This Management's Discussion and Analysis should be read in conjunction with the
accompanying unaudited condensed consolidated financial statements and our 2022
audited consolidated financial statements included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2022. Those consolidated
financial statements include additional information about our significant
accounting policies, practices and the transactions that underlie our financial
results.

Cautionary Note Regarding Forward-Looking Statements

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

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

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

industry-wide external factors largely out of our control;

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

inflationary increases in operating expenses and corresponding reductions of profitability;

cost and availability of diesel fuel and fuel surcharges;

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

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


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

failure to keep pace with technological developments;

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

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

supply chain disruption and delays on new equipment delivery;

capacity and highway infrastructure constraints;

risks arising from international business operations and relationships;

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

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

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

our need for capital and uncertainty of the credit markets;

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

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

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

dependence on key employees;

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

increased costs of healthcare benefits;

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

failure to make future acquisitions or to achieve acquisition synergies;


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

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


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

unforeseen costs from new and existing data privacy laws;

changes in accounting and financial standards or practices;

widespread outbreak of an illness or any other communicable disease, including the COVID-19 pandemic;

the conflict between Russia and Ukraine;

relations between China and Taiwan;

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

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

issuances of equity that would dilute stock ownership;

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

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



These factors and risks are described in Part I, Item 1A. "Risk Factors" of the
Company's Annual Report on Form 10-K for the year ended December 31, 2022, as
updated by Part II, Item 1A. of this Quarterly Report on Form 10-Q.

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

Executive Overview



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

First Quarter Overview



The Company's operating revenue decreased by 0.1 percent in the first quarter of
2023 compared to the same period in 2022. The decrease resulted primarily from
decreases in shipments and tonnage, partially offset by increased revenue per
shipment.

Consolidated operating income was $99.1 million for the first quarter of 2023
compared to $103.4 million for the first quarter of 2022. In the first quarter
of 2023, LTL shipments were down 7.1 percent and LTL tonnage was down 5.5
percent compared to the prior year quarter. Diluted earnings per share were
$2.85 in the first quarter of 2023 compared to diluted earnings per share of
$2.98 in the prior year quarter. The operating ratio (operating expenses divided
by operating revenue) was 85.0 percent in the first quarter of 2023 compared to
84.4 percent in the first quarter of 2022.
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The Company generated $119.3 million in net cash provided by operating
activities in the first three months of 2023 compared with $96.0 million in the
same period last year. The increase is primarily due to a change in working
capital compared to the same period last year. The Company's net cash used in
investing activities was $128.1 million during the first three months of 2023
compared to $45.4 million in the first three months of 2022, primarily as a
result of increased capital expenditures related to real estate and revenue
equipment acquisitions in the first three months of 2023. The Company's net cash
used in financing activities was $12.2 million in the first three months of 2023
compared to $15.8 million during the same period last year. The Company had no
outstanding borrowings under its revolving credit agreement, total outstanding
letters of credit of $33.0 million and a cash and cash equivalents balance of
$166.4 million at March 31, 2023. The Company also had $26.5 million in
obligations under finance leases at March 31, 2023. At March 31, 2023, the
Company had $268.8 million in availability under the revolving credit facility.
The revolving credit facility also has an accordion feature that allows for an
additional $150 million availability, subject to certain conditions and
availability of lender commitments. The Company was in compliance with the debt
covenants under its revolving credit agreement at March 31, 2023.

General



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

Saia is a transportation company headquartered in Johns Creek, Georgia that
provides national less-than-truckload (LTL) services through a single integrated
organization. While more than 97 percent of revenue is historically derived from
transporting LTL shipments across 45 states, the Company also offers customers a
wide range of other value-added services, including non-asset truckload,
expedited transportation and logistics services across North America.

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

Saia, Inc. and Subsidiaries
            Selected Results of Operations and Operating Statistics
                 For the quarters ended March 31, 2023 and 2022
                                  (unaudited)
                                                                                                      Percent
                                                                                                     Variance
                                                                                                      '23 v.
                                                           2023                   2022                  '22
                                                           (in thousands,

except ratios, workdays, revenue per


                                                         hundredweight, revenue per shipment and length of haul)
Operating Revenue                                      $    660,535           $    661,216                (0.1 ) %
Operating Expenses:
Salaries, wages and employees' benefits                     298,956                289,463                 3.3
Purchased transportation                                     46,727                 78,248               (40.3 )
Fuel and other operating expenses                           172,829                150,104                15.1
Depreciation and amortization                                42,880                 39,952                 7.3
Operating Income                                             99,143                103,449                (4.2 )
Operating Ratio                                                85.0 %                 84.4 %
Nonoperating Expense                                             45                    927               (95.1 )

Working Capital (as of March 31, 2023 and 2022)             242,983         

171,545

Cash Flows provided by Operating Activities (year to 119,270

95,961

date)

Net Acquisitions of Property and Equipment (year to 128,055

45,376

date)

Saia Motor Freight Operating Statistics:
Workdays                                                         64                     64
LTL Tonnage                                                   1,311                  1,387                (5.5 )
LTL Shipments                                                 1,822                  1,962                (7.1 )
LTL Revenue per hundredweight                          $      24.63           $      23.29                 5.8
LTL Revenue per shipment                               $     354.37           $     329.30                 7.6
LTL Pounds per shipment                                       1,439                  1,414                 1.8
LTL Length of haul                                              892                    915                (2.5 )



Quarter ended March 31, 2023 compared to quarter ended March 31, 2022

Revenue and volume



Consolidated revenue for the quarter ended March 31, 2023 decreased 0.1 percent
to $660.5 million primarily as a result of decreases in shipments and tonnage,
partially offset by increased revenue per shipment. For the first quarter of
2023, Saia's LTL tonnage was down 5.5 percent to 1.3 million tons, and LTL
shipments decreased 7.1 percent to 1.8 million shipments. Revenue per shipment
increased 7.6 percent to $354.37 per shipment for the first quarter of 2023 as a
result of changes in business mix and pricing actions. In spite of overall
volume declines, our service initiatives, including our network expansion,
continue to allow us to support our improved pricing. For the first quarter of
2023, approximately 75 to 80 percent of the Company's operating revenue was
subject to specific customer price negotiations that occur throughout the year.
The remaining 20 to 25 percent of operating revenue was subject to a general
rate increase. For customers subject to a general rate increase, Saia
implemented 6.5 and 7.5 percent general rate increases on January 30, 2023 and
January 24, 2022, respectively. Competitive factors, customer turnover and mix
changes impact the extent to which customer rate increases are retained over
time.

Operating revenue includes revenue recognized from the Company's fuel surcharge
program, which is designed to reduce exposure to fluctuations in diesel fuel
prices by adjusting freight charges to account for changes in the price of
diesel fuel. The Company's fuel surcharge is generally based on the average
national price for diesel fuel (as published by the United States Energy
Information Administration) and is typically reset weekly. Fuel surcharges are
widely accepted in the industry and are a significant component of revenue and
pricing. Fuel surcharges are an integral part of customer contract negotiations,
but represent only one portion of overall customer price negotiations. Fuel
surcharge revenue as a percentage of operating revenue increased to 17.8 percent
for the quarter ended March 31, 2023 compared to 16.8 percent for the quarter
ended March 31, 2022, as a result of pricing structures, changes in mix and
increases in the average cost of diesel fuel for the quarter compared to the
prior year.
                                       13
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Operating expenses and margin



Consolidated operating income was $99.1 million in the first quarter of 2023
compared to $103.4 million in the prior year quarter. Overall, the decrease in
consolidated operating income was the result of slightly decreased revenue and
increases in operating expenses, partially offset by a decrease in purchased
transportation expense during the first quarter of 2023. The first quarter of
2023 operating ratio (operating expenses divided by operating revenue) was 85.0
percent compared to 84.4 percent for the same period in 2022.

Salaries, wages and employees' benefits increased $9.5 million in the first
quarter of 2023 compared to the first quarter of 2022. This change was primarily
driven by increased headcount required to support ongoing network expansion
efforts, offset by a decrease in variable labor costs and a decrease in
incentive compensation. In addition, in July 2022 the Company implemented a
salary and wage increase of approximately 4.3 percent. Purchased transportation
decreased $31.5 million in the first quarter of 2023 compared to the first
quarter of 2022 primarily due to a decrease in purchase transportation miles
compared to the same period in the 2022, in addition to a decrease in cost per
mile for purchased transportation. Fuel, operating expenses and supplies
increased by $18.9 million compared to the first quarter of 2022 largely due to
increased vehicle maintenance costs, investments in information technology
network support and an increase in facility costs due to the opening of 13 new
facilities since the first quarter of 2022. Claims and insurance expense in the
first quarter of 2023 was $3.3 million higher than the first quarter of 2022
primarily due to higher claims activity. Depreciation and amortization expense
increased $2.9 million in the first quarter of 2023 compared to the same period
in 2022 primarily due to ongoing investments in revenue equipment, real estate
and technology.

Other

Interest expense in the first quarter of 2023 was lower than the same period in 2022 as the Company continued to pay down finance lease obligations.



The effective tax rate was 23.2 percent and 22.5 percent for the quarters ended
March 31, 2023 and 2022, respectively. The increase in the first quarter
effective tax rate in 2023 is primarily a result of stock compensation activity
and limitations on related deductions.

Net income was $76.1 million, or $2.85 per diluted share, in the first quarter
of 2023 compared to net income of $79.4 million, or $2.98 per diluted share, in
the first quarter of 2022.

Outlook

Our business remains highly correlated to non-service sectors of the general
economy and competitive pricing pressures, as well as the success of
Company-specific improvement initiatives. Our outlook for 2023 is dependent on a
number of external factors, including strength of the economy, inflation, labor
availability, diesel fuel prices and supply chain constraints. The potential
impact of these factors on our operations, financial performance and financial
condition, as well as the impact on our ability to successfully execute our
business strategies and initiatives, remains uncertain and difficult to predict.
We are continuing initiatives to improve and enhance customer service in an
effort to support our ongoing pricing and business mix optimization, while
seeking to control costs and improve productivity. Planned revenue initiatives
include building density in our current geography, targeted marketing
initiatives to grow revenue in more profitable areas, further expanding our
geographic and terminal network, as well as pricing and yield management. On
January 30, 2023 and January 24, 2022 Saia implemented 6.5 and 7.5 percent
general rate increases, respectively, for customers comprising approximately 20
to 25 percent of Saia's operating revenue. The success of these revenue
initiatives is impacted by what proves to be the underlying economic trends,
competitor initiatives and other factors discussed under "Cautionary Note
Regarding Forward-Looking Statements" and Part II, Item 1A. "Risk Factors."

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

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

Financial Condition, Liquidity and Capital Resources



The Company's liquidity needs arise primarily from capital investment in new
equipment, land and structures, information technology and letters of credit
required under insurance programs, as well as funding working capital
requirements.

Working capital/capital expenditures


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Working capital at March 31, 2023 was $243.0 million, an increase from $171.5 million at March 31, 2022.



Current assets at March 31, 2023 increased by $2.8 million as compared to March
31, 2022, driven by an increase in cash and cash equivalents of $25.1 million
and an increase in income tax receivables of $6.4 million, partially offset by a
decrease in accounts receivable of $27.4 million. Current liabilities decreased
by $68.6 million at March 31, 2023 compared to March 31, 2022 largely due to a
decrease in accounts payable and other current liabilities.

Cash flows provided by operating activities were $119.3 million for the three
months ended March 31, 2023 versus $96.0 million for the three months ended
March 31, 2022. The increase is primarily due to a change in working capital
compared to the prior year. For the three months ended March 31, 2023, net cash
used in investing activities was $128.1 million compared to $45.4 million in the
same period last year, an $82.7 million increase. This increase resulted from
increased capital expenditures related to real estate and revenue equipment
acquisitions as the Company continues to expand its footprint and add density in
markets. For the three months ended March 31, 2023, net cash used in financing
activities was $12.2 million compared to $15.8 million during the same period
last year, as a result of less equity based compensation shares withheld for
taxes during the first three months of 2023 compared to the same period in 2022
in addition to higher proceeds from stock option exercises during 2023.

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

The Company currently expects that net capital expenditures in 2023 will be in
excess of $400 million, subject to ongoing evaluation of market conditions.
Projected 2023 capital expenditures include normal replacement cycles of revenue
equipment and investments in technology. In addition, the Company plans to add
revenue equipment and real estate investments to support our growth initiatives.
Net capital expenditures were $128.1 million in the first three months of 2023.
Approximately $244.6 million of the 2023 remaining capital budget was committed
as of March 31, 2023.

Credit Agreement

Prior to February 3, 2023, the Company was party to a Sixth Amended and Restated
Credit Agreement (the Amended Credit Agreement) with a banking group that
provided up to a $300 million revolving line of credit through February 2024.
The Amended Credit Agreement also had an accordion feature that allowed for an
additional $100 million availability, subject to certain conditions and
availability of lender commitments. The Amended Credit Agreement provided for a
pledge by the Company of certain land and structures, accounts receivable and
other assets to secure indebtedness under the Amended Credit Agreement.

On February 3, 2023, the Company entered into a new unsecured credit agreement
with a banking group (the 2023 Credit Agreement) and terminated the Amended
Credit Agreement. The 2023 Credit Agreement maintains the amount of the previous
line of credit of $300 million and extends the term until February 2028. The
2023 Credit Agreement contains an accordion feature that allows the Company to
increase the size of the facility by up to $150 million, subject to certain
conditions and availability of lender commitments, for a total borrowing
capacity of up to $450 million. Under the 2023 Credit Agreement, the Company is
subject to a maximum consolidated net lease adjusted leverage ratio of less than
3.50 to 1.00 with the potential to be temporarily increased in the event the
Company makes an acquisition that meets certain criteria. The 2023 Credit
Agreement contains certain customary representations and warranties, affirmative
and negative covenants and provisions relating to events of default. Under the
2023 Credit Agreement, if an event of default occurs, the banks will be entitled
to take various actions, including the acceleration of amounts due. The Company
was in compliance with its debt covenants at March 31, 2023.

At March 31, 2023 and December 31, 2022, the Company had no outstanding
borrowings and outstanding letters of credit of $31.2 million, respectively,
under these credit agreements. At March 31, 2023, the Company had $268.8 million
in availability under the 2023 Credit Agreement. The available portion of the
2023 Credit Agreement may be used for general corporate purposes, including
capital expenditures, working capital and letter of credit requirements, as
needed.

Finance Leases



The Company is obligated under finance leases with seven-year original terms
covering revenue equipment. Total liabilities recognized under finance leases
were $26.5 million and $31.0 million as of March 31, 2023 and December 31, 2022,
respectively. Amortization of assets held under the finance leases is included
in depreciation and amortization expense. The weighted average interest rates
for the finance leases at March 31, 2023 and December 31, 2022 were 3.8 percent
and 3.7 percent, respectively.
                                       15
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Contractual Obligations



Contractual obligations for the Company are comprised of lease agreements,
purchase obligations and long-term debt obligations related to any outstanding
balance under the Company's revolving line of credit. Contractual obligations
for operating leases at March 31, 2023 totaled $138.2 million, including
operating leases with original maturities of less than one year, which are not
recorded in our consolidated balance sheet in accordance with U.S. generally
accepted accounting principles. Contractual obligations in the form of finance
leases were $27.7 million at March 31, 2023, which includes both principal and
interest amounts. For the remainder of 2023, $1.4 million of interest payments
are anticipated based on borrowings and commitments outstanding at March 31,
2023. See Note 5 to the accompanying unaudited condensed consolidated financial
statements in this Current Report on Form 10-Q. Purchase obligations at March
31, 2023 were $246.0 million, including commitments of $244.6 million for
capital expenditures. As of March 31, 2023, the revolving line of credit had no
outstanding principal balance.

Other commercial commitments of the Company typically include letters of credit
and surety bonds required for collateral towards insurance agreements and
amounts outstanding under the revolving line of credit. As of March 31, 2023 the
Company had total outstanding letters of credit of $33.0 million and $55.8
million in surety bonds. Additionally at March 31, 2023, the Company had $268.8
million available under its revolving credit facility, subject to existing debt
covenants.

The Company has accrued approximately $4.1 million for uncertain tax positions
and $0.4 million for interest and penalties related to the uncertain tax
positions as of March 31, 2023. At March 31, 2023, the Company has accrued $93.5
million for claims and insurance liabilities.

Critical Accounting Policies and Estimates



There have been no significant changes to the application of the critical
accounting policies and estimates contained in our Annual Report on Form 10-K
for the year ended December 31, 2022. The reader should refer to our 2022 Annual
Report on Form 10-K for a full disclosure of all critical accounting policies
and estimates of amounts recorded in certain assets, liabilities, revenue and
expenses.

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