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): November 24, 1997 ----------------------- MARTEN TRANSPORT, LTD. ---------------------- (Exact name of registrant as specified in its charter) Delaware 0-15010 39-1140809 -------- ------- ---------- (State of incorporation) (Commission (I.R.S. Employer File Number) Identification No.) 129 Marten Street, Mondovi, Wisconsin 54755 --------------------------------------------------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: 715/926-4216 ------------ Item 5. OTHER EVENTS. On October 24, 1997, the Board of Directors of Marten Transport, Ltd. (the "Company") authorized a three-for-two stock split of the Company's common stock, $.01 par value (the "Stock Split"). The Stock Split entitles each shareholder to receive an additional one-half share for each outstanding share of common stock held of record as of the close of business on December 15, 1997. The shares will be distributed on or about January 5, 1998. The Stock Split will be effected in the form of a dividend, using authorized but unissued shares of the Company's common stock. Filed herewith as Exhibit 99.1 and incorporated herein by reference is a copy of the press release, dated November 24, 1997, announcing the Stock Split. Item 7. FINANCIAL STATEMENTS AND EXHIBITS. c. EXHIBITS 99.1 Press Release, dated November 24, 1997 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 hereunto duly authorized. MARTEN TRANSPORT, LTD. /s/ Darrell D. Rubel ---------------------------------------- Darrell D. Rubel Executive Vice President and Treasurer (Chief Financial Officer) Dated: November 24, 1997 INDEX TO EXHIBITS Exhibit No. Item Method of Filing - ----------- ---- ---------------- 99.1 Press Release, dated November 24, 1997 Filed herewith electronically.