Lockheed Martin director reports 100.1582 phantom stock units at $499.21 each

Rhea-AI Filing Summary

John Donovan, a Lockheed Martin director, reported acquisition of 100.1582 phantom stock units on 09/30/2025 through deferral of director retainer fees under the Lockheed Martin Directors Deferred Compensation Plan at a per‑unit value of $499.21. The filing states phantom stock units convert one‑for‑one to common stock but are settled in cash upon the reporting person’s retirement or termination. The report shows 1,249.9498 phantom shares beneficially owned under the Deferred Comp Plan (including dividend reinvestments) and 1,765.1464 previously acquired stock units under the Directors Equity Plan, which may be settled in cash or stock as elected by the director.

Positive

• Transparent disclosure of director deferral transaction including price per unit ($499.21) and settlement terms
• Details on holdings across the Directors Deferred Compensation Plan and Directors Equity Plan (1,249.9498 and 1,765.1464 units) improve investor visibility

Negative

• Deferred units under the Deferred Compensation Plan are settled in cash, so the reporting person may not receive actual shares that carry voting rights

Insights

Corporate Governance Expert

TL;DR: Routine director compensation deferral into phantom units; holdings are disclosed and settlement is largely cash‑based.

The filing documents a standard director action: deferral of retainer fees into phantom stock units rather than an open‑market purchase. The units are recorded as phantom units that convert one‑for‑one to common stock for accounting but are explicitly settled in cash on termination or retirement for the Deferred Compensation Plan. Disclosure of dividend reinvestment and previously held equity plan units provides transparency on total director economic exposure. This is a compliance‑oriented Form 4 with no indication of unusual timing or exertion of control rights.

Executive Compensation Analyst

TL;DR: Director elected to receive compensation in deferred phantom stock units valued at $499.21 each; treatment aligns with plan rules.

The transaction reflects an administrative comp‑plan election to defer cash retainer into company‑tied phantom units. The per‑unit valuation of $499.21 is provided, and the report notes accumulation via dividend reinvestment. Important for pay‑structure analysis is that Deferred Compensation Plan units settle in cash, whereas Equity Plan units may be paid in cash or stock per director election, which affects realized equity exposure and potential dilution impact. Overall, the move is a standard compensation mechanics disclosure rather than a market signal.

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
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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).

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)
09/30/2025

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)	09/30/2025		A		100.1582		(2)	(2)	Common Stock	100.1582	(2)	1,249.9498(3)	I	Lockheed Martin Directors Deferred Comp Plan
Phantom Stock Units	(1)							(4)	(4)	Common Stock	1,765.1464		1,765.1464(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 $499.21 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 Peter A. Christou, Attorney-in-fact	10/02/2025
	** 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 John Donovan report on Form 4 for LMT?

He reported acquisition of 100.1582 phantom stock units on 09/30/2025 through deferral of director retainer fees.

At what price were the phantom stock units recorded?

The units were recorded at $499.21 per unit under the Directors Deferred Compensation Plan.

How many phantom units does the Form 4 show Donovan beneficially owns?

The filing shows 1,249.9498 units under the Deferred Compensation Plan and 1,765.1464 units under the Directors Equity Plan.

Will these phantom units be paid in stock or cash?

The Deferred Compensation Plan units are settled in cash upon retirement or termination; Equity Plan units may be settled in cash or stock as elected by the director.

Does the Form 4 indicate any open‑market purchases or sales by the director?

No; the reported activity is a compensation deferral into phantom stock units, not an open‑market trade.