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Martin Marietta Materials 8-K Report, Shareholder Vote Results (May 17, 2024)

Reports
Shareholder Matters
Filing Date
Filed May 17, 2024
Period End
May 16, 2024
Security
MLM
In the record · 2016–202610-K1210-Q328-K141

MLM filed 12 annual reports (10-K), 32 quarterly reports (10-Q) and 141 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Jun ’18Jun ’18
  2. Leadership change8-K · Jun ’20Jun ’20
  3. Material agreement8-K · Sep ’22Sep ’22
  4. Material agreement8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed May 17, 2024. Cited figures are marked; the original filing is the authoritative source.

Martin Marietta Materials, Inc. filed this Current Report on Form 8-K to report the results of its Annual Meeting of Shareholders, held on May 16, 2024.

Of 61,718,535 shares outstanding and entitled to vote, 57,176,910 shares were represented, a 93%a quorum. No financial results, guidance, or transactions are reported in this filing; it covers shareholder voting only. Shareholders elected all ten director nominees to one-year terms ending at the 2025 Annual Meeting.

Each nominee received a large majority of votes cast for, with the lowest support level at Sue W. Cole (53,051,251 for, 1,825,758 against) and C. Howard Nye (52,965,127 for, 1,914,588 against).

Shareholders also ratified PricewaterhouseCoopers LLP as independent auditors for the year ending December 31, 2024, with 56,719,203 votes for, 395,193 against, and 62,514 abstentions. In a non-binding advisory vote, shareholders approved the compensation of named executive officers, with 51,624,624 votes for, 2,585,353 against, and 696,502 abstentions, plus 2,270,431 broker non-votes. The filing presents these results as final voting outcomes for each proposal.

02—Key points

Key Highlights

  1. Annual Meeting held May 16, 2024, with 57,176,910 of 61,718,535 eligible shares represented (93% quorum)
  2. All ten director nominees elected to one-year terms expiring at the 2025 Annual Meeting
  3. Lowest director vote support: Sue W. Cole with 53,051,251 for and 1,825,758 against; C. Howard Nye with 52,965,127 for and 1,914,588 against
  4. PricewaterhouseCoopers LLP ratified as independent auditors for fiscal year ending December 31, 2024 (56,719,203 for; 395,193 against)
  5. Advisory say-on-pay proposal approved with 51,624,624 votes for and 2,585,353 against, with 696,502 abstentions and 2,270,431 broker non-votes
  6. Filing reports only shareholder voting results under Item 5.07; no financial results or transactions are disclosed

03—Questions

Frequently Asked Questions

  1. Who was elected to the Board of Directors?

    Ten individuals were elected: Dorothy M. Ables, Sue W. Cole, Anthony R. Foxx, John J. Koraleski, Mary T. Mack, C. Howard Nye, Laree E. Perez, Thomas H. Pike, Donald W. Slager, and David C. Wajsgras. Each serves a one-year term until the 2025 Annual Meeting of Shareholders.

  2. Which auditor did shareholders approve?

    Shareholders ratified PricewaterhouseCoopers LLP as independent auditors for the year ending December 31, 2024, with 56,719,203 shares voted for and 395,193 against.

  3. How did shareholders vote on executive compensation?

    Shareholders approved, on an advisory basis, the compensation of named executive officers disclosed in the Proxy Statement. The vote was 51,624,624 for and 2,585,353 against, with 696,502 abstentions and 2,270,431 broker non-votes.

  4. Did this filing report any financial results or corporate transactions?

    No. This 8-K reports only the outcomes of matters submitted to a shareholder vote at the May 16, 2024 Annual Meeting under Item 5.07.

04—Continue

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