MARTEN TRANSPORT LTD — Director's Dealing 2021

Nov 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTEN TRANSPORT LTD (MRTN)
CIK: 0000799167
Period of Report: 2021-11-23

Reporting Person: Hinnendael James J (Exec. VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-23	Common Stock	F	9284	$17.37	Disposed	145293.43	Direct

Footnotes

F1: These shares were withheld to cover the estimated tax withholding obligations in connection with the issuance of 16,880 shares released from the Issuer's deferred compensation plan which terminated effective May 5, 2021.

F2: Includes: (i) 6,040 shares granted under a Performance Unit Award Agreement that vest on 12/31/2021 through 12/31/2025; (ii) 2,020 shares granted under a Performance Unit Award Agreement that vest on 12/31/2021 through 12/31/2024; (iii) 3,060 shares granted under a Performance Unit Award Agreement that vest on 12/31/2021 through 12/31/2023; (iv) 2,130 shares granted under a Performance Unit Award Agreement that vest on 12/31/2021 through 12/31/2022; (v) 2,375 shares granted under a Performance Unit Award Agreement that vest on 12/31/2021; and (vi) 16,879.43 shares that the reporting person has deferred under the Issuer's deferred compensation plan.