Page 29 - Proxy Statement - 2020

Section 16(a) Beneficial Ownership Reporting Compliance / Security Ownership of Certain Beneficial Owners and Management

Who are the largest owners of Martin Marietta’s stock?
The following table sets forth information with respect to the shares of common stock which are held by persons known to Martin
Marietta to be the beneficial owners of more than 5% of such stock as of March 6, 2020. To the best of Martin Marietta’s knowledge,
based on filings with the Securities and Exchange Commission as noted below, no person beneficially owned more than 5% of any
class of Martin Marietta’s outstanding voting securities at the close of business on March 6, 2020, except for those shown below.

Name and Address Amount and Nature Percent
of Beneficial Owner of Beneficial Ownership of Class
The Vanguard Group 1
100 Vanguard Boulevard V26
Malvern, PA 19355 6,898,654 11.03%
BlackRock, Inc. 2
55 East 52nd Street
New York, NY 10055 4,105,223 6.6%
1 As reported in Schedule 13G/A reporting beneficial ownership as of December 31, 2019 filed with the Securities and Exchange Commission on
February 12, 2020, indicating sole power to vote 93,240 shares, shared power to vote 16,298 shares, sole power to dispose of 6,794,063 shares, and
shared power to dispose of 104,591 shares.
2 As reported in Schedule 13G/A reporting beneficial ownership as of December 31, 2019 filed with the Securities and Exchange Commission on
February 5, 2020, indicating sole power to vote 3,626,476 shares and sole power to dispose of 4,105,223 shares.

Delinquent Section 16(a) Reports

Section 16(a) of the Exchange Act requires Directors and officers of Martin Marietta and persons who own more than 10% of the
common stock to file with the SEC initial reports of ownership and reports in changes in ownership of the common stock. Directors,
officers and more than 10% shareholders are required by SEC regulations to furnish to Martin Marietta copies of all Section 16(a)
reports filed. Based solely on its review of copies of reports furnished to Martin Marietta, the Company believes that during fiscal year
2019, such filing requirements were timely satisfied except for 6 quarterly dividend reinvestments in 2017 and 2018 that should have
been previously reported on two Form 5s were inadvertently reported late by John P. Mohr, Senior Vice President and Chief Information
Officer. Such reinvestments related to approximately 3.9 shares in the aggregate.

2020 PROXY STATEMENT 25