10-Q

0000950170-24-049188.txt : 20240426 0000950170-24-049188.hdr.sgml : 20240426 20240426162325 ACCESSION NUMBER: 0000950170-24-049188 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 40 CONFORMED PERIOD OF REPORT: 20240331 FILED AS OF DATE: 20240426 DATE AS OF CHANGE: 20240426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAIA INC CENTRAL INDEX KEY: 0001177702 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 481229851 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-49983 FILM NUMBER: 24884181 BUSINESS ADDRESS: STREET 1: 11465 JOHNS CREEK PARKWAY STREET 2: STE 400 CITY: JOHNS CREEK STATE: GA ZIP: 30097 BUSINESS PHONE: 7702325067 MAIL ADDRESS: STREET 1: 11465 JOHNS CREEK PARKWAY STREET 2: STE 400 CITY: JOHNS CREEK STATE: GA ZIP: 30097 FORMER COMPANY: FORMER CONFORMED NAME: SCS TRANSPORTATION INC DATE OF NAME CHANGE: 20020717 10-Q 1 saia-20240331.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 0-49983

Saia, Inc.

(Exact name of registrant as specified in its charter)


Delaware		48-1229851
(State of incorporation)		(I.R.S. Employer Identification No.)
11465 Johns Creek Parkway, Suite 400
Johns Creek, GA		30097
(Address of principal executive offices)		(Zip Code)

(770) 232-5067

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

    Title of each class

    Trading
Symbol(s)

    Name of each exchange on which registered

    Common Stock, par value $.001 per share

    SAIA

    The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐	Smaller reporting company	☐	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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were 26,588,162 shares of Common Stock outstanding at April 24, 2024.

SAIA, INC. AND SUBSIDIARIES

INDEX


		PAGE

PART I. FINANCIAL INFORMATION

ITEM 1:	Financial Statements	3

	Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023	3

	Condensed Consolidated Statements of Operations for the quarters ended March 31, 2024 and 2023	4

	Condensed Consolidated Statements of Stockholders’ Equity for the quarters ended March 31, 2024 and 2023	5

	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023	6

	Notes to Condensed Consolidated Financial Statements	7

ITEM 2:	Management's Discussion and Analysis of Financial Condition and Results of Operations	11

ITEM 3:	Quantitative and Qualitative Disclosures About Market Risk	17

ITEM 4:	Controls and Procedures	18

PART II. OTHER INFORMATION

ITEM 1:	Legal Proceedings	19

ITEM 1A:	Risk Factors	19

ITEM 2:	Unregistered Sales of Equity Securities and Use of Proceeds	19

ITEM 5:	Other Information	19

ITEM 6:	Exhibits	20

Signature		21

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Saia, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(unaudited)


	March 31, 2024			December 31, 2023
Assets	(in thousands, except share and per share data)
Current Assets:
Cash and cash equivalents	$	12,308		$	296,215
Accounts receivable, net		345,808			311,742
Prepaid expenses		51,231			32,648
Other current assets		6,913			8,089
Total current assets		416,260			648,694
Property and Equipment, at cost		3,336,493			2,881,800
Less: accumulated depreciation and amortization		1,159,629			1,118,492
Net property and equipment		2,176,864			1,763,308
Operating Lease Right-of-Use Assets		129,520			118,734
Goodwill and Identifiable Intangibles, net		17,082			17,296
Other Noncurrent Assets		25,988			35,533
Total assets	$	2,765,714		$	2,583,565
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	153,487		$	141,877
Wages, vacation and employees’ benefits		55,318			75,514
Claims and insurance accruals		36,612			41,641
Other current liabilities		58,331			27,094
Current portion of long-term debt		7,498			10,173
Current portion of operating lease liability		26,526			25,757
Total current liabilities		337,772			322,056
Other Liabilities:
Long-term debt, less current portion		76,553			6,315
Operating lease liability, less current portion		98,190			96,462
Deferred income taxes		157,626			155,841
Claims, insurance and other		66,635			61,397
Total other liabilities		399,004			320,015
Commitments and Contingencies (Note 3)
Stockholders’ Equity:
Preferred stock, $0.001 par value, 50,000 shares authorized, none issued and outstanding		-			-
Common stock, $0.001 par value, 100,000,000 shares authorized, 26,588,162 and 26,549,372 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively		27			27
Additional paid-in-capital		282,090			285,092
Deferred compensation trust, 69,412 and 69,672 shares of common stock at cost at March 31, 2024 and December 31, 2023, respectively		(5,928	)		(5,679	)
Retained earnings		1,752,749			1,662,054
Total stockholders’ equity		2,028,938			1,941,494
Total liabilities and stockholders’ equity	$	2,765,714		$	2,583,565

See accompanying notes to condensed consolidated financial statements.

Saia, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

For the quarters ended March 31, 2024 and 2023

(unaudited)


	First Quarter
	2024			2023
	(in thousands, except per share data)
Operating Revenue	$	754,775		$	660,535
Operating Expenses:
Salaries, wages and employees' benefits		341,713			298,956
Purchased transportation		52,507			46,727
Fuel, operating expenses and supplies		156,325			141,625
Operating taxes and licenses		19,766			17,065
Claims and insurance		17,463			14,059
Depreciation and amortization		48,849			42,880
Other operating, net		240			80
Total operating expenses		636,863			561,392
Operating Income		117,912			99,143
Nonoperating (Income) Expenses:
Interest expense		542			688
Interest income		(755	)		(140	)
Other, net		(788	)		(503	)
Nonoperating (income) expenses, net		(1,001	)		45
Income Before Income Taxes		118,913			99,098
Income Tax Provision		28,218			23,001
Net Income	$	90,695		$	76,097

Weighted average common shares outstanding – basic		26,672			26,600
Weighted average common shares outstanding – diluted		26,794			26,702

Basic Earnings Per Share	$	3.40		$	2.86
Diluted Earnings Per Share	$	3.38		$	2.85

See accompanying notes to condensed consolidated financial statements.

Saia, Inc. and Subsidiaries

Condensed Consolidated Statements of Stockholders’ Equity

For the quarters ended March 31, 2024 and 2023

(unaudited)


	Common Shares		Common Stock		Additional Paid-in Capital			Deferred Compensation Trust			Retained Earnings		Total
	(in thousands)
Balance at December 31, 2023		26,549	$	27	$	285,092		$	(5,679	)	$	1,662,054	$	1,941,494
Stock compensation, including options and long-term incentives		—		—		2,724			—			—		2,724
Exercise of stock options, less shares withheld for taxes		17		—		1,993			—			—		1,993
Shares issued for long-term incentive awards, net of shares withheld for taxes		22		—		(7,968	)		—			—		(7,968	)
Purchase of shares by Deferred Compensation Trust		—		—		314			(314	)		—		—
Sale of shares by Deferred Compensation Trust		—		—		(65	)		65			—		—
Net income		—		—		—			—			90,695		90,695
Balance at March 31, 2024		26,588	$	27	$	282,090		$	(5,928	)	$	1,752,749	$	2,028,938


	Common Shares		Common Stock		Additional Paid-in Capital			Deferred Compensation Trust			Retained Earnings		Total
	(in thousands)
Balance at December 31, 2022		26,464	$	26	$	277,366		$	(5,248	)	$	1,307,197	$	1,579,341
Stock compensation, including options and long-term incentives		—		—		2,225			—			—		2,225
Exercise of stock options, less shares withheld for taxes		21		—		2,204			—			—		2,204
Shares issued for long-term incentive awards, net of shares withheld for taxes		48		1		(8,928	)		—			—		(8,927	)
Purchase of shares by Deferred Compensation Trust		—		—		474			(474	)		—		—
Sale of shares by Deferred Compensation Trust		—		—		(67	)		67			—		—
Net income		—		—		—			—			76,097		76,097
Balance at March 31, 2023		26,533	$	27	$	273,274		$	(5,655	)	$	1,383,294	$	1,650,940

See accompanying notes to condensed consolidated financial statements.

Saia, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

For the three months ended March 31, 2024 and 2023

(unaudited)


	First Quarter
	2024			2023
	(in thousands)
Operating Activities:
Net income	$	90,695		$	76,097
Noncash items included in net income:
Depreciation and amortization		48,849			42,880
Deferred income taxes		1,785			5,738
Other, net		3,624			2,968
Changes in operating assets and liabilities:
Accounts receivable		(34,371	)		(5,276	)
Accounts payable		3,457			7,008
Change in other assets and liabilities, net		(7,571	)		(10,145	)
Net cash provided by operating activities		106,468			119,270
Investing Activities:
Acquisition of property and equipment		(457,164	)		(128,415	)
Proceeds from disposal of property and equipment		343			360
Other		4,999			—
Net cash used in investing activities		(451,822	)		(128,055	)
Financing Activities:
Repayments of revolving credit facility		(48,100	)		—
Borrowings of revolving credit facility		120,100			—
Proceeds from stock option exercises		1,993			2,204
Shares withheld for taxes		(7,968	)		(8,927	)
Repayment of finance leases		(4,437	)		(4,504	)
Other financing activity		(141	)		(953	)
Net cash provided by (used in) financing activities		61,447			(12,180	)
Net Decrease in Cash and Cash Equivalents		(283,907	)		(20,965	)
Cash and Cash Equivalents, beginning of period		296,215			187,390
Cash and Cash Equivalents, end of period	$	12,308		$	166,425

See accompanying notes to condensed consolidated financial statements.

Saia, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(unaudited)

(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 ended March 31, 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 46 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.

(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):


	First Quarter
	2024		2023
Numerator:
Net income	$	90,695	$	76,097
Denominator:
Denominator for basic earnings per share–weighted average common shares		26,672		26,600
Dilutive effect of share-based awards		122		102
Denominator for diluted earnings per share–adjusted weighted average common shares		26,794		26,702

Basic Earnings Per Share	$	3.40	$	2.86

Diluted Earnings Per Share	$	3.38	$	2.85

For the quarter ended March 31, 2024, there were no anti-dilutive shares of common stock that were excluded from the calculation of diluted earnings per share. For the quarter ended March 31, 2023, options and restricted stock for 29,120 shares of common stock were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

(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.

(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 March 31, 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 March 31, 2024 and December 31, 2023 was $83.8 million and $16.1 million, respectively, based upon level two inputs in the fair value hierarchy. The carrying value of the debt was $84.1 million and $16.5 million at March 31, 2024 and December 31, 2023, respectively.

(5) Debt and Financing Arrangements

At March 31, 2024 and December 31, 2023, debt consisted of the following (in thousands):


	March 31, 2024		December 31, 2023
Credit Agreements, described below	$	72,000	$	—
Finance Leases, described below		12,051		16,488
Total debt		84,051		16,488
Less: current portion of long-term debt		7,498		10,173
Long-term debt, less current portion	$	76,553	$	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 Agreements

Revolving Credit Facility

The Company is a party to a 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 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 at March 31, 2024.

At March 31, 2024, the Company had outstanding borrowings of $72.0 million and outstanding letters of credit of $32.4 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.

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, the Company agreed to sell up to $100 million aggregate principal amount of senior notes (the Initial Notes) to the Note Purchasers. The Initial Notes will bear interest at 6.09% per annum and will mature five years after the date on which the Initial Notes are issued, unless repaid earlier by the Company. The funding date for the Initial Notes may occur at any time on or prior to August 2, 2024. The Initial Notes will be 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.

At March 31, 2024 and December 31, 2023, respectively, the Company had no outstanding borrowings under its Shelf Agreement.

Finance Leases

The Company is obligated under finance leases with seven-year original terms covering revenue equipment. Total liabilities recognized under finance leases were $12.1 million and $16.5 million as of March 31, 2024 and December 31, 2023, respectively. Amortization of assets held under the finance leases is included in depreciation and amortization expense. As of March 31, 2024 and December 31, 2023, approximately $34.6 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 March 31, 2024 and December 31, 2023 were each 4.0 percent.

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	$	6,016
2025		5,453
2026		994
2027		—
2028		72,000
Thereafter		—
Total		84,463
Less: Amounts Representing Interest on Finance Leases		412
Total	$	84,051

(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.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis should be read in conjunction with the accompanying unaudited condensed consolidated financial statements and our 2023 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Those consolidated financial statements include additional information about our significant accounting policies, practices and the transactions that underlie our financial results.

Cautionary Note Regarding Forward-Looking Statements

The Securities and Exchange Commission (the SEC) encourages companies to disclose forward-looking information so that investors can better understand the future prospects of a company and make informed investment decisions. This Quarterly Report on Form 10-Q, including "Management's Discussion and Analysis of Financial Condition and Results of Operations,” contains these types of statements, which are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “may,” “plan,” “predict,” “believe,” “should” and similar words or expressions are intended to identify forward-looking statements. Investors should not place undue reliance on forward-looking statements, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, except as otherwise required by applicable law. All forward-looking statements reflect the present expectation of future events of our management as of the date of this Quarterly Report on Form 10-Q and are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors, risks, uncertainties and assumptions include, but are not limited to, the following:

•

general economic conditions including downturns or inflationary periods in the business cycle;

•

operation within a highly competitive industry and the adverse impact from downward pricing pressures, including in connection with fuel surcharges, and other factors;

•

industry-wide external factors largely out of our control;

•

cost and availability of qualified drivers, dock workers, mechanics and other employees, purchased transportation and fuel;

•

inflationary increases in operating expenses and corresponding reductions of profitability;

•

cost and availability of diesel fuel and fuel surcharges;

•

cost and availability of insurance coverage and claims expenses and other expense volatility, including for personal injury, cargo loss and damage, workers’ compensation, employment and group health plan claims;

•

failure to successfully execute the strategy to expand our service geography;

•

unexpected liabilities resulting from the acquisition of real estate assets;

•

costs and liabilities from the disruption in or failure of our technology or equipment essential to our operations, including as a result of cyber incidents, security breaches, malware or ransomware attacks;

•

failure to keep pace with technological developments;

•

liabilities and costs arising from the use of artificial intelligence;

•

labor relations, including the adverse impact should a portion of our workforce become unionized;

•

cost, availability and resale value of real property and revenue equipment;

•

supply chain disruption and delays on new equipment delivery;

•

capacity and highway infrastructure constraints;

•

risks arising from international business operations and relationships;

•

seasonal factors, harsh weather and disasters caused by climate change;

•

economic declines in the geographic regions or industries in which our customers operate;

•

the creditworthiness of our customers and their ability to pay for services;

•

our need for capital and uncertainty of the credit markets;

•

the possibility of defaults under our debt agreements, including violation of financial covenants;

•

inaccuracies and changes to estimates and assumptions used in preparing our financial statements;

•

failure to operate and grow acquired businesses in a manner that support the value allocated to acquired businesses;

•

dependence on key employees;

•

employee turnover from changes to compensation and benefits or market factors;

•

increased costs of healthcare benefits;

•

damage to our reputation from adverse publicity, including from the use of or impact from social media;

•

failure to make future acquisitions or to achieve acquisition synergies;

•

the effect of litigation and class action lawsuits arising from the operation of our business, including the possibility of claims or judgments in excess of our insurance coverages or that result in increases in the cost of insurance coverage or that preclude us from obtaining adequate insurance coverage in the future;

•

the potential of higher corporate taxes and new regulations, including with respect to climate change, employment and labor law, healthcare and securities regulation;

•

the effect of governmental regulations, including hours of service and licensing compliance for drivers, engine emissions, the Compliance, Safety, Accountability (CSA) initiative, regulations of the Food and Drug Administration and Homeland Security, and healthcare and environmental regulations;

•

unforeseen costs from new and existing data privacy laws;

•

costs from new and existing laws regarding how to classify workers;

•

changes in accounting and financial standards or practices;

•

widespread outbreak of an illness or any other communicable disease;

•

international conflicts and geopolitical instability;

•

increasing investor and customer sensitivity to social and sustainability issues, including climate change;

•

provisions in our governing documents and Delaware law that may have anti-takeover effects;

•

issuances of equity that would dilute stock ownership;

•

weakness, disruption or loss of confidence in financial or credit markets; and

•

other financial, operational and legal risks and uncertainties detailed from time to time in the Company’s SEC filings.

These factors and risks are described in Part I, Item 1A. “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as updated by Part II, Item 1A. of this Quarterly Report on Form 10-Q.

As a result of these and other factors, no assurance can be given as to our future results and achievements. Accordingly, a forward-looking statement is neither a prediction nor a guarantee of future events or circumstances and those future events or circumstances may not occur. You should not place undue reliance on the forward-looking statements, which speak only as of the date of this Form 10-Q. We are under no obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by applicable law.

Executive Overview

The Company’s business is highly correlated to non-service sectors of the general economy. The Company’s strategy is to improve profitability by increasing yield while also increasing volumes. Components of this strategy include building density in existing geography and pursuing geographic and terminal expansion in an effort to promote profitable growth and improve our customer value proposition over time. The Company’s business is labor intensive, capital intensive and service sensitive. The Company looks for opportunities to improve safety, cost effectiveness and asset utilization (primarily tractors and trailers). Pricing initiatives have had a positive impact on yield and profitability. The Company continues to execute targeted sales and marketing programs along with initiatives to align costs with volumes and improve customer satisfaction. Technology continues to be an important investment as we work towards improving customer experience, operational efficiencies and Company image.

First Quarter Overview

The Company’s operating revenue increased by 14.3 percent in the first quarter of 2024 compared to the same period in 2023. The increase resulted primarily from increases in shipments and tonnage partially as a result of the redistribution of freight due to industry consolidation. In the first quarter of 2024, LTL shipments were up 15.7 percent and LTL tonnage was up 6.2 percent compared to the prior year quarter. Additionally, increases in revenue were driven by improved revenue per hundredweight due to pricing and changes in business mix.

Consolidated operating income was $117.9 million for the first quarter of 2024 compared to $99.1 million for the first quarter of 2023. Diluted earnings per share were $3.38 in the first quarter of 2024 compared to diluted earnings per share of $2.85 in the prior year quarter. The operating ratio (operating expenses divided by operating revenue) was 84.4 percent in the first quarter of 2024 compared to 85.0 percent in the first quarter of 2023. The Company generated $106.5 million in net cash provided by operating activities in the first three months of 2024 compared with $119.3 million in the same period last year.

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, 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.

General

The following Management’s Discussion and Analysis describes the principal factors affecting the results of operations, financial condition, liquidity and capital resources, as well as the critical accounting policies and estimates of Saia, Inc. and its wholly-owned subsidiaries (together, the Company or Saia).

Saia is a transportation company headquartered in Johns Creek, Georgia that provides national less-than-truckload (LTL) services through a single integrated organization. While more than 97 percent of revenue is historically derived from transporting LTL shipments across 46 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.

Our business is highly correlated to non-service sectors of the general economy. Our business also is impacted by a number of other factors as discussed under “Cautionary Note Regarding Forward Looking Statements” and Part II, Item 1A. “Risk Factors.” The key factors that affect our operating results are the volumes of shipments transported through our network, as measured by our average daily shipments and tonnage; the prices we obtain for our services, as measured by revenue per hundredweight (a measure of yield) and revenue per shipment; our ability to manage our cost structure for capital expenditures and operating expenses such as salaries, wages and benefits; purchased transportation; claims and insurance expense; fuel and maintenance; and our ability to match operating costs to shifting volume levels.

Results of Operations

Saia, Inc. and Subsidiaries

Selected Results of Operations and Operating Statistics

For the quarters ended March 31, 2024 and 2023

(unaudited)


							Percent
							Variance
	2024			2023			'24 v. '23
	(in thousands, except ratios, workdays, revenue per hundredweight, revenue per shipment, pounds per shipment and length of haul)
Operating Revenue	$	754,775		$	660,535			14.3		%
Operating Expenses:
Salaries, wages and employees’ benefits		341,713			298,956			14.3
Purchased transportation		52,507			46,727			12.4
Fuel and other operating expenses		193,794			172,829			12.1
Depreciation and amortization		48,849			42,880			13.9
Operating Income		117,912			99,143			18.9
Operating Ratio		84.4	%		85.0	%
Nonoperating (Income) Expense		(1,001	)		45			(2,324.4	)

Working Capital (as of March 31, 2024 and 2023)		78,488			242,983
Cash Flows provided by Operating Activities (year to date)		106,468			119,270
Net Acquisitions of Property and Equipment (year to date)		456,821			128,055

Saia Motor Freight Operating Statistics:
Workdays		64			64
LTL Tonnage		1,392			1,311			6.2
LTL Shipments		2,108			1,822			15.7
LTL Revenue per hundredweight	$	26.51		$	24.63			7.6
LTL Revenue per hundredweight, excluding fuel surcharge	$	22.26		$	20.15			10.5
LTL Revenue per shipment	$	350.18		$	354.37			(1.2	)
LTL Revenue per shipment, excluding fuel surcharge	$	293.96		$	289.87			1.4
LTL Pounds per shipment		1,321			1,439			(8.2	)
LTL Length of haul		888			892			(0.4	)

Quarter ended March 31, 2024 compared to quarter ended March 31, 2023

Revenue and volume

Consolidated revenue for the quarter ended March 31, 2024 increased 14.3 percent to $754.8 million primarily as a result of increases in shipments and tonnage partially as a result of the redistribution of freight due to industry consolidation. For the first quarter of 2024, Saia’s LTL tonnage was up 6.2 percent to 1.4 million tons, and LTL shipments increased 15.7 percent to 2.1 million shipments. LTL revenue per hundredweight, excluding fuel surcharge, increased 10.5 percent to $22.26 per hundredweight for the first quarter of 2024 as a result of changes in business mix and pricing actions. For the first quarter of 2024, approximately 75 percent of the Company’s operating revenue was subject to specific customer price negotiations that occur throughout the year. The remaining 25 percent of operating revenue was subject to a general rate increase. For customers subject to a general rate increase, Saia implemented 6.5 and 7.5 percent general rate increases on January 30, 2023 and December 4, 2023, respectively. Competitive factors, customer turnover and mix changes impact the extent to which customer rate increases are retained over time.

Operating revenue includes revenue recognized from the Company’s fuel surcharge program, which is designed to reduce exposure to fluctuations in diesel fuel prices by adjusting total freight charges to account for changes in the price of diesel fuel. The Company’s fuel surcharge is generally based on the average national price for diesel fuel (as published by the United States Energy Information Administration) and is typically reset weekly. Fuel surcharges are widely accepted in the industry and are a significant component of revenue and pricing. Fuel surcharges are an integral part of customer contract negotiations, but represent only one portion of overall customer price negotiations, as customers may negotiate increases in base rates instead of increases in fuel surcharges or vice versa. Fuel surcharge revenue as a percentage of operating revenue decreased to 15.7 percent for the quarter ended March 31, 2024 compared to 17.8 percent for the quarter ended March 31, 2023, as a result of decreases in the average cost of diesel fuel for the quarter compared to the prior year.

Operating expenses and margin

Consolidated operating income was $117.9 million in the first quarter of 2024 compared to $99.1 million in the prior year quarter. Overall, the increase in consolidated operating income was the result of increased volumes during the first quarter of 2024. The first quarter of 2024 operating ratio (operating expenses divided by operating revenue) was 84.4 percent compared to 85.0 percent for the same period in 2023.

Salaries, wages and employees’ benefits increased $42.8 million in the first quarter of 2024 compared to the first quarter of 2023. This change was primarily driven by increases during the quarter in employee hours and headcount in response to overall increased volumes, expanded footprint and by a Company-wide wage increase in July 2023 of approximately 4.1 percent. Purchased transportation increased $5.8 million in the first quarter of 2024 compared to the first quarter of 2023 primarily due to increased volumes. Fuel, operating expenses and supplies increased by $14.7 million compared to the first quarter of 2023 largely due to increased administrative costs and facility costs due to increased volumes and expanded footprint. Claims and insurance expense in the first quarter of 2024 was $3.4 million higher than the first quarter of 2023 primarily due to increased activity and premiums. Depreciation and amortization expense increased $6.0 million in the first quarter of 2024 compared to the same period in 2023 primarily due to ongoing investments in revenue equipment, real estate and technology.

Other

Interest expense in the first quarter of 2024 was lower than the same period in 2023 as the Company continued to pay down finance lease obligations, partially offset by interest expense related to borrowings on the Revolving Credit Facility that occurred late in the quarter.

Interest income for the first quarter of 2024 was higher than the same period in 2023 due to increased interest rates on deposit balances during the period.

The effective tax rate was 23.7 percent and 23.2 percent for the quarters ended March 31, 2024 and 2023, respectively.

Net income was $90.7 million, or $3.38 per diluted share, in the first quarter of 2024 compared to net income of $76.1 million, or $2.85 per diluted share, in the first quarter of 2023.

Outlook

Our business remains highly correlated to non-service sectors of the general economy and competitive pricing pressures, as well as the success of Company-specific improvement initiatives. Our outlook is dependent on a number of external factors, including strength of the economy, inflation, labor availability, diesel fuel prices and supply chain constraints. The potential impact of these factors on our operations, financial performance and financial condition, as well as the impact on our ability to successfully execute our business strategies and initiatives, remains uncertain and difficult to predict. We are continuing initiatives to improve and enhance customer service in an effort to support our ongoing pricing and business mix optimization, while seeking to control costs and improve productivity. Planned revenue initiatives include building density in our current geography, targeted marketing initiatives to grow revenue in more profitable areas, further expanding our geographic and terminal network, as well as pricing and yield management. On January 30, 2023 and December 4, 2023 Saia implemented 6.5 and 7.5 percent general rate increases, respectively, for customers comprising approximately 25 percent of Saia’s operating revenue. The extent of success of these revenue initiatives is impacted by what proves to be the underlying economic trends, competitor initiatives and other factors discussed under “Cautionary Note Regarding Forward-Looking Statements” and Part II, Item 1A. “Risk Factors.”

If we build market share, including through our geographic and terminal expansion, we expect there to be numerous operating leverage cost benefits. Conversely, should the economy soften, we plan to match resources and capacity to shifting volume levels to lessen unfavorable operating leverage. The success of cost improvement initiatives is impacted by a number of factors, including the cost and availability of drivers, dock workers and personnel, and purchased transportation, diesel fuel and insurance costs and inflation.

See “Cautionary Note Regarding Forward-Looking Statements” and Part II, Item 1A. “Risk Factors” for a more complete discussion of potential risks and uncertainties that could materially adversely affect our financial condition, results of operations, cash flows and prospects.

Financial Condition, Liquidity and Capital Resources

Working capital/capital expenditures

Working capital at March 31, 2024 was $78.5 million, a decrease from $243.0 million at March 31, 2023.

Current assets at March 31, 2024 decreased by $97.3 million as compared to March 31, 2023, driven by a decrease in cash and cash equivalents of $154.1 million to fund the Yellow Corporation real estate acquisitions, partially offset by an increase in accounts receivable of $50.9 million. Current liabilities increased by $67.2 million at March 31, 2024 compared to March 31, 2023 largely due to an increase in accounts payable and other current liabilities.

A summary of our cash activity is presented below:


	First Quarter
	2024	2023
	(in thousands)
Cash and Cash Equivalents, beginning of period	$296,215	$187,390
Net Cash flows provided by (used in):
Operating activities	106,468	119,270
Investing activities	(451,822)	(128,055)
Financing activities	61,447	(12,180)
Net Decrease in Cash and Cash Equivalents	(283,907)	(20,965)
Cash and Cash Equivalents, end of period	$12,308	$166,425

Cash flows provided by operating activities were $106.5 million for the three months ended March 31, 2024 versus $119.3 million for the three months ended March 31, 2023. The decrease is primarily due to an increase in accounts receivable, partially offset by changes in other assets and liabilities and additional net income. For the three months ended March 31, 2024, net cash used in investing activities was $451.8 million compared to $128.1 million in the same period last year, a $323.7 million increase. This increase resulted from the acquisition of terminals from Yellow Corporation in January 2024 in addition to increased revenue equipment purchases to support higher volumes. For the three months ended March 31, 2024, net cash provided by financing activities was $61.4 million compared to $12.2 million net cash used in financing activities during the same period last year, as a result of borrowings to help fund capital expenditures during the first three months of 2024.

The Company has historically generated cash flows from operations to fund a large portion of its capital expenditure requirements. The timing of capital expenditures can largely be managed around the seasonal working capital requirements of the Company. The Company believes it has adequate sources of capital to meet short-term liquidity needs through its cash on hand, operating cash flows and availability under its credit agreements, discussed below. Future operating cash flows are primarily dependent upon the Company’s profitability and its ability to manage its working capital requirements, primarily accounts receivable, accounts payable and wage and benefit accruals.

The Company currently anticipates that net capital expenditures in 2024 will be in excess of $1 billion, subject to ongoing evaluation of market conditions. Anticipated capital expenditures for the year include normal replacement cycles of revenue equipment, investments in technology, and revenue equipment and real estate investments to support our growth initiatives. Net capital expenditures were $456.8 million in the first three months of 2024 and include $235.7 million for the acquisition of Yellow Corporation terminals. Additionally, $7.9 million was used to fund the acquisition of the rights of leased properties from Yellow Corporation. Approximately $330.4 million of the 2024 remaining capital budget was committed as of March 31, 2024.

Credit Agreements

Revolving Credit Facility

At March 31, 2024 the Company had outstanding borrowings of $72.0 million and outstanding letters of credit $32.4 million under this Revolving Credit Facility. As of December 31, 2023, the Company had no outstanding borrowings and outstanding letters of credit of $32.1 million under this Revolving Credit Facility. At March 31, 2024, the Company had $195.6 million in availability under the Revolving Credit Facility.

Private Shelf Agreement

At March 31, 2024 and December 31, 2023, respectively, the Company had no outstanding borrowings under its Shelf Agreement.

Finance Leases

The Company is obligated under finance leases with seven-year original terms covering revenue equipment. Total liabilities recognized under finance leases were $12.1 million and $16.5 million as of March 31, 2024 and December 31, 2023, respectively. Amortization of assets held under the finance leases is included in depreciation and amortization expense. The weighted average interest rates for the finance leases at March 31, 2024 and December 31, 2023 were each 4.0 percent.

Contractual Obligations

Contractual obligations for the Company are comprised of lease agreements, purchase obligations and long-term debt obligations related to any outstanding balance under the credit agreements. Contractual obligations for operating leases at March 31, 2024 totaled $149.0 million, including operating leases with original maturities of less than one year, which are not recorded in our consolidated balance sheet in accordance with U.S. generally accepted accounting principles. Contractual obligations in the form of finance leases were $12.5 million at March 31, 2024, which includes both principal and interest amounts. For the remainder of 2024, $5.7 million of interest payments are anticipated based on borrowings and commitments outstanding at March 31, 2024. See Note 5 to the accompanying unaudited condensed consolidated financial statements in this Current Report on Form 10-Q. Purchase obligations at March 31, 2024 were $330.7 million, including commitments of $330.4 million for capital expenditures. As of March 31, 2024, the Revolving Credit Facility had $72.0 million outstanding principal balance and the Shelf Agreement had no outstanding principal balance.

Other commercial commitments of the Company typically include letters of credit and surety bonds required for collateral towards insurance agreements. As of March 31, 2024 the Company had total outstanding letters of credit of $32.4 million and $59.6 million in surety bonds.

The Company has accrued approximately $5.0 million for uncertain tax positions and $0.5 million for interest and penalties related to the uncertain tax positions as of March 31, 2024. At March 31, 2024, the Company has accrued $83.3 million for claims and insurance liabilities.

Critical Accounting Policies and Estimates

There have been no significant changes to the application of the critical accounting policies and estimates contained in our Annual Report on Form 10-K for the year ended December 31, 2023. The reader should refer to our 2023 Annual Report on Form 10-K for a full disclosure of all critical accounting policies and estimates of amounts recorded in certain assets, liabilities, revenue and expenses.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to a variety of market risks including the effects of interest rates and diesel fuel prices. To help mitigate our risk to rising diesel fuel prices, the Company has an established fuel surcharge program. The detail of the Company’s debt structure is

more fully described in Note 5 “Debt and Financing Arrangements” of the accompanying unaudited condensed financial statements in this Form 10-Q.

The following table provides information about the Company’s third-party financial instruments as of March 31, 2024. The table presents principal cash flows (in millions) and related weighted average interest rates by contractual maturity dates. The fair value of fixed rate debt (finance leases) 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.


	Expected maturity date						2024
	2024	2025	2026	2027	2028	Thereafter	Total	Fair Value
Fixed rate debt	$5.7	$5.4	$1.0	$—	$—	$—	$12.1	$11.8
Average interest rate	4.0%	4.1%	3.5%	—	—	—	4.0%
Variable rate debt	$—	$—	$—	$—	$72.0	$—	$72.0	$72.0
Average interest rate	—	—	—	—	8.5%	—	8.5%

Item 4. Controls and Procedures

Quarterly Controls Evaluation and Related CEO and CFO Certifications

As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company conducted an evaluation of the effectiveness of the design and operation of its “disclosure controls and procedures” (Disclosure Controls). The Disclosure Controls evaluation was performed under the supervision and with the participation of management, including the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO).

Based upon the controls evaluation, the Company’s CEO and CFO have concluded that, as of the end of the period covered by this Quarterly Report on Form 10-Q, the Company’s Disclosure Controls are effective to ensure that information the Company is required to disclose in reports that the Company files or submits under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

During the period covered by this Quarterly Report on Form 10-Q, there were no changes in internal control over financial reporting that materially affected, or that are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Attached as Exhibits 31.1 and 31.2 to this Quarterly Report on Form 10-Q are certifications of the CEO and the CFO, which are required in accordance with Rule 13a-14 of the Exchange Act. This Controls and Procedures section includes the information concerning the controls evaluation referred to in the certifications and it should be read in conjunction with the certifications.

Definition of Disclosure Controls

Disclosure Controls are controls and procedures designed to ensure that information required to be disclosed in the Company’s reports filed under the Exchange Act is recorded, processed, summarized and reported timely. Disclosure Controls are also designed to ensure that such information is accumulated and communicated to the Company’s management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. The Company’s Disclosure Controls include components of its internal control over financial reporting which consists of control processes designed to provide reasonable assurance regarding the reliability of the Company’s financial reporting and the preparation of financial statements in accordance with U.S. generally accepted accounting principles.

Limitations on the Effectiveness of Controls

The Company’s management, including the CEO and CFO, does not expect that its Disclosure Controls or its internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings — For a description of legal proceedings, see Note 3 “Commitments and Contingencies” of the accompanying unaudited condensed consolidated financial statements.

Item 1A. Risk Factors — In addition to the other information included in this report and in our other reports and statements that we file with the SEC, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, which could materially affect our business, financial condition and/or operating results. The risks discussed in our Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

There have been no material changes to the risk factors identified in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10‑K for the year ended December 31, 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds —


Issuer Purchases of Equity Securities
Period	(a) Total Number of Shares (or Units) Purchased (1)		(b) Average Price Paid per Share (or Unit)		(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that may Yet be Purchased under the Plans or Programs
January 1, 2024 through
January 31, 2024	—	(2)	$—	(2)	—	$—
February 1, 2024 through
February 29, 2024	—	(3)	$—	(3)	—	—
March 1, 2024 through
March 31, 2024	530	(4)	$593.24	(4)	—	—
Total	530				—


(1)	Any shares purchased by the Saia, Inc. Executive Capital Accumulation Plan are open market purchases. For more information on the Saia, Inc. Executive Capital Accumulation Plan, see the Registration Statement on Form S-8 (No. 333-155805) filed on December 1, 2008.
(2)	The Saia, Inc. Executive Capital Accumulation Plan had no sales of Saia stock during the period of January 1, 2024 through January 31, 2024.
(3)	The Saia, Inc. Executive Capital Accumulation Plan sold 790 shares of Saia stock at an average price of $550.79 during the period of February 1, 2024 through February 29, 2024.
(4)	The Saia, Inc. Executive Capital Accumulation Plan had no sales of Saia stock during the period of March 1, 2024 through March 31, 2024.

Item 5. Other Information — During the three months ended March 31, 2024, none of our directors or Section 16 officers adopted or terminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Securities Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

Item 6. Exhibits


Exhibit
Number		Description of Exhibit

2.1		Asset Purchase Agreement dated December 5, 2023 by and among Saia, Inc., Saia Motor Freight Line, LLC, Yellow Corporation, New Penn Motor Express LLC, USF Holland LLC, USF Reddaway Inc., YRC Inc. and YRC Freight Canada Company (incorporated by reference to Exhibit 2.1 of Saia, Inc’s Form 8-K (File No. 0-49983) filed on December 11, 2023).

3.1		Restated Certificate of Incorporation of Saia, Inc., as amended (incorporated herein by reference to Exhibit 3.1 of Saia, Inc.’s Form 8-K (File No. 0-49983) filed on July 26, 2006).

3.2		Certificate of Amendment to Restated Certificate of Incorporation of Saia, Inc. (incorporated herein by reference to Exhibit 3.1 of Saia, Inc.'s Form 8-K (File No. 0-49983) filed on July 2, 2021).

3.3		Certificate of Amendment to Restated Certificate of Incorporation of Saia, Inc. (incorporated herein by reference to Exhibit 3.1 of Saia, Inc.’s Form 8-K (File No. 0-49983) filed on June 9, 2022).

3.4		Certificate of Amendment to Restated Certificate of Incorporation of Saia, Inc. (incorporated herein by reference to Exhibit 3.2 of Saia, Inc.’s Form 8-K (File No. 0-49983) filed on June 9, 2022).

3.5		Amended and Restated By-laws of Saia, Inc. (incorporated herein by reference to Exhibit 3.1 of Saia, Inc.’s Form 8-K (File No. 0-49983) filed on July 29, 2008).

3.6		Certificate of Elimination filed with the Delaware Secretary of State on December 16, 2010 (incorporated herein by reference to Exhibit 3.1 of Saia, Inc.’s Form 8-K (File No. 0-49983) filed on December 20, 2010).

31.1		Certification of Principal Executive Officer Pursuant to Exchange Act Rule 13a-15(e).

31.2		Certification of Principal Financial Officer Pursuant to Exchange Act Rule 13a-15(e).

32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101		The following financial information from Saia, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in iXBRL (Inline Extensible Business Reporting Language) includes: (i) Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 (unaudited), (ii) Condensed Consolidated Statements of Operations for the quarters ended March 31, 2024 and 2023 (unaudited), (iii) Consolidated Statements of Stockholders’ Equity for the quarters ended March 31, 2024 and 2023 (unaudited), (iv) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023 (unaudited), and (v) the Notes to Condensed Consolidated Financial Statements (unaudited). XBRL Instance Document – the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

104		The cover page from Saia’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline XBRL (included as Exhibit 101).

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 thereunto duly authorized.


	SAIA, INC.

Date: April 26, 2024		/s/ Douglas L. Col
		Douglas L. Col
		Executive Vice President and Chief Financial Officer

EX-31.1 2 saia-ex31_1.htm EX-31.1 EX-31.1

Exhibit 31.1

CERTIFICATION

I, Frederick J. Holzgrefe, certify that:

I have reviewed this quarterly report on Form 10-Q of Saia, Inc.;

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 26, 2024

    /s/ Frederick J. Holzgrefe

   

    Frederick J. Holzgrefe

   

    President and Chief Executive Officer

   

EX-31.2 3 saia-ex31_2.htm EX-31.2 EX-31.2

Exhibit 31.2

CERTIFICATION

I, Douglas L. Col, certify that:

I have reviewed this quarterly report on Form 10-Q of Saia, Inc.;

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 26, 2024

    /s/ Douglas L. Col

   

    Douglas L. Col

   

    Executive Vice President and Chief Financial Officer

EX-32.1 4 saia-ex32_1.htm EX-32.1 EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Frederick J. Holzgrefe, President and Chief Executive Officer of Saia, Inc. (the “Company”), certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

The Quarterly Report on Form 10-Q of the Company for the quarter ended March 31, 2024 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

    /s/ Frederick J. Holzgrefe

   

    Frederick J. Holzgrefe

   

    President and Chief Executive Officer

   

    Saia, Inc.

   

    April 26, 2024

   

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Saia, Inc. and will be retained by Saia, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2 5 saia-ex32_2.htm EX-32.2 EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Douglas L. Col, Executive Vice President and Chief Financial Officer of Saia, Inc. (the “Company”), certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

    /s/ Douglas L. Col

   

    Douglas L. Col

   

    Executive Vice President and Chief Financial Officer

   

    Saia, Inc.

   

    April 26, 2024

   

EX-101.SCH 6 saia-20240331.xsd XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 100000 - Document - Document and Entity Information link:presentationLink link:calculationLink link:definitionLink 100010 - Statement - Condensed Consolidated Balance Sheets (Unaudited) link:presentationLink link:calculationLink link:definitionLink 100020 - Statement - Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) link:presentationLink link:calculationLink link:definitionLink 100030 - Statement - Condensed Consolidated Statements of Operations (unaudited) link:presentationLink link:calculationLink link:definitionLink 100040 - Statement - Condensed Consolidated Statements of Stockholders' Equity (Unaudited) link:presentationLink link:calculationLink link:definitionLink 100050 - Statement - Condensed Consolidated Statements of Cash Flows (Unaudited) link:presentationLink link:calculationLink link:definitionLink 100060 - Statement - Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) link:presentationLink link:calculationLink link:definitionLink 995455 - Disclosure - Summary of Significant Accounting Policies link:presentationLink link:calculationLink link:definitionLink 995465 - Disclosure - Computation of Earnings Per Share link:presentationLink link:calculationLink link:definitionLink 995475 - Disclosure - Commitments and Contingencies link:presentationLink link:calculationLink link:definitionLink 995485 - Disclosure - Fair Value of Financial Instruments link:presentationLink link:calculationLink link:definitionLink 995495 - Disclosure - Debt and Financing Arrangements link:presentationLink link:calculationLink link:definitionLink 995505 - Disclosure - Asset Acquisitions link:presentationLink link:calculationLink link:definitionLink 995515 - Disclosure - Summary of Significant Accounting Policies (Policies) link:presentationLink link:calculationLink link:definitionLink 995525 - Disclosure - Computation of Earnings Per Share (Tables) link:presentationLink link:calculationLink link:definitionLink 995535 - Disclosure - Debt and Financing Arrangements (Tables) link:presentationLink link:calculationLink link:definitionLink 995545 - Disclosure - Summary of Significant Accounting Policies - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 995555 - Disclosure - Summary of Significant Accounting Policies - Additional Information1 (Detail) link:presentationLink link:calculationLink link:definitionLink 995555 - Disclosure - Summary of Significant Accounting Policies - Additional Information1 (Detail) [Default] link:presentationLink link:calculationLink link:definitionLink 995565 - Disclosure - Schedule Of Computation of Earnings Per Share - Summary of Calculation of Basic Earnings Per Common Share and Diluted Earnings Per Common Share (Detail) link:presentationLink link:calculationLink link:definitionLink 995575 - Disclosure - Computation of Earnings Per Share - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 995585 - Disclosure - Commitments and Contingencies - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 995595 - Disclosure - Fair Value of Financial Instruments - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 995605 - Disclosure - Debt and Financing Arrangements - Summary of Reconciliation of Debt (Detail) link:presentationLink link:calculationLink link:definitionLink 995615 - Disclosure - Debt and Financing Arrangements - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 995625 - Disclosure - Debt and Financing Arrangements - Summary of Reconciliation of Debt (Detail) 2 link:presentationLink link:calculationLink link:definitionLink 995635 - Disclosure - Debt and Financing Arrangements - Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases (Detail) link:presentationLink link:calculationLink link:definitionLink 995645 - Disclosure - Asset Acquisitions - Additional Information (Details) link:presentationLink link:calculationLink link:definitionLink 995655 - Disclosure - Debt and Financing Arrangements - Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases (Detail) 2 link:presentationLink link:calculationLink link:definitionLink Document Transition Report Document Transition Report Asset Acquisition [Line Items] Debt Instruments [Abstract] Other Liabilities, Noncurrent Total other liabilities Change in other assets and liabilities, net Increase (Decrease) in Other Operating Assets and Liabilities, Net, Total Increase (Decrease) in Other Operating Assets and Liabilities, Net Deferred Compensation, Share-Based Payments [Member] Deferred Compensation Trust [Member] Fair Value Disclosures [Text Block] Fair Value of Financial Instruments Revenue from Contract with Customer, Excluding Assessed Tax Operating Revenue Operating Revenue Risk retention amount per occurrence under new policy. Risk Retention Amount Per Occurrence Under New Policy Risk retention amount per occurrence under new policy New automobile liability insurance policy effective date. New Automobile Liability Insurance Policy Effective Date New automobile liability insurance policy, effective date Intangible Assets, Net (Including Goodwill) Goodwill and Identifiable Intangibles, net Intangible Assets, Net (Including Goodwill), Total Operating Lease, Liability, Noncurrent Operating lease liability, less current portion 2024 Amount of long-term debt and finance lease liability maturing in the remainder of the fiscal year following the latest fiscal year ended. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal Remainder Of Fiscal Year Balance Sheet Location [Axis] Balance Sheet Location Assets, Current Total current assets Liabilities and Equity Total liabilities and stockholders’ equity Entity Address, State or Province Entity Address, State or Province Maximum leverage ratio. Maximum Leverage Ratio Maximum leverage ratio Trading Symbol Trading Symbol Common Stock, Shares, Issued Common stock, shares issued Operating Costs and Expenses [Abstract] Operating Expenses: Net Income (Loss) Attributable to Parent [Abstract] Numerator: Schedule of Long-Term Debt Instruments [Table] Debt Instrument [Table] New automobile liability insurance policy. New Automobile Liability Insurance Policy [Member] New Automobile Liability Insurance Policy [Member] Entity Address, City or Town Entity Address, City or Town 2028 Principal amount of long-term debt and finance lease liability maturing in the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal In Year Five Additional Amount To Be Paid If Losses Are Greater Than Limit Specified Additional Amount To Be Paid If Losses Are Greater Than Limit Specified Additional Amount To Be Paid If Losses Are Greater Than Limit Specified Debt Disclosure [Text Block] Debt and Financing Arrangements Finance Lease, Principal Payments Repayment of finance leases Additional Paid-in Capital [Member] Additional Paid-in Capital [Member] Selling of aggregate principal amount Debt Instrument, Issued, Principal Liabilities, Current [Abstract] Current Liabilities: Assets, Current [Abstract] Current Assets: Preferred Stock, Par or Stated Value Per Share Preferred stock, par value Statement of Stockholders' Equity [Abstract] Operating Lease, Liability, Current Current portion of operating lease liability Credit Agreements, described below Long-Term Debt Borrowing capacity under credit agreement Long-Term Debt, Total Property, Plant and Equipment, Net Net property and equipment Scenario [Domain] Scenario Entity Central Index Key Entity Central Index Key Preferred Stock, Shares Outstanding Preferred stock, shares outstanding Preferred Stock, Shares Outstanding, Beginning Balance Preferred Stock, Shares Outstanding, Ending Balance Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period Payment terms Liabilities, Current Total current liabilities Entity Tax Identification Number Entity Tax Identification Number Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Income Before Income Taxes Income Before Income Taxes Increase (Decrease) in Operating Capital [Abstract] Changes in operating assets and liabilities: Self Insurance Reserve, Current Self insurance, per occurrence Existing credit agreement. Existing Credit Agreement [Member] Existing Credit Agreement [Member] Amount of long-term debt and finance lease liability including current maturities. Long Term Debt And Finance Lease Liability Including Current Maturities Total debt Total debt Total Assets Total assets Operating Lease, Right-of-Use Asset Operating Lease Right-of-Use Assets Entity Registrant Name Entity Registrant Name Retained Earnings (Accumulated Deficit) Retained earnings Retained Earnings (Accumulated Deficit), Total Long-Term Debt, Weighted Average Interest Rate, at Point in Time Weighted average interest rates for finance lease Retained Earnings [Member] Retained Earnings [Member] Shelf Agreement [Member] Shelf Agreement [Member] Shelf Agreement [Member] Deferred Income Tax Liabilities, Net Deferred income taxes Minimum [Member] Minimum [Member] 2025 Principal amount of long-term debt and finance lease liability maturing in the second fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal In Year Two Proceeds from Stock Options Exercised Proceeds from stock option exercises Significant Accounting Policies [Text Block] Summary of Significant Accounting Policies Aggregate loss limit under new policy for each policy Year. Aggregate Loss Limit Under New Policy For Each Policy Year Aggregate loss limit for each policy year Finance Lease, Liability Finance Leases, described below Liabilities recognized under finance leases Finance Lease, Liability, Total Equity Component [Domain] Equity Component Maximum amount received return on premium availability. Maximum Amount Received Return On Premium Availability Maximum amount received return on premium availability Repayments of revolving credit facility Repayments of Lines of Credit Debt Disclosure [Abstract] Shares issued for long-term incentive awards, net of shares withheld for taxes Share-Based Payment Arrangement, Decrease for Tax Withholding Obligation Shares issued for long-term incentive awards, net of shares withheld for taxes Debt Instrument, Basis Spread on Variable Rate Rate margin Entity Current Reporting Status Entity Current Reporting Status Other financing activity Proceeds from (Payments for) Other Financing Activities Common Stock, Shares Authorized Common stock, shares authorized Cost, Direct Tax and License Operating taxes and licenses Operating taxes and licenses Finance Lease, Right-of-Use Asset, after Accumulated Amortization Finance leased assets, net Finance Lease, Right-of-Use Asset, after Accumulated Amortization, Total Long-Term Debt, Fair Value Estimated fair value of total debt Line of credit facility amended expiration month and year. Line Of Credit Facility Amended Expiration Month And Year Amendment line of credit facility expiration year and month Minimum debt service coverage ratio. Minimum Debt Service Coverage Ratio Minimum debt service coverage ratio Assets [Abstract] Assets Revenue from Contract with Customer [Policy Text Block] Revenue Recognition Base Rate [Member] Base Rate Margin [Member] Common stock, $0.001 par value, 100,000,000 shares authorized, 26,588,162 and 26,549,372 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively Common Stock, Value, Issued 2027 Principal amount of long-term debt and finance lease liability maturing in the fourth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal In Year Four Other Noncash Income (Expense), Total Other Noncash Income (Expense) Other, net Proceeds from Sale of Property, Plant, and Equipment, Total Proceeds from Sale of Property, Plant, and Equipment Proceeds from disposal of property and equipment Percentage of revenue. Percentage Of Revenue Percentage of revenue derived from transporting Amount of long-term debt and finance lease liability due after one year or beyond the normal operating cycle, if longer. Long Term Debt And Finance Lease Liabiliity Long-term debt, less current portion Current Fiscal Year End Date Current Fiscal Year End Date Operating Income (Loss) Operating Income Operating Income Entity Ex Transition Period Deferred Income Tax Expense (Benefit), Total Deferred Income Tax Expense (Benefit) Deferred income taxes Income Tax Expense (Benefit), Total Income Tax Expense (Benefit) Income Tax Provision Payment, Tax Withholding, Share-Based Payment Arrangement Shares withheld for taxes Finance Lease, Liability, Undiscounted Excess Amount Less: Amounts Representing Interest on Finance Leases Paid losses specified limit to pay additional premium. Paid Losses Specified Limit To Pay Additional Premium Paid losses specified limit to pay additional premium Other Nonoperating Income (Expense), Total Other Nonoperating Income (Expense) Other, net Other, net Number of freight terminals Number of freight terminals Long-Term Debt, Type [Domain] Long-term Debt, Type Commitments and Contingencies Disclosure [Abstract] Other Assets, Noncurrent Other Noncurrent Assets Single loss limit under new policy. Single Loss Limit Under New Policy Single loss limit Equity, Attributable to Parent [Abstract] Stockholders’ Equity: Loss Contingency Nature [Axis] Loss Contingency Nature Gain (Loss) on Disposition of Property Plant Equipment, Total Gain (Loss) on Disposition of Property Plant Equipment Loss (gain) from property disposals, net Other operating, net Line of Credit Facility, Maximum Borrowing Capacity Borrowing capacity under credit agreement Secured Overnight Financing Rate Secured Overnight Financing Rate [Member] Secured Overnight Financing Rate Earnings Per Share [Abstract] New automobile liability insurance policy term. New Automobile Liability Insurance Policy Term New automobile liability insurance policy, term Accounting Policies [Abstract] Scenario [Axis] Scenario Initial Notes interest rate Debt Instrument, Interest Rate, Effective Percentage Revolving Credit Facility [Member] Revolving Credit Facility [Member] Earnings Per Share, Basic, Total Earnings Per Share, Basic Basic Earnings Per Share Commitments and Contingencies (Note 3) Commitments and Contingencies Income Statement [Abstract] Accrued additional premium. Accrued Additional Premium Accrued additional premium Returnable premium for changes in claims. Returnable Premium For Changes In Claims Returnable premium for changes in claims Statistical Measurement [Domain] Statistical Measurement Net Cash Provided by (Used in) Operating Activities Net cash provided by operating activities Document Period End Date Document Period End Date Statistical Measurement [Axis] Statistical Measurement Commitments and Contingencies Disclosure [Text Block] Commitments and Contingencies Earnings Per Share, Diluted, Total Earnings Per Share, Diluted Diluted Earnings Per Share Concentration Risk Benchmark [Domain] Debt Instrument, Name [Domain] Debt Instrument, Name Loss Contingency, Nature [Domain] Loss Contingency, Nature Additional Paid in Capital, Common Stock Additional paid-in-capital Net Decrease in Cash and Cash Equivalents Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Period Increase (Decrease), Excluding Exchange Rate Effect Schedule of Maturities of Long-Term Debt [Table Text Block] Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases Company Increase The Size Company Increase The Size Revenue, performance obligation, average transit time. Revenue Performance Obligation Average Transit Time Average transit time Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period Exercise of stock options less shares withheld for taxes, Shares Decrease in insurance premium expenses. Decrease In Insurance Premium Expenses Reduction in insurance premium expenses Liabilities and Equity [Abstract] Liabilities and Stockholders’ Equity Entity Address, Postal Zip Code Entity Address, Postal Zip Code Entity Interactive Data Current Entity Interactive Data Current Increase (Decrease) in Accounts Payable, Total Increase (Decrease) in Accounts Payable Accounts payable 2026 Principal amount of long-term debt and finance lease liability maturing in the third fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal In Year Three Credit Facility [Domain] Credit Facility Entity Incorporation, State or Country Code Entity Incorporation, State or Country Code Line of credit facility additional borrowing capacity. Line Of Credit Facility Additional Borrowing Capacity Additional borrowing capacity under revolving credit facility Equity Components [Axis] Equity Components Increase (Decrease) in Accounts Receivable Accounts receivable First twelve months. First Twelve Months [Member] First 12 months [Member] Local Phone Number Local Phone Number Statement of Cash Flows [Abstract] Total Borrowing Capacity Total Borrowing Capacity Total Borrowing Capacity Interest income Interest income Interest Income, Interest-Earning Asset Interest Income, Interest-Earning Asset, Total Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date Organization, Consolidation and Presentation of Financial Statements [Abstract] Concentration Risk Benchmark [Axis] Common Stock, Par or Stated Value Per Share Common stock, par value Summary of significant accounting policies. Summary Of Significant Accounting Policies [Table] Summary Of Significant Accounting Policies [Table] New automobile liability insurance amount occurrence exceeds. New Automobile Liability Insurance Amount Occurrence Exceeds New automobile liability insurance amount occurrence exceeds Maximum [Member] Maximum [Member] APIC, Share-Based Payment Arrangement, Increase for Cost Recognition Stock compensation, including options and long-term incentives APIC, Share-Based Payment Arrangement, Increase for Cost Recognition, Total Long-Term Debt and Lease Obligation Long-term debt, less current portion Long-Term Debt and Lease Obligation, Total Other Other Payments for (Proceeds from) Other Investing Activities FuelOperatingExpensesAndSuppliesss FuelOperatingExpensesAndSupplies Fuel, operating expenses and supplies Incremental Common Shares Attributable to Dilutive Effect of Share-Based Payment Arrangements Dilutive effect of share-based awards City Area Code City Area Code Net Cash Provided by (Used in) Operating Activities [Abstract] Operating Activities: Weighted Average Number of Shares Outstanding, Basic [Abstract] Denominator: Less: accumulated depreciation and amortization Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Total Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Beginning Balance Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Ending Balance Weighted Average Number of Shares Outstanding, Basic, Total Weighted Average Number of Shares Outstanding, Basic Denominator for basic earnings per share-weighted average common shares Weighted average common shares outstanding - basic Labor and Related Expense Salaries, wages and employees' benefits Net Cash Provided by (Used in) Financing Activities [Abstract] Financing Activities: Statement [Table] Statement [Table] Accounts Receivable [Member] Document Fiscal Period Focus Document Fiscal Period Focus Restricted Cash, Statement of Financial Position [Extensible Enumeration] Private Shelf Agreement [Member] Private Shelf Agreement Member Statement [Line Items] Statement [Line Items] Adjusted Leverage Ratio Adjusted Leverage Ratio Adjusted Leverage Ratio Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Common stock excluded from the calculation of diluted earnings per share Principal amount of long-term debt and finance lease liability maturing after the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Long Term Debt And Finance Lease Liability Maturities Repayments Of Principal After Year Five Thereafter Letters of Credit Outstanding, Amount Letter of credit facility outstanding amount Pro rata share of letters of credit outstanding Asset Class [Domain] Accounts Receivable, after Allowance for Credit Loss, Current Accounts receivable, net Accounts Receivable, after Allowance for Credit Loss, Current, Total Common Stock [Member] Common Stock [Member] Debt Instrument [Line Items] Debt Instrument [Line Items] Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Noncash items included in net income: Common Stock, Shares Held in Employee Trust, Shares Deferred compensation trust Cash and Cash Equivalents, at Carrying Value Cash and cash equivalents Cash and Cash Equivalents, at Carrying Value, Total Other Assets, Current Other current assets Prepaid Expense, Current, Total Prepaid Expense, Current Prepaid expenses Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Schedule of Debt [Table Text Block] Summary of Reconciliation of Debt Cover [Abstract] Document Fiscal Year Focus Document Fiscal Year Focus Security Exchange Name Security Exchange Name Long term debt and finance lease liability including interest on finance leases. Long Term Debt And Finance Lease Liability Including Interest On Finance Leases Total Provisional extended term of policy. Provisional Extended Term Of Policy Provisional extended term of policy Preferred Stock, Shares Issued Preferred stock, shares issued Preferred Stock, Shares Authorized Preferred stock, shares authorized Operating Costs and Expenses Total operating expenses Total operating expenses Property, Plant and Equipment, Gross Property and Equipment, at cost Property, Plant and Equipment, Gross, Total Property, Plant and Equipment, Gross, Beginning Balance Property, Plant and Equipment, Gross, Ending Balance Entity Emerging Growth Company Entity Emerging Growth Company Amendment Flag Amendment Flag Basis of Accounting, Policy [Policy Text Block] Basis of Presentation Shares, Issued Ending Balance, Shares Beginning Balance, Shares Borrowings of revolving credit facility Proceeds from Lines of Credit, Total Proceeds from Lines of Credit Variable Rate [Domain] Variable Rate Entity File Number Entity File Number Cash and, Cash Equivalents and Restricted Cash, beginning of period Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents Cash and Cash Equivalents, beginning of period Cash and Cash Equivalents, end of period Asset Acquisitions Asset Acquisition [Text Block] Accounts Payable, Current Accounts payable Accounts Payable, Current, Total Debt Instrument [Axis] Debt Instrument Purchased transportations PurchasedTransportations PurchasedTransportations Entity Address, Address Line Two Entity Address, Address Line Two Preferred Stock, Value, Issued Preferred stock, $0.001 par value, 50,000 shares authorized, none issued and outstanding Entity Small Business Entity Small Business Entity Shell Company Entity Shell Company Line of Credit Facility, Unused Capacity, Commitment Fee Percentage Letter of credit unused portion fee Deferred compensation trust, 69,412 and 69,672 shares of common stock at cost at March 31, 2024 and December 31, 2023, respectively Common Stock Issued, Employee Trust, Deferred Liabilities, Noncurrent [Abstract] Other Liabilities: Earnings Per Share [Text Block] Computation of Earnings Per Share APIC, Share-Based Payment Arrangement, Recognition and Exercise Exercise of stock options less shares withheld for taxes Entity Address, Address Line One Entity Address, Address Line One Other Liabilities, Current Other current liabilities Restricted Cash Restricted Cash, Total Finance lease obligation period. Finance Lease Obligation Period Lease expiration period Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Entire thirty six months. Entire Thirty Six Months [Member] Entire 36 Months [Member] Long-Term Debt, Type [Axis] Long-term Debt, Type Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total Net Income (Loss), Including Portion Attributable to Noncontrolling Interest Net income Accrued Insurance, Current Claims and insurance accruals Number of completed acquisition leases freight terminals Number of completed acquisition leases freight terminals Depreciation, Depletion and Amortization, Total Depreciation, Depletion and Amortization Depreciation and amortization Depreciation and amortization Title of 12(b) Security Title of each class Twelve Months Extension [Member] Twelve Months Extension [Member] One Year Extension Policy [Member] New automobile liability insurance policy losses. New Automobile Liability Insurance Policy Losses New automobile liability insurance policy losses Aggregate loss limit under new policy during policy period. Aggregate Loss Limit Under New Policy During Policy Period Aggregate loss limit during policy period Net Cash Provided by (Used in) Investing Activities [Abstract] Investing Activities: Credit Agreement [Member] Credit Agreement [Member] Long-Term Debt and Lease Obligation, Current Current portion of long-term debt Long-Term Debt and Lease Obligation, Current, Total Amount of long-term debt and finance leases due within one year or the normal operating cycle, if longer. Long Term Debt And Finance Lease Liability Current Less: current portion of long-term debt Common Stock, Shares, Outstanding Common stock, shares outstanding Common Stock, Shares, Outstanding, Beginning Balance Common Stock, Shares, Outstanding, Ending Balance Description of the business and summary of the company accounting policies. Business Policy [Text Block] Business Claims insurance and other noncurrent. Claims Insurance And Other Noncurrent Claims, insurance and other Shares issued for long term incentive shares awards net of shares with held for taxes. Shares Issued For Long Term Incentive Shares Awards Net Of Shares With Held For Taxes Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares Unpaid Policy Claims and Claims Adjustment Expense, Policy [Policy Text Block] Claims and Insurance Accruals Companys Obligation To Pay Additional Premiums, Increased Companys Obligation To Pay Additional Premiums, Increased Company Obligation To Pay Additional Premiums, Increased Asset Acquisition [Abstract] Fourty Eight Months Policy [Member] Fourty Eight Months Policy [Member] Four Year Policy [Member] Sale of shares issued under share-based plans to employees or officers which is the unearned portion, accounted for under the fair value method. Sale Of Shares By Deferred Compensation Trust Sale of shares by Deferred Compensation Trust Document Type Document Type Net Cash Provided by (Used in) Investing Activities Net cash used in investing activities Document Quarterly Report Document Quarterly Report Property, Plant and Equipment [Member] Property and Equipment [Member] Purchase of shares issued under share-based plans to employees or officers which is the unearned portion, accounted for under the fair value method. Purchase Of Shares By Deferred Compensation Trust Purchase of shares by Deferred Compensation Trust Net cash provided by (used in) financing activities Net Cash Provided by (Used in) Financing Activities Entity Filer Category Entity Filer Category Balance Sheet Location [Domain] Balance Sheet Location Variable Rate [Axis] Variable Rate Asset Class [Axis] Nonoperating (income) expenses, net Nonoperating Income (Expense) Nonoperating expenses, net Equity, Attributable to Parent Ending Balance Beginning Balance Total stockholders’ equity Twenty twenty Three Credit Facility Member Twenty twenty Three Credit Agreement [Member] 2023 Credit Agreement Member Net Income Nonoperating (Income) Expenses: Nonoperating Income (Expense) [Abstract] Interest Expense, Total Interest Expense Interest expense Interest expense Statement of Financial Position [Abstract] Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture Stock compensation, including options and long-term incentives, Shares Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture, Total Weighted average common shares outstanding - diluted Weighted Average Number of Shares Outstanding, Diluted, Total Weighted Average Number of Shares Outstanding, Diluted Denominator for diluted earnings per share-adjusted weighted average common shares Credit Facility [Axis] Credit Facility Uncommitted Private Shelf Agreement Uncommitted Private Shelf Agreement Uncommitted Private Shelf Agreement Additional premium to be paid if paid losses are greater than limit specified. Additional Premium To Be Paid If Losses Are Greater Than Limit Specified Additional premium to be paid, if losses are paid by insurer are greater than limit specified Finance lease obligations. Finance Lease Obligations [Member] Finance Lease Obligations [Member] Operating Insurance and Claims Costs, Production Claims and insurance Aggregate purchase price in cash Aggregate purchase price in cash Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] Summary of Calculation of Basic Earnings Per Common Share and Diluted Earnings Per Common Share Fair Value Disclosures [Abstract] Payments to Acquire Property, Plant, and Equipment, Total Payments to Acquire Property, Plant, and Equipment Acquisition of property and equipment Employee-related Liabilities, Current Wages, vacation and employees’ benefits Employee-related Liabilities, Current, Total Summary of significant accounting policies. Summary Of Significant Accounting Policies [Line Items] Summary of Significant Accounting Policies [Line Items] Aggregate purchase price Aggregate purchase price XML 8 R1.htm IDEA: XBRL DOCUMENT

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2024	Apr. 24, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
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		26,588,162
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

XML 9 R2.htm IDEA: XBRL DOCUMENT

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current Assets:
Cash and cash equivalents	$ 12,308	$ 296,215
Accounts receivable, net	345,808	311,742
Prepaid expenses	51,231	32,648
Other current assets	6,913	8,089
Total current assets	416,260	648,694
Property and Equipment, at cost	3,336,493	2,881,800
Less: accumulated depreciation and amortization	1,159,629	1,118,492
Net property and equipment	2,176,864	1,763,308
Operating Lease Right-of-Use Assets	129,520	118,734
Goodwill and Identifiable Intangibles, net	17,082	17,296
Other Noncurrent Assets	25,988	35,533
Total assets	2,765,714	2,583,565
Current Liabilities:
Accounts payable	153,487	141,877
Wages, vacation and employees’ benefits	55,318	75,514
Claims and insurance accruals	36,612	41,641
Other current liabilities	58,331	27,094
Current portion of long-term debt	7,498	10,173
Current portion of operating lease liability	26,526	25,757
Total current liabilities	337,772	322,056
Other Liabilities:
Long-term debt, less current portion	76,553	6,315
Operating lease liability, less current portion	98,190	96,462
Deferred income taxes	157,626	155,841
Claims, insurance and other	66,635	61,397
Total other liabilities	399,004	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, 26,588,162 and 26,549,372 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	27	27
Additional paid-in-capital	282,090	285,092
Deferred compensation trust, 69,412 and 69,672 shares of common stock at cost at March 31, 2024 and December 31, 2023, respectively	(5,928)	(5,679)
Retained earnings	1,752,749	1,662,054
Total stockholders’ equity	2,028,938	1,941,494
Total liabilities and stockholders’ equity	$ 2,765,714	$ 2,583,565

XML 10 R3.htm IDEA: XBRL DOCUMENT

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 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	26,588,162	26,549,372
Common stock, shares outstanding	26,588,162	26,549,372
Deferred compensation trust	69,412	69,672

XML 11 R4.htm IDEA: XBRL DOCUMENT

Condensed Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Operating Revenue	$ 754,775	$ 660,535
Operating Expenses:
Salaries, wages and employees' benefits	341,713	298,956
Purchased transportations	52,507	46,727
Fuel, operating expenses and supplies	156,325	141,625
Operating taxes and licenses	19,766	17,065
Claims and insurance	17,463	14,059
Depreciation and amortization	48,849	42,880
Other operating, net	240	80
Total operating expenses	636,863	561,392
Operating Income	117,912	99,143
Nonoperating (Income) Expenses:
Interest expense	542	688
Interest income	(755)	(140)
Other, net	(788)	(503)
Nonoperating (income) expenses, net	(1,001)	45
Income Before Income Taxes	118,913	99,098
Income Tax Provision	28,218	23,001
Net Income	$ 90,695	$ 76,097
Weighted average common shares outstanding - basic	26,672	26,600
Weighted average common shares outstanding - diluted	26,794	26,702
Basic Earnings Per Share	$ 3.4	$ 2.86
Diluted Earnings Per Share	$ 3.38	$ 2.85

XML 12 R5.htm IDEA: XBRL DOCUMENT

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ 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
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
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		48
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
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
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
Shares issued for long-term incentive awards, net of shares withheld for taxes, Shares		22
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

XML 13 R6.htm IDEA: XBRL DOCUMENT

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating Activities:
Net income	$ 90,695	$ 76,097
Noncash items included in net income:
Depreciation and amortization	48,849	42,880
Deferred income taxes	1,785	5,738
Other, net	3,624	2,968
Changes in operating assets and liabilities:
Accounts receivable	(34,371)	(5,276)
Accounts payable	3,457	7,008
Change in other assets and liabilities, net	(7,571)	(10,145)
Net cash provided by operating activities	106,468	119,270
Investing Activities:
Acquisition of property and equipment	(457,164)	(128,415)
Proceeds from disposal of property and equipment	343	360
Other	4,999	0
Net cash used in investing activities	(451,822)	(128,055)
Financing Activities:
Repayments of revolving credit facility	(48,100)	0
Borrowings of revolving credit facility	120,100	0
Proceeds from stock option exercises	1,993	2,204
Shares withheld for taxes	(7,968)	(8,927)
Repayment of finance leases	(4,437)	(4,504)
Other financing activity	(141)	(953)
Net cash provided by (used in) financing activities	61,447	(12,180)
Net Decrease in Cash and Cash Equivalents	(283,907)	(20,965)
Cash and Cash Equivalents, beginning of period	296,215	187,390
Cash and Cash Equivalents, end of period	$ 12,308	$ 166,425

XML 14 R7.htm IDEA: XBRL DOCUMENT

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 90,695	$ 76,097

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 13: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480167/946-830-55-10

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483581/946-220-45-7

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 32: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483499/205-20-50-7

Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482740/230-10-45-28

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B

Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

XML 15 R8.htm IDEA: XBRL DOCUMENT

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 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

XML 16 R9.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

(1) Summary of Significant Accounting Policies

Basis of Presentation

Business

Revenue Recognition

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.

Claims and Insurance Accruals

XML 17 R10.htm IDEA: XBRL DOCUMENT

Computation of Earnings Per Share

3 Months Ended

Mar. 31, 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):


	First Quarter
	2024		2023
Numerator:
Net income	$	90,695	$	76,097
Denominator:
Denominator for basic earnings per share–weighted average common shares		26,672		26,600
Dilutive effect of share-based awards		122		102
Denominator for diluted earnings per share–adjusted weighted average common shares		26,794		26,702

Basic Earnings Per Share	$	3.40	$	2.86

Diluted Earnings Per Share	$	3.38	$	2.85

XML 18 R11.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(3) Commitments and Contingencies

XML 19 R12.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

(4) Fair Value of Financial Instruments

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

XML 20 R13.htm IDEA: XBRL DOCUMENT

Debt and Financing Arrangements

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Debt and Financing Arrangements

(5) Debt and Financing Arrangements

At March 31, 2024 and December 31, 2023, debt consisted of the following (in thousands):


	March 31, 2024		December 31, 2023
Credit Agreements, described below	$	72,000	$	—
Finance Leases, described below		12,051		16,488
Total debt		84,051		16,488
Less: current portion of long-term debt		7,498		10,173
Long-term debt, less current portion	$	76,553	$	6,315

Credit Agreements

Revolving Credit Facility

Private Shelf Agreement

At March 31, 2024 and December 31, 2023, respectively, the Company had no outstanding borrowings under its Shelf Agreement.

Finance Leases

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	$	6,016
2025		5,453
2026		994
2027		—
2028		72,000
Thereafter		—
Total		84,463
Less: Amounts Representing Interest on Finance Leases		412
Total	$	84,051

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

XML 21 R14.htm IDEA: XBRL DOCUMENT

Asset Acquisitions

3 Months Ended

Mar. 31, 2024

Asset Acquisition [Abstract]

Asset Acquisitions

(6) Asset Acquisitions

XML 22 R15.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 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 ended March 31, 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 46 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.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-17

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 19
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-19

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-18

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-18

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (e)
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483426/235-10-50-4

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

XML 23 R16.htm IDEA: XBRL DOCUMENT

Computation of Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 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):


	First Quarter
	2024		2023
Numerator:
Net income	$	90,695	$	76,097
Denominator:
Denominator for basic earnings per share–weighted average common shares		26,672		26,600
Dilutive effect of share-based awards		122		102
Denominator for diluted earnings per share–adjusted weighted average common shares		26,794		26,702

Basic Earnings Per Share	$	3.40	$	2.86

Diluted Earnings Per Share	$	3.38	$	2.85

XML 24 R17.htm IDEA: XBRL DOCUMENT

Debt and Financing Arrangements (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Summary of Reconciliation of Debt

At March 31, 2024 and December 31, 2023, debt consisted of the following (in thousands):


	March 31, 2024		December 31, 2023
Credit Agreements, described below	$	72,000	$	—
Finance Leases, described below		12,051		16,488
Total debt		84,051		16,488
Less: current portion of long-term debt		7,498		10,173
Long-term debt, less current portion	$	76,553	$	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	$	6,016
2025		5,453
2026		994
2027		—
2028		72,000
Thereafter		—
Total		84,463
Less: Amounts Representing Interest on Finance Leases		412
Total	$	84,051

XML 25 R18.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2024
Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Percentage of revenue derived from transporting	97.00%
Average transit time	1 day
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Average transit time	5 days

XML 26 R19.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies - Additional Information1 (Detail)	Mar. 31, 2024
Maximum [Member] \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-04-01
Summary of Significant Accounting Policies [Line Items]
Payment terms	30 days

XML 27 R20.htm IDEA: XBRL DOCUMENT

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
	Mar. 31, 2024	Mar. 31, 2023
Numerator:
Net Income (Loss)	$ 90,695	$ 76,097
Denominator:
Denominator for basic earnings per share-weighted average common shares	26,672	26,600
Dilutive effect of share-based awards	122	102
Denominator for diluted earnings per share-adjusted weighted average common shares	26,794	26,702
Basic Earnings Per Share	$ 3.4	$ 2.86
Diluted Earnings Per Share	$ 3.38	$ 2.85

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-7

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482662/260-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-10

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 16: http://www.xbrl.org/2003/role/exampleRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 52
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-52

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-7

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-7

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482662/260-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 15: http://www.xbrl.org/2003/role/exampleRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 52
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-52

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-7

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

XML 28 R21.htm IDEA: XBRL DOCUMENT

Computation of Earnings Per Share - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2023 shares
Earnings Per Share [Abstract]
Common stock excluded from the calculation of diluted earnings per share	29,120

XML 29 R22.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Estimated fair value of total debt	$ 83,800	$ 16,100
Total debt	$ 84,051	$ 16,488

XML 30 R23.htm IDEA: XBRL DOCUMENT

Debt and Financing Arrangements - Summary of Reconciliation of Debt (Detail) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Credit Agreements, described below	$ 72,000	$ 0
Finance Leases, described below	12,051	16,488
Total debt	84,051	16,488
Less: current portion of long-term debt	7,498	10,173
Long-term debt, less current portion	$ 76,553	$ 6,315
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	us-gaap:FinanceLeaseLiabilityNoncurrent	us-gaap:FinanceLeaseLiabilityNoncurrent

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482900/835-30-50-1

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(f))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69C
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69E
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E

Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69F
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1D
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1D
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1D
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

XML 31 R24.htm IDEA: XBRL DOCUMENT

Debt and Financing Arrangements - Additional Information (Detail) - USD ($) $ in Thousands		3 Months Ended
	Nov. 09, 2023	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Maximum leverage ratio		3.50%
Borrowing capacity under credit agreement		$ 72,000	$ 0
Liabilities recognized under finance leases		$ 12,051	$ 16,488
Initial Notes interest rate	6.09%
Finance Lease Obligations [Member]
Debt Instrument [Line Items]
Weighted average interest rates for finance lease		4.00%	4.00%
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		0.00%
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		1.00%
Secured Overnight Financing Rate [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Rate margin		1.75%
Revolving Credit Facility [Member] \| Existing Credit Agreement [Member]
Debt Instrument [Line Items]
Letter of credit facility outstanding amount		$ 32,400	$ 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		$ 72,000	0
Shelf Agreement [Member]
Debt Instrument [Line Items]
Borrowing capacity under credit agreement		0	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		$ 34,600	$ 38,600

XML 32 R25.htm IDEA: XBRL DOCUMENT

Debt and Financing Arrangements - Schedule of Principal Maturities of Long-Term Debt Including Interest On Finance Leases (Detail) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Instruments [Abstract]
2024	$ 6,016
2025	5,453
2026	994
2027	0
2028	72,000
Thereafter	0
Total	84,463
Less: Amounts Representing Interest on Finance Leases	412
Total	$ 84,051	$ 16,488

XML 33 R26.htm IDEA: XBRL DOCUMENT

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