Common use of Grant and Terms of Option Clause in Contracts

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______], 2027 (the “Expiration Date”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the CommitteeBoard of Directors of the Company (“Board of Directors”), which action was taken on [_______]the Company grants, 2020 effective January 23, 2012 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] Fifty Thousand ([____]50,000) shares of the common stock of Saia, of the par value of $0.001 per share Company (“Common Stock”), for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)Date of Grant, at the purchase price of $[____] 28.98 per share, which is the fair market value of the Common Stock determined as the closing price on the Date of Grant; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the followingrestricted as follows: (a) This No shares may be purchased prior to January 23, 2013 (“Vesting Anniversary”). At any time during the term of this option shall vest in three equal annual installments with on or after: (i) the first installment vesting on Vesting Anniversary, the Optionee may purchase up to 25% of the total number of shares to which this option relates; (ii) the date that is one year anniversary after the Vesting Anniversary, the Optionee may purchase up to an additional 25% of the Date total number of Grant and subsequent installments vesting on each anniversary shares to which this option relates; (iii) the date that is two years after the Vesting Anniversary, the Optionee may purchase up to an additional 25% of the Date total number of Grant thereaftershares to which this option relates; (iv) the date that is three years after the Vesting Anniversary, the Optionee may purchase up to an additional 25% of the total number of shares to which this option relates; so that on or after the date that is three years after the Vesting Anniversary, during the term hereof, Optionee will have become entitled to purchase the entire number of shares to which this option relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Dateexpiration of ten (10) years from the Date of Grant, which shall be the term of the option. (dc) The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the CommitteeBoard of Directors, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the CommitteeBoard of Directors, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia such other method as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares Board of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of SaiaDirectors may determine. (ed) No shares The option may not be exercised for a fraction of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granteda share.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 200 (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] ([____]( ) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Company, for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)Date of Grant, at the purchase price of $[____] $ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject restricted so that no shares may be purchased prior to the following: (a) This first anniversary of the Date of Grant; that at any time during the term of this option shall vest in three equal annual installments with on or after the first installment vesting on anniversary of the one year Date of Grant, Optionee may purchase up to 25% of the total number of shares to which this option relates; that as of the first day of each calendar month after the first anniversary of the Date of Grant and subsequent installments vesting during the term of this option, Optionee may purchase up to an additional 2.0833% of the total number of shares to which this option relates; so on each the fourth anniversary of the Date of Grant thereafter. (b) during the term hereof, Optionee will have become entitled to purchase the entire number of shares to which this option relates. Notwithstanding the foregoing, in the event of a Change in of Control (as defined hereinafter defined) and if Optionee’s employment is terminated in the Plan): contemplation of, or within one (i1) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereinyear after, the Committee mayChange of Control, Optionee may purchase 100% of the total number of shares to which this option relates. However, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) years from the Date of Grant. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof). In addition, or (iv) in the sole discretion Optionee may effect a “cashless exercise” of the Committee, by means of a net exercise this option in which the Optionee shall receive option shares are sold through a broker and a portion of the number of shares of Common Stock equal proceeds to cover the exercise price is paid to the aggregate number of shares being purchased less Company, or otherwise, all in accordance with the number of shares having a Fair Market Value equal to rules and procedures adopted by the aggregate purchase price of the shares being purchased and applicable tax withholdings; providedCommittee. Provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No no shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted. For the purposes of this Agreement, a Change of Control means: a. The purchase or other acquisition (other than from the Company) by any person, entity or group of persons, within the meaning of Section 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (excluding, for this purpose, the Company or its subsidiaries or any employee benefit plan of the Company or its subsidiaries), of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either the then-outstanding shares of common stock of the Company or the combined voting power of the Company’s then-outstanding voting securities entitled to vote generally in the election of directors; or b. Individuals who, as of the date hereof, constitute the Board of Directors of the Company (the “Board” and, as of the date hereof, the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board, provided that any person who becomes a director subsequent to the date hereof whose election, or nomination for election by the Company’s stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board (other than an individual whose initial assumption of office is in connection with an actual or threatened election contest relating to the election of directors of the Company, as such terms are used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) shall be, for purposes of this section, considered as though such person were a member of the Incumbent Board; or c. The consummation of a reorganization, merger or consolidation, in each case with respect to which persons who were the stockholders of the Company immediately prior to such reorganization, merger or consolidation do not, immediately thereafter, own more than 50% of, respectively, the common stock and the combined voting power entitled to vote generally in the election of directors of the reorganized, merged or consolidated corporation’s then-outstanding voting securities, or of a liquidation or dissolution of the Company or of the sale of all or substantially all of the assets of the Company.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 [ ] (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________[ ( )] ([____]) shares of the common stock of Saiathe Company, of the $0.001 par value of $0.001 per share (“Common Stock”) (the right to purchase each such share an “Option”), for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)Date of Grant, at the purchase price of $[____[ ] per share; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (a) This option shall vest in three equal annual installments with No shares may be purchased prior to the first installment vesting on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter.Grant; (b) Options shall only be exercisable if vested pursuant to the terms of this Agreement; (c) [Vesting schedule to be inserted] (d) [Vesting schedule to be inserted] (e) Notwithstanding the foregoing, in the event of a Change in Control (Control, as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of which Optionee is not offered an employment position in the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made acquiring company that is substantially equivalent to the position such Optionee that is determined by held with the Committee in its sole discretion and that is equivalent in value Company, a Parent, or an Affiliate immediately prior to the consideration to be paid per share of Common Stock of Saia in the such Change in Control, less the exercise price per share Optionee shall become vested in 100% of the option as provided hereinOptions granted pursuant to this Agreement, and multiplied but only if the Optionee is employed by the number Company, a Parent or an Affiliate on the date of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the such Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration.; (c) In no event may this option or any part thereof be exercised after the Expiration Date. (df) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in the sole discretion accordance with Section 6 of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia.Plan; (eg) No shares of Common Stock may be tendered in exercise of this option the Option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.; (h) Notwithstanding any provision in this Agreement to the contrary, no Option granted pursuant to the terms of this Agreement may be exercised later than the ten year anniversary of the Date of Grant; (i) Optionee shall have executed and delivered to the Company an instrument of accession (in the form provided by the Company) with respect to (i) that certain Stockholders Agreement, dated [ ] by and among the Company and the other parties thereto, as amended from time to time, and/or (ii) such other agreements binding one or more stockholders of the Company as the Company may determine in its reasonable discretion; and (j) Notwithstanding any other provision in this Agreement to the contrary, the Options may be exercised prior to the date such Options become vested pursuant to the terms of this Agreement (“Early Exercise”), provided that any shares received as a result of an Early Exercise shall be subject to the restrictions described in Section 3 below

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [the Company grants to Optionee, effective _______]__, 2020 20__ (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [___________ (________) shares of the common stock of the Company (“Common Stock”), for a period of ten (10) years (five (5) years in the case of a 10% shareholder, as described in the Plan) from the Date of Grant, at the purchase price of ____________] _ per share, which is the Fair Market Value of such stock on the Date of Grant ([____]) shares 110% of the common stock Fair Market Value on the Date of SaiaGrant in the case of a 10% shareholder, of as described in the par value of $0.001 per share (“Common Stock”), for a period ending on [_______], 2027 Plan) (the “Expiration DateOption”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder right to exercise this Option shall be, and is hereby, subject to the followingrestricted as follows: (a) This option At any time during the term of this Option on or after the Date of Grant, the Option shall vest in three equal be exercisable for up to __% of the total number of shares to which this Option relates, and, thereafter, this Option shall become exercisable for an additional __% of the total number of shares to which this Option relates on each annual installments with the first installment vesting on the one year anniversary of the Date of Grant and subsequent installments vesting on each which the Optionee remains employed with the Company (each, a “Vesting Date”), so that the Option shall be exercisable for 100% of the total number of shares to which this Option relates on the _______ annual anniversary of the Date of Grant, provided that the Optionee continues to be employed with the Company on the Date of Grant thereafterand each such annual anniversary thereof and subject to all terms and conditions of this Agreement and the Plan. In the event that Optionee’s employment with the Company is terminated for any reason, whether voluntarily or involuntarily, before any Vesting Date, the portion of the Option that has not yet vested as of such date shall not vest and shall be forfeited immediately, except to the extent otherwise provided herein. (b) Notwithstanding the foregoingabove, in the event of a Change in Control (Control, as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the total number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration shares to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no considerationwhich this Option relates. (c) In no event may this option the Option or any part thereof be exercised after the Expiration Dateexpiration of ten (10) years (five (5) years in the case of a 10% shareholder, as described in the Plan) from the Date of Grant. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in the sole discretion accordance with Section 6 of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of SaiaPlan. (e) No shares of Common Stock may be tendered in exercise of this option Option if such shares were acquired by the Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by the Optionee for at least one year, year and (ii) at least two years have elapsed since such prior Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 _________(“"Date of Grant”"), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] __ ([____]__) shares of the common stock Common Stock of Saiathe Company, of the par value of $0.001 0.01 per share (“"Common Stock”"), for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)Date of Grant, at the purchase price of $[____] $ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with restricted so that no shares may be purchased during the first installment vesting on year of the one term hereof; that at any time during the term of this option after the end of the first year anniversary from the Date of Grant, Optionee may purchase up to 33-1/3% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year from the Date of Grant, Optionee may purchase up to an additional 33-1/3% of the total number of shares to which this option relates; and that at any time after the end of the third year from the Date of Grant, Optionee may purchase up to an additional 33-1/3% of the total number of shares to which this option relates; so that upon the expiration of the third year from the Date of Grant and subsequent installments vesting on each anniversary of thereafter during the Date of Grant thereafter. (b) Notwithstanding term hereof, Optionee will have become entitled to purchase the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the entire number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) The years from the Date of Grant. Without further action or approval by the Committee, the purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii), but only if Optionee has owned any shares to be tendered for at least six (6) hereofmonths, or (ivall in accordance with Section 7(b) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) Plan. No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. (a) Pursuant to action of the Committee, which action was taken on [_______], 2020 200_ (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] ([____]( ) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Company, for a period ending of time as set forth on [_______], 2027 (the “Expiration Date”)Exhibit A attached hereto and incorporated herein by reference, at the purchase price of $[____] $ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment such further restrictions as set forth on Exhibit A attached hereto and incorporated herein by reference, including without limitation restrictions as to vesting on the one year anniversary and expiration of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) this option. Notwithstanding the foregoing, in the event of a Change in of Control (as defined hereinafter defined) and if Optionee is involuntarily terminated for reasons other than Cause or terminates for Good Reason in contemplation of, on or within one (1) year after the Plan): (i) date of, the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account Change of Control, Optionee may purchase 100% of the accelerated vesting total number of shares to which this option relates, subject only to the expiration date of this option set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) on Exhibit A. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof). In addition, or (iv) in the sole discretion Optionee may effect a “cashless exercise” of the Committee, by means of a net exercise this option in which the Optionee shall receive option shares are sold through a broker and a portion of the number of shares of Common Stock equal proceeds to cover the exercise price is paid to the aggregate number of shares being purchased less Company, or otherwise, all in accordance with the number of shares having a Fair Market Value equal to rules and procedures adopted by the aggregate purchase price of the shares being purchased and applicable tax withholdings; providedCommittee. Provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No no shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. (a) Pursuant to action of the Committee, which action was taken on [_______]____, 2020 200_ (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [__________ (____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Company, for a period ending on [of five (5) years from the Date of Grant, at the purchase price of $_______], 2027 (the “Expiration Date”), at the purchase price of $[____] _ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject restricted so that no shares may be purchased prior to the following: (a) This first anniversary of the Date of Grant; that at any time during the term of this option shall vest in three equal annual installments with on or after the first installment vesting on anniversary of the one year Date of Grant, Optionee may purchase up to 25% of the total number of shares to which this option relates; that as of the first day of each calendar month after the first anniversary of the Date of Grant and subsequent installments vesting during the term of this option, Optionee may purchase up to an additional 2.0833% of the total number of shares to which this option relates; so on each the fourth anniversary of the Date of Grant thereafter. (b) during the term hereof, Optionee will have become entitled to purchase the entire number of shares to which this option relates. Notwithstanding the foregoing, in the event of a Change in of Control (as defined hereinafter defined) and if Optionee is involuntarily terminated for reasons other than Cause or terminates for Good Reason in contemplation of, on or within one (1) year after the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereindate of, the Committee mayChange of Control, Optionee may purchase 100% of the total number of shares to which this option relates. However, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of five (d5) years from the Date of Grant. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof). In addition, or (iv) in the sole discretion Optionee may effect a “cashless exercise” of the Committee, by means of a net exercise this option in which the Optionee shall receive option shares are sold through a broker and a portion of the number of shares of Common Stock equal proceeds to cover the exercise price is paid to the aggregate number of shares being purchased less Company, or otherwise, all in accordance with the number of shares having a Fair Market Value equal to rules and procedures adopted by the aggregate purchase price of the shares being purchased and applicable tax withholdings; providedCommittee. Provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No no shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]____, 2020 200__ (“"Date of Grant”"), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] ___ ([____]____) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Company, for a period ending on [of ten (10) years from the Date of Grant, at the purchase price of $_______], 2027 (the “Expiration Date”), at the purchase price of $[____] _ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject restricted so that no shares may be purchased prior to the following: (a) This first anniversary of the Date of Grant; that at any time during the term of this option shall vest in three equal annual installments with on or after the first installment vesting on anniversary of the one year Date of Grant, Optionee may purchase up to 25% of the total number of shares to which this option relates; that as of the first day of each calendar month after the first anniversary of the Date of Grant and subsequent installments vesting during the term of this option, Optionee may purchase up to an additional 2.0833% of the total number of shares to which this option relates; so on each the fourth anniversary of the Date of Grant thereafter. (b) during the term hereof, Optionee will have become entitled to purchase the entire number of shares to which this option relates. Notwithstanding the foregoing, in the event of a Change in of Control (as defined hereinafter defined) and if Optionee’s employment is terminated in the Plan): contemplation of, or within one (i1) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereinyear after, the Committee mayChange of Control, Optionee may purchase 100% of the total number of shares to which this option relates. However, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) years from the Date of Grant. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof). In addition, or (iv) in the sole discretion Optionee may effect a “cashless exercise” of the Committee, by means of a net exercise this option in which the Optionee shall receive option shares are sold through a broker and a portion of the number of shares of Common Stock equal proceeds to cover the exercise price is paid to the aggregate number of shares being purchased less Company, or otherwise, all in accordance with the number of shares having a Fair Market Value equal to rules and procedures adopted by the aggregate purchase price of the shares being purchased and applicable tax withholdings; providedCommittee. Provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No no shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted. For the purposes of this Agreement, a Change of Control means: a. The purchase or other acquisition (other than from the Company) by any person, entity or group of persons, within the meaning of Section 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") (excluding, for this purpose, the Company or its subsidiaries or any employee benefit plan of the Company or its subsidiaries), of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either the then-outstanding shares of common stock of the Company or the combined voting power of the Company's then-outstanding voting securities entitled to vote generally in the election of directors; or b. Individuals who, as of the date hereof, constitute the Board of Directors of the Company (the "Board" and, as of the date hereof, the "Incumbent Board") cease for any reason to constitute at least a majority of the Board, provided that any person who becomes a director subsequent to the date hereof whose election, or nomination for election by the Company's stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board (other than an individual whose initial assumption of office is in connection with an actual or threatened election contest relating to the election of directors of the Company, as such terms are used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) shall be, for purposes of this section, considered as though such person were a member of the Incumbent Board; or c. The consummation of a reorganization, merger or consolidation, in each case with respect to which persons who were the stockholders of the Company immediately prior to such reorganization, merger or consolidation do not, immediately thereafter, own more than 50% of, respectively, the common stock and the combined voting power entitled to vote generally in the election of directors of the reorganized, merged or consolidated corporation's then-outstanding voting securities, or of a liquidation or dissolution of the Company or of the sale of all or substantially all of the assets of the Company.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 __________ (“"Date of Grant”"), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] ([____]______________ (________) shares of the common stock Common Stock of Saiathe Company, of the par value of $0.001 0.01 per share (“"Common Stock”"), for a period ending on [of five (5) years from the Date of Grant, at the purchase price of $_______], 2027 (the “Expiration Date”), at the purchase price of $[____] _ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with restricted so that no shares may be purchased during the first installment vesting on year of the one term hereof; that at any time during the term of this option after the end of the first year anniversary from the Date of Grant, Optionee may purchase up to 33-1/3% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year from the Date of Grant, Optionee may purchase up to an additional 33-1/3% of the total number of shares to which this option relates; and that at any time after the end of the third year from the Date of Grant, Optionee may purchase up to an additional 33-1/3% of the total number of shares to which this option relates; so that upon the expiration of the third year from the Date of Grant and subsequent installments vesting on each anniversary of thereafter during the Date of Grant thereafter. (b) Notwithstanding term hereof, Optionee will have become entitled to purchase the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the entire number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of five (d5) The years from the Date of Grant. Without further action or approval by the Committee, the purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii), but only if Optionee has owned any shares to be tendered for at least six (6) hereofmonths, or (ivall in accordance with Section 7(b) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) Plan. No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]February 11, 2020 2021 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([____]______________ (____) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]February 11, 2027 2028 (the “Expiration Date”), at the purchase price of $[____] 200.81 per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment of [______] shares vesting on the one year anniversary of the Date of Grant and subsequent installments Grant, the second installment of [______] shares vesting on each the two year anniversary of the Date of Grant thereafterand the third installment of [______] shares vesting on the three year anniversary of the Date of Grant. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]May 2, 2020 2011 (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________[ ] ([____[ ]) shares of the common stock of Saiathe Company, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]May 1, 2027 2018 (the “Expiration Date”), at the purchase price of $[____] 16.39 per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafterMay 2, 2014. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole and absolute discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia the Company in the Change in Control, less the exercise price per share of the option as provided hereinshare, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia the Company (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdingspurchased; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia the Company as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Company cash (or cash equivalents acceptable to Saiathe Company) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject the Company grants to the terms of this Agreement, Saia grants to Optionee Employee the option Option to purchase all or any part the number of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Stock set forth above, for a period ending on [_______], 2027 of ten (10) years from the “Expiration Grant Date”), at the purchase exercise price of $[____] per shareset forth above; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (ai) This option shall vest in three equal annual installments with No shares may be purchased prior to the first installment vesting on the one year anniversary of the Date Grant Date; (ii) At any time during the term of Grant and subsequent installments vesting the Option granted hereby on each or after first anniversary of the Date Grant Date, the Employee may purchase up to one-third of the total number of shares to which the Option granted hereby relates; (iii) At any time during the term of the Option granted hereby on or after the second anniversary of the Grant thereafterDate, the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and (iv) At any time during the term of the Option granted hereby on or after the third anniversary of the Grant Date, the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and so that on or after third anniversary of the Grant Date, during the term hereof, the Employee will have become entitled to purchase the entire number of shares to which the Option granted hereby relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that Employee may purchase 100% of the option total number of shares to which the Option granted hereunder shall be cancelled and forfeited for no considerationhereby relates. (c) In no event may this option the Option granted hereby or any part thereof be exercised after the Expiration Dateexpiration of ten (10) years from the Date of Grant. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his the Employee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in accordance with the sole discretion provisions of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which the Optionee shall receive Employee may request that the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that that, the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option Option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee Employee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase option price for the shares of Common Stock purchased pursuant to the exercise of the option Option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (e) No shares of Common Stock may be tendered in exercise of this option the Option granted hereby if such shares were acquired by Optionee the Employee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee the Employee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_________], 2020 2019 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_________], 2027 2026 (the “Expiration Date”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter[_________], 2022. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [________], 2020 2019 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([______]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______], 2027 2026 (the “Expiration Date”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter[________], 2022. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdingswitholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 the date of this Agreement (“Date of Grant”), but subject to the terms Section 1 of this Agreement, Saia the Company hereby grants to Optionee the option to purchase all or any part of [____________] an aggregate of Three Hundred Twenty Thousand ([____]320,000) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______], 2027 of six (6) years from the “Expiration Date”date hereof (subject to earlier termination as provided in this Agreement), at the purchase price of Four and 25/100 Dollars ($[____] 4.25) per shareshare (the “Base Price”), which is equal to the fair market value of the Common Stock based upon the closing price of the Common Stock on the date immediately prior to the date hereof. Such grant is full-vested and exercisable (in whole or in part) as of the date hereof and shall expire on the sixth (6th) anniversary of the date hereof (to the extent not exercised) (the “Expiration Date”) unless otherwise earlier terminated pursuant to the terms of this Agreement or the Plan. If the option granted pursuant to this Agreement or a portion thereof is exercised by the Optionee prior to the Expiration Date in accordance with the terms and conditions of this Agreement, the aggregate Base Price to be paid upon such exercise shall be payable in whole or in part by immediately available funds (by wire transfer, certified check or cashier’s check); provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, the aggregate Base Price payable upon exercise of the option granted pursuant to this Agreement may be made through (a) a cashless exercise procedure (i.e., the number of shares to be received will be equal to (i) the number of shares exercised by the tender Optionee less (ii) the number of shares (valued at their fair market value as of the close of business on the last trading date immediately prior to Saia the exercise date) with a value equal to the aggregate purchase price to be paid for such shares), (either actual or by attestationb) through the transfer to the Company of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive (based on the number fair market value of such shares of Common Stock equal to on the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which date the option is exercised as determined in a manner consistent with the establishment of fair market value per share on the Date of Grant) or (c) any such other manner as may be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, determined at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise discretion of the option plus Committee and is in compliance with applicable laws and which will not subject the amount (if any) of Company, grantee or the compensation at issue to any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the tax, interest or penalties under Xxxxxxx 000X xx xxx Xxxxxx Xxxxxx Internal Revenue Code of 1986, as amendedamended from time to time and any Department of Treasury rules and regulations issued thereunder. In addition to payment of the aggregate Base Price, the Company may, at the discretion of the Committee, either withhold from the Optionee a number of shares (valued at their fair market value as of the close of business on the last trading date immediately prior to the exercise date) unless (i) with an aggregate value equal to, or condition the exercise of the option granted by this Agreement upon the Optionee’s deposit with the Company of funds in the amount of, any federal, state or local income withholding tax arising from such exercise. No shares have shall be issued until withholding of or full payment therefor, including any associated taxes, has been held made in accordance with such determination by the Committee. In the event that the Optionee for at least one yearelects to exercise less than all of the option granted pursuant to this Agreement in accordance with the terms and conditions of this Agreement, any remaining portion of such option shall remain vested and (ii) at least two years have elapsed since such Incentive Stock Option was grantedexercisable until the Expiration Date, subject to the terms and conditions of this Agreement.

Grant and Terms of Option. Pursuant to action of the CommitteeCommittee or the CEO under delegated authority, which action was taken on [_______], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia Company hereby grants to Optionee the option to purchase all or any part of [____________] ([____]( ) shares of the common stock of Saia, Common Stock of the Company, par value of $0.001 0.0001 per share (“Common Stock”), ) for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)date hereof, at the purchase price of $[____option price must not be less than 100% of fair market value or par value] per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, restricted so that no shares may be purchased during the first year of the term hereof; that at any time during the term of this option after the end of the first year of the term hereof Optionee may purchase up to [one-third] [20%] of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year of the term hereof Optionee may purchase up to an additional [one-third] [20%] of the total number of shares to which this option relates; [that at any time during the term of this option after the end of the third year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates;] and that at any time during the term of this option after the end of the [third] [fifth] year of the term hereof Optionee may purchase up to an additional [one-third] [20%] of the total number of shares to which this option relates; so that upon expiration of the [third] [fifth] year of the term of this option, and thereafter during the term hereof, Optionee will have become eligible to purchase the entire number of shares to which this option relates. The foregoing right to exercise is subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary provisions of the Date of Grant Sections 6 and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) 7 hereof. Notwithstanding the foregoing, in the event of a Change in of Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the total number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) years from the date hereof. The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased subject to the option must be in cash. The Optionee is required to pay any applicable amounts to the Company in cash for federal and applicable tax withholdings; provided, however, payment state taxes or otherwise in full satisfaction of withholding obligations in accordance with Paragraph 7 of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of SaiaPlan. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]February 3, 2020 2015 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] Forty-One Thousand Nine Hundred Fifty ([____]41,950) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]February 3, 2027 2022 (the “Expiration Date”), at the purchase price of $[____] 43.01 per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafterFebruary 3, 2018. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole and absolute discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided hereinshare, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdingspurchased; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. (a) Pursuant to action of the Committee, which action was taken on [_______]____, 2020 200_ (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] __ ([____]______) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Company, for a period ending on [of five (5) years from the Date of Grant, at the purchase price of $_______], 2027 (the “Expiration Date”), at the purchase price of $[____] _ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject restricted so that no shares may be purchased prior to the following: (a) This first anniversary of the Date of Grant; that at any time during the term of this option shall vest in three equal annual installments with on or after the first installment vesting on anniversary of the one year Date of Grant, Optionee may purchase up to 25% of the total number of shares to which this option relates; that as of the first day of each calendar month after the first anniversary of the Date of Grant and subsequent installments vesting during the term of this option, Optionee may purchase up to an additional 2.0833% of the total number of shares to which this option relates; so on each the fourth anniversary of the Date of Grant thereafter. (b) during the term hereof, Optionee will have become entitled to purchase the entire number of shares to which this option relates. Notwithstanding the foregoing, in the event of a Change in of Control (as defined hereinafter defined) and if Optionee is involuntarily terminated for reasons other than Cause or terminates for Good Reason in contemplation of, on or within one (1) year after the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereindate of, the Committee mayChange of Control, Optionee may purchase 100% of the total number of shares to which this option relates. However, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of five (d5) years from the Date of Grant. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof). In addition, or (iv) in the sole discretion Optionee may effect a “cashless exercise” of the Committee, by means of a net exercise this option in which the Optionee shall receive option shares are sold through a broker and a portion of the number of shares of Common Stock equal proceeds to cover the exercise price is paid to the aggregate number of shares being purchased less Company, or otherwise, all in accordance with the number of shares having a Fair Market Value equal to rules and procedures adopted by the aggregate purchase price of the shares being purchased and applicable tax withholdings; providedCommittee. Provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No no shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject the Company grants to the terms of this Agreement, Saia grants to Optionee Employee the option Option to purchase all or any part the number of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Stock set forth above, for a period ending on [_______], 2027 of ten (10) years from the “Expiration Grant Date”), at the purchase exercise price of $[____] per shareset forth above; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (ai) This option shall vest in three equal annual installments with No shares may be purchased prior to March 31, 20__; (ii) At any time during the first installment vesting on the one year anniversary term of the Date of Grant and subsequent installments vesting Option granted hereby on each anniversary or after March 31, 20__, the Employee may purchase up to one-third of the Date total number of Grant thereaftershares to which the Option granted hereby relates; (iii) At any time during the term of the Option granted hereby on or after March 31, 20__, the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and (iv) At any time during the term of the Option granted hereby on or after March 31, 20__, the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; so that on or after March 31, 20__, during the term hereof, the Employee will have become entitled to purchase the entire number of shares to which the Option granted hereby relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that Employee may purchase one hundred percent (100%) of the option total number of shares to which the Option granted hereunder shall be cancelled and forfeited for no considerationhereby relates. (c) In no event may this option the Option granted hereby or any part thereof be exercised after the Expiration expiration of ten (10) years from the Grant Date. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his the Employee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in accordance with the sole discretion provisions of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which the Optionee shall receive Employee may request that the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that that, the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option Option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee Employee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option Option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (e) No shares of Common Stock may be tendered in exercise of this option the Option granted hereby if such shares were acquired by Optionee the Employee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee the Employee for at least one (1) year, and (ii) at least two (2) years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the CommitteeCommittee or the CEO under delegated authority, which action was taken on [_______], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia Company hereby grants to Optionee the option to purchase all or any part of [(____________] ([____]) shares of the common stock of Saia, Common Stock of the Company, par value of $0.001 0.0001 per share (“Common Stock”), ) for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)date hereof, at the purchase price of $[____option price must not be less than 100% of fair market value or par value] per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, restricted so that no shares may be purchased during the first year of the term hereof; that at any time during the term of this option after the end of the first year of the term hereof Optionee may purchase up to [one-third] [20%] of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year of the term hereof Optionee may purchase up to an additional [one-third] [20%] of the total number of shares to which this option relates; [that at any time during the term of this option after the end of the third year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates;] and that at any time during the term of this option after the end of the [third] [fifth] year of the term hereof Optionee may purchase up to an additional [one-third] [20%] of the total number of shares to which this option relates; so that upon expiration of the [third] [fifth] year of the term of this option, and thereafter during the term hereof, Optionee will have become eligible to purchase the entire number of shares to which this option relates. The foregoing right to exercise is subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary provisions of the Date of Grant Sections 6 and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) 7 hereof. Notwithstanding the foregoing, in the event of a Change in of Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the total number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) years from the date hereof. The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased subject to the option must be in cash. The Optionee is required to pay any applicable amounts to the Company in cash for federal and applicable tax withholdings; provided, however, payment state taxes or otherwise in full satisfaction of withholding obligations in accordance with Paragraph 7 of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of SaiaPlan. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the CommitteeCommittee or the CEO under delegated authority, which action was taken on [_______], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia Company hereby grants to Optionee the option to purchase all or any part of [____________[ ] ([____]) shares of the common stock of Saia, Common Stock of the Company, par value of $0.001 0.0001 per share (“Common Stock”), ) for a period ending on [_______], 2027 of ten (10) years from the “Expiration Date”)date hereof, at the purchase price of $[____] $ per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, restricted so that no shares may be purchased during the first year of the term hereof; that at any time during the term of this option after the end of the first year of the term hereof Optionee may purchase up to 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the third year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; and that at any time during the term of this option after the end of the fifth year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; so that upon expiration of the fifth year of the term of this option, and thereafter during the term hereof, Optionee will have become eligible to purchase the entire number of shares to which this option relates. The foregoing right to exercise is subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary provisions of the Date of Grant Sections 6 and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) 7 hereof. Notwithstanding the foregoing, in the event of a Change in of Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the total number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of ten (d10) years from the date hereof. The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased subject to the option must be in cash. The Optionee is required to pay any applicable amounts to the Company in cash for federal and applicable tax withholdings; provided, however, payment state taxes or otherwise in full satisfaction of withholding obligations in accordance with Paragraph 7 of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of SaiaPlan. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_________], 2020 2019 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of of[_______________] ([______]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [________], 2027 2026 (the “Expiration Date”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter[_______], 2022. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [________], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [________], 2027 (the “Expiration Date”), at the purchase price of $[____] per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment vesting on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafter. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]February 3, 2020 2015 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] Thirteen Thousand One Hundred Ten ([____]13,110) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]February 3, 2027 2022 (the “Expiration Date”), at the purchase price of $[____] 43.01 per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafterFebruary 3, 2018. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole and absolute discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided hereinshare, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdingspurchased; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee------------------------- Special Committee for Employment Agreements of the Board of Directors, which action was taken on [_______]February 27, 2020 1998, effective March 1, 1998 (“"Date of Grant”"), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] fifty thousand ([____]50,000) shares of the common stock Common Stock of Saiathe Company, of the par value of $0.001 1.00 per share (“"Common Stock”), for a period ending on [_______], 2027 (the “Expiration Date”), ") at the purchase price of $[____] 10.00 per share; provided, however, that the . The right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with restricted so that no shares may be purchased during the first installment vesting on year of the one term hereof; that at any time during the term of this option after the end of the first year anniversary from the Date of Grant, Optionee may purchase up to 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; and that at any time after the end of the third year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; and that at any time after the end of the fifth year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; so that upon the expiration of the fifth year from the Date of Grant and subsequent installments vesting on each anniversary thereafter during the term hereof, Optionee will have become entitled to purchase the entire number of the Date of Grant thereafter. (b) shares to which this option relates. Notwithstanding the foregoing, in the event of a Change Optionee's employment is terminated for any reason other than one described in Control (as defined Paragraph 5, or in the Plan): (i) event the outstanding options granted hereunder Company shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereinsell all or substantially all of its assets or is otherwise liquidated, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at total number of shares to which this option relates so long as such sale or liquidation or termination occurs prior to the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the option by its own terms would have expired. Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the may exercise price per share each portion of the option for a period of five (5) years after each such portion becomes exercisable as provided herein, and multiplied by the number of outstanding options hereunderhereinabove set forth. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the CommitteeBoard of Directors, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the CommitteeBoard of Directors, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia). (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken effective on [_______]January 28, 2020 2006 (“Date of Grant”), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] ([____]X,XXX) shares of the common stock of Saiathe Company, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______], 2027 of seven (7) years from the “Expiration Date”)Date of Grant, at the purchase price of $[____] 27.38 per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the followingrestricted as follows: (a) This option shall vest Subject to paragraphs 2(c) and 7, in three equal annual installments with the first installment vesting no event may any shares be purchased hereunder on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafteror before July 28, 2006. (b) Subject to paragraph 2(a) above, at any time on or after January 28, 2009 during the term of this option Optionee shall be entitled to purchase the entire number of shares to which this option relates. (c) Notwithstanding the foregoing, in the event the Company is wholly or partly liquidated or is a party to a merger, consolidation, or reorganization in which it is not the surviving entity, the option shall become exercisable in full; provided, however, that in the event of a Change liquidation or a merger, consolidation or other transaction in Control (as defined in which the Plan): (i) Company is not the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereinsurviving entity, the Committee may, in its sole discretion, provide for cancellation Company may pay Optionee the excess of the outstanding options at the time fair market value of the Change in Control in which case a payment of cash, property or a combination thereof shall be made shares subject to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share unexercised portion of the option as provided herein(calculated in connection with such merger, and multiplied by consolidation or other transaction) over the number of outstanding options hereunder. Notwithstanding the foregoingoption purchase price, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share full satisfaction of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no considerationCompany’s obligations under this Agreement. (cd) In no event may this option or any part thereof be exercised after the Expiration Dateexpiration of seven (7) years from the Date of Grant. (de) The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock common stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in the sole discretion accordance with Section 6 of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which Optionee may request that the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase option price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (ef) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject the Company grants to the terms of this Agreement, Saia grants to Optionee Employee the option Option to purchase all or any part the number of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Stock set forth above, for a period ending on of [_______insert years of option term] ([insert #], 2027 (the “Expiration Date”)) years from [insert beginning date], at the purchase exercise price of $[____] per shareset forth above; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (ai) This No shares may be purchased prior to [insert first option shall vest in three equal annual installments with vesting date]; (ii) At any time during the first installment vesting on the one year anniversary term of the Date of Grant and subsequent installments Option granted hereby on or after [insert first option vesting on each anniversary date], the Employee may purchase up to one-third of the Date total number of Grant thereaftershares to which the Option granted hereby relates; (iii) At any time during the term of the Option granted hereby on or after [insert second option vesting date] the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and (iv) At any time during the term of the Option granted hereby on or after [insert third option vesting date], the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; so that on or after [insert third option vesting date], during the term hereof, the Employee will have become entitled to purchase the entire number of shares to which the Option granted hereby relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that Employee may purchase one hundred percent (100%) of the option total number of shares to which the Option granted hereunder shall be cancelled and forfeited for no considerationhereby relates. (c) In no event may this option the Option granted hereby or any part thereof be exercised after the Expiration Dateexpiration of [insert option termination date]. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his the Employee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in accordance with the sole discretion provisions of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which the Optionee shall receive Employee may request that the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that that, the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option Option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee Employee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option Option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (e) No shares of Common Stock may be tendered in exercise of this option the Option granted hereby if such shares were acquired by Optionee the Employee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee the Employee for at least one (1) year, and (ii) at least two (2) years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]February 11, 2020 2021 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] Six Thousand Four Hundred Sixty ([____]6,460) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]February 11, 2027 2028 (the “Expiration Date”), at the purchase price of $[____] 200.81 per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with the first installment of 2,153 shares vesting on the one year anniversary of the Date of Grant and subsequent installments Grant, the second installment of 2,153 shares vesting on each the two year anniversary of the Date of Grant thereafterand the third installment of 2,154 shares vesting on the three year anniversary of the Date of Grant. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date.. 603122288 2 (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______]February 3, 2020 2015 (“Date of Grant”), subject to the terms of this Agreement, Saia grants to Optionee the option to purchase all or any part of [____________] ([____]( ) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”), for a period ending on [_______]February 3, 2027 2022 (the “Expiration Date”), at the purchase price of $[____] $ per share; provided, however, that the option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with become exercisable as to the first installment vesting entire number of shares to which this option relates commencing on the one year anniversary of the Date of Grant and subsequent installments vesting on each anniversary of the Date of Grant thereafterFebruary 3, 2018. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole and absolute discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided hereinshare, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for the shares subject to this option shall be paid in full upon the exercise of the option, either (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any combination of the payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdingspurchased; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject to the terms of this Agreement, Saia Company hereby grants to Optionee the option to purchase all or any part of [____________] ([____]( ) shares of the common stock Common Stock of Saiathe Company, of the par value of $0.001 .0625 per share (“Common Stock”), for a period ending on [_______], 2027 of six (6) years from the “Expiration Date”)date hereof, at the purchase price of $[____] per share; provided, however, that the right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with restricted so that no shares may be purchased during the first installment vesting on the one year anniversary of the Date term hereof; that at any time during the term of Grant and subsequent installments vesting on each anniversary this option after the end of the Date of Grant thereafter. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation first year of the outstanding options at the time term hereof Optionee may purchase up to 20% of the Change in Control in total number of shares to which case a payment this option relates; that at any time during the term of cash, property or a combination thereof shall be made this option after the end of the second year of the term hereof Optionee may purchase up to an additional 20% of the Optionee that is determined by the Committee in its sole discretion total number of shares to which this option relates; and that is equivalent in value to at any time during the consideration to be paid per share term of Common Stock of Saia in this option after the Change in Control, less the exercise price per share end of the fifth year of the term hereof Optionee may purchase up to an additional 20% of the total number of shares to which this option as provided hereinrelates; that at any time during the terms of this option after the end of the third year of the term hereof, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year of the term hereof, Optionee may purchase an additional 20% of the total number of shares to which the option relates; so that upon expiration of the fifth year of the term hereof, and multiplied by thereafter during the term hereof, Optionee will have become entitled to purchase the entire number of outstanding options hereundershares to which this option relates. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. expiration of six (d6) years from the date hereof. The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in the sole discretion accordance with Paragraph 7 of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia. (e) Plan. No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986Option, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject the Company grants to the terms of this Agreement, Saia grants to Optionee Employee the option Option to purchase all or any part the number of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Stock set forth above, for a period ending on [_______], 2027 of ten (10) years from the “Expiration Grant Date”), at the purchase exercise price of $[____] per shareset forth above; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (ai) This option shall vest in three equal annual installments with No shares may be purchased prior to March 15, 2017; (ii) At any time during the first installment vesting on the one year anniversary term of the Date of Grant and subsequent installments vesting Option granted hereby on each anniversary or after March 15, 2017, the Employee may purchase up to one-third of the Date total number of Grant thereaftershares to which the Option granted hereby relates; (iii) At any time during the term of the Option granted hereby on or after March 15, 2018 the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and (iv) At any time during the term of the Option granted hereby on or after March 15, 2019, the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; so that on or after March 15, 2019, during the term hereof, the Employee will have become entitled to purchase the entire number of shares to which the Option granted hereby relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that Employee may purchase 100% of the option total number of shares to which the Option granted hereunder shall be cancelled and forfeited for no considerationhereby relates. (c) In no event may this option the Option granted hereby or any part thereof be exercised after the Expiration expiration of ten (10) years from the Grant Date. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his the Employee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in accordance with the sole discretion provisions of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which the Optionee shall receive Employee may request that the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that that, the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option Option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee Employee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase option price for the shares of Common Stock purchased pursuant to the exercise of the option Option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (e) No shares of Common Stock may be tendered in exercise of this option the Option granted hereby if such shares were acquired by Optionee the Employee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee the Employee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee------------------------- Special Committee for Employment Agreements of the Board of Directors, which action was taken on [_______]February 27, 2020 1998, effective March 1, 1998 (“"Date of Grant”"), subject to the terms of this Agreement, Saia Company grants to Optionee the option to purchase all or any part of [____________] twenty-five thousand ([____]25,000) shares of the common stock Common Stock of Saiathe Company, of the par value of $0.001 1.00 per share (“"Common Stock”), for a period ending on [_______], 2027 (the “Expiration Date”), ") at the purchase price of $[____] 10.00 per share; provided, however, that the . The right to exercise such option granted hereunder shall be, and is hereby, subject to the following: (a) This option shall vest in three equal annual installments with restricted so that no shares may be purchased during the first installment vesting on year of the one term hereof; that at any time during the term of this option after the end of the first year anniversary from the Date of Grant, Optionee may purchase up to 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the second year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; and that at any time after the end of the third year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; that at any time during the term of this option after the end of the fourth year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; and that at any time after the end of the fifth year from the Date of Grant, Optionee may purchase up to an additional 20% of the total number of shares to which this option relates; so that upon the expiration of the fifth year from the Date of Grant and subsequent installments vesting on each anniversary thereafter during the term hereof, Optionee will have become entitled to purchase the entire number of the Date of Grant thereafter. (b) shares to which this option relates. Notwithstanding the foregoing, in the event of a Change Optionee's employment is terminated for any reason other than one described in Control (as defined Paragraph 5, or in the Plan): (i) event the outstanding options granted hereunder Company shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth thereinsell all or substantially all of its assets or is otherwise liquidated, the Committee may, in its sole discretion, provide for cancellation Optionee may purchase 100% of the outstanding options at total number of shares to which this option relates so long as such sale or liquidation or termination occurs prior to the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the option by its own terms would have expired. Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the may exercise price per share each portion of the option for a period of five (5) years after each such portion becomes exercisable as provided herein, and multiplied by the number of outstanding options hereunderhereinabove set forth. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that the option granted hereunder shall be cancelled and forfeited for no consideration. (c) In no event may this option or any part thereof be exercised after the Expiration Date. (d) The purchase price for of the shares subject to this the option shall may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the CommitteeBoard of Directors, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his Optionee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the CommitteeBoard of Directors, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof, or (iv) in the sole discretion of the Committee, by means of a net exercise in which the Optionee shall receive the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, payment in full of the purchase price need not accompany the written notice of exercise provided that the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option is exercised be delivered to a licensed broker acceptable to Saia as the agent for the Optionee and, at the time such certificate or certificates are delivered, the broker tenders to Saia cash (or cash equivalents acceptable to Saia) equal to the purchase price for the shares of Common Stock purchased pursuant to the exercise of the option plus the amount (if any) of any withholding obligations on the part of Saia). (e) No shares of Common Stock may be tendered in exercise of this option if such shares were acquired by Optionee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) unless (i) such shares have been held by Optionee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.

Grant and Terms of Option. Pursuant to action of the Committee, which action was taken on [_______], 2020 (“Date of Grant”), subject the Company grants to the terms of this Agreement, Saia grants to Optionee Employee the option Option to purchase all or any part the number of [____________] ([____]) shares of the common stock of Saia, of the par value of $0.001 per share (“Common Stock”)Stock set forth above, for a period ending on [_______], 2027 of ten (10) years from the “Expiration Grant Date”), at the purchase exercise price of $[____] per shareset forth above; provided, however, that the option granted hereunder right to exercise such Option shall be, and is hereby, subject to the followingrestricted as follows: (ai) This option shall vest in three equal annual installments with No shares may be purchased prior to [insert date]; (ii) At any time during the first installment vesting on the one year anniversary term of the Date of Grant and subsequent installments vesting Option granted hereby on each anniversary or after [insert date], the Employee may purchase up to one-third of the Date total number of Grant thereaftershares to which the Option granted hereby relates; (iii) At any time during the term of the Option granted hereby on or after [insert date], the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; and (iv) At any time during the term of the Option granted hereby on or after [insert date] the Employee may purchase up to an additional one-third of the total number of shares to which the Option granted hereby relates; so that on or after [insert date], during the term hereof, the Employee will have become entitled to purchase the entire number of shares to which the Option granted hereby relates. (b) Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Plan): (i) the outstanding options granted hereunder shall immediately vest and become exercisable and shall remain outstanding in accordance with their terms; and (ii) notwithstanding Section 2(b)(i) but after taking into account the accelerated vesting set forth therein, the Committee may, in its sole discretion, provide for cancellation of the outstanding options at the time of the Change in Control in which case a payment of cash, property or a combination thereof shall be made to the Optionee that is determined by the Committee in its sole discretion and that is equivalent in value to the consideration to be paid per share of Common Stock of Saia in the Change in Control, less the exercise price per share of the option as provided herein, and multiplied by the number of outstanding options hereunder. Notwithstanding the foregoing, if the consideration to be paid per share of Common Stock of Saia in the Change in Control is less than or equal to the exercise price per share of the option as provided herein, then upon the Change in Control, the Committee may, in its sole discretion, provide that Employee may purchase 100% of the option total number of shares to which the Option granted hereunder shall be cancelled and forfeited for no considerationhereby relates. (c) In no event may this option the Option granted hereby or any part thereof be exercised after the Expiration expiration of ten (10) years from the Grant Date. (d) The purchase price for of the shares subject to this option shall the Option may be paid in full upon the exercise of the option, either for (i) in cash, (ii) in the sole discretion of the Committee, by the tender to Saia (either actual or by attestation) of shares of Common Stock already owned by Optionee and registered in his the Employee, or her name, having a Fair Market Value equal to the cash purchase price for the option being exercised, (iii) in the sole discretion of the Committee, by any a combination of the methods of payment methods specified in clauses (i) and (ii) hereof), or (iv) all in accordance with the sole discretion provisions of the CommitteePlan. Notwithstanding the preceding sentence, by means of a net exercise in which the Optionee shall receive Employee may request that the number of shares of Common Stock equal to the aggregate number of shares being purchased less the number of shares having a Fair Market Value equal to the aggregate purchase price of the shares being purchased and applicable tax withholdings; provided, however, Committee agree that payment in full of the purchase option price need not accompany the written notice of exercise exercise; provided that that, the notice of exercise directs that the certificate or certificates for the shares of Common Stock for which the option Option is exercised be delivered to a licensed broker acceptable to Saia the Committee as the agent for the Optionee Employee and, at the time such certificate or certificates are delivered, the broker tenders to Saia the Committee cash (or cash equivalents acceptable to Saiathe Committee) equal to the purchase option price for the shares of Common Stock purchased pursuant to the exercise of the option Option plus the amount (if any) of any withholding obligations on the part of Saiathe Company. Such request may be granted or denied in the sole discretion of the Committee. (e) No shares of Common Stock may be tendered in exercise of this option the Option granted hereby if such shares were acquired by Optionee the Employee through the exercise of an Incentive Stock Option (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended) ), unless (i) such shares have been held by Optionee the Employee for at least one year, and (ii) at least two years have elapsed since such Incentive Stock Option was granted.