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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 16, 2024

 

 

Martin Marietta Materials, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

North Carolina

1-12744

56-1848578

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

4123 Parklake Avenue

 

Raleigh, North Carolina

 

27612

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 919 781-4550

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $.01 par value per share

 

MLM

 

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

Martin Marietta Materials, Inc. held its Annual Meeting of Shareholders on May 16, 2024. Of the 61,718,535 shares outstanding and entitled to vote, 57,176,910 shares were represented at the meeting, or a 93% quorum. The final results of voting for each matter submitted to a vote of shareholders at the meeting are as follows:

 

Proposal 1 – Election of Directors

Elected the following ten individuals to the Board of Directors to serve as directors for a term of one year until the Annual Meeting of Shareholders in 2025, and until their successors have been duly elected and qualified:

Votes

Cast For

Votes

Against

Votes

Abstained

Broker

Non-Votes

Dorothy M. Ables

52,513,723

2,362,827

29,929

2,270,431

Sue W. Cole

53,051,251

1,825,758

29,470

2,270,431

Anthony R. Foxx

54,652,372

223,173

30,934

2,270,431

John J. Koraleski

54,343,022

532,375

31,082

2,270,431

Mary T. Mack

 

54,759,553

 

113,498

 

33,428

 

2,270,431

 

 

 

 

 

 

 

 

 

C. Howard Nye

52,965,127

1,914,588

26,764

2,270,431

Laree E. Perez

53,279,929

1,598,682

27,868

2,270,431

Thomas H. Pike

54,697,548

181,819

27,112

2,270,431

Donald W. Slager

54,455,127

420,407

30,945

2,270,431

David C. Wajsgras

54,593,826

281,475

31,178

2,270,431

 

Proposal 2 – Ratification of Appointment of Independent Auditors

Ratified the selection of PricewaterhouseCoopers LLP as independent auditors for the year ending December 31, 2024. The voting results for this ratification were 56,719,203 shares voted for; 395,193 shares voted against; and 62,514 shares abstained from voting.

 

Proposal 3 — Advisory Vote on Compensation of Named Executive Officers

Approved, on an advisory basis, the overall compensation paid to the Corporation’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K in the Proxy Statement. The voting results for this approval were 51,624,624 shares voted for; 2,585,353 shares voted against; 696,502 shares abstained from voting; and there were 2,270,431 broker non-votes.

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

MARTIN MARIETTA MATERIALS, INC.

 

 

 

 

Date:

May 17, 2024

By:

/s/ Roselyn R. Bar

 

 

 

Roselyn R. Bar,
Executive Vice President, General Counsel and Corporate Secretary

 

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Document And Entity Information
May 16, 2024
Cover [Abstract]  
Document Type 8-K
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Document Period End Date May 16, 2024
Entity Registrant Name Martin Marietta Materials, Inc.
Entity Central Index Key 0000916076
Entity Emerging Growth Company false
Entity File Number 1-12744
Entity Incorporation, State or Country Code NC
Entity Tax Identification Number 56-1848578
Entity Address, Address Line One 4123 Parklake Avenue
Entity Address, City or Town Raleigh
Entity Address, State or Province NC
Entity Address, Postal Zip Code 27612
City Area Code 919
Local Phone Number 781-4550
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Title of 12(b) Security Common Stock, $.01 par value per share
Trading Symbol MLM
Security Exchange Name NYSE
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