Item 5.07 Submission of Matters to a Vote of Security Holders.

Marten Transport, Ltd. held its 2022 Annual Meeting of Stockholders on May 3, 2022. The final results of the stockholder vote on the business brought before the meeting are as follows:

1. To elect seven directors to hold office until the next Annual Meeting of Stockholders or until their successors are duly elected and qualified. Our stockholders duly elected all director nominees as follows:



                         For        Withheld    Broker Non-Votes
Randolph L. Marten    70,358,709    1,229,786          3,092,461
Larry B. Hagness      55,028,199   16,560,296          3,092,461
Thomas J. Winkel      66,153,112    5,435,383          3,092,461
Jerry M. Bauer        55,031,337   16,557,158          3,092,461
Robert L. Demorest    36,193,904   35,394,591          3,092,461
Ronald R. Booth       67,913,419    3,675,076          3,092,461
Kathleen P. Iverson   71,116,639      471,856          3,092,461

2. To consider and hold a vote on an advisory resolution to approve executive compensation. Our stockholders approved this proposal as follows:



    For       Against   Abstain   Broker Non-Votes
 70,851,716   625,423   111,356      3,092,461

3. To consider a proposal to ratify the selection of Grant Thornton LLP as our independent public accountants for the year ending December 31, 2022. Our stockholders approved this proposal as follows:



    For       Against   Abstain   Broker Non-Votes
 74,312,775   354,792   13,389           0

4. To transact other business if properly brought before the Annual Meeting or any adjournment thereof. Our stockholders voted on this proposal as follows:



   For        Against     Abstain   Broker Non-Votes
21,411,818   50,002,840   173,837      3,092,461





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Item 8.01 Other Events.

On May 4, 2022, the Company issued a press release announcing that its board of directors had declared a regular quarterly cash dividend of $0.06 per share of common stock and approved an increase from current availability in the Company's share repurchase program to $50 million, or approximately 3.1 million shares, of its common stock. The dividends will be payable on June 30, 2022 to stockholders of record at the close of business on June 16, 2022.

Attached hereto as Exhibit 99.1 is a copy of Marten's press release dated May 4, 2022 announcing the regular quarterly dividend and increase in the share repurchase program.

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        Named Executive Officer Compensation (included
              herewith).
    99.1        Press Release dated May 4, 2022 (included herewith).
     104      Cover Page Interactive Data File (embedded within the
              Inline XBRL document).

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