Page 48 - Martin Marietta - 2025 Proxy Statement

Summary of Our Compensation Considerations
Overall, the Company had another notable year, realizing solid financial results, achieving world-class safety incident rates,
and making significant progress on our long-term strategic plan. This CD&A describes how our executive compensation
philosophy and the pay programs applicable to our NEOs in 2024 help to drive our strategy and performance. The
fundamental objectives of our executive compensation program are to motivate our executive team, align pay with
performance, attract and retain high-performing talent, and drive shareholder value. These objectives were achieved in
2024 as our incentive programs paid out commensurate with our strong performance. The compensation programs
described below have been developed and are overseen by the Committee to promote the achievement of these objectives
and reflect the considerations described below.

Responsiveness to Shareholders: Shareholder Engagement and Feedback on Executive
Compensation Programs

Avenues of engagement Discussion highlights
We hold in-person and/or virtual meetings with investor › Company strategy, including acquisitions and
groups across the globe divestitures
We conduct quarterly conference calls with analysts › Financial and operating performance
We engage with investors continually through › Commercial and operational excellence goals
meetings, calls, written correspondence, and emails › Safety, environment and sustainability
We report investor feedback to the Committee and the › Board oversight, refreshment and composition
Board to assist in aligning pay and performance › Executive compensation
We conduct a Fall Engagement Program

Our Board, the Committee and our Chair and Chief Executive Officer, alongside our top executive management team from
Legal, Finance, and Investor Relations, have a robust shareholder engagement program in place. This program is active
year-round and accepts requests for engagement from shareholders and proactively reaches out to initiate dialogue with
our shareholders on topics that are important to the Company.

The Company conducts an Annual Fall Shareholder Engagement Program. As part of this program, the shareholder
engagement team described above embarks on a comprehensive engagement effort. In 2024, this team reached out to
over 50 of our top shareholders, representing approximately 75% of outstanding shares for their feedback on a variety of
topics including our business, strategy, health and safety, commercial and operational excellence, sustainability initiatives
and executive compensation.

We have a history of robust shareholder responsiveness. In prior years, we have made other meaningful changes to our
sustainability disclosures and compensation program based on feedback from shareholders including:
• Submission of responses and additional information to Climate Action 100+.

• Setting a Net Zero GHG Emissions Ambition by 2050.
• Participated in CDP Climate and Water surveys, as well as related supply chain and plastics modules.
• Submitted commitment letter to develop and submit science-based targets within 24 months to the Science
Based Targets initiative and began gathering Scope 3 emissions.
• Submitted feedback and validation data to Sustainalytics and received updated scoring.

• Added a TCFD Alignment Index and a Sustainability Accounting Standards Board (SASB) Index to our
Sustainability Report.

• Adopted a formulaic program for our Short Term Incentive (STI) providing a strong link between pay and
performance while reducing Committee discretion

42 2025 PROXY STATEMENT