MARTEN TRANSPORT LTD — Director's Dealing 2020

Oct 1, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTEN TRANSPORT LTD (MRTN)
CIK: 0000799167
Period of Report: 2020-09-30

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-09-30	Common Stock	A	337.96	—	Acquired	17728580.44	Direct

Footnotes

F1: Represents dividend equivalent rights that accrued on September 30, 2020.

F2: On July 16, 2020, Marten declared a three-for-two stock split effected in the form of a stock dividend, payable on August 13, 2020 to all holders of record of common stock on July 30, 2020.

F3: Includes: (i) 5,322 shares granted under a Performance Unit Award Agreement that vest on 12/31/2020 through 12/31/2024; (ii) 9,120 shares granted under a Performance Unit Award Agreement that vest on 12/31/2020 through 12/31/2023; (iii) 6,525 shares granted under a Performance Unit Award Agreement that vest on 12/31/2020 through 12/31/2022; (iv) 10,400 shares granted under a Performance Unit Award Agreement that vest on 12/31/2020 through 12/31/2021; (v) 1,400 shares granted under a Performance Unit Award Agreement that vest on 12/31/2020; and (vi) 138,226.44 shares that the reporting person has deferred under the Issuer's deferred compensation plan.