Per S_3

Computation of Earnings Per Share - Additional Information (Detail) - shares	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Earnings Per Share [Abstract]
Common stock excluded from the calculation of diluted earnings per share	5,370	6,154

Fair Value of Financial Instr_2

Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Estimated fair value of total debt	$ 191,800	$ 16,100
Total debt	$ 190,963	$ 16,488

Debt and Financing Arrangemen_3

Debt and Financing Arrangements - Summary of Reconciliation of Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Credit Arrangements, described below	$ 183,000	$ 0
Finance Leases, described below	7,963	16,488
Total debt	190,963	16,488
Less: current portion of long-term debt	6,761	10,173
Long-term debt, less current portion	$ 184,202	$ 6,315
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	us-gaap:FinanceLeaseLiabilityNoncurrent	us-gaap:FinanceLeaseLiabilityNoncurrent
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Credit Arrangements, described below	$ 184,800

Debt and Financing Arrangemen_4

Debt and Financing Arrangements - Additional Information (Detail) - USD ($) $ in Thousands			9 Months Ended
	May 01, 2024	Nov. 09, 2023	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Maximum leverage ratio			3.50%
Borrowing capacity under credit agreement			$ 183,000	$ 0
Liabilities recognized under finance leases			$ 7,963	$ 16,488
Initial Notes interest rate	6.09%
Finance Lease Obligations [Member]
Debt Instrument [Line Items]
Weighted average interest rates for finance lease			4.10%	4%
Minimum [Member]
Debt Instrument [Line Items]
Letter of credit unused portion fee			0.0125%
Maximum [Member]
Debt Instrument [Line Items]
Letter of credit unused portion fee			0.025%
Base Rate Margin [Member] | Minimum [Member]
Debt Instrument [Line Items]
Rate margin			0%
Base Rate Margin [Member] | Maximum [Member]
Debt Instrument [Line Items]
Rate margin			0.75%
Secured Overnight Financing Rate [Member]
Debt Instrument [Line Items]
Rate margin			0.10%
Secured Overnight Financing Rate [Member] | Minimum [Member]
Debt Instrument [Line Items]
Rate margin			1%
Secured Overnight Financing Rate [Member] | Maximum [Member]
Debt Instrument [Line Items]
Rate margin			1.75%
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Borrowing capacity under credit agreement			$ 184,800
Revolving Credit Facility [Member] | Existing Credit Agreement [Member]
Debt Instrument [Line Items]
Letter of credit facility outstanding amount			32,200	$ 32,100
Credit Agreement [Member]
Debt Instrument [Line Items]
Borrowing capacity under credit agreement			300,000
Company Increase The Size			$ 150,000
Adjusted Leverage Ratio			3.50%
Credit Agreement [Member] | Existing Credit Agreement [Member]
Debt Instrument [Line Items]
Borrowing capacity under credit agreement			$ 83,000	0
Shelf Agreement [Member]
Debt Instrument [Line Items]
Borrowing capacity under credit agreement			100,000	0
Private Shelf Agreement [Member]
Debt Instrument [Line Items]
Uncommitted Private Shelf Agreement		$ 350,000
Private Shelf Agreement [Member] | Maximum [Member]
Debt Instrument [Line Items]
Selling of aggregate principal amount	$ 100,000
Property and Equipment [Member]
Debt Instrument [Line Items]
Finance leased assets, net			$ 21,500	$ 38,600

Debt and Financing Arrangemen_5

Debt and Financing Arrangements - Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instruments [Abstract]
2024	$ 1,723
2025	5,453
2026	995
2027	0
2028	83,000
Thereafter	100,000
Total	191,171
Less: Amounts Representing Interest on Finance Leases	208
Total	$ 190,963	$ 16,488

Asset Acquisitions - Additional

Asset Acquisitions - Additional Information (Details) $ in Millions	Jan. 17, 2024 USD ($) FreightTerminal
Asset Acquisition [Line Items]
Number of freight terminals | FreightTerminal	17
Aggregate purchase price | $	$ 235.7
Aggregate purchase price in cash | $	$ 7.9
Number of completed acquisition leases freight terminals | FreightTerminal	11