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Marten Transport Ltd Chairman and CEO Randolph L. Marten reported a Form 4 transaction involving company common stock tied to equity award vesting. On this date, 4,657 shares were disposed of at $13.90 per share to cover employee tax obligations on 10,983 vested shares, as noted in the footnotes. Following this tax-withholding disposition, he directly owned 17,731,800 common shares, and the footnotes indicate additional unvested performance-based awards scheduled to vest between December 31, 2026 and December 31, 2029.
Marten Transport Ltd Executive VP and CFO James J. Hinnendael reported a tax-related share disposition. On this Form 4, 2,885 shares of common stock were withheld at $13.90 per share to cover employee taxes on 5,531 recently vested shares, rather than being sold on the open market. After this withholding transaction, he directly holds 154,798 shares, which include multiple performance award grants scheduled to vest between December 31, 2026 and December 31, 2029.
Marten Transport Ltd executive Adam Daniel Phillips reported a Form 4 showing a tax-related share disposition, not an open-market trade. On the transaction date, 1,131 shares of common stock were withheld at $13.90 per share to cover employee taxes on 2,596 newly vested shares. After this withholding, he directly owned 10,623 shares. Footnotes indicate the vested shares had been previously reported as they vested based on service and also describe additional performance-based awards scheduled to vest between 12/31/2026 and 12/31/2029.
Marten Transport Ltd President Douglas Paul Petit reported a Form 4 transaction involving company common stock. On February 20, 2026, 2,299 shares were disposed of to cover employee tax withholding at a price of $13.90 per share in connection with vesting equity awards, not an open-market sale. After this tax-withholding disposition, he directly owned 34,162 shares of common stock. Footnotes explain that 4,407 shares vested, with 2,299 withheld for taxes, and that his holdings include several performance award grants scheduled to vest between December 31, 2026 and December 31, 2029.
Marten Transport executive Randall John Baier reported a Form 4 showing a tax-withholding disposition of 1,273 shares of common stock at $13.90 per share. According to the footnote, 2,538 shares vested and a portion was withheld to cover employee taxes, leaving Baier with 17,747 shares directly owned.
The Vanguard Group filed an amended Schedule 13G reporting beneficial ownership of 4,013,753 Marten Transport Ltd common shares, representing 4.92% of the class. All voting and dispositive powers are shared, with no sole authority reported.
The holdings are for Vanguard’s clients, who have rights to dividends and sale proceeds, and no single client holds more than 5% of the stock. Vanguard states the position is held in the ordinary course of business and not to change or influence control. The filing also notes an internal realignment on January 12, 2026, after which certain Vanguard subsidiaries are expected to report beneficial ownership separately.
Marten Transport, Ltd. furnished an update on its recent performance by issuing a press release announcing financial results for the quarter and year ended December 31, 2025. The release is attached as Exhibit 99.1 and is furnished, rather than filed, under the securities laws.
The company highlights non-GAAP metrics such as operating revenue net of fuel surcharge revenue and operating expenses as a percentage of that adjusted revenue. Management believes excluding fuel surcharge revenue offers a more consistent basis for comparing results over time, and the press release includes reconciliations to the most directly comparable GAAP measures in line with Regulation G.
Marten also furnished an investor presentation as Exhibit 99.2 under Regulation FD. The company expects to use these slides, in whole or in part, in presentations to investors, analysts and others during 2026, while indicating it has no obligation to update the materials except through future public disclosures.
Nuance Investments LLC has filed an amended Schedule 13G reporting a significant passive ownership position in Marten Transport Ltd. common stock. As of the event date of 12/31/2025, Nuance reports sole voting power over 6,267,339 shares, representing 7.69% of the common stock class, with no shared voting power and no sole or shared dispositive power over the shares.
The filer identifies itself as an investment adviser organized in Kansas and certifies that the securities were acquired and are held in the ordinary course of business. Nuance also certifies that the holdings were not acquired and are not held for the purpose of changing or influencing control of Marten Transport, and are not part of any control-related transaction, other than activities solely in connection with a nomination under the specified proxy rule.
Dimensional Fund Advisors LP filed an amended Schedule 13G reporting a passive ownership stake in Marten Transport Ltd common stock. As of the event date, Dimensional was deemed to beneficially own 4,855,737 shares, representing 6.0% of the outstanding common stock.
The firm had sole power to vote 4,737,681 shares and sole power to dispose of 4,855,737 shares, with no shared voting or dispositive power. The shares are owned by various funds and accounts it advises, and Dimensional disclaims beneficial ownership beyond Section 13(d) reporting. Dimensional certifies that the holdings are in the ordinary course of business and not for the purpose of influencing control of Marten Transport.
Marten Transport (MRTN) filed its Q3 2025 report, showing softer results and a portfolio shift. Q3 operating revenue was $220.5 million versus $237.4 million a year ago, with net income of $2.2 million, or $0.03 per diluted share. The consolidated operating ratio was 98.8%.
For the first nine months, operating revenue was $673.5 million and net income was $13.7 million, or $0.17 per diluted share. On September 30, Marten closed the sale of its Intermodal business assets to Hub Group for $51.8 million in cash; $5.0 million is held in escrow through December 2026. The quarter’s segment mix showed Truckload at a loss, Dedicated profitable with a 94.9% operating ratio, Brokerage profitable, and Intermodal at a reduced loss.
Marten ended the period with $54.5 million in cash and escrow, $768.2 million of stockholders’ equity, and no long‑term debt. Operating cash flow for the first nine months was $87.9 million, funding $32.4 million of net revenue equipment purchases and quarterly dividends of $0.06 per share.