Lockheed Martin (LMT) director adds phantom stock via fee deferral

Rhea-AI Filing Summary

LOCKHEED MARTIN CORP director John Donovan reported an acquisition of 81.6939 phantom stock units on March 31, 2026 through deferral of his director retainer fees at $604.39 per share. These units track Lockheed Martin common stock one-for-one but are settled in cash at retirement or termination of service.

After this award, Donovan holds 1,451.4877 phantom stock units in the Lockheed Martin Directors Deferred Compensation Plan and 2,049.5477 units in the Directors Equity Plan, including additional units from dividend reinvestment. The filing reflects compensation-related awards rather than open-market share purchases or sales.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Donovan John

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	81.694	$0.00	--
holding	Phantom Stock Units	--	--	--

Holdings After Transaction: Phantom Stock Units — 1,451.488 shares (Indirect, Lockheed Martin Directors Deferred Comp Plan)

Footnotes (1)

1. Phantom stock units convert to common stock on a one-for-one basis. The information pertains to phantom stock units acquired at $604.39 per share through director retainer fee deferral under the Lockheed Martin Corporation Directors Deferred Compensation Plan exempt under Section 16(b). Units are settled in cash upon the reporting person's retirement or termination of service. Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment. The information pertains to previously acquired stock units under the Lockheed Martin Corporation Amended and Restated Directors Equity Plan exempt under Section 16(b). Settlement in cash or stock (as elected by the director) will occur upon the reporting person's retirement or termination of service, except that non-employee directors who have satisfied our stock ownership guidelines may elect to have payment of awards granted on or after January 1, 2018 (together with any dividend equivalents thereon) made on the first business day of April following vesting of the award.

Key Figures

Phantom units granted: 81.6939 units Deferred Comp Plan balance: 1,451.4877 units Directors Equity Plan balance: 2,049.5477 units +2 more

5 metrics

Phantom units granted 81.6939 units Director retainer fee deferral on March 31, 2026

Deferred Comp Plan balance 1,451.4877 units Phantom stock units following transaction, Deferred Compensation Plan

Directors Equity Plan balance 2,049.5477 units Phantom stock units including dividend reinvestment

Conversion ratio 1:1 to common Phantom stock units convert to common stock basis for value

Fee deferral price $604.39 per share Director retainer fee deferral into phantom units

Key Terms

Phantom stock units, Directors Deferred Compensation Plan, Section 16(b), dividend reinvestment, +1 more

5 terms

Phantom stock units financial

"Phantom stock units convert to common stock on a one-for-one basis."

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Directors Deferred Compensation Plan financial

"through director retainer fee deferral under the Lockheed Martin Corporation Directors Deferred Compensation Plan"

Section 16(b) regulatory

"exempt under Section 16(b)."

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

dividend reinvestment financial

"Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment."

Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.

stock ownership guidelines financial

"non-employee directors who have satisfied our stock ownership guidelines may elect to have payment"

Stock ownership guidelines are company rules that require executives and board members to hold a minimum amount of the company’s shares, often expressed as a dollar value or as a multiple of their salary. They matter to investors because they align leaders’ financial incentives with long-term shareholder value—think of it as forcing managers to have “skin in the game”—and can reduce the likelihood of short-term decisions that hurt the stock.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Donovan John

(Last) (First) (Middle)

6801 ROCKLEDGE DRIVE

(Street)

BETHESDA MARYLAND 20817

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LOCKHEED MARTIN CORP [ LMT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	(1)	03/31/2026		A		81.6939		(2)	(2)	Common Stock	81.6939	(2)	1,451.4877(3)	I	Lockheed Martin Directors Deferred Comp Plan
Phantom Stock Units	(1)							(4)	(4)	Common Stock	2,049.5477		2,049.5477(3)	I	Lockheed Martin Directors Equity Plan

Explanation of Responses:

1. Phantom stock units convert to common stock on a one-for-one basis.

2. The information pertains to phantom stock units acquired at $604.39 per share through director retainer fee deferral under the Lockheed Martin Corporation Directors Deferred Compensation Plan exempt under Section 16(b). Units are settled in cash upon the reporting person's retirement or termination of service.

3. Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment.

4. The information pertains to previously acquired stock units under the Lockheed Martin Corporation Amended and Restated Directors Equity Plan exempt under Section 16(b). Settlement in cash or stock (as elected by the director) will occur upon the reporting person's retirement or termination of service, except that non-employee directors who have satisfied our stock ownership guidelines may elect to have payment of awards granted on or after January 1, 2018 (together with any dividend equivalents thereon) made on the first business day of April following vesting of the award.

	John M. Donovan, by Lynda M. Noggle, Attorney-in-fact	04/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did LMT director John Donovan report on this Form 4?

John Donovan reported receiving 81.6939 phantom stock units on March 31, 2026, through deferral of his director retainer fees. The units are part of Lockheed Martin compensation plans and represent a cash-settled claim linked to the company’s common stock performance.

How many Lockheed Martin phantom stock units does John Donovan now hold indirectly?

Following the March 31, 2026 transaction, John Donovan holds 1,451.4877 phantom stock units in the Directors Deferred Compensation Plan and 2,049.5477 units in the Directors Equity Plan. These totals include additional units acquired over time through dividend reinvestment, as noted in the filing footnotes.

Are John Donovan’s phantom stock units at Lockheed Martin actual shares of LMT stock?

The phantom stock units are not actual shares but track Lockheed Martin common stock one-for-one. According to the footnotes, they are ultimately settled in cash (or, for certain awards, cash or stock) when Donovan retires or his board service ends, rather than traded on the market.

At what price were the newly acquired Lockheed Martin phantom stock units valued?

The filing states the phantom stock units were acquired at a reference value of $604.39 per share through deferral of John Donovan’s director retainer fees. This reflects the price used for converting his deferred compensation into phantom units under the Directors Deferred Compensation Plan.

When will John Donovan’s Lockheed Martin phantom stock units be paid out?

For the Deferred Compensation Plan units, payment in cash occurs upon John Donovan’s retirement or termination of service. Under the Directors Equity Plan, settlement in cash or stock generally occurs at retirement, with some awards payable on the first business day of April after vesting if certain guidelines are met.

Does this LMT Form 4 show John Donovan buying or selling stock on the open market?

No, the Form 4 reflects a compensation-related grant of phantom stock units and updated holdings, not an open-market stock purchase or sale. The units arise from director fee deferrals and equity awards, with value linked to Lockheed Martin’s stock but settled through the company’s compensation plans.