Marten Transport Ltd. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

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Washington, D.C.  20549

 

 

 

 

 

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Section 5 – Corporate Governance and Management

 

 

 

On August 19, 2025, Marten Transport, Ltd. (the “Company”) announced that Timothy M. Kohl, Chief Executive Officer of the Company, notified the Company that he will retire from the Company as of the close of business on September 30, 2025.

 

 

On August 19, 2025, the Company announced that Randolph L. Marten has been appointed to serve as Chairman of the Board of Directors and Chief Executive Officer (“CEO”) of the Company, effective October 1, 2025. Mr. Marten, age 72, has been a full-time employee of the Company since 1974. Mr. Marten has been a Director since October 1980 and Executive Chairman of the Board since May 2021. Mr. Marten also served as Chairman of the Board from August 1993 to May 2021, Chief Executive Officer from January 2005 to May 2021, President from June 1986 to June 2008, Chief Operating Officer from June 1986 to August 1998 and as a Vice President from October 1980 to June 1986.

 

There is no arrangement or understanding between Mr. Marten and any other person pursuant to which Mr. Marten has been appointed as CEO. There are no family relationships between Mr. Marten and any of the Company’s directors and executive officers, and Mr. Marten is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

 

As of the date of filing of this Current Report on Form 8-K, the Company has not entered into any material plan, contract or arrangement or made any amendment thereto or made any grant or award, in connection with Mr. Marten’s appointment as Chief Executive Officer. Mr. Marten’s previously reported compensatory arrangements, grants and awards remain in effect. To the extent any such arrangements are amended, or any new material plan, contract or arrangement or amendment is entered into in connection with such appointment, including any new grant or award, the Company will file an amendment to this Current Report on Form 8-K within four business days after the Company enters into any such plan, contract, arrangement, amendment, grant or award to include the information required by Item 5.02(c)(3) of Form 8-K.

 

Section 7 – Regulation FD

 

Item 7.01.     Regulation FD Disclosure.

 

On August 19, 2025, the Company issued a press release announcing the changes to its leadership described in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

 

The company is furnishing the information contained in Exhibit 99.1 pursuant to Regulation FD and Item 7.01 of Form 8-K. The information in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Section 9 – Financial Statements and Exhibits

 

 

 

Not Applicable.

 

 

Not Applicable.

 

 

Not Applicable.

 

 

 

 

 

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.