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Management Development and
Compensation Committee Report
The Management Development and Compensation Committee has reviewed and discussed with management the Compensation
Discussion and Analysis beginning on page 34 of this Proxy Statement. Based on this review and discussion, the Management
Development and Compensation Committee recommended to the Board of Directors that the Compensation Discussion and Analysis
be included in Martin Marietta’s 2019 Annual Report on Form 10-K and this Proxy Statement.
February 19, 2020
MANAGEMENT DEVELOPMENT AND
COMPENSATION COMMITTEE
John J. Koraleski, Chair
Thomas H. Pike
Michael J. Quillen
Compensation Committee Interlocks and Insider
Participation in Compensation Decisions
The members of Martin Marietta’s Management Development and Compensation Committee are Directors Koraleski, Pike, and Quillen,
none of whom has ever been an officer or employee of Martin Marietta or any of its subsidiaries, or had any relationship requiring
disclosure by Martin Marietta under Item 404 of Regulation S-K of the SEC. There are no executive officer-Director interlocks where an
executive of Martin Marietta serves on the compensation committee of another corporation that has an executive officer serving on
Martin Marietta’s Board of Directors.
2020 PROXY STATEMENT 33
