SEC Form 4 · accession 0001235802-15-000058

MARTEN TRANSPORT LTD · MRTN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Timothy M Kohl

Officer — President

Period of report

Apr 21, 2015

Accepted (ET)

Apr 23, 2015 · 4:40 pm EDT

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
Common Stock^F1	Apr 21, 2015	M	13,084	$11.68	A	82,614	D
Common Stock^F2,F1	Apr 21, 2015	S	13,084	$24.5909	D	69,530	D
Common Stock^F1	Apr 22, 2015	M	33,137	$11.68	A	102,667	D
Common Stock^F3,F1	Apr 22, 2015	S	22,637	$24.1131	D	80,030	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F4	$11.68	Apr 21, 2015	M	13,084	D	—	May 6, 2015	Common Stock	13,084	61,916	D
Employee Stock Option (right to buy)^F4	$11.68	Apr 22, 2015	M	33,137	D	—	May 6, 2015	Common Stock	33,137	28,779	D

Explanation of responses

F1Includes: (i) 1,740 shares granted under a Performance Unit Award Agreement that vest on 12/31/2015 through 12/31/2018, (ii) 1,957 shares granted under a Performance Unit Award Agreement that vest on 12/31/2015 through 12/31/2017, (iii) 600 shares granted under a Performance Unit Award Agreement that vest on 12/31/2015, (iv) 1,275 shares granted under a Performance Unit Award Agreement that vest on 12/31/2015 through 12/31/2016 and (v) 16,712.17 shares that the reporting person has deferred under the Issuer's deferred compensation plan.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.54 to $24.64, 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 (2) to this Form 4.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.00 to $24.55, 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 (3) to this Form 4.
F4This option has fully vested.