Page 65 - Martin Marietta - 2023 Proxy Statement
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2022 ANNUAL CASH INCENTIVE GOALS AND RESULTS / COMPENSATION DISCUSSION AND ANALYSIS



           2022 Annual Cash Incentive Goals and Results

           NEOs and other executives are eligible to earn annual incentive compensation under our Executive Cash Incentive Plan
           based on the achievement of various performance metrics. Individual NEO targets (as a percent of base salary) are
           approved by the Committee at the beginning of the year based on a review of competitive market data, the advice of the
           Committee’s independent compensation consultant, and internal pay equity.

           The Committee awards actual annual cash incentive compensation based on achievement against corporate performance
           objectives and individualized targeted goals. This furthers Martin Marietta’s compensation philosophy to encourage
           superior performance and reward the achievement of Martin Marietta’s annual goals. The Committee determined the
           2022 incentive awards in February 2023. In 2022, all of the executive officers participated in the plan. The annual incentive
           compensation level paid for 2022 for the NEOs other than Mr. Nye was 160% to 185% of target. The annual incentive
           compensation level paid for 2022 for Mr. Nye was 160%.


           In determining the incentive payment for the CEO, the Committee first reviews the achievements of Martin Marietta for
           the past year as compared to its targeted goals set at the end of the previous year. Our financial goals are established at
           the completion of our annual planning process, which for 2022 were determined in November 2021. The annual planning
           process includes reviews of the assumptions used by the business segments in generating their financial projections, such
           as industry trends and competitive assessments, current and future projected performance levels, and the risks and
           opportunities surrounding these baseline assumptions. The annual plan on which our financial goals are based is tied to
           the business environment in which we operate and can vary year-over-year.


           Key individual performance criteria are established for each NEO, which are intended to drive strategic focus and support
           operational results in the Company and the functional groups. For the NEOs other than Mr. Nye, 50% of the
           determination is made with respect to Martin Marietta’s performance against the same goals as Mr. Nye and 50% is based
           on the individual’s performance against established objectives.

           The individualized target goals are tailored for each executive, based on his or her specific areas of responsibility and the
           then-current and longer-term goals of Martin Marietta. In addition, the NEO’s achievement of the goals typically is in part
           dependent on conditions outside the control of each of the NEOs. For example, our business may be adversely affected by
           hurricanes or other weather-related conditions, which could have the result of impeding the achievement of certain
           performance-based goals. Similar to the Committee’s assessment of financial goals, the Committee’s assessment of
           individual performance goals generally excludes unusual or extraordinary items.


           The Committee also reviewed and considered management’s furtherance of its strategic plan, including a primary objective
           of value-enhancing growth, and the advancement of the Mission, Vision, and Values of the Company to unify
           management with the same objectives.


           The Committee conducted a comparative review of the individual contributions of each of the executive officers towards
           achieving these goals. The Committee also considered qualitative measures of performance for the executive officers, such
           as adherence to and implementation of Martin Marietta’s Code of Ethical Business Conduct, customer satisfaction, and
           product quality.

           The maximum incentive compensation is fixed based on objective criteria as described in the Executive Cash Incentive Plan,
           and the Committee then determines an appropriate award payout beneath the maximum amount based on the factors
           described above. We set challenging, but attainable, targets and our NEOs have a reasonable expectation of receiving cash
           incentive awards that reflect the achievement of our short- and long-term objectives as well as their individual
           performances.

           2022 Actual Incentive Cash Earned

           In 2022, the Committee determined that Company and individual performance warranted the annual incentive payments
           in the following chart based on a review of financial metrics and other important achievements. The Committee reviews




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