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MARTEN TRANSPORT LTD Director's Dealing 2014

Apr 7, 2014

32347_dirs_2014-04-07_db71831a-001e-4ad2-a528-6924bd9b0848.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTEN TRANSPORT LTD (MRTN)
CIK: 0000799167
Period of Report: 2014-04-04

Reporting Person: TURNER JOHN H (Senior VP of Sales)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-04-04 Common Stock A 9.93 Acquired 17764.73 Direct

Footnotes

F1: Represents dividend equivalent rights that accrued on April 4, 2014.

F2: Includes: (i) 1,410 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2017, (ii) 540 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014, (iii) 720 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2015, (iv) 1,035 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2016 and (v) 8,427.73 shares that the reporting person has deferred under the Issuer's deferred compensation plan.