Page 5 - Martin Marietta - 2023 Proxy Statement

Notice of 2023 Annual Meeting of Shareholders

For More
Information Board
Item of Business See Page Recommendation
Item 1 To elect 10 directors 23 FOR Annual Meeting of Shareholders
To ratify the appointment of
Item 2 PricewaterhouseCoopers LLP as independent 37 FOR When:
auditors for 2023
Thursday, May 11, 2023, 11:30 a.m. ET
To vote on an advisory resolution to approve
Item 3 the compensation of our named executive 88 FOR
officers Place:
4123 Parklake Avenue, Raleigh, NC 27612
To vote on an advisory resolution regarding (our principal executive offices)
Item 4 the frequency of shareholder votes on 89 EVERY 1 YEAR
executive compensation
Who Can Vote:
To vote on a shareholder proposal, if properly
Item 5 presented at the meeting, described in the 90 AGAINST Shareholders of record at the close of
accompanying proxy statement business on March 6, 2023
Any other matters that may properly come
before the meeting
Date of Availability: How to Vote:
This Notice, Proxy Statement, the Proxy Card, and the Notice It is important that your shares be represented and
of Meeting are being sent commencing on approximately voted at the Annual Meeting. We urge you to vote by
April 13, 2023 to shareholders of record at the close of using any of these methods.
business on March 6, 2023.

Your vote is important. You may vote in person at the 2023 Via the internet
Annual Meeting of Shareholders (Annual Meeting) or submit a www.voteproxy.com
proxy over the internet. If you have received a paper copy of
the Proxy Card (or if you request a paper copy of the
materials), you may submit a proxy by telephone or by mail. By Telephone
1-800-PROXIES (1-800-776-9437) in
Whether or not you expect to attend the meeting, we hope the United States or
you will date and sign the enclosed Proxy Card and mail it 1-718-921-8500 from outside the
promptly in the enclosed stamped envelope. Submitting your
proxy now will not prevent you from voting your shares at the United States
meeting, as your proxy is revocable at your option.
By Mail
If you submit your proxy by telephone or over the internet, you Sign, date and mail your proxy card in
do not need to return your Proxy Card by mail. the envelope provided
Sincerely,
In Person
Attend the Annual Meeting and vote
by ballot

Roselyn R. Bar
Executive Vice President, General Counsel
and Corporate Secretary
Martin Marietta Materials, Inc.
Raleigh, North Carolina
April 13, 2023
Important Notice Regarding the Availability of Proxy Materials for the 2023 Annual Meeting of
Shareholders: The Proxy Statement and Annual Report on Form 10-K are available at
https://ir.martinmarietta.com/reports-filings/annual-reports-and-proxies.