MLM (MLM) SVP and CAO granted 658-share restricted stock award

Rhea-AI Filing Summary

Cardin Robert J reported acquisition or exercise transactions in this Form 4 filing.

Martin Marietta Materials senior vice president, controller and chief accounting officer Robert J. Cardin received an equity award of 658 shares of common stock in the form of restricted stock units. The award was granted at no cash cost to him and will vest in equal installments over three years from the grant date, encouraging longer-term alignment with the company’s performance.

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^*

Cardin Robert J

(Last) (First) (Middle)

4123 PARKLAKE AVENUE

(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, Controller & CAO

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		658(1)	A	$0	12,771	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
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FAQ

What insider transaction did MLM executive Robert J. Cardin report on this Form 4?

Robert J. Cardin reported receiving an equity award of 658 shares of Martin Marietta Materials common stock. The award is structured as restricted stock units and was granted without a cash purchase, reflecting stock-based executive compensation rather than an open-market transaction.

Was the Martin Marietta (MLM) Form 4 transaction a stock purchase or a grant?

The Form 4 shows a grant, not a purchase, of 658 shares to Robert J. Cardin. It is classified as a grant, award, or other acquisition, meaning the shares were awarded as compensation instead of being bought in the market.

How many MLM shares does Robert J. Cardin hold after this reported award?

After the reported award of 658 shares, Robert J. Cardin holds a total of 12,771 Martin Marietta Materials common shares directly. This total reflects his beneficial ownership immediately following the grant reported in the Form 4 filing.

How does the restricted stock unit award for MLM’s Robert J. Cardin vest over time?

The restricted stock unit award granted to Robert J. Cardin vests pro rata in equal installments over three years from the grant date. This structure spreads the delivery of shares over multiple years, tying the value he receives to continued service with Martin Marietta Materials.

Did Robert J. Cardin pay a price per share for the MLM restricted stock award?

No, Robert J. Cardin did not pay a purchase price for the 658-share award, which is recorded at a transaction price of $0.00 per share. The award reflects stock-based compensation granted under Martin Marietta Materials’ Amended and Restated Stock-Based Award Plan.