Page 48 - Martin Marietta - 2023 Proxy Statement

LETTER FROM COMMITTEE CHAIR /

Letter from Committee Chair

Dear Shareholders:
The Management Development and Compensation Committee, among its many important human capital functions, is
accountable for overseeing and utilizing Martin Marietta’s executive compensation program to motivate and retain its
management team and to ensure alignment with shareholder value creation. One of the board’s and the Committee’s
most important governance roles is to maintain corporate continuity via strong performance-based compensation
and management continuity and succession. These require, and we have implemented, effective executive succession
planning together with competitive and incentive-driven compensation for our top executives, including the CEO.

Mr. Nye, who was elected as the company’s CEO in 2010, deliberately set out to establish and maintain (1) an increasingly
resilient company capable of withstanding the economic cycles inherent in the heavy building materials industry and
(2) superior long-term value creation for shareholders. To do so, he led the creation of the company’s first Strategic
Operating Analysis and Review (SOAR), Martin Marietta’s strategic plan initially launched in 2010 and since refreshed in
five-year intervals. SOAR provides the framework to responsibly and sustainably grow our business and deploy capital for
long-term success.

The disciplined creation, evolution and execution of SOAR has transformed Martin Marietta from a largely regional
aggregates producer to a leading coast-to-coast supplier of heavy building materials, all while delivering exceptional
financial results and total shareholder returns. During Mr. Nye’s tenure as CEO, our market capitalization has grown
by $17 billion, from approximately $4 billion to $21 billion as of December 31, 2022, yielding a 14% CAGR.
MARTIN MARIETTA LONG-TERM PERFORMANCE
DURING MR. NYE’S LEADERSHIP

Financial Performance Highlights Rela ve Total Shareholder Returns

+3.5x 321%
Total Revenues
Growth

+4.3x +500bps
Adj. EBITDA Adj. EBITDA 287% 19%
Growth Margin Expansion S&P 500 Building Materials
Industry Group

Note: Building Materials Industry Group includes CEMEX, CRH, Eagle Materials, HeidelbergMaterials, Holcim and Vulcan
Materials. The measurement period is December 31, 2010 to December 31, 2022.

Martin Marietta has a long history of strong absolute and relative TSR performance. In the five most recent 3-year periods,
from 2016-2018 to 2020-2022, our cumulative shareholder return was well above median performance of our peers. Our
stock price was down 23% in 2022, despite our strong financial results. Notwithstanding last year’s disappointing share
price performance, our 3-year TSR through December 31, 2022 was +24%. The Committee strongly believes that the
optimal way for shareholders and their advisors to measure our company’s and our CEO’s performance isto
take the long view of his and our company’s results and to not view one year in isolation.

In 2022 we announced and/or completed over $1 billion of non-core asset divestitures. While these portfolio-shaping
actions had a near-term dilutive effect to revenues and earnings, they significantly enhanced the durability of our business
through economic cycles, maintained our commitment to an attractive margin profile and helped return our net leverage
ratio to within our targeted range. These critical factors coalesce to best position the company to advance our SOAR-driven
capital allocation priorities and build a resilient business for long-term success.

42 2023 PROXY STATEMENT