Page 78 - Martin Marietta - 2023 Proxy Statement

Executive Compensation

Executive Officer Compensation

The following tables show annual and long-term compensation, for services in all capacities to Martin Marietta, earned by
the Chief Executive Officer, the Chief Financial Officer, and the three other most highly compensated executive officers in
2022, which we refer to collectively in this Proxy Statement as the “named executive officers” or “NEOs.” These tables
and the accompanying narratives should be read in conjunction with the Compensation Discussion and Analysis section of
this Proxy Statement, which provides a detailed overview of the methods used by Martin Marietta to compensate its
officers, including the named executive officers.

Summary Compensation Table

The table below summarizes the total compensation paid to or earned by each of the named executive officers for the
fiscal years set forth below. Martin Marietta has not entered into any employment agreements with any of the named
executive officers.

Summary Compensation Table

Change in
Pension Value and
Non-Qualified
Non-Equity Deferred All Other
Name and Bonus Stock Option Incentive Plan Compensation Compensation
Principal Position Year Salary ($) 1 ($) Awards ($) 2 Awards ($) 3 Compensation ($) 4 Earnings ($) 5 ($) 6 Total ($)
(a) (b) (c) (d) (e) (f) (g) (h) (i) (j)
C. Howard Nye 2022 1,285,000 – 7,316,720 – 2,878,400 1,266,898 37,233 12,784,251
Chairman, President 2021 1,275,000 – 8,485,027 – 2,275,000 2,873,669 30,891 14,939,587
and CEO
2020 1,212,500 – 6,751,124 – 1,650,000 3,172,259 32,705 12,818,588
James A. J. Nickolas 2022 630,000 – 1,334,186 – 803,558 – 28,594 2,796,338
Senior Vice President
2021 585,833 – 1,153,505 – 856,965 258,325 30,742 2,885,370
and CFO
2020 558,333 – 1,000,155 – 636,625 306,951 29,682 2,531,747
Roselyn R. Bar 2022 642,500 – 1,639,900 – 665,000 94,491 38,161 3,080,052
Executive Vice President,
2021 610,833 – 1,452,666 – 751,480 1,014,135 37,398 3,866,512
General Counsel and
Corporate Secretary 2020 586,667 – 1,173,894 – 689,984 1,618,248 31,368 4,100,161
CraigM. LaTorre 2022 535,967 – 988,195 – 600,419 55,466 24,806 2,204,853
Senior Vice President, Chief
2021 512,333 – 1,002,288 – 552,000 252,524 22,056 2,341,201
Human Resource Officer
2020 491,667 – 769,024 – 550,728 270,763 25,627 2,107,809
John P. Mohr 2022 422,700 – 690,776 – 473,536 69,560 17,669 1,674,241
Senior Vice President,
2021 402,667 – 590,038 – 540,000 309,014 21,629 1,863,348
Chief Infromation Officer 7

1 The amounts in column (c) reflect the base salary actually paid.
2 The amounts in column (e) reflect the aggregate grant date fair value of awards made in the year reported, determined in accordance with FASB ASC Topic 718 (without
any assumption for early forfeiture), of awards of RSUs and awards of PSUs, which are described in more detail on pages 61-65 under the heading “2022 Long-Term
Incentive Compensation Overview.” The amounts included in the table reflects the value of the units granted, which are subject to forfeiture if the executive does not remain
in the employment of Martin Marietta for the requisite time period (generally three years) or if Martin Marietta does not achieve the performance criteria, where applicable.
The amounts reported include the amounts of cash bonuses deferred in common stock units by each named executive officer pursuant to Martin Marietta’s Incentive Stock
Plan, which is discussed in further detail on page 61 under the heading “Annual Incentive Feature: Stock Purchase Plan”. The amount in column (e) includes PSUs based on
the target level of performance. Assuming the maximum payout under the PSUs granted in 2022, whose payout will be determined in February 2025 based on the
Company’s performance in 2022-2024, the amounts reported above for 2022 would be as follows: Mr. Nye, $9,945,046; Mr. Nickolas, $1,813,469; Ms. Bar, $1,842,002;
Mr. LaTorre, $1,343,126; and Mr. Mohr, $938,712. Assumptions used in the calculation of these amounts are included in Note A to Martin Marietta’s audited financial
statements for the fiscal year ended December 31, 2022, included in Martin Marietta’s Annual Report on Form 10-K filed with the SEC on February 24, 2023. The amounts
of cash bonus deferred in 2022 for each named executive officer are included in column (e) as follows: Mr. Nye, $0; Mr. Nickolas, $0; Ms. Bar, $285,000; Mr. LaTorre, $0;
and Mr. Mohr, $0.
3 The Company does not issue SARs and has not granted any stock options since 2015. The Stock Plan prohibits share recycling for stock options or SARs.

72 2023 PROXY STATEMENT