X0306 4 2016-07-28 0000799167 MARTEN TRANSPORT LTD MRTN 0001253979 MARTEN RANDOLPH L 129 MARTEN STREET MONDOVI WI 54755 1 1 1 Chairman of the Board and CEO Common Stock 2016-07-28 4 S 0 50000 21.7916 D 7200869.57 D Common Stock 2016-07-29 4 S 0 50000 21.722 D 7150869.57 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.75 to $21.85, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.60 to $21.85, 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. Includes: (i) 2,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2016 through 12/31/2020; (ii) 2,280 shares granted under a Performance Unit Award Agreement that vest on 12/31/2016 through 12/31/2019; (iii) 1,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2016 through 12/31/2018, (iv) 1,800 shares granted under a Performance Unit Award Agreement that vest on 12/31/2016 through 12/31/2017, (v) 803 shares granted under a Performance Unit Award Agreement that vest on 12/31/2016 and (vi) 29,764.57 shares that the reporting person has deferred under the Issuer's deferred compensation plan. /s/ James J. Hinnendael, attorney-in-fact 2016-07-29