STOCK TITAN

Marten Transport (NASDAQ: MRTN) raises credit and LC capacity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Marten Transport amended its existing bank credit agreement on June 12, 2026 to expand its available borrowing capacity. The unsecured revolving credit facility, originally set up in 2022, allows borrowings for general business and working capital needs. The amendment raises the sublimit for letters of credit from $30 million to $35 million and increases the maximum aggregate principal amount under the facility from $100 million to $105 million. It also provides for an Amended and Restated Revolving Note with a principal amount of up to $35 million.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Original revolving credit facility size $30 million Unsecured revolving credit facility under 2022 agreement
Original maximum aggregate principal amount $100 million Maximum facility size after optional increases under 2022 terms
Original letters of credit sublimit $30 million Sublimit for letters of credit before June 12, 2026 amendment
Amended letters of credit sublimit $35 million Increased LC capacity under First Amendment on June 12, 2026
Amended maximum aggregate principal amount $105 million Facility cap after June 12, 2026 amendment
Amended and Restated Revolving Note $35 million Aggregate principal amount of new revolving note under agreement
Material Definitive Agreement regulatory
"Item 1.01. Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
revolving credit facility financial
"The Credit Agreement provides for a five-year unsecured revolving credit facility in an aggregate principal amount of up to $30 million."
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
letters of credit financial
"The credit facility has a $30 million sublimit for the issuance of letters of credit."
A letter of credit is a promise from a bank to pay a seller if the buyer fails to do so, commonly used in trade and large contracts to ensure payment. Think of it as a bank standing in for the buyer, like a certified check or payment insurance that reduces the risk of nonpayment. For investors, letters of credit matter because they affect a company’s cash flow, borrowing needs and contingent liabilities, and signal how much credit support a business requires to secure deals.
Amended and Restated Revolving Note financial
"the Amendment provides for an Amended and Restated Revolving Note under Credit Agreement in an aggregate principal amount of up to $35 million."
off-balance sheet arrangement financial
"Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant."
An off-balance sheet arrangement is a financial commitment or asset that a company keeps out of its main financial statements so it does not show up as a direct asset or liability. Think of it like renting equipment or using a separate storage locker instead of putting the item in your home: the economic effects exist, but they aren’t listed on the company’s primary balance sheet. Investors care because these arrangements can hide risks, obligations or sources of cash flow that affect a company’s true financial strength and future performance.
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false 0000799167 0000799167 2026-06-12 2026-06-12
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 

 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 

 
Date of Report (Date of earliest event reported):
June 12, 2026
 

 
MARTEN TRANSPORT, LTD.
(Exact name of registrant as specified in its charter)
 
Delaware
 
0-15010
 
39-1140809
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification Number)
 
129 Marten Street
MondoviWisconsin
 
54755
(Address of principal executive offices)
 
(Zip Code)
(715926-4216
(Registrant’s telephone number, including area code)
Not applicable.
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act: 
Title of each class:
Trading symbol:
Name of each exchange on which registered:
COMMON STOCK, PAR VALUE
MRTN
THE NASDAQ STOCK MARKET LLC
$.01 PER SHARE
 
(NASDAQ GLOBAL SELECT MARKET)
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 
 
Emerging growth company  
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 


 

 
Section 1 – Registrants Business and Operations
 
Item 1.01. Entry into a Material Definitive Agreement.
 
On August 16, 2022, Marten Transport, Ltd. (“Marten”) entered into a credit agreement (the “Credit Agreement”) with U.S. Bank National Association, as agent (the “Agent”), and certain banks party thereto (the “Banks”).  The Credit Agreement provides for a five-year unsecured revolving credit facility in an aggregate principal amount of up to $30 million.  Certain subsidiaries of Marten guarantee Marten’s obligations under the Credit Agreement and any other subsidiary of Marten that guaranties any material indebtedness of Marten is obligated to also guaranty Marten’s obligations under the Credit Agreement. From time to time the aggregate principal amount of the revolving credit facility may be increased and a term loan facility may be added at the option of Marten after providing notice to the Agent in increments not less than $5 million up to a maximum aggregate principal amount of $100 million.  The credit facility has a $30 million sublimit for the issuance of letters of credit.  Funds are available under the credit facility for Marten’s general business and working capital purposes. 
 
On June 12, 2026, Marten entered into the First Amendment to Credit Agreement (the “Amendment”) to increase the sublimit for the issuance of letters of credit from $30 million to $35 million and increase the maximum aggregate principal amount from $100 million to $105 million. In addition, the Amendment provides for an Amended and Restated Revolving Note under Credit Agreement in an aggregate principal amount of up to $35 million. 
 
The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
Section 2 – Financial Information
 
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
 
The information described under Item 1.01 “Entry into a Material Definitive Agreement” is incorporated herein by this reference.
 
Section 9 Financial Statements and Exhibits
 
Item 9.01. Financial Statements and Exhibits.
 
 
(a)
Financial Statements of Businesses Acquired.
 
Not Applicable.
 
 
(b)
Pro Forma Financial Information.
 
Not Applicable.
 
 
(c)
Shell Company Transactions.
 
Not Applicable.
 

 
 
(d)
Exhibits.
Exhibit No.
Description
 
 
 10.1
First Amendment to Credit Agreement, dated as of June 12, 2026, by and among Marten Transport, Ltd., as borrower, the banks party thereto, and U.S. Bank National Association, as agent for the banks (included herewith).
 
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
2

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
MARTEN TRANSPORT, LTD. 
 
 
 
 
 
 
 
 
 
Dated: June 18, 2026
By:
/s/ James J. Hinnendael
 
 
 
James J. Hinnendael
 
 
 
Its: Executive Vice President and
 
 
 
Chief Financial Officer
 
 
3

FAQ

What did Marten Transport (MRTN) change in its credit facility on June 12, 2026?

Marten Transport amended its bank credit agreement to expand borrowing capacity. The amendment increases the letters of credit sublimit to $35 million and raises the maximum aggregate principal amount available under the facility to $105 million.

How large is Marten Transport’s revolving credit facility after the 2026 amendment?

The revolving credit facility remains an unsecured, five-year arrangement, but the maximum aggregate principal amount that Marten Transport can access under the credit agreement increased from $100 million to $105 million with the June 12, 2026 amendment.

What happened to Marten Transport’s letters of credit capacity under the amended agreement?

The amendment raised Marten Transport’s letters of credit sublimit from $30 million to $35 million. This higher sublimit increases the amount of letters of credit that can be issued under the same overall credit facility with U.S. Bank and other banks.

What is the purpose of Marten Transport’s credit facility with U.S. Bank and other banks?

The unsecured revolving credit facility is available for Marten Transport’s general business and working capital purposes. It provides flexible funding in the form of borrowings and letters of credit, supported by guarantees from certain Marten subsidiaries under the credit agreement.

What new note did Marten Transport establish in the First Amendment to the Credit Agreement?

The amendment provides for an Amended and Restated Revolving Note under the Credit Agreement with an aggregate principal amount of up to $35 million. This note documents revolving borrowings available within the broader credit facility framework described in the agreement.

Filing Exhibits & Attachments

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