Martin Marietta Materials (MLM) SVP logs tax-share dispositions

Rhea-AI Filing Summary

Martin Marietta Materials senior vice president and CIO Jason Paul Flynn reported two tax-related share dispositions under an equity award. On February 23, 177 shares of common stock were withheld at $683.60 per share, and on February 24, 30 shares were withheld at $696.85 per share. After these transactions, he directly owned 5,494 common shares.

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)
02/24/2026

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	02/23/2026		F		177	D	$683.6	5,524	D
Common Stock	02/24/2026		F		30	D	$696.85	5,494	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:

	/s/ Sara W. Brown, attorney-in-fact	02/25/2026
	** 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 insider transaction did MLM executive Jason Paul Flynn report?

Jason Paul Flynn reported two tax-withholding dispositions of Martin Marietta Materials common stock. These transactions settled tax liabilities tied to equity awards, rather than open-market sales, and were reported as Form 4 code F dispositions.

How many Martin Marietta Materials (MLM) shares were withheld for taxes?

The filing shows 177 shares were withheld on February 23 and 30 shares on February 24. Both were coded F, indicating shares delivered to cover tax obligations instead of cash payments.

At what prices were MLM shares withheld in Jason Paul Flynn’s Form 4?

The shares were withheld at $683.60 per share on February 23 and $696.85 per share on February 24. These prices reflect the fair value used to satisfy the related tax liabilities.

How many MLM shares does Jason Paul Flynn own after these transactions?

After the reported tax-withholding dispositions, Jason Paul Flynn directly owned 5,494 shares of Martin Marietta Materials common stock. This figure reflects his remaining direct holdings following both February transactions.

Were Jason Paul Flynn’s MLM transactions open-market sales or tax withholdings?

The transactions were tax-withholding dispositions, not open-market sales. Both are reported with transaction code F, which indicates shares were delivered to pay exercise price or tax liabilities associated with equity compensation.

What role does Jason Paul Flynn hold at Martin Marietta Materials (MLM)?

Jason Paul Flynn serves as senior vice president and chief information officer of Martin Marietta Materials. His position is disclosed in the Form 4 as “SVP and CIO,” identifying him as a company officer subject to insider reporting rules.