Page 25 - Martin Marietta - 2023 Proxy Statement
P. 25

BOARD COMMITTEES / THE BOARD OF DIRECTORS



           Board Committees

           Martin Marietta’s Board of Directors has six standing Committees: the Audit Committee; the Ethics, Environment, Safety
           and Health Committee; the Executive Committee; the Finance Committee; the Management Development and
           Compensation Committee; and the Nominating and Corporate Governance Committee. Each Committee has a written
           charter that describes its purposes, membership, meeting structure, authority and responsibilities. These charters are
           reviewed by the respective Committee on an annual basis with any recommended changes adopted upon approval by our
           Board. The charters of our six standing Committees are posted on our website.

           Below is a summary of our current Committee structure and membership information.

                                                           Ethics,                           Management   Nominating
                                                           Environment,                      Development  and
                                                           Safety and                        and          Corporate
                                     Independent Audit     Health       Executive  Finance   Compensation Governance
            Director                 Director    Committee Committee    Committee Committee Committee     Committee
            Dorothy M. Ables            Yes         ✓         Chair
            Financial Expert
            Sue W. Cole                 Yes                     ✓                                             ✓

            Smith W. Davis              Yes                     ✓                                             ✓
            Anthony R. Foxx             Yes                     ✓                     ✓
            John J. Koraleski
            Lead Independent Director   Yes         ✓                      ✓                    Chair
            Financial Expert
            C. Howard Nye*                                                Chair
            Laree E. Perez
                                        Yes         ✓                                                         ✓
            Financial Expert
            Thomas H. Pike              Yes                                           ✓           ✓

            Michael J. Quillen          Yes                                ✓        Chair         ✓
            Donald W. Slager            Yes                                           ✓                      Chair
            David C. Wajsgras           Yes        Chair                                          ✓
            Financial Expert

           *Mr. Nye is the only member of management on the Board.

           The Executive Committee held no meetings during 2022. It has the authority to act during the intervals between the
            meetings of the Board of Directors and may exercise the powers of the Board in the management of the business and
            affairs of Martin Marietta as may be authorized by the Board of Directors, except to the extent such powers are reserved
            to the full Board by statute, by our Articles of Incorporation, or by our Bylaws. The Executive Committee’s current
            members are Directors Nye (Chair), Koraleski, and Quillen.














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