MLM SVP and CIO granted restricted stock units and shares

Rhea-AI Filing Summary

Martin Marietta Materials senior vice president and CIO Jason Paul Flynn reported stock awards on common shares. On February 20, 2026, he acquired 592 shares at a reported value of $548.75 per share and a further 595 shares at a stated price of $0.00 per share through grants.

Following these transactions, his directly held common stock increased to 5,701 shares. A related footnote explains that one award is a restricted stock unit grant under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan, vesting in equal annual installments over three years from the grant date.

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

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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^*

Flynn Jason Paul

(Last) (First) (Middle)

4123 PARKLAKE AVE

(Street)

RALEIGH NC 27612

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARTIN MARIETTA MATERIALS INC [ MLM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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
Common Stock	02/20/2026		A		592	A	$548.75	5,106	D
Common Stock	02/20/2026		A		595(1)	A	$0	5,701	D

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

Explanation of Responses:

1. Restricted stock unit award granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan, which award vests pro rata in equal installments over three years from the date of grant.

	/s/ Sara W. Brown, attorney-in-fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did MLM executive Jason Paul Flynn report?

Jason Paul Flynn reported acquiring common stock through equity grants. Two grant transactions on February 20, 2026 increased his directly held shares, reflecting awards under Martin Marietta’s stock-based compensation programs rather than open-market purchases or sales.

How many Martin Marietta (MLM) shares did Jason Paul Flynn acquire?

He acquired 592 common shares at a reported value of $548.75 per share and an additional 595 shares at a stated price of $0.00 per share, both classified as grant or award acquisitions, increasing his directly held ownership stake.

What is Jason Paul Flynn’s Martin Marietta share ownership after these awards?

After the reported grant transactions, Jason Paul Flynn directly owns 5,701 shares of Martin Marietta common stock. This figure reflects the cumulative position following the two February 20, 2026 acquisitions disclosed in the Form 4 insider filing.

What type of equity award did MLM grant to Jason Paul Flynn?

One award is a restricted stock unit grant under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan, scheduled to vest pro rata in equal installments over three years from the grant date, aligning compensation with multi‑year service.

Does the Form 4 for MLM indicate an open-market stock purchase or sale?

The Form 4 shows grant or award acquisitions, not open‑market buying or selling. Both transactions use code “A” for grant, award, or other acquisition, and one is explicitly described as a restricted stock unit award vesting over three years.