Page 26 - Martin Marietta - 2023 Proxy Statement

THE BOARD OF DIRECTORS / BOARD COMMITTEES
The primary responsibilities, membership and meeting information for our other standing Committees are summarized
below
Audit Committee
Current Members:
David C. Wajsgras (Chair)
Dorothy M. Ables
John J. Koraleski
Laree E. Perez
Meetings in 2022
6 Other Governance Matters:
Average Attendance
in 2022:
100%
20 2023 PROXY STATEMENT
Primary Responsibilities:
• Reviews our significant accounting principles, policies and practices in reporting our financial results
under generally accepted accounting principles.
• Reviews our annual audited financial statements and related disclosures.
• Reviews management letters or internal control reports, and reviews our system of internal control
over financial reporting.
• Appoints, retains and oversees the work of the independent auditors.
• Reviews the effectiveness of the independent audit effort.
• Pre-approves audit and permissible non-audit services provided by the independent registered public
accounting firm.
• Reviews our interim financial results for each fiscal quarter.
• Reviews the qualifications and the plan and scope of work of the corporate internal audit function.
• Reviews and discusses the reports of our internal audit group.
• Reviews and discusses management’s assessment of the effectiveness of Martin Marietta’s system of
internal control over financial reporting.
• Discusses Martin Marietta’s earnings press releases, as well as financial information and earnings
guidance provided to analysts, investors and rating agencies.
• Discusses matters related to risk assessment and risk management and how the process is handled by
management.
• Reviews and oversees related party transactions.
• Reviews complaints regarding accounting, internal controls or auditing matters.
• Considers allegations of possible financial fraud or other financial improprieties.
• Reviews annually the adequacy of the Committee charter and recommends proposed changes to the
Board.
• Prepares the annual Audit Committee Report to be included in the Proxy Statement.
All members of the Audit Committee, including the Chair, are audit committee financial
experts under applicable U.S. Securities and Exchange Commission (SEC) regulations.
The Chair of the Audit Committee isan independent Director.
The Chair of the Audit Committee has experience serving as a Chair and member of other public
company audit committees.
All members satisfy the audit committee experience and independence standards required by the New
York Stock Exchange (NYSE).