Martin Marietta AGM: all directors elected, say-on-pay passes, GHG proposal fails

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 2024, and until their successors have been duly elected and qualified : Votes Cast For Votes Against Votes Abstained Broker Non-Votes Dorothy M. Ables 50,262,019 3,960,741 38,679 2,796,711 Sue W. Cole 51,109,685 3,118,478 33,276 2,796,711 Anthony R. Foxx 52,843,727 1,382,106 35,606 2,796,711 John J. Koraleski 51,640,486 2,586,351 34,602 2,796,711 C. Howard Nye 51,176,369 3,048,102 36,968 2,796,711 Laree E. Perez 51,297,859 2,929,486 34,094 2,796,711 Thomas H. Pike 52,733,010 1,494,067 34,362 2,796,711 Michael J. Quillen 52,094,964 2,131,655 34,820 2,796,711 Donald W. Slager 51,880,100 2,340,531 40,808 2,796,711 David C. Wajsgras 52,629,080 1,592,076 40,283 2,796,711

Proposal 5 — Shareholder Proposal Requesting the Establishment Within a Year of GHG Reduction Targets An advisory vote on a shareholder proposal that Martin Marietta, within a year, issue near, medium and long-term science-based GHG reduction targets. The voting results were 17,131,415 shares voted for; 35,082,112 shares voted against; 2,047,912 shares abstained from voting; and there were 2,796,711 broker non-votes.

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 39,881,508 shares voted for; 14,273,470 shares voted against; 106,461 shares abstained from voting; and there were 2,796,711 broker non-votes.

Proposal 4 — Advisory Vote on the Frequency of Executive Compensation Vote Approved, on an advisory basis, shareholders have an advisory vote on executive compensation every one year. The voting results for this approval were 53,476,702 shares voted for every one year; 20,343 shares voted for every two years; 721,807 shares voted for every three years; 42,587 shares abstained from voting; and there were 2,796,711 broker non-votes. In accordance with the results of this vote, the Board of Directors determined to implement an annual advisory vote on executive compensation.

Proposal 2 – Ratification of Appointment of Independent Auditors Ratified the selection of PricewaterhouseCoopers LLP as independent auditors for the year ending December 31, 2023. The voting results for this ratification were 56,796,833 shares voted for; 191,336 shares voted against; and 69,981 shares abstained from voting.