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August 17, 2023
Oguz Alper Öktem
Chief Executive Officer
Marti Technologies, Inc.
Buyukdere Cd. No:237
Maslak, 34485
Sariyer/Istanbul, Türkiye
Re:Marti Technologies, Inc.
Registration Statement on Form F-1
Filed July 31, 2023
File No. 333-273543
Dear Oguz Alper Öktem:
            We have limited our review of your registration statement to those issues we have
addressed in our comments.  In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-1 filed July 31, 2023
Cover Page
1.Please revise your disclosure here and throughout the prospectus to disclose the price
that each selling securityholder paid for the ordinary shares and warrants (both Public
Warrants and Private Placement Warrants, respectively) being registered for resale as
outlined on the prospectus cover page.  Highlight any differences in the current trading
price, the prices that the Sponsor, private placement investors and other selling
securityholders acquired their ordinary shares and warrants, and the price that the public
securityholders acquired their ordinary shares and warrants.  Disclose that while the
Sponsor, private placement investors and other selling securityholders may experience a
positive rate of return based on the current trading price, the public securityholders may

 FirstName LastNameOguz Alper Öktem
 Comapany NameMarti Technologies, Inc.
 August 17, 2023 Page 2
 FirstName LastName
Oguz Alper Öktem
Marti Technologies, Inc.
August 17, 2023
Page 2
not experience a similar rate of return on the securities they purchased due to differences
in the purchase prices and the current trading price.  Please also disclose the potential
profit the selling securityholders will earn based on the current trading price.  Lastly,
please include appropriate risk factor disclosure.
2.We note your disclosure here and in the Use of Proceeds section discussing the likelihood
that warrant holders will not exercise their warrants if the warrants are out of the money.
Provide similar disclosure in the prospectus summary, risk factors and MD&A sections
and disclose that cash proceeds associated with the exercise of the warrants are dependent
on stock price.  As applicable, please describe the impact on your liquidity and update
your discussion on the ability of your company to fund your operations on a prospective
basis with your current cash on hand should warrant holders not exercise their warrants.
We note your disclosure on page 86 regarding existing cash flows, cash used by operating
activities and cash provided by financing activities.  If you are likely to have to seek
additional capital, discuss the effects of this offering on the company's ability to raise
additional capital.
3.We note your disclosure that you will receive proceeds from the exercise of the Public
Warrants and Private Placement Warrants for cash, but not from the sale of ordinary
shares issuable upon such exercise.  Please disclose here and in the Prospectus Summary
and Use of Proceeds sections as well as in your discussion of liquidity and capital
resources the aggregate proceeds you may receive assuming the exercise of all warrants
by securityholders.
4.Please revise your disclosure where appropriate to disclose the amount of shares being
registered as a percentage of your total public float.  Additionally, highlight the significant
negative impact sales of shares on this registration statement could have on the public
trading price of your ordinary shares.
Risk Factors, page 14
5.Include an additional risk factor highlighting the negative pressure potential sales of
shares pursuant to this registration statement could have on the public trading price of
your ordinary shares.  To illustrate this risk, disclose the purchase price of the securities
being registered for resale and the percentage that these shares currently represent of the
total number of shares outstanding.  Also disclose that even though the current trading
price is significantly below the SPAC IPO price, the private investors have an incentive to
sell because they will still profit on sales because of the lower price that they purchased
their shares than the public investors.

 FirstName LastNameOguz Alper Öktem
 Comapany NameMarti Technologies, Inc.
 August 17, 2023 Page 3
 FirstName LastName
Oguz Alper Öktem
Marti Technologies, Inc.
August 17, 2023
Page 3
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Scott Westhoff