Martin Marietta CFO granted 9,331 stock units

MLM’s SVP and CFO received a long-vesting restricted stock unit award that increases his direct common stock holdings.

Rhea-AI Filing Summary

MARTIN MARIETTA MATERIALS INC (symbol: MLM) is the issuer of record for a Form 4 filing submitted to the SEC. Petro Michael J reported acquisition or exercise transactions in this Form 4 filing.

MARTIN MARIETTA MATERIALS INC (MLM) reported that Senior Vice President and Chief Financial Officer Michael J. Petro received an award of 9,331 shares of common stock in the form of restricted stock units on September 1, 2026. Following this grant, he holds 24,321.6026 shares of common stock directly.

The award was granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan and vests pro rata in three equal installments on the sixth, seventh and eighth anniversaries of the award date, subject to continued employment and other terms and conditions specified in the award agreement. No Rule 10b5-1 trading plan is indicated for this award.

Insider Trade Summary

Grant/Award: 9,331 shares

Grant/Award 1 txn

Insider Petro Michael J

Role SVP and CFO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	9,331	$0.00	$0.00

Holdings After Transaction: Common Stock — 24,321.6026 shares (Direct)

Footnotes (1)

1. F1. Restricted stock unit award granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan, which award vests pro rata in three equal installments on the sixth, seventh and eight anniversaries of the award date, subject to continued employment and other terms and conditions specified in the award agreement.

Key Figures

Restricted stock units granted: 9,331 shares Grant price per share: $0.00 per share Shares owned after transaction: 24,321.6026 shares +2 more

5 metrics

Restricted stock units granted 9,331 shares Award of restricted stock units to the CFO on September 1, 2026

Grant price per share $0.00 per share Reported price for the restricted stock unit award

Shares owned after transaction 24,321.6026 shares Direct common stock holdings of the CFO after the award

Number of vesting installments 3 installments Restricted stock units vest in three equal parts

First vesting anniversary Sixth anniversary of award date Beginning of pro rata vesting schedule, subject to continued employment

Key Terms

Restricted stock unit, Amended and Restated Stock-Based Award Plan, pro rata, Rule 10b5-1

4 terms

Restricted stock unit financial

"Restricted stock unit award granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Amended and Restated Stock-Based Award Plan financial

"award granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan"

pro rata financial

"which award vests pro rata in three equal installments"

Pro rata means dividing or distributing something proportionally based on a specific factor, such as ownership or contribution. For example, if an investor owns 10% of a company, they would receive 10% of any dividends or benefits allocated. This approach ensures everyone gets their fair share relative to their stake or input, helping investors understand how benefits, costs, or responsibilities are fairly shared.

Rule 10b5-1 regulatory

"No Rule 10b5-1 trading plan is indicated for this award"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What insider transaction did MLM disclose for CFO Michael J. Petro?

MLM disclosed that SVP and CFO Michael J. Petro received a grant of 9,331 restricted stock units of common stock on September 1, 2026 as a stock-based award, increasing his direct holdings in the company.

How many MLM shares does the CFO hold after this Form 4 transaction?

After the reported award, SVP and CFO Michael J. Petro directly holds 24,321.6026 shares of Martin Marietta Materials common stock, according to the Form 4 disclosure.

What type of equity award did the MLM CFO receive?

The CFO received a restricted stock unit award under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan. The award covers 9,331 shares of common stock at a reported price of $0.00 per share, reflecting a compensatory grant.

What is the vesting schedule for the MLM CFO’s new restricted stock units?

The restricted stock unit award vests pro rata in three equal installments on the sixth, seventh and eighth anniversaries of the award date, and is subject to continued employment and other terms in the award agreement.

Was the MLM CFO’s Form 4 transaction made under a Rule 10b5-1 plan?

No. The filing indicates no Rule 10b5-1 trading plan for this reported grant; it is a compensation-related restricted stock unit award rather than an open-market trade under a pre-arranged plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/02/2026 - 05:20 PM Accepted by SEC EDGAR 09/02/2026 - 05:19 PM Learn about SEC filing dates

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^*

Petro Michael J

(Last) (First) (Middle)

4123 PARKLAKE AVENUE

(Street)

RALEIGH NORTH CAROLINA 27612

(City) (State) (Zip)

UNITED STATES

(Country)

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 CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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
Common Stock	09/01/2026		A		9,331(1)	A	$0	24,321.6026	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 three equal installments on the sixth, seventh and eight anniversaries of the award date, subject to continued employment and other terms and conditions specified in the award agreement.

	/s/ Sara W. Brown, attorney-in-fact	09/02/2026
	** 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)