Lockheed Martin (LMT) Director Adds Deferred Phantom Stock Units; Settlement Terms Disclosed

Rhea-AI Filing Summary

David B. Burritt, a Lockheed Martin director, reported on 09/30/2025 the acquisition of 85.1345 phantom stock units through director retainer fee deferral at an attributed price of $499.21 per share. Those phantom units convert one-for-one into common stock but, under the Directors Deferred Compensation Plan, are settled in cash upon the reporting person's retirement or termination. The filing also discloses previously held units: 11,014.2453 units under the Directors Deferred Compensation Plan (including dividend reinvestment) and 13,652.6246 units under the Directors Equity Plan, which may be settled in cash or stock at termination (with certain payment election rules for non-employee directors).

Positive

• Additional phantom units acquired: 85.1345 units added via director fee deferral, increasing deferred exposure to company performance.
• Transparent disclosure: Filing clearly states conversion rate (one-for-one) and settlement mechanics for both deferred compensation and equity plans.
• Dividend reinvestment noted: Holdings include additional units acquired through dividend reinvestment, signaling reinvestment of director-derived benefits.

Negative

• No immediate common shares or voting rights: Phantom units under the Deferred Compensation Plan are settled in cash on retirement/termination, not issued as shares.
• Settlement in cash for deferred units: The Deferred Compensation Plan units will not increase share count or provide current ownership benefits until settlement.
• Payment timing constraints: Equity Plan awards may be settled later and can be subject to elections and conditions, delaying any stock ownership effect.

Insights

Financial Analyst

TL;DR: Director acquired additional phantom units, increasing long-term economic exposure but without immediate stock settlement or voting rights.

The reported acquisition of 85.1345 phantom stock units at a notional price of $499.21 increases the reporting person’s deferred compensation tied to Lockheed Martin common stock performance. Because the Directors Deferred Compensation Plan units "convert one-for-one" but are settled in cash on retirement or termination, the transaction increases economic exposure to future share value without creating immediate share count dilution or voting changes. Holdings also reflect dividend reinvestment and material pre-existing deferred-equity balances.

Corporate Governance Expert

TL;DR: This is a routine director deferral under standard plans with specified settlement terms; not a governance red flag.

The form shows routine director compensation deferral into phantom stock units under two board plans with clearly disclosed settlement mechanics. The Directors Equity Plan allows election of cash or stock upon termination, and non-employee directors meeting ownership guidelines may have alternative payment timing for awards after 2018. These provisions and the filing’s detail on settlement timing and dividend reinvestment reflect transparent plan administration.

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).

1. Name and Address of Reporting Person^*

BURRITT DAVID B

(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		85.1345		(2)	(2)	Common Stock	85.1345	(2)	11,014.2453(3)	I	Lockheed Martin Directors Deferred Comp Plan
Phantom Stock Units	(1)							(4)	(4)	Common Stock	13,652.6246		13,652.6246(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.

	David B. Burritt, 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 David B. Burritt report on Lockheed Martin (LMT) Form 4?

He reported acquiring 85.1345 phantom stock units on 09/30/2025 via director retainer fee deferral and disclosed existing holdings under the company’s director plans.

Do the phantom stock units reported convert into Lockheed Martin common stock?

Yes, the units "convert to common stock on a one-for-one basis" but the Directors Deferred Compensation Plan units are settled in cash upon retirement or termination.

How many phantom/stock units does the filing show David B. Burritt holds?

The filing discloses 11,014.2453 units under the Directors Deferred Compensation Plan (including dividend reinvestment) and 13,652.6246 units under the Directors Equity Plan, plus the newly acquired 85.1345 units.

At what price were the phantom units acquired under the deferral?

The reported phantom stock units were attributed an acquisition price of $499.21 per share under the director retainer fee deferral.

Will these reported units change Lockheed Martin’s outstanding share count now?

No. The phantom units in the Deferred Compensation Plan are settled in cash and do not result in immediate issuance of common shares.