MARTEN TRANSPORT LTD — Director's Dealing 2019

Feb 28, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTEN TRANSPORT LTD (MRTN)
CIK: 0000799167
Period of Report: 2019-02-26

Reporting Person: MARTEN RANDOLPH L (Director, Chairman of the Board & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-26	Common Stock	A	34080	—	Acquired	11792438.26	Direct
2019-02-26	Common Stock	F	8732	$19	Disposed	11783706.26	Direct

Footnotes

F1: Of these shares and shares previously reported that vest based on service, 20,940 shares have been deferred under the Issuer's deferred compensation plan.

F2: Includes: (i) 5,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2019 through 12/31/2022; (ii) 10,398 shares granted under a Performance Unit Award Agreement that vest on 12/31/2019 through 12/31/2021; (iii) 1,867 shares granted under a Performance Unit Award Agreement that vest on 12/31/2019 through 12/31/2020; (iv) 950 shares granted under a Performance Unit Award Agreement that vest on 12/31/2019; and (v) 78,863.26 shares that the reporting person has deferred under the Issuer's deferred compensation plan.