Lockheed Martin (LMT) director adds phantom stock units in Form 4 filing

Rhea-AI Filing Summary

Lockheed Martin director John M. Donovan reported changes in his deferred equity holdings. On 12/31/2025, he acquired 103.3762 phantom stock units, which each convert into one share of Lockheed Martin common stock, under the company’s Directors Deferred Compensation Plan. These units were acquired at $483.67 per share through deferral of his director retainer fees and will be settled in cash when he retires or his board service ends.

After this transaction and additional dividend reinvestments, Donovan indirectly holds 1,362.1628 phantom stock units in the Directors Deferred Compensation Plan and 1,777.6254 stock units in the Amended and Restated Directors Equity Plan. Units under the equity plan are settled in cash or stock, at the director’s election, generally upon retirement or termination of service, with an option for certain non-employee directors who meet stock ownership guidelines to receive payment on the first business day of April following vesting for awards granted on or after January 1, 2018.

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

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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 MD 20817

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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)	12/31/2025		A		103.3762		(2)	(2)	Common Stock	103.3762	(2)	1,362.1628(3)	I	Lockheed Martin Directors Deferred Comp Plan
Phantom Stock Units	(1)							(4)	(4)	Common Stock	1,777.6254		1,777.6254(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 $483.67 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.

Remarks:

Exhibit 24, Substitute Power of Attorney

	John M. Donovan, by Lynda M. Noggle, Attorney-in-fact	01/05/2026
	** 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.

FAQ

What did Lockheed Martin (LMT) director John M. Donovan report in this Form 4?

John M. Donovan, a director of Lockheed Martin, reported acquiring 103.3762 phantom stock units on 12/31/2025 through deferral of his director retainer fees, along with updated totals of his existing deferred and equity plan holdings.

How many Lockheed Martin phantom stock units did John M. Donovan acquire and at what price?

Donovan acquired 103.3762 phantom stock units at a price of $483.67 per share under the Lockheed Martin Corporation Directors Deferred Compensation Plan.

How many phantom stock units does John M. Donovan beneficially own after this transaction?

After the reported transaction, Donovan indirectly owns 1,362.1628 phantom stock units in the Directors Deferred Compensation Plan and 1,777.6254 stock units under the Amended and Restated Directors Equity Plan, including amounts accumulated through dividend reinvestment.

How do Lockheed Martin phantom stock units reported by John M. Donovan settle?

For the Directors Deferred Compensation Plan, the phantom stock units are settled in cash upon Donovan’s retirement or termination of service. For the Directors Equity Plan, settlement occurs in cash or stock, as elected by the director, generally upon retirement or termination of service.

What is the conversion ratio of Lockheed Martin phantom stock units reported in this filing?

Each phantom stock unit reported by Donovan converts to one share of Lockheed Martin common stock, according to the explanation of responses.

Are there special settlement options for certain Lockheed Martin non-employee directors in the equity plan?

Yes. Non-employee directors who have satisfied Lockheed Martin’s stock ownership guidelines may elect to have payment of awards granted on or after January 1, 2018, including dividend equivalents, made on the first business day of April following vesting of the award.

How were additional Lockheed Martin phantom stock units accumulated by John M. Donovan?

The explanation notes that Donovan’s holdings as of the reportable transaction date include additional acquisitions through dividend reinvestment in the relevant director plans.