Item 1. Financial Statements.

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Item 1. Financial Statements.

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED BALANCE SHEETS


	September 30,			December 31,
	2025			2024
	(In Millions, Except Share and Par Value Data)
ASSETS
Current Assets:
Cash and cash equivalents	$	57		$	670
Restricted cash		13			—
Accounts receivable, net		984			678
Inventories, net		1,034			1,115
Current assets held for sale		1,224			8
Other current assets		111			71
Total Current Assets		3,423			2,542

Property, plant and equipment		14,980			15,086
Allowances for depreciation, depletion and amortization		(4,916	)		(4,977	)
Net property, plant and equipment		10,064			10,109
Goodwill		3,607			3,767
Other intangibles, net		462			730
Operating lease right-of-use assets, net		367			376
Other noncurrent assets		730			646
Total Assets	$	18,653		$	18,170

LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	349		$	375
Accrued salaries, benefits and payroll taxes		88			73
Accrued income taxes		1			102
Accrued other taxes		66			50
Accrued interest		63			45
Current maturities of long-term debt		230			125
Current operating lease liabilities		61			56
Current liabilities held for sale		40			—
Accrued investments in limited liability companies		125			44
Other current liabilities		131			146
Total Current Liabilities		1,154			1,016

Long-term debt		5,292			5,288
Deferred income taxes, net		1,250			1,169
Noncurrent operating lease liabilities		320			335
Noncurrent asset retirement obligations		332			423
Other noncurrent liabilities		567			483
Total Liabilities		8,915			8,714

Commitments and contingent liabilities - Note 9		—			—

Equity:
Common stock, par value $0.01 per share (60,307,143 shares and 61,126,646 shares outstanding at September 30, 2025 and December 31, 2024, respectively)		1			1
Preferred stock, par value $0.01 per share		—			—
Additional paid-in capital		3,567			3,550
Accumulated other comprehensive loss		(5	)		(13	)
Retained earnings		6,172			5,915
Total Shareholders' Equity		9,735			9,453
Noncontrolling interests		3			3
Total Equity		9,738			9,456
Total Liabilities and Equity	$	18,653		$	18,170

See accompanying notes to the consolidated financial statements.

Page 3 of 33

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE EARNINGS


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
	(In Millions, Except Per Share Data)
Revenues	$	1,846		$	1,642		$	4,617		$	4,250
Cost of revenues		1,235			1,129			3,195			3,039

Gross Profit		611			513			1,422			1,211

Selling, general and administrative expenses		110			101			340			328
Acquisition, divestiture and integration expenses		5			3			9			44
Other operating (income) expense, net		(9	)		3			(23	)		(1,301	)
Earnings from Operations		505			406			1,096			2,140

Interest expense		59			38			172			118
Other nonoperating income, net		(4	)		(6	)		(23	)		(51	)
Earnings from continuing operations before income tax expense		450			374			947			2,073
Income tax expense		89			77			190			504
Earnings from continuing operations		361			297			757			1,569
Earnings from discontinued operations, net of income tax expense		53			66			101			133
Consolidated net earnings		414			363			858			1,702
Less: Net earnings attributable to noncontrolling interests		—			—			—			1
Net Earnings Attributable to Martin Marietta	$	414		$	363		$	858		$	1,701

Consolidated Comprehensive Earnings (See Note 1):
Consolidated comprehensive earnings attributable to Martin Marietta	$	418		$	365		$	866		$	1,704
Comprehensive earnings attributable to noncontrolling interests		—			—			—			1
	$	418		$	365		$	866		$	1,705
Net Earnings Attributable to Martin Marietta
Per Common Share:
Basic from continuing operations attributable to common shareholders	$	5.98		$	4.86		$	12.51		$	25.52
Basic from discontinued operations attributable to common shareholders		0.88			1.07			1.67			2.16
Total basic attributable to common shareholders	$	6.86		$	5.93		$	14.18		$	27.68

Diluted from continuing operations attributable to common shareholders	$	5.97		$	4.84		$	12.49		$	25.44
Diluted from discontinued operations attributable to common shareholders		0.88			1.07			1.66			2.16
Total diluted attributable to common shareholders	$	6.85		$	5.91		$	14.15		$	27.60

Weighted-Average Common Shares Outstanding:
Basic		60.3			61.1			60.5			61.5
Diluted		60.4			61.3			60.6			61.6

See accompanying notes to the consolidated financial statements.

Page 4 of 33

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED STATEMENTS OF CASH FLOWS


	Nine Months Ended
	September 30,
	2025			2024
	(Dollars in Millions)
Cash Flows from Operating Activities:
Consolidated net earnings	$	858		$	1,702
Adjustments to reconcile consolidated net earnings to net cash provided by operating activities:
Depreciation, depletion and amortization		480			424
Stock-based compensation expense		42			48
Gain on divestitures and sales of assets		(24	)		(1,341	)
Deferred income taxes, net		75			(79	)
Noncash asset and portfolio rationalization charge		—			50
Other items, net		(7	)		(9	)
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures:
Accounts receivable, net		(309	)		(153	)
Inventories, net		10			(48	)
Accounts payable		64			55
Other assets and liabilities, net		(33	)		124
Net Cash Provided by Operating Activities		1,156			773

Cash Flows from Investing Activities:
Additions to property, plant and equipment		(602	)		(622	)
Acquisitions, net of cash acquired		(577	)		(2,538	)
Proceeds from divestitures and sales of assets		29			2,128
Investments in limited liability company		(54	)		—
Other investing activities, net		(9	)		(32	)
Net Cash Used for Investing Activities		(1,213	)		(1,064	)

Cash Flows from Financing Activities:
Proceeds from borrowings		510			490
Repayments of debt		(405	)		(795	)
Payments on finance lease obligations		(17	)		(14	)
Dividends paid		(147	)		(141	)
Repurchases of common stock		(450	)		(450	)
Shares withheld for employees’ income tax obligations		(29	)		(28	)
Other financing activities, net		(5	)		(1	)
Net Cash Used for Financing Activities		(543	)		(939	)
Net Decrease in Cash, Cash Equivalents and Restricted Cash		(600	)		(1,230	)
Cash, Cash Equivalents and Restricted Cash, beginning of period		670			1,282
Cash, Cash Equivalents and Restricted Cash, end of period	$	70		$	52

See accompanying notes to the consolidated financial statements.

Page 5 of 33

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED STATEMENTS OF TOTAL EQUITY


(In Millions, Except Share and Per Share Data)	Shares of Common Stock			Common Stock		Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Retained Earnings			Total Shareholders' Equity			Noncontrolling Interests		Total Equity
Balance at June 30, 2025		60,305,739		$	1	$	3,562		$	(9	)	$	5,809		$	9,363		$	3	$	9,366
Consolidated net earnings		—			—		—			—			414			414			—		414
Other comprehensive earnings, net of tax		—			—		—			4			—			4			—		4
Dividends declared ($0.83 per common share)		—			—		—			—			(51	)		(51	)		—		(51	)
Issuances of common stock for stock award plans		1,404			—		—			—			—			—			—		—
Stock-based compensation expense		—			—		5			—			—			5			—		5
Balance at September 30, 2025		60,307,143		$	1	$	3,567		$	(5	)	$	6,172		$	9,735		$	3	$	9,738

Balance at December 31, 2024		61,126,646		$	1	$	3,550		$	(13	)	$	5,915		$	9,453		$	3	$	9,456
Consolidated net earnings		—			—		—			—			858			858			—		858
Other comprehensive earnings, net of tax		—			—		—			8			—			8			—		8
Dividends declared ($2.41 per common share)		—			—		—			—			(147	)		(147	)		—		(147	)
Issuances of common stock for stock award plans		91,328			—		4			—			—			4			—		4
Shares withheld for employees' income tax obligations		—			—		(29	)		—			—			(29	)		—		(29	)
Repurchases of common stock		(910,831	)		—		—			—			(454	)		(454	)		—		(454	)
Stock-based compensation expense		—			—		42			—			—			42			—		42
Balance at September 30, 2025		60,307,143		$	1	$	3,567		$	(5	)	$	6,172		$	9,735		$	3	$	9,738


(In Millions, Except Share and Per Share Data)	Shares of Common Stock			Common Stock		Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Retained Earnings			Total Shareholders' Equity			Noncontrolling Interests			Total Equity
Balance at June 30, 2024		61,117,053		$	1	$	3,529		$	(48	)	$	5,356		$	8,838		$	2		$	8,840
Consolidated net earnings		—			—		—			—			363			363			—			363
Other comprehensive earnings, net of tax		—			—		—			2			—			2			—			2
Dividends declared ($0.79 per common share)		—			—		—			—			(49	)		(49	)		—			(49	)
Issuances of common stock for stock award plans		1,004			—		—			—			—			—			—			—
Stock-based compensation expense		—			—		15			—			—			15			—			15
Balance at September 30, 2024		61,118,057		$	1	$	3,544		$	(46	)	$	5,670		$	9,169		$	2		$	9,171

Balance at December 31, 2023		61,821,421		$	1	$	3,519		$	(49	)	$	4,563		$	8,034		$	2		$	8,036
Consolidated net earnings		—			—		—			—			1,701			1,701			1			1,702
Other comprehensive earnings, net of tax		—			—		—			3			—			3			—			3
Dividends declared ($2.27 per common share)		—			—		—			—			(140	)		(140	)		—			(140	)
Issuances of common stock for stock award plans		82,394			—		5			—			—			5			—			5
Shares withheld for employees' income tax obligations		—			—		(28	)		—			—			(28	)		—			(28	)
Repurchases of common stock		(785,758	)		—		—			—			(454	)		(454	)		—			(454	)
Stock-based compensation expense		—			—		48			—			—			48			—			48
Distributions to owners of noncontrolling interest		—			—		—			—			—			—			(1	)		(1	)
Balance at September 30, 2024		61,118,057		$	1	$	3,544		$	(46	)	$	5,670		$	9,169		$	2		$	9,171

See accompanying notes to the consolidated financial statements.

Page 6 of 33

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Significant Accounting Policies

Organization

Martin Marietta Materials, Inc. (the Company or Martin Marietta) is a natural resource-based building materials company. As of September 30, 2025, the Company supplies aggregates (crushed stone, sand and gravel) through its network of approximately 390 quarries, mines and distribution yards in 28 states, Canada and The Bahamas. Martin Marietta also provides other building materials, namely, cement, ready mixed concrete, asphalt and paving services, in vertically-integrated structured markets where the Company also has a leading aggregates position. The Company's Midlothian cement plant, related cement terminals and Texas ready mixed concrete plants are classified as assets held for sale as of September 30, 2025, and their associated financial results are reported as discontinued operations for all periods presented (see Note 2).

The Company’s heavy-side building materials are used in infrastructure, nonresidential and residential construction projects. Aggregates are also used in agricultural, utility and environmental applications and as railroad ballast. The aggregates and other building materials product lines are reported collectively as the Building Materials business.

The Company’s Building Materials business includes two reportable segments: East Group and West Group.


BUILDING MATERIALS BUSINESS
Reportable Segments	East Group	West Group
Operating Locations	Alabama, Florida, Georgia, Indiana, Iowa, Kansas, Kentucky, Maryland, Minnesota, Missouri, Nebraska, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Virginia, West Virginia, Nova Scotia and The Bahamas	Arizona, Arkansas, California, Colorado, Louisiana, Oklahoma, Texas, Utah, Washington and Wyoming

Products and Services	Aggregates and Asphalt	Aggregates, Cement, Ready Mixed Concrete, Asphalt and Paving Services

The Company’s Specialties business (formerly known as the Magnesia Specialties business), which represents a separate reportable segment, has manufacturing facilities in Michigan, Ohio, Nevada, North Carolina, Indiana and Pennsylvania. The Specialties business produces high-purity magnesia-based products used in a wide range of environmental, industrial, agricultural and specialty applications, as well as dolomitic lime, which is primarily used as a fluxing agent in domestic steel production and as a key raw material in the Company's magnesia-based products. Dolomitic lime is also used in various other end use applications including soil stabilization.

Basis of Presentation and Use of Estimates

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions to the Quarterly Report on Form 10-Q and in Article 10 of Regulation S-X. The Company has continued to follow the accounting policies set forth in the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. In the opinion of management, the interim consolidated financial information provided herein reflects all adjustments, consisting of normal recurring accruals, necessary for a fair statement of the results of operations, financial position

Page 7 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

and cash flows for the interim periods. The consolidated results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the results expected for other interim periods or the full year. The consolidated balance sheet at December 31, 2024 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by U.S. GAAP for complete financial statements. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

The preparation of the Company’s consolidated financial statements requires management to make certain estimates and assumptions about future events. As future events and their effects cannot be fully determined with precision, actual results could differ significantly from estimates. Changes in estimates are reflected in the consolidated financial statements in the period in which the change in estimate occurs.

Restricted Cash

At September 30, 2025, the Company had restricted cash of $13 million. Of this amount, $9 million is invested in an account designated for the purchase of like-kind exchange replacement assets under Section 1031 of the Internal Revenue Code and related IRS procedures (Section 1031). The Company is restricted from utilizing the cash for purposes other than the purchase of qualified assets for a designated period from receipt of the proceeds from the sale of the exchanged assets. Any unused cash at the end of the 180 days is transferred to unrestricted accounts of the Company and used for general corporate purposes. The remaining $4 million represents a deposit held in a designated bank account to secure a letter of credit agreement. There was no restricted cash at December 31, 2024.

The statements of cash flows reflect cash flow changes and balances for cash, cash equivalents and restricted cash on an aggregated basis. The following table reconciles cash, cash equivalents and restricted cash as reported on the consolidated balance sheets to the aggregated amounts presented on the consolidated statements of cash flows:


	September 30,		December 31,
	2025		2024
	(Dollars in Millions)
Cash and cash equivalents	$	57	$	670
Restricted cash		13		—
Total cash, cash equivalents and restricted cash presented in the consolidated statements of cash flows	$	70	$	670

Consolidated Comprehensive Earnings and Accumulated Other Comprehensive Loss

Consolidated comprehensive earnings consist of consolidated net earnings, adjustments for the funded status of pension and postretirement benefit plans and foreign currency translation adjustments and are presented in the Company’s consolidated statements of earnings and comprehensive earnings.

Page 8 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Consolidated comprehensive earnings attributable to Martin Marietta are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2025		2024		2025		2024
	(Dollars in Millions)
Net earnings attributable to Martin Marietta	$	414	$	363	$	858	$	1,701
Other comprehensive earnings, net of tax		4		2		8		3
Consolidated comprehensive earnings attributable to Martin Marietta	$	418	$	365	$	866	$	1,704

Accumulated other comprehensive loss consists of unrecognized gains and losses related to the funded status of the pension and postretirement benefit plans and foreign currency translation adjustments and is presented on the Company’s consolidated balance sheets.

The components of the changes in accumulated other comprehensive loss, net of tax, are as follows:


	(Dollars in Millions)
	Pension and Postretirement Benefit Plans			Foreign Currency			Accumulated Other Comprehensive Loss
	Three Months Ended September 30, 2025
Balance at beginning of period	$	(7	)	$	(2	)	$	(9	)
Other comprehensive loss before reclassifications, net of tax		—			(1	)		(1	)
Amounts reclassified from accumulated other comprehensive loss, net of tax		5			—			5
Other comprehensive earnings (loss), net of tax		5			(1	)		4
Balance at end of period	$	(2	)	$	(3	)	$	(5	)

	Three Months Ended September 30, 2024
Balance at beginning of period	$	(46	)	$	(2	)	$	(48	)
Amounts reclassified from accumulated other comprehensive loss, net of tax		2			—			2
Other comprehensive earnings, net of tax		2			—			2
Balance at end of period	$	(44	)	$	(2	)	$	(46	)

Page 9 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)


	(Dollars in Millions)
	Pension and Postretirement Benefit Plans			Foreign Currency			Accumulated Other Comprehensive Loss
	Nine Months Ended September 30, 2025
Balance at beginning of period	$	(9	)	$	(4	)	$	(13	)
Other comprehensive earnings before reclassifications, net of tax		—			1			1
Amounts reclassified from accumulated other comprehensive loss, net of tax		7			—			7
Other comprehensive earnings, net of tax		7			1			8
Balance at end of period	$	(2	)	$	(3	)	$	(5	)

	Nine Months Ended September 30, 2024
Balance at beginning of period	$	(48	)	$	(1	)	$	(49	)
Other comprehensive loss before reclassifications, net of tax		—			(1	)		(1	)
Amounts reclassified from accumulated other comprehensive loss, net of tax		4			—			4
Other comprehensive earnings (loss), net of tax		4			(1	)		3
Balance at end of period	$	(44	)	$	(2	)	$	(46	)

Changes in net noncurrent deferred tax assets related to accumulated other comprehensive loss are as follows:


	Pension and Postretirement Benefit Plans
	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
	(Dollars in Millions)
Balance at beginning of period	$	40		$	53		$	41		$	54
Tax effect of other comprehensive earnings		(1	)		(1	)		(2	)		(2	)
Balance at end of period	$	39		$	52		$	39		$	52

Page 10 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Reclassifications out of accumulated other comprehensive loss are as follows:


	Three Months Ended					Nine Months Ended						Affected line items in the consolidated
	September 30,					September 30,						statements of earnings
	2025			2024		2025			2024			and comprehensive earnings
	(Dollars in Millions)
Pension and postretirement benefit plans
Settlement charge	$	5		$	—	$	5		$	—
Amortization of:
Prior service cost		1			2		4			5
Actuarial loss		—			—		—			1
		6			2		9			6		Other nonoperating income, net
Tax effect		(1	)		—		(2	)		(2	)	Income tax expense
Total	$	5		$	2	$	7		$	4

Earnings per Common Share

The numerator for basic and diluted earnings per common share is net earnings attributable to Martin Marietta. The denominator for basic earnings per common share is the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is computed assuming that the weighted-average number of common shares is increased by the conversion, using the treasury stock method, of awards to be issued to employees and nonemployee members of the Company’s Board of Directors under certain stock-based compensation arrangements if the conversion is dilutive.

The following table reconciles the denominator for basic and diluted earnings from continuing operations per common share:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2025		2024		2025		2024
	(In Millions)
Basic weighted-average common shares outstanding		60.3		61.1		60.5		61.5
Effect of dilutive employee and director awards		0.1		0.2		0.1		0.1
Diluted weighted-average common shares outstanding		60.4		61.3		60.6		61.6

Page 11 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

New Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which focuses on the rate reconciliation and income taxes paid. ASU 2023-09 requires public entities to disclose, on an annual basis, a tabular tax rate reconciliation using both percentages and currency amounts, disaggregated into specified categories. Certain reconciling items are further disaggregated by nature and jurisdiction to the extent those items exceed a specified threshold. Additionally, all entities are required to disclose income taxes paid, net of refunds received, disaggregated by federal, state/local, and foreign taxes and by individual jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. The ASU also requires additional qualitative disclosures. ASU 2023-09 is effective prospectively for annual periods beginning after December 15, 2024, and early adoption and retrospective application are permitted. The ASU will impact the Company's income tax disclosures beginning with the financial statements included in the 2025 Annual Report on Form 10-K, but will have no impact on its results of operations, cash flows or financial condition.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (DISE), which requires public entities to disaggregate any relevant expense caption presented on the face of the income statement within continuing operations into the following required natural expense categories, as applicable: (1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) depreciation, depletion and amortization recognized as part of oil- and gas-producing activities or other depletion expenses. These disclosures must be made in a tabular format in the footnotes to the financial statements. The new standard does not change the requirements for the presentation of expenses on the face of the statement of earnings. The ASU is effective prospectively for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, and early adoption and retrospective application are permitted. The ASU will impact the Company's expense disclosures beginning with the financial statements included in the 2027 Annual Report on Form 10-K, but will have no impact on its results of operations, cash flows or financial condition.

Reclassifications

Certain reclassifications have been made in the Company's financial statements of the prior year to conform to the current-year presentation. The reclassifications had no impact on the Company’s previously reported results of operations, financial condition or cash flows.

Business Combinations, Divestitures, Discontinued Operations and Assets and Liabilities Held for Sale

Business Combinations (2025)

Premier Magnesia, LLC. On July 25, 2025, the Company acquired Premier Magnesia, LLC (Premier), a privately-owned producer and distributor of magnesia-based products, using cash on hand and credit facility borrowings. Premier is the largest producer of natural magnesite and magnesium sulfate, or Epsom salt, in the United States, with facilities in Nevada, North Carolina, Indiana and Pennsylvania. This transaction expands the Company's product offerings to new and existing customers and enhances the Company's Specialties business. The Company has recorded preliminary fair values of the assets acquired and liabilities assumed, which are subject to additional reviews that are not yet complete. Thus, these amounts are subject to change during the measurement period, which extends no longer than one year from the consummation date, and remains open as of September 30, 2025. Specific accounts subject to ongoing purchase accounting adjustments, include, but are not limited to, property, plant and equipment; goodwill; and other liabilities. The goodwill generated by the transaction is deductible for income tax purposes. The acquisition is reported in the Company's Specialties reportable segment and is immaterial for other business combination disclosures, including pro-forma results of operations.

Page 12 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

QUIKRETE Holdings, Inc. On August 3, 2025, the Company entered into a definitive agreement with QUIKRETE Holdings, Inc. (QUIKRETE). Under the terms of the agreement, Martin Marietta would receive aggregates operations producing approximately 20 million tons annually in Virginia, Missouri, Kansas and Vancouver, British Columbia, as well as cash proceeds. In exchange, QUIKRETE would receive the Company’s Midlothian cement plant, related cement distribution terminals and certain Texas ready mixed concrete assets. The transaction is expected to close in the fourth quarter of 2025, subject to customary closing conditions.

Business Combinations (2024)

Revenues and pretax earnings attributable to operations acquired during the first nine months of 2024 (as subsequently described) included in the Company's consolidated statements of earnings and comprehensive earnings were $85 million and $13 million, respectively, for the three months ended September 30, 2024, and $182 million and $25 million, respectively, for the nine months ended September 30, 2024. The pretax earnings for the year-to-date period ended September 30, 2024 included a $20 million charge for the impact of selling acquired inventory after its markup to fair value as part of acquisition accounting for the Blue Water Industries LLC transaction.

Blue Water Industries LLC. On April 5, 2024, the Company completed the acquisition of 20 active aggregates operations in Alabama, South Carolina, South Florida, Tennessee, and Virginia from affiliates of Blue Water Industries LLC (BWI Southeast) for $2.05 billion in cash. The BWI Southeast acquisition complemented Martin Marietta’s existing geographic footprint in the southeast region by expanding into new growth platforms in target markets including Tennessee and South Florida. The results from the acquired operations are reported in the Company's East Group.

The Company determined the acquisition-date fair values of assets acquired and liabilities assumed. The measurement period is closed. The goodwill generated by the transaction is not deductible for income tax purposes.

The following is a summary of the values of the assets acquired and liabilities assumed as of April 5, 2024 (dollars in millions):


Assets:
Inventories	$	47
Property, plant and equipment 1		2,052
Intangible assets, other than goodwill		19
Other assets		2
Total assets		2,120
Liabilities:
Deferred income taxes		234
Asset retirement obligations		3
Other liabilities		95
Total liabilities		332
Net identifiable assets acquired		1,788
Goodwill		262
Total consideration	$	2,050

1 Includes mineral reserves of $1.9 billion.

Page 13 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The following unaudited pro forma financial information summarizes the combined results of operations for the Company and BWI Southeast as though the companies were combined as of January 1, 2023 and does not purport to project the future financial position or operating results of the combined company. The following pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place as of January 1, 2023:


	Three Months Ended		Nine Months Ended
	September 30, 2024
	(Dollars in Millions)
Revenues	$	1,889	$	4,957
Net earnings from continuing operations attributable to Martin Marietta	$	363	$	1,733

Albert Frei & Sons, Inc. On January 12, 2024, the Company acquired Albert Frei & Sons, Inc., a leading aggregates producer in Colorado. This acquisition provided more than 60 years of high-quality, hard rock reserves to better serve new and existing customers and enhances the Company's aggregates platform in the Denver metropolitan area. As of December 31, 2024, the measurement period was closed. The goodwill generated by the transaction is not deductible for income tax purposes. The acquisition is reported in the Company's West Group and is immaterial for other business combination disclosures, including pro-forma results of operations.

Youngquist Brothers Rock, LLC. On October 25, 2024, the Company completed the acquisition of Youngquist Brothers Rock, LLC (YBR), a leading aggregates supplier in the Fort Myers, Florida area. This acquisition allows the Company to serve new and existing customers and enhances the Company's aggregates platform in South Florida. As of September 30, 2025, the measurement period was closed. The goodwill generated by the transaction is deductible for income tax purposes. The acquisition is reported in the Company's East Group and is immaterial for other business combination disclosures, including pro-forma results of operations.

R.E. Janes Gravel Co. On December 13, 2024, the Company acquired R.E. Janes Gravel Co. (RE Janes), an aggregates bolt-on in Texas. The Company has recorded preliminary fair values of the assets acquired and liabilities assumed, which are subject to additional reviews that are not yet complete. Thus, these amounts are subject to change during the measurement period, which extends no longer than one year from the consummation date, and remains open as of September 30, 2025. Specific accounts subject to ongoing purchase accounting adjustments, include, but are not limited to, property, plant and equipment; goodwill; and other liabilities. The goodwill generated by the transaction is deductible for income tax purposes. The acquisition is reported in the Company's West Group and is immaterial for other business combination disclosures, including pro-forma results of operations.

Divestitures

On February 9, 2024, the Company completed the sale of its South Texas cement business and certain of its related ready mixed concrete operations to CRH Americas Materials, Inc., a subsidiary of CRH plc, for $2.1 billion in cash plus normal customary closing adjustments. Specifically, the divested facilities included the Hunter cement plant in New Braunfels, Texas, related cement distribution terminals and 20 ready mixed concrete plants that served the Austin and San Antonio region. The divestiture provided proceeds the Company used to consummate the BWI Southeast acquisition. The transaction resulted in a pretax gain of $1.3 billion, which is included in Other operating (income) expense, net, on the Company's consolidated statement of earnings and comprehensive earnings for the nine months ended September 30, 2024 and is exclusive of transaction expenses incurred due to the divestiture. The historical

Page 14 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

financial results of the divested operations and the gain on divestiture were reported in continuing operations for the West Group.

Discontinued Operations

In connection with the QUIKRETE asset exchange, the Company's Midlothian cement plant, related cement distribution terminals and Texas ready mixed concrete plants, which are part of the West Group, have been classified as assets held for sale on the consolidated balance sheet as of September 30, 2025 and their associated financial results are reported as discontinued operations on the consolidated statements of earnings and comprehensive earnings for all periods presented.

Financial results for the Company's discontinued operations are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2025		2024		2025		2024
	(Dollars in Millions)
Revenues	$	242	$	247	$	634	$	655
Cost of revenues		166		161		490		478
Gross profit	$	76	$	86	$	144	$	177

Pretax earnings	$	68	$	84	$	130	$	170
Income tax expense		15		18		29		37
Earnings from discontinued operations, net of income tax expense	$	53	$	66	$	101	$	133

Cash flow information for the Company's discontinued operations is as follows:


	Nine Months Ended
	September 30,
	2025			2024
	(Dollars in Millions)
Net cash provided by operating activities	$	120		$	167

Additions to property, plant and equipment	$	(74	)	$	(88	)
Proceeds from divestitures and sales of assets		1			5
Net cash used for investing activities	$	(73	)	$	(83	)

Assets and Liabilities Held for Sale

Assets and liabilities held for sale at September 30, 2025 included the Company's Midlothian cement plant, related cement distribution terminals and Texas ready mixed concrete plants and certain nonoperating land. At December 31, 2024, assets and liabilities held for sale included certain nonoperating land.

Page 15 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Assets and liabilities held for sale are as follows:


	September 30, 2025						December 31, 2024
	Continuing Operations		Discontinued Operations		Total		Continuing Operations
	(Dollars in Millions)
Inventories, net	$	—	$	96	$	96	$	—
Investment land		11		—		11		8
Property, plant and equipment		—		480		480		—
Goodwill		—		374		374		—
Intangible assets, excluding goodwill		—		249		249		—
Operating lease right-of-use assets		—		12		12		—
Other assets		—		2		2		—
Total current assets held for sale	$	11	$	1,213	$	1,224	$	8

Lease obligations	$	—	$	26	$	26	$	—
Asset retirement obligations		—		3		3		—
Other liabilities		—		11		11		—
Total current liabilities held for sale	$	—	$	40	$	40	$	—

Goodwill

The following table shows the changes in goodwill by reportable segment and in total:


	East			West
	Group			Group			Specialties		Total
	(Dollars in Millions)
Balance at January 1, 2025	$	1,031		$	2,736		$	—	$	3,767
Acquisitions		—			—			207		207
Adjustments to purchase price allocations		(1	)		8			—		7
Goodwill reclassified to assets held for sale		—			(374	)		—		(374	)
Balance at September 30, 2025	$	1,030		$	2,370		$	207	$	3,607

Page 16 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Inventories, Net


	September 30,			December 31,
	2025			2024
	(Dollars in Millions)
Finished products	$	1,357		$	1,327
Products in process		17			24
Raw materials		44			65
Supplies and expendable parts		122			162
Total inventories		1,540			1,578
Less: allowances		(506	)		(463	)
Inventories, net	$	1,034		$	1,115

Debt


	September 30,			December 31,
	2025			2024
	(Dollars in Millions)
7% Debentures, due 2025	$	125		$	125
3.450% Senior Notes, due 2027		299			299
3.500% Senior Notes, due 2027		493			493
2.500% Senior Notes, due 2030		473			472
2.400% Senior Notes, due 2031		891			890
5.150% Senior Notes, due 2034		738			738
6.25% Senior Notes, due 2037		229			228
4.250% Senior Notes, due 2047		591			591
3.200% Senior Notes, due 2051		851			851
5.500% Senior Notes, due 2054		727			726
Trade Receivable Facility, interest rate of 4.98% at September 30, 2025		105			—
Total debt		5,522			5,413
Less: current maturities		(230	)		(125	)
Long-term debt	$	5,292		$	5,288

The Company has a credit agreement with JPMorgan Chase Bank, N.A., as Administrative Agent, Deutsche Bank Securities, Inc., PNC Bank, Truist Bank and Wells Fargo Bank, N.A., as Syndication Agents, and the lenders party thereto (the Credit Agreement), which provides for an $800 million five-year senior unsecured revolving facility (the Revolving Facility) with a maturity date of December 21, 2029. Borrowings under the Revolving Facility bear interest, at the Company’s option, at rates based upon the Secured Overnight Financing Rate (SOFR) or a base rate, plus, for each rate, a margin determined in accordance with a ratings-based pricing grid. Any outstanding principal amounts, together with interest accrued thereon, are due in full on that maturity date. There were no borrowings outstanding under the Revolving Facility as of September 30, 2025 and December 31, 2024. Available borrowings under the Revolving Facility are reduced by any outstanding letters of credit issued by the Company under the Revolving Facility. At September 30, 2025 and December 31, 2024, the Company had $3 million of outstanding letters of credit issued under the Revolving Facility.

Page 17 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The Credit Agreement requires the Company’s ratio of consolidated net debt-to-consolidated earnings before interest, taxes, depreciation, depletion and amortization (EBITDA), as defined, for the trailing-twelve months (the Ratio) to not exceed 3.50x as of the end of any fiscal quarter, provided that the Company may exclude from the Ratio any debt incurred in connection with certain acquisitions during the quarter or three preceding quarters so long as the Ratio calculated without such exclusion does not exceed 4.00x. Additionally, if no amounts are outstanding under the Revolving Facility or the Company's trade receivable securitization facility (discussed below), consolidated debt, as defined, which includes debt for which the Company is a guarantor, shall be reduced in an amount equal to the lesser of $500 million or the sum of the Company’s unrestricted cash and temporary investments, for purposes of the covenant calculation. The Company was in compliance with the Ratio at September 30, 2025.

The Company, through a wholly-owned special-purpose subsidiary, has a $400 million trade receivable securitization facility (the Trade Receivable Facility). On September 16, 2025, the Company extended the maturity to September 16, 2026. The Trade Receivable Facility, with Truist Bank, Regions Bank, First Citizens Bank & Trust Company, and certain other lenders that may become a party to the facility from time to time, is backed by eligible trade receivables, as defined. Borrowings are limited to the lesser of the facility limit or the borrowing base, as defined. These receivables are originated by the Company and then sold or contributed to the wholly-owned, special-purpose subsidiary. The Company continues to be responsible for the servicing and administration of the receivables purchased by the wholly-owned, special-purpose subsidiary. Borrowings under the Trade Receivable Facility bear interest at a rate equal to the Adjusted Term Secured Overnight Financing Rate (Adjusted Term SOFR), as defined, plus 0.7%. The Trade Receivable Facility contains a cross-default provision to the Company’s other debt agreements. Subject to certain conditions, including lenders providing the requisite commitments, the Trade Receivable Facility may be increased to a borrowing base not to exceed $600 million.

Financial Instruments

The Company’s financial instruments include temporary cash investments, restricted cash, accounts receivable, accounts payable, Trade Receivable Facility borrowings and publicly-registered long-term notes and debentures.

Temporary cash investments are placed primarily in money market funds, money market demand deposit accounts and Eurodollar time deposit accounts with financial institutions. The Company’s cash equivalents have maturities of less than three months. Due to the short maturity of these investments, they are carried on the consolidated balance sheets at cost, which approximates fair value.

Restricted cash at September 30, 2025 is held in a trust account with a third-party intermediary. Due to the short-term nature of this account, the carrying value of restricted cash approximates its fair value.

Accounts receivable are due from a large number of customers, primarily in the construction industry, and are dispersed across wide geographic and economic regions. However, accounts receivable are more heavily concentrated in certain states, namely Texas, North Carolina, Colorado, California, Georgia, Florida, Minnesota, Arizona, South Carolina, and Iowa. The carrying values of accounts receivable approximate their fair values.

Accounts payable represent amounts owed to suppliers and vendors. The estimated carrying value of accounts payable approximates its fair value due to the short-term nature of the payables.

The carrying value and fair value of the Company’s debt were $5.5 billion and $5.1 billion, respectively, at September 30, 2025 and $5.4 billion and $4.8 billion, respectively, at December 31, 2024. Due to its short-term nature, the carrying value of Trade Receivable Facility borrowings approximates its fair value. The estimated fair value of the Company’s publicly-registered long-term debt was estimated based on Level 1 of the fair value hierarchy using quoted market prices.

Page 18 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Income Taxes

The Company's effective income tax rate reflects the effect of federal and state income taxes on earnings and the impact of differences in book and tax accounting arising primarily from the permanent tax benefits associated with the statutory depletion deduction for mineral reserves. The effective income tax rates for continuing operations were 20.0% and 24.3% for the nine months ended September 30, 2025 and 2024, respectively. The higher 2024 effective income tax rate versus 2025 was driven by the impact of the February 2024 divestiture of the South Texas cement business and certain related ready mixed concrete operations, which reflected the write off of certain nondeductible goodwill and was treated as a discrete tax event.

The Company invests in renewable energy investment entities which qualify for tax credits and other tax benefits (RETC projects) and are accounted for under the proportional amortization method. For the nine months ended September 30, 2025, the Company's annualized effective tax rate included the proportional amortization of these investments of $128 million, offset by $124 million of tax credits and $15 million of other tax benefits. The proportional amortization and related tax credits and benefits for the nine months ended September 30, 2024 were immaterial.

During the nine months ended September 30, 2025, the Company has committed to equity contributions of $134 million for tax equity investments related to RETC projects. Of this total commitment, $125 million is expected to be paid within the next twelve months and is recorded in Accrued investments in limited liability companies on the consolidated balance sheet.

The Internal Revenue Service provided certain disaster tax relief for North Carolina businesses affected by Hurricanes Debby and Helene, which allowed the Company to defer estimated federal and certain state income, payroll and excise tax payments for the period from August 2024 through September 2025. The deferred obligation was paid on September 25, 2025.

On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (OBBBA) that, among other provisions, makes 100% bonus depreciation permanent, restores the ability to expense domestic research expenditures, and modifies the taxation of foreign earnings. The OBBBA is not expected to have a material impact on the Company’s annual estimated income tax rate, but results in a reclassification between current taxes payable and deferred tax liabilities which is reflected in the period ended September 30, 2025.

Pension Benefits

The net periodic benefit cost for pension benefits includes the following components:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
	(Dollars in Millions)
Service cost	$	9		$	10		$	27		$	29
Interest cost		15			14			44			41
Expected return on assets		(21	)		(20	)		(62	)		(59	)
Amortization of:
Prior service cost		1			2			4			5
Actuarial loss		—			—			1			1
Settlement charge		5			—			5			—
Net periodic benefit cost	$	9		$	6		$	19		$	17

Page 19 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The components of net periodic benefit cost, other than service cost, are included in the line item Other nonoperating income, net, in the consolidated statements of earnings and comprehensive earnings. Based on the roles of the employees, service cost is included in the Cost of revenues or Selling, general and administrative expenses line items in the consolidated statements of earnings and comprehensive earnings.

Commitments and Contingencies

Legal and Administrative Proceedings

The Company is engaged in certain legal and administrative proceedings incidental to its normal business activities, including proceedings relating to environmental matters. The Company considers various factors in assessing the probable outcome of each matter, including but not limited to the nature of existing legal proceedings and claims, the asserted or possible damages, the jurisdiction and venue of the case and whether it is a jury trial, the progress of the case, existing law and precedent, the opinions or views of legal counsel and other advisers, the Company’s experience in similar cases and the experience of other companies, the facts available to the Company at the time of assessment, and how the Company intends to respond to the proceeding or claim. The Company’s assessment of these factors may change over time as proceedings or claims progress. The Company believes the probability is remote that the outcome of any currently pending legal or administrative proceeding will result in a material loss to the Company's financial condition, results of operations or cash flows, as a whole, based on currently available facts.

Letters of Credit

In the normal course of business, the Company provides certain third parties with standby letter of credit agreements guaranteeing its payment for certain insurance claims, contract performance and permit requirements. At September 30, 2025, the Company was contingently liable for $37 million in letters of credit.

10.

Segments

The Building Materials business is comprised of four divisions that represent individual operating segments. These operating segments are consolidated into two reportable segments, the East Group and the West Group, for financial reporting purposes, as they meet the aggregation criteria. The Specialties business represents an individual operating and reportable segment.

The Company’s Chief Operating Decision Maker (CODM) is the Chair, President and Chief Executive Officer. The CODM reviews results by reportable segment on a quarterly basis and allocates resources to achieve the Company’s strategic objectives based on an evaluation of each reportable segment’s performance. This evaluation is largely based on segment earnings from operations, as management believes this is the best metric of segment profitability and operating performance. Segment earnings from operations is also a measure in the determination of incentive compensation targets and awards. Segment earnings from operations includes revenues less cost of revenues; selling, general and administrative expenses; other operating income and expenses, net; and exclude interest income and expense; other nonoperating income and expenses, net; and income tax expense.

The significant expense categories shown below align with the segment-level information regularly provided to the CODM. Other costs of revenues for each reportable segment mainly include repairs and maintenance, contract services, supplies and royalties.

Corporate loss from operations primarily includes depreciation and amortization; expenses for corporate administrative functions; acquisition, divestiture and integration expenses; and other nonrecurring income and expenses not attributable to operations of the Company's operating segments.

Page 20 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Earnings from operations for the West Group for the nine months ended September 30, 2024 included a $1.3 billion gain and $16 million in transaction expenses on the divestiture of the South Texas cement business and certain of its related ready mixed concrete operations (see Note 2) and a noncash asset and portfolio rationalization charge of $50 million (see Note 13).

The following tables display selected financial data for the Company’s reportable segments. Revenues, as presented on the consolidated statements of earnings and comprehensive earnings, reflect the elimination of intersegment revenues, which represent sales from one segment to another segment and are immaterial. Revenues and earnings (loss) from operations reflect continuing operations only. Income tax expense is not allocated to the Company's reportable segments.


	Three Months Ended September 30, 2025
	(Dollars in Millions)
	East Group			West Group			Specialties		Total Reportable Segments			Corporate			Total
Segment Revenues	$	953		$	762		$	131	$	1,846		$	—		$	1,846
Less:
Labor and benefits expense		114			82			17		213			3			216
Raw materials expense		42			49			8		99			—			99
Depreciation, depletion and amortization expense		81			53			8		142			1			143
Energy expense		41			28			10		79			—			79
External freight expense		34			70			11		115			—			115
Other costs of revenues		271			265			43		579			4			583
Selling, general and administrative expenses		41			36			8		85			25			110
Acquisition, divestiture and integration expenses		—			—			—		—			5			5
Other operating income, net		(2	)		(1	)		—		(3	)		(6	)		(9	)
Segment Earnings (Loss) from Operations	$	331		$	180		$	26	$	537		$	(32	)	$	505
Interest expense																59
Other nonoperating income, net																(4	)
Consolidated earnings from continuing operations before income tax expense															$	450

Page 21 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)


	Three Months Ended September 30, 2024
	(Dollars in Millions)
	East Group		West Group			Specialties			Total Reportable Segments		Corporate			Total
Segment Revenues	$	849	$	711		$	82		$	1,642	$	—		$	1,642
Less:
Labor and benefits expense		104		77			9			190		2			192
Raw materials expense		48		67			5			120		—			120
Depreciation, depletion and amortization expense		75		48			3			126		1			127
Energy expense		41		27			8			76		—			76
External freight expense		30		58			8			96		—			96
Other costs of revenues		235		248			20			503		15			518
Selling, general and administrative expenses		34		32			5			71		30			101
Acquisition, divestiture and integration expenses		—		—			—			—		3			3
Other operating expense (income), net		10		(5	)		(2	)		3		—			3
Segment Earnings (Loss) from Operations	$	272	$	159		$	26		$	457	$	(51	)	$	406
Interest expense															38
Other nonoperating income, net															(6	)
Consolidated earnings from continuing operations before income tax expense														$	374


	Nine Months Ended September 30, 2025
	(Dollars in Millions)
	East Group			West Group		Specialties		Total Reportable Segments			Corporate			Total
Segment Revenues	$	2,419		$	1,889	$	309	$	4,617		$	—		$	4,617
Less:
Labor and benefits expense		314			227		38		579			3			582
Raw materials expense		65			97		17		179			—			179
Depreciation, depletion and amortization expense		233			157		17		407			2			409
Energy expense		110			77		27		214			—			214
External freight expense		85			175		28		288			—			288
Other costs of revenues		744			692		74		1,510			13			1,523
Selling, general and administrative expenses		123			110		18		251			89			340
Acquisition, divestiture and integration expenses		—			—		—		—			9			9
Other operating (income) expense, net		(4	)		3		—		(1	)		(22	)		(23	)
Segment Earnings (Loss) from Operations	$	749		$	351	$	90	$	1,190		$	(94	)	$	1,096
Interest expense															172
Other nonoperating income, net															(23	)
Consolidated earnings from continuing operations before income tax expense														$	947

Page 22 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)


	Nine Months Ended September 30, 2024
	(Dollars in Millions)
	East Group		West Group			Specialties			Total Reportable Segments			Corporate			Total
Segment Revenues	$	2,198	$	1,809		$	243		$	4,250		$	—		$	4,250
Less:
Labor and benefits expense		295		226			29			550			2			552
Raw materials expense		72		143			14			229			—			229
Depreciation, depletion and amortization expense		189		143			11			343			2			345
Energy expense		111		80			24			215			—			215
External freight expense		82		156			24			262			—			262
Other costs of revenues		689		660			57			1,406			30			1,436
Selling, general and administrative expenses		103		102			15			220			108			328
Acquisition, divestiture and integration expenses		—		16			—			16			28			44
Other operating expense (income), net		7		(1,277	)		(4	)		(1,274	)		(27	)		(1,301	)
Segment Earnings (Loss) from Operations	$	650	$	1,560		$	73		$	2,283		$	(143	)	$	2,140
Interest expense																118
Other nonoperating income, net																(51	)
Consolidated earnings from continuing operations before income tax expense															$	2,073

Assets employed by segment include assets directly identified with those operations. Corporate assets consist primarily of cash and cash equivalents; property, plant and equipment for corporate operations; and other assets not directly identifiable with a reportable segment.


	September 30,		December 31,
	2025		2024
Assets employed:	(Dollars in Millions)
East Group	$	8,738	$	8,452
West Group		8,034		7,941
Specialties		902		269
Total reportable segments		17,674		16,662
Corporate		979		1,508
Total	$	18,653	$	18,170

Page 23 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The following tables display property additions for the Company’s reportable segments.


	Nine Months Ended
	September 30,
	2025		2024
Total property additions, including the impact of acquisitions:	(Dollars in Millions)
East Group	$	307	$	2,219
West Group		173		683
Specialties		365		24
Total reportable segments		845		2,926
Corporate		18		12
Total	$	863	$	2,938


	Nine Months Ended
	September 30,
	2025		2024
Property additions through business combinations:	(Dollars in Millions)
East Group	$	—	$	2,052
West Group		2		472
Specialties		337		—
Total reportable segments		339		2,524
Corporate		—		—
Total	$	339	$	2,524

11.

Revenues and Gross Profit

The following tables, which are reconciled to consolidated amounts and reflect continuing operations only, provide revenues and gross profit (loss) by line of business: Building Materials (further divided by product line) and Specialties. Effective September 30, 2025, the Company combined the cement and ready mixed concrete and the asphalt and paving services product lines (hereinafter, other building materials). The change was driven by the reduced significance of each of these product lines relative to consolidated revenues from continuing operations and consolidated income from continuing operating results as a result of the pending divestiture of the Company's Midlothian cement plant, related cement terminals and Texas ready mixed concrete plants (see Note 2) and associated reclassification of these revenues and income to discontinued operations for all periods presented. Interproduct revenues represent sales from the aggregates product line to the other building materials product line.

Page 24 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
	(Dollars in Millions)
Revenues:
Building Materials business:
Aggregates	$	1,458		$	1,250		$	3,780		$	3,377
Other Building Materials		351			392			744			814
Less: interproduct revenues		(94	)		(82	)		(216	)		(184	)
Total Building Materials business		1,715			1,560			4,308			4,007
Specialties		131			82			309			243
Total	$	1,846		$	1,642		$	4,617		$	4,250

Gross profit (loss):
Building Materials business:
Aggregates	$	531		$	438		$	1,257		$	1,069
Other Building Materials		54			64			75			92
Total Building Materials business		585			502			1,332			1,161
Specialties		34			29			108			84
Corporate		(8	)		(18	)		(18	)		(34	)
Total	$	611		$	513		$	1,422		$	1,211

The above information for 2024 has been reclassified to conform to the current-year presentation. For the three months ended September 30, 2024, the cement and ready mixed concrete product line reported revenues of $296 million and gross profit of $89 million (of which, $247 million and $86 million, respectively, are now classified as discontinued operations) and the asphalt and paving services product line reported revenues of $343 million and gross profit of $61 million. For the nine months ended September 30, 2024, the cement and ready mixed concrete product line reported revenues of $822 million and gross profit of $192 million (of which, $655 million and $177 million, respectively, are now classified as discontinued operations) and the asphalt and paving services product line reported revenues of $647 million and gross profit of $77 million.

Performance Obligations. Performance obligations are contractual promises to transfer or provide a distinct good or service for a stated price. The Company’s product sales agreements are single-performance obligations that are satisfied at a point in time. Performance obligations within paving service agreements are satisfied over time, primarily ranging from one day to two years. Customer payments for the paving operations are based on a contractual billing schedule and are typically "paid-when-paid", meaning the Company is paid once the customer is paid.

Future revenues from unsatisfied performance obligations at September 30, 2025 and 2024 were $225 million and $322 million, respectively, where the remaining periods to complete these obligations ranged from one month to 27 months and one month to 21 months, respectively.

Page 25 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Service Revenues. Service revenues were $130 million and $164 million for the three months ended September 30, 2025 and 2024, respectively, and reported in the West Group. Service revenues for the nine months ended September 30, 2025 and 2024 were $267 million and $307 million, respectively. Service revenues include paving services in California through its April 2025 divestiture date and Colorado.

12.

Supplemental Cash Flow Information

Noncash investing and financing activities are as follows:


	Nine Months Ended
	September 30,
	2025			2024
	(Dollars in Millions)
Accrued liabilities for purchases of property, plant and equipment	$	57		$	45
Right-of-use assets obtained in exchange for new operating lease liabilities	$	59		$	53
Right-of-use assets obtained in exchange for new finance lease liabilities	$	66		$	14
Remeasurement of finance lease right-of-use assets	$	50		$	27
Remeasurement of operating lease right-of-use assets	$	(1	)	$	6

Supplemental disclosures of cash flow information are as follows:


	Nine Months Ended
	September 30,
	2025		2024
	(Dollars in Millions)
Cash paid for interest, net of capitalized amount	$	149	$	118
Cash paid for income taxes, net of refunds	$	162	$	385

13.

Other Operatin****g (Expense) Income, Net

Other operating income, net, is comprised generally of gains and losses on divestitures and the sale of assets; asset and portfolio rationalization charges; recoveries and losses related to certain customer accounts receivable; recoveries and losses on the resolution of contingency accruals; rental, royalty and services income; and accretion expense and depreciation expense related to asset retirement obligations. For the nine months ended September 30, 2024, other operating income, net, included a $1.3 billion pretax gain on the divestiture of the South Texas cement business and certain of its related ready mixed concrete operations, which was partially offset by a $50 million pretax, noncash asset and portfolio rationalization charge.

The noncash asset and portfolio rationalization charge for the nine months ended September 30, 2024 relates to the Company's decision to discontinue usage of certain long-haul distribution facilities to transport aggregates products into Colorado as the Albert Frei & Sons, Inc. acquisition completed in January 2024 provides more economical, local aggregates supply. This charge, which is reported in the West Group, reflects the Company's evaluation of the recoverability of certain long-lived assets, including property, plant and equipment and operating lease right-of-use assets, for the cessation of these railroad operations.

Page 26 of 43

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended September 30, 2025

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.