SEC Form 4 · accession 0001235802-15-000018
MARTEN TRANSPORT LTD · MRTN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randolph L Marten
Officer — Chairman of the Board and CEO · Director · 10% Owner
Period of report
Feb 24, 2015
Accepted (ET)
Feb 26, 2015 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000799167
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Feb 24, 2015 | M | 35,700 | $11.68 | A | 7,360,989 | D | |
| Common StockF1,F2 | Feb 24, 2015 | S | 22,926 | $23.25 | D | 7,338,063 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $11.68 | Feb 24, 2015 | M | 35,700 | D | — | May 6, 2015 | Common Stock | 35,700 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.15 to $23.35, inclusive. The reporting person undertakes to provide to Marten Transport, Ltd., any security holder of Marten Transport, Ltd., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
- F2Includes: (i) 3,000 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2018, (ii) 3,600 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2017, (iii) 1,350 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014, (iv) 1,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2015, (v) 2,408 shares granted under a Performance Unit Award Agreement that vest on 12/31/2014 through 12/31/2016 and (vi) 20,988.16 shares that the reporting person has deferred under the Issuer's deferred compensation plan.
- F3This option has fully vested.