MARTEN TRANSPORT LTD — Director's Dealing 2013

Sep 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTEN TRANSPORT LTD (MRTN)
CIK: 0000799167
Period of Report: 2013-09-10

Reporting Person: KOHL TIMOTHY M (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-10	Common Stock	A	15.31	—	Acquired	53078.22	Direct

Footnotes

F1: Represents dividend equivalent rights that accrued on September 10, 2013.

F2: Includes: (i) 3,262 shares granted under a Performance Unit Award Agreement that vest on 12/31/2013 through 12/31/2017, (ii) 1,950 shares granted under a Performance Unit Award Agreement that vest on 12/31/2013 through 12/31/2014, (iii) 1,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2013 through 12/31/2015, (iv) 2,550 shares granted under a Performance Unit Award Agreement that vest on 12/31/2013 through 12/31/2016 and (v) 10,689.22 shares that the reporting person has deferred under the Issuer's deferred compensation plan.