UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

OR

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 1-12744

MARTIN MARIETTA MATERIALS, INC.

(Exact Name of Registrant as Specified in its Charter)

North Carolina	56-1848578
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
4123 Parklake Avenue**,** Raleigh**,** NC	27612
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (919) 781-4550

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer		☒		Accelerated filer		☐
Non-accelerated filer		☐		Smaller reporting company		☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.

Class		Outstanding as of July 27, 2026
Common Stock, $.01 par value per share		60,065,839

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

FORM 10-Q

For the Quarter Ended June 30, 2026

TABLE OF CONTENTS

Part I. Financial Information:
Item 1. Financial Statements
Consolidated Balance Sheets – June 30, 2026 and December 31, 2025		3
Consolidated Statements of Earnings and Comprehensive Earnings – Three and Six Months Ended June 30, 2026 and 2025		4
Consolidated Statements of Cash Flows – Six Months Ended June 30, 2026 and 2025		5
Consolidated Statements of Total Equity – Three and Six Months Ended June 30, 2026 and 2025		6
Notes to Consolidated Financial Statements		7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		26
Item 3. Quantitative and Qualitative Disclosures About Market Risk		38
Item 4. Controls and Procedures		38
Part II. Other Information:
Item 1. Legal Proceedings		39
Item 1A. Risk Factors		39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		57
Item 4. Mine Safety Disclosures		58
Item 5. Other Information		58
Item 6. Exhibits		59
Signatures		60

Form 10-Q	2

PART I. FINANCIAL INFORMATION

I****TEM 1. FINANCIAL STATEMENTS

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED BALANCE SHEETS

		June 30,				December 31,
(in millions, except share and par value data)		2026				2025
ASSETS
Current Assets:
Cash and cash equivalents		$	112			$	67
Restricted cash			8				—
Accounts receivable, net			1,020				723
Inventories, net			1,169				1,078
Other current assets			131				95
Current assets held for sale			6				1,230
Total Current Assets			2,446				3,193
Property, plant and equipment			18,429				15,330
Allowances for depreciation, depletion and amortization			(5,328	)			(5,040	)
Property, plant and equipment, net			13,101				10,290
Goodwill			3,959				3,614
Other intangibles, net			565				459
Operating lease right-of-use assets, net			381				367
Other noncurrent assets			853				788
Total Assets		$	21,305			$	18,711
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable		$	349			$	389
Accrued salaries, benefits and payroll taxes			71				100
Accrued other taxes			50				46
Current maturities of long-term debt			860				30
Current operating lease liabilities			70				62
Unpaid commitments to limited liability companies			51				51
Other current liabilities			288				217
Total Current Liabilities			1,739				895
Long-term debt			5,091				5,293
Deferred income taxes, net			1,641				1,266
Noncurrent operating lease liabilities			324				320
Other noncurrent liabilities			962				903
Total Liabilities			9,757				8,677
Commitments and Contingencies - Note I			—				—
Equity:
Common stock, par value $0.01 per share (60,050,859 shares and 60,309,739 shares outstanding at June 30, 2026 and December 31, 2025, respectively)			1				1
Preferred stock, $0.01 par value per share (10,000,000 shares authorized; no shares outstanding)			—				—
Additional paid-in capital			3,587				3,569
Accumulated other comprehensive earnings			94				60
Retained earnings			7,864				6,402
Total Shareholders' Equity			11,546				10,032
Noncontrolling interests			2				2
Total Equity			11,548				10,034
Total Liabilities and Equity		$	21,305			$	18,711

See accompanying notes to the consolidated financial statements.

Form 10-Q	3

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE EARNINGS

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions, except per share data)		2026				2025				2026				2025
Revenues		$	1,947			$	1,609			$	3,309			$	2,771
Cost of revenues			1,452				1,113				2,504				1,960
Gross Profit			495				496				805				811
Selling, general and administrative expenses			116				104				249				230
Acquisition, divestiture and integration expenses			18				2				24				4
Other operating income, net			(11	)			(23	)			(1	)			(14	)
Earnings from Operations			372				413				533				591
Interest expense			59				57				115				113
Other nonoperating income, net			(7	)			(9	)			(19	)			(19	)
Earnings from continuing operations before income tax expense			320				365				437				497
Income tax expense			64				73				101				101
Earnings from continuing operations			256				292				336				396
(Loss) Earnings from discontinued operations, net of income tax (benefit) expense			(5	)			36				1,428				48
Consolidated net earnings			251				328				1,764				444
Less: Net earnings attributable to noncontrolling interests			—				—				—				—
Net Earnings Attributable to Martin Marietta		$	251			$	328			$	1,764			$	444
Consolidated Comprehensive Earnings (See Note A)
Comprehensive earnings attributable to Martin Marietta		$	292			$	331			$	1,798			$	448
Comprehensive earnings attributable to noncontrolling interests			—				—				—				—
		$	292			$	331			$	1,798			$	448
Net Earnings (Loss) Attributable to Martin Marietta
Basic earnings per share from continuing operations		$	4.27			$	4.85			$	5.57			$	6.54
Basic (loss) earnings per share from discontinued operations			(0.09	)			0.59				23.75				0.79
Total basic earnings per share attributable to common shareholders		$	4.18			$	5.44			$	29.32			$	7.33
Diluted earnings per share from continuing operations		$	4.26			$	4.84			$	5.56			$	6.52
Diluted (loss) earnings per share from discontinued operations			(0.09	)			0.59				23.71				0.79
Total diluted earnings per share attributable to common shareholders		$	4.17			$	5.43			$	29.27			$	7.31
Weighted-Average Common Shares Outstanding
Basic			60.1				60.3				60.2				60.6
Diluted			60.2				60.4				60.3				60.7

See accompanying notes to the consolidated financial statements.

Form 10-Q	4

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOLIDATED STATEMENTS OF CASH FLOWS

		Six Months Ended
		June 30,
(in millions)		2026				2025
Cash Flows from Operating Activities
Consolidated net earnings		$	1,764			$	444
Adjustments to reconcile consolidated net earnings to net cash provided by operating activities:
Depreciation, depletion and amortization			371				321
Stock-based compensation expense			41				37
Gain on divestitures and sales of assets			(1,977	)			(15	)
Deferred income taxes, net			278				9
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures:
Accounts receivable, net			(269	)			(226	)
Inventories, net			61				(42	)
Accounts payable			55				48
Other assets and liabilities, net			25				35
Other items, net			(10	)			(6	)
Net Cash Provided by Operating Activities			339				605
Cash Flows from Investing Activities
Additions to property, plant and equipment			(314	)			(412	)
Acquisitions, net of cash acquired			(733	)			—
Proceeds from divestitures and sales of assets			469				18
Investments in life insurance contracts, net			10				1
Investments in limited liability company			—				(44	)
Other investing activities, net			—				(15	)
Net Cash Used for Investing Activities			(568	)			(452	)
Cash Flows from Financing Activities
Proceeds from borrowings			1,085				—
Repayments of debt			(460	)			—
Payments on finance lease obligations			(10	)			(12	)
Dividends paid			(102	)			(97	)
Repurchases of common stock			(200	)			(450	)
Shares withheld for employees’ income tax obligations			(27	)			(29	)
Other financing activities, net			(4	)			1
Net Cash Provided by (Used for) Financing Activities			282				(587	)
Net Increase (Decrease) in Cash and Cash Equivalents			53				(434	)
Cash and Cash Equivalents, beginning of period			67				670
Cash and Cash Equivalents, end of period		$	120			$	236

See accompanying notes to the consolidated financial statements.

Form 10-Q	5

MARTIN MARIETTA MATERIALS, INC. AND CONSOLIDATED SUBSIDIARIES

(UNAUDITED) CONSOL****IDATED 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 Earnings				Retained Earnings				Total Shareholders' Equity				Noncontrolling Interests				Total Equity
Balance at March 31, 2026			60,045,900			$	1			$	3,578			$	53			$	7,663			$	11,295			$	2			$	11,297
Consolidated net earnings			—				—				—				—				251				251				—				251
Other comprehensive earnings, net of tax			—				—				—				41				—				41				—				41
Dividends declared ($0.83 per common share)			—				—				—				—				(50	)			(50	)			—				(50	)
Issuances of common stock for stock award plans			4,959				—				—				—				—				—				—				—
Shares withheld for employees' income tax obligations			—				—				(1	)			—				—				(1	)			—				(1	)
Stock-based compensation expense			—				—				10				—				—				10				—				10
Balance at June 30, 2026			60,050,859			$	1			$	3,587			$	94			$	7,864			$	11,546			$	2			$	11,548
Balance at December 31, 2025			60,309,739			$	1			$	3,569			$	60			$	6,402			$	10,032			$	2			$	10,034
Consolidated net earnings			—				—				—				—				1,764				1,764				—				1,764
Other comprehensive earnings, net of tax			—				—				—				34				—				34				—				34
Dividends declared ($1.66 per common share)			—				—				—				—				(100	)			(100	)			—				(100	)
Issuances of common stock for stock award plans			66,575				—				4				—				—				4				—				4
Shares withheld for employees' income tax obligations			—				—				(27	)			—				—				(27	)			—				(27	)
Repurchases of common stock			(325,455	)			—				—				—				(202	)			(202	)			—				(202	)
Stock-based compensation expense			—				—				41				—				—				41				—				41
Balance at June 30, 2026			60,050,859			$	1			$	3,587			$	94			$	7,864			$	11,546			$	2			$	11,548

(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 March 31, 2025			60,278,790			$	1			$	3,563			$	(12	)		$	5,529			$	9,081			$	3			$	9,084
Consolidated net earnings			—				—				—				—				328				328				—				328
Other comprehensive earnings, net of tax			—				—				—				3				—				3				—				3
Dividends declared ($0.79 per common share)			—				—				—				—				(48	)			(48	)			—				(48	)
Issuances of common stock for stock award plans			26,949				—				—				—				—				—				—				—
Shares withheld for employees' income tax obligations			—				—				(7	)			—				—				(7	)			—				(7	)
Stock-based compensation expense			—				—				6				—				—				6				—				6
Balance at June 30, 2025			60,305,739			$	1			$	3,562			$	(9	)		$	5,809			$	9,363			$	3			$	9,366
Balance at December 31, 2024			61,126,646			$	1			$	3,550			$	(13	)		$	5,915			$	9,453			$	3			$	9,456
Consolidated net earnings			—				—				—				—				444				444				—				444
Other comprehensive earnings, net of tax			—				—				—				4				—				4				—				4
Dividends declared ($1.58 per common share)			—				—				—				—				(96	)			(96	)			—				(96	)
Issuances of common stock for stock award plans			89,924				—				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			—				—				37				—				—				37				—				37
Balance at June 30, 2025			60,305,739			$	1			$	3,562			$	(9	)		$	5,809			$	9,363			$	3			$	9,366

See accompanying notes to the consolidated financial statements.

Form 10-Q	6

(UNAUDITED) N****OTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A: ACCOUNTING POLICIES

Organization

Martin Marietta Materials, Inc. (the Company or Martin Marietta) is a natural resource-based building materials company. As of June 30, 2026, the Company supplies aggregates (crushed stone, sand and gravel) through its network of approximately 500 quarries, mines and distribution yards in 29 states, Canada and The Bahamas. Martin Marietta also provides other building materials, namely, asphalt and paving services and ready mixed concrete, in certain markets where the Company also has a notable aggregates position.

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.

In connection with closing an asset exchange during the quarter ended March 31, 2026 (see Note B), the Company updated its reportable segments. The Building Materials business includes two reportable segments: East Group (comprised of the East and Southwest divisions) and West Group (comprised of the Central and West divisions). Unless otherwise indicated, all comparative prior-period information presented in the related notes to the financial statements reflect the updated reportable segments.

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

The Company also operates a Specialties business, which represents a separate reportable segment. The Specialties business produces high-purity natural and synthetic magnesia-based products, including magnesium sulfate, magnesium oxide and magnesium hydroxide, used in environmental, industrial, agricultural, construction, consumer and specialty applications. The Specialties business also produces dolomitic lime, which is sold primarily to external customers for use in steel production and soil stabilization, and is used internally as raw material feedstock in synthetic magnesia production. Specialties' production facilities are located in Michigan, Ohio, Nevada, North Carolina, Indiana and Pennsylvania.

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 (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, 2025. 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 and cash flows for the interim periods. The consolidated results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results expected for other interim periods or the full year. The consolidated balance sheet at December 31, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by GAAP for complete financial statements. These consolidated financial

Form 10-Q	7

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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, 2025.

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 June 30, 2026, the Company has restricted cash of $8 million, which 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. There was no restricted cash at December 31, 2025.

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:

		June 30,				December 31,
(in millions)		2026				2025
Cash and cash equivalents		$	112			$	67
Restricted cash			8				—
Total cash, cash equivalents and restricted cash presented in the consolidated statements of cash flows		$	120			$	67

Consolidated Comprehensive Earnings and Accumulated Other Comprehensive Earnings (Loss)

Consolidated comprehensive earnings attributable to Martin Marietta are as follows:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Net earnings attributable to Martin Marietta		$	251			$	328			$	1,764			$	444
Other comprehensive earnings, net of tax			41				3				34				4
Consolidated comprehensive earnings attributable to Martin Marietta		$	292			$	331			$	1,798			$	448

Form 10-Q	8

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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

		Pension and Postretirement Benefit Plans				Foreign Currency				Accumulated Other Comprehensive Earnings (Loss)
(in millions)		Three Months Ended June 30, 2026
Balance at beginning of period		$	63			$	(10	)		$	53
Other comprehensive earnings (loss) before reclassifications, net of tax			48				(8	)			40
Amounts reclassified from accumulated other comprehensive earnings, net of tax			1				—				1
Other comprehensive earnings (loss), net of tax			49				(8	)			41
Balance at end of period		$	112			$	(18	)		$	94
		Three Months Ended June 30, 2025
Balance at beginning of period		$	(8	)		$	(4	)		$	(12	)
Other comprehensive earnings before reclassifications, net of tax			—				2				2
Amounts reclassified from accumulated other comprehensive loss, net of tax			1				—				1
Other comprehensive earnings, net of tax			1				2				3
Balance at end of period		$	(7	)		$	(2	)		$	(9	)

		Pension and Postretirement Benefit Plans				Foreign Currency				Accumulated Other Comprehensive Earnings (Loss)
(in millions)		Six Months Ended June 30, 2026
Balance at beginning of period		$	62			$	(2	)		$	60
Other comprehensive earnings (loss) before reclassifications, net of tax			48				(16	)			32
Amounts reclassified from accumulated other comprehensive earnings, net of tax			2				—				2
Other comprehensive earnings (loss), net of tax			50				(16	)			34
Balance at end of period		$	112			$	(18	)		$	94
		Six Months Ended June 30, 2025
Balance at beginning of period		$	(9	)		$	(4	)		$	(13	)
Other comprehensive earnings before reclassifications, net of tax			—				2				2
Amounts reclassified from accumulated other comprehensive loss, net of tax			2				—				2
Other comprehensive earnings, net of tax			2				2				4
Balance at end of period		$	(7	)		$	(2	)		$	(9	)

Form 10-Q	9

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The $48 million, net of tax, other comprehensive earnings before reclassifications in the Pension and Postretirement Benefit Plans for the three and six months ended June 30, 2026 reflects the remeasurement of the funded status of the Company’s qualified pension plan, required as a result of a curtailment event (see Note H).

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

		Pension and Postretirement Benefit Plans
		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Balance at beginning of period		$	17			$	40			$	18			$	41
Tax effect of other comprehensive earnings			(15	)			—				(16	)			(1	)
Balance at end of period		$	2			$	40			$	2			$	40

Reclassifications out of accumulated other comprehensive earnings (loss) are as follows:

		Three Months Ended								Six Months Ended								Affected line items in the consolidated
		June 30,								June 30,								statements of earnings
(in millions)		2026				2025				2026				2025				and comprehensive earnings
Pension and postretirement benefit plans
Curtailment gain		$	(5	)		$	—			$	(5	)		$	—
Settlement charge			5				—				5				—
Amortization of:
Prior service cost			1				1				3				3
Actuarial loss			—				—				1				—
			1				1				4				3			Other nonoperating income, net
Tax effect			—				—				(2	)			(1	)		Income tax expense
Total		$	1			$	1			$	2			$	2

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.

Form 10-Q	10

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Basic weighted-average common shares outstanding			60.1				60.3				60.2				60.6
Effect of dilutive employee and director awards			0.1				0.1				0.1				0.1
Diluted weighted-average common shares outstanding			60.2				60.4				60.3				60.7

New Accounting Pronouncement

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 certain expense captions 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 for prior periods 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.

NOTE B: BUSINESS COMBINATIONS, DIVESTITURES, DISCONTINUED OPERATIONS AND ASSETS AND LIABILITIES HELD FOR SALE

Business Combinations

Lhoist North America, Inc.

On June 27, 2026, the Company entered into a definitive agreement to acquire Lhoist North America, Inc. (LNA), a subsidiary of Lhoist Group, for $13.5 billion. Consideration will consist of $7.0 billion in cash (subject to customary adjustments) and 10,953,543 newly-issued shares of Martin Marietta common stock, par value $0.01 per share (the Consideration Shares), with a value of $6.5 billion based on the volume-weighted average trading price of Martin Marietta common stock for the 15 trading days ending on June 26, 2026. Following the closing, LNA is expected to hold approximately 15% of the outstanding Martin Marietta common stock based upon the outstanding shares of Martin Marietta common stock as of June 26, 2026. The transaction is expected to be completed in the second half of 2026, subject to regulatory approvals and other customary closing conditions.

LNA is a leading producer of high-calcium lime, dolomitic lime and industrial mineral products, serving a diversified set of end markets through a network of 20 quarries and production facilities and 45 distribution terminals. With more than two billion tons of high-quality limestone reserves and strategic positioning primarily in high-growth Sun Belt metropolitan corridors, this transaction is expected to strengthen the Company's portfolio by expanding its complementary, upstream

Form 10-Q	11

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

Specialties business in lime and other industrial minerals and by enhancing its ability to better serve new and existing customers. The transaction is further expected to enhance the Company's long-term earnings durability, geographic diversification and exposure to attractive industrial and infrastructure-related end markets.

On June 27, 2026, the Company secured a bridge funding commitment to temporarily fund the acquisition, if necessary. The related $26 million fee for the commitment is capitalized as of June 30, 2026 and will be amortized over the bridge funding commitment period. In anticipation of the pending transaction, on July 15, 2026, the Company secured a three-year senior unsecured term loan commitment in the aggregate principal amount of $1.5 billion. No borrowings are expected to be made until the closing of the transaction.

New Frontier Materials LLC.

On May 15, 2026, the Company acquired New Frontier Materials LLC (NFM), a complementary bolt-on aggregates-led business operating in the greater St. Louis metropolitan area. The acquired aggregates assets produce over 8 million tons annually and enhance the Company's existing footprint in its Central Division. 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 remained open as of June 30, 2026. Specific accounts subject to ongoing purchase accounting adjustments include, but are not limited to, inventories; property, plant and equipment; goodwill and other intangible assets; other assets; 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 to other business combination disclosures, including pro-forma results of operations.

QUIKRETE Holdings, Inc.

On February 23, 2026, the Company completed its asset exchange with QUIKRETE Holdings, Inc. (QUIKRETE). Under the terms of the transaction, Martin Marietta acquired aggregates operations producing approximately 20 million tons annually in Virginia, Missouri, Kansas and Vancouver, British Columbia, an asphalt and paving business in Vancouver, British Columbia, and $450 million in cash. In exchange, QUIKRETE acquired the Company’s Midlothian cement plant, related cement distribution terminals, Texas ready mixed concrete assets and certain nonoperating land. The acquired aggregates facilities complement Martin Marietta's existing geographic footprint in its Central Division and allow the Company to expand into new growth platforms in Virginia and the Pacific Northwest.

The Company determined and recorded the preliminary acquisition-date fair values of assets acquired and liabilities assumed, which are subject to additional reviews that are not yet complete. As such, these amounts are subject to change during the measurement period, which extends no longer than one year from the consummation date, and remained open as of June 30, 2026. Notably, during the measurement period, the Company increased the acquisition-date fair value of property, plant and equipment by $71 million, increased other liabilities by $30 million and reduced goodwill by $23 million. Specific accounts subject to ongoing purchase accounting adjustments include, but are not limited to, inventories; property, plant and equipment; intangible assets; other assets; other liabilities; deferred income taxes and goodwill. Of the total goodwill generated by the transaction, $142 million is not deductible and $55 million is deductible for income tax purposes.

Form 10-Q	12

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The following is a summary of the preliminary estimated fair values of the assets acquired and liabilities assumed as of February 23, 2026:

(in millions)
Assets:
Cash		$	470
Inventories			109
Property, plant and equipment 1			2,493
Intangible assets, other than goodwill			45
Other assets			18
Total assets			3,135
Liabilities:
Deferred income taxes			84
Asset retirement obligations			13
Other liabilities			60
Total liabilities			157
Net identifiable assets acquired			2,978
Goodwill			197
Total consideration		$	3,175

1 Includes mineral reserves of $2.1 billion.

Revenues and pretax loss attributable to QUIKRETE included in the Company's consolidated statements of earnings and comprehensive earnings were $130 million and $26 million, respectively, for the three months ended June 30, 2026 and $172 million and $40 million, respectively, for the six months ended June 30, 2026. The pretax loss for the three and six months ended June 30, 2026 includes a charge of $45 million and $67 million, respectively, associated with the sale of acquired inventory after its markup to fair value in purchase accounting.

The following unaudited pro forma financial information summarizes the combined results of the continuing operations for the Company and QUIKRETE as though the companies had been combined as of January 1, 2025. The unaudited pro forma financial information does not purport to project the future financial position or operating results of the combined company. Consistent with the assumed acquisition date of January 1, 2025, the pro forma financial results include $10 million of after-tax acquisition and integration expenses and a $50 million after-tax charge associated with the sale of inventory after its markup to fair value in purchase accounting for the six months ended June 30, 2025.

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, 2025:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Revenues		$	1,947			$	1,732			$	3,359			$	2,966
Net earnings from continuing operations attributable to Martin Marietta		$	291			$	315			$	398			$	362

Form 10-Q	13

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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 expanded the Company's product offerings to new and existing customers and enhanced 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. Accordingly, these amounts are subject to change during the measurement period, which extends no longer than one year from the consummation date, and remained open as of June 30, 2026. 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 to other business combination disclosures, including pro-forma results of operations.

Divestitures

On February 23, 2026, the Company divested its Midlothian cement plant, related cement distribution terminals, Texas ready mixed concrete plants and certain nonoperating land as part of the QUIKRETE asset exchange. The divestiture of the Company's sole cement business and remaining Texas ready mixed concrete operations optimizes its portfolio and product mix and preserves financial flexibility to pursue future pure-play aggregates growth opportunities.

The transaction resulted in an after-tax gain of $1.4 billion, which is included in earnings from discontinued operations, net of income tax expense, in the Company's consolidated statement of earnings and comprehensive earnings for the six months ended June 30, 2026 and excludes transaction expenses associated with the divestiture.

Discontinued Operations

The associated financial results for the Company's Midlothian cement plant, related cement distribution terminals and Texas ready mixed concrete plants, which are part of the East Group, are reported as discontinued operations on the consolidated statements of earnings and comprehensive earnings through their February 23, 2026 divestiture date.

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

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Revenues		$	—			$	202			$	108			$	393
Cost of revenues			1				154				100				325
Gross (loss) profit		$	(1	)		$	48			$	8			$	68
Pretax (loss) earnings from operations		$	(6	)		$	46			$	(13	)		$	61
Pretax (loss) gain on divestiture			(1	)			—				1,962				—
Pretax (loss) earnings			(7	)			46				1,949				61
Income tax (benefit) expense			(2	)			10				521				13
(Loss) Earnings from discontinued operations, net of income tax (benefit) expense		$	(5	)		$	36			$	1,428			$	48

Form 10-Q	14

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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

		Six Months Ended
		June 30,
(in millions)		2026				2025
Net cash (used for) provided by operating activities		$	(67	)		$	80
Additions to property, plant and equipment		$	(18	)		$	(57	)
Proceeds from divestitures and sales of assets			450				2
Net cash provided by (used for) investing activities		$	432			$	(55	)
Net cash used for financing activities		$	—			$	(3	)

Assets and Liabilities Held for Sale

Assets and liabilities held for sale at June 30, 2026 include certain nonoperating land. At December 31, 2025, assets and liabilities held for sale also included the Company's Midlothian cement plant, related cement distribution terminals and Texas ready mixed concrete plants, which were subsequently divested in February 2026.

Assets and liabilities held for sale are as follows:

		Continuing Operations				Continuing Operations				Discontinued Operations				Total
(in millions)		June 30, 2026				December 31, 2025
Inventories, net		$	—			$	—			$	98			$	98
Investment land			6				11				—				11
Property, plant and equipment			—				—				486				486
Goodwill			—				—				374				374
Intangible assets, excluding goodwill			—				—				249				249
Operating lease right-of-use assets			—				—				10				10
Other assets			—				—				2				2
Total current assets held for sale		$	6			$	11			$	1,219			$	1,230
Lease obligations		$	—			$	—			$	22			$	22
Other liabilities			—				—				12				12
Total current liabilities held for sale		$	—			$	—			$	34			$	34

NOTE C: GOODWILL AND OTHER INTANGIBLE ASSETS

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

		East				West
(in millions)		Group				Group				Specialties				Total
Balance at January 1, 2026		$	1,733			$	1,672			$	209			$	3,614
Acquisitions			21				370				—				391
Divestitures			(10	)			—				—				(10	)
Adjustments to purchase price allocations			(1	)			(23	)			(6	)			(30	)
Foreign currency translation			—				(6	)			—				(6	)
Balance at June 30, 2026		$	1,743			$	2,013			$	203			$	3,959

Form 10-Q	15

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

All intangible assets acquired during 2026 are from business combinations and are as follows:

(in millions, except year data)		Amount				Weighted-average amortization period
Subject to amortization:
Customer relationships		$	108			17 years
Use rights and other			13			25 years
Total		$	121			18 years

NOTE D: INVENTORIES, NET

		June 30,				December 31,
(in millions)		2026				2025
Finished products		$	1,458			$	1,378
Products in process			24				14
Raw materials			66				49
Supplies and expendable parts			132				124
Total inventories			1,680				1,565
Less: allowances			(511	)			(487	)
Inventories, net		$	1,169			$	1,078

NOTE E: DEBT

		June 30,				December 31,
(in millions)		2026				2025
3.450% Senior Notes, due 2027			300				299
3.500% Senior Notes, due 2027			494				493
2.500% Senior Notes, due 2030			474				473
2.400% Senior Notes, due 2031			891				891
5.150% Senior Notes, due 2034			739				739
6.25% Senior Notes, due 2037			229				229
4.250% Senior Notes, due 2047			591				591
3.200% Senior Notes, due 2051			851				851
5.500% Senior Notes, due 2054			727				727
Revolving Facility1			95				—
Trade Receivable Facility2			560				30
Total debt			5,951				5,323
Less: current maturities			(860	)			(30	)
Long-term debt		$	5,091			$	5,293

1 Borrowings 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. Revolving Facility interest rate is 4.75*% at June 30, 2026. Any outstanding principal amounts, together with interest accrued thereon, are due in full on the maturity date.*

2 Borrowings bear interest at a rate equal to the Adjusted Term Secured Overnight Financing Rate (Adjusted Term SOFR), as defined, plus 0.7*%. Trade Receivable Facility interest rate is* 4.32*% and* 4.57*% at June 30, 2026 and December 31, 2025, respectively.*

Form 10-Q	16

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

On May 14, 2026, the Company requested, and lenders consented to, an increase in the borrowing base of the Trade Receivable Facility from $400 million to $600 million. The Company funded the NFM acquisition (see Note B) using cash on hand and short-term borrowings under the Trade Receivable Facility.

The Company's credit facilities contain the following provisions:

		Revolving		Trade Receivable
		Facility		Facility*
Facility limit		$800 million		$600 million
Lenders		Syndicate of banks		Syndicate of banks
Maturity date		December 21, 2030		September 16, 2026
** Borrowings limited to lesser of facility limit or borrowing base, as defined*

Available borrowings under the Revolving Facility are reduced by any outstanding letters of credit issued by the Company under the Revolving Facility. At June 30, 2026 and December 31, 2025, the Company had $3 million of outstanding letters of credit issued under the Revolving Facility.

As of June 30, 2026, the Revolving Facility 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 month period (the Ratio) not to 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 the three preceding quarters so long as the Ratio calculated without such exclusion does not exceed 4.25x.

On July 10, 2026, the Company amended its Revolving Facility financial covenant provisions to allow for a maximum ratio of (a) 4.75x for the first three quarters after closing the pending LNA transaction; (b) 4.25x for the next succeeding three quarters; and (c) 3.75x thereafter, provided that the Company may exclude from the Ratio debt incurred in connection with certain acquisitions for a period of four quarters so long as the Ratio calculated without such exclusion does not exceed 4.25x. Additionally, if no amounts are outstanding under the Revolving Facility or the Company's Trade Receivable Facility, consolidated debt, as defined, which includes debt for which the Company is a guarantor, is reduced by the lesser of $500 million or the sum of the Company’s unrestricted cash and temporary investments, for purposes of the covenant calculation. The Trade Receivable Facility contains a cross-default provision to the Company’s other debt agreements. The Company was in compliance with the Ratio at June 30, 2026.

NOTE F: FINANCIAL INSTRUMENTS

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

The carrying value and fair value of the Company’s debt were $6.0 billion and $5.4 billion, respectively, at June 30, 2026 and $5.3 billion and $4.9 billion, respectively, at December 31, 2025. Due to their short-term nature, the carrying value of Trade Receivable Facility borrowings approximates their fair value. The estimated fair value of the Company’s publicly-registered long-term debt was estimated based on Level 2 of the fair value hierarchy using observable market data.

Form 10-Q	17

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

NOTE G: 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 23.3% and 20.3% for the six months ended June 30, 2026 and 2025, respectively. The higher 2026 effective income tax rate compared with 2025 was primarily attributable to the revaluation of deferred tax liabilities driven by changes in the state jurisdictional mix of the business following the QUIKRETE transaction.

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 six months ended June 30, 2026, the Company's annualized effective tax rate includes the proportional amortization of these investments of $11 million, offset by other tax benefits of $10 million. For the six months ended June 30, 2025, the Company's annualized effective tax rate included the proportional amortization of these investments of $46 million, offset by $42 million of tax credits and $8 million of other tax benefits. Unfunded commitments related to these tax equity investments as of June 30, 2026 and December 31, 2025 are recorded in Unpaid commitments in limited liability companies on the consolidated balance sheets.

NOTE H: PENSION BENEFITS

In connection with the Company's divestiture of its Midlothian cement plant, related cement distribution terminals, and Texas ready mixed concrete plants (see Note B), certain employees ceased to be active participants in the Company's qualified defined benefit pension plan. This event represented a curtailment and required the Company to remeasure its projected benefit obligation and plan assets in late April and early May.

The Company elected a practical expedient and performed the remeasurement as of April 30, 2026, the month-end measurement date nearest to when the affected employees ceased to be active participants in the plan. The discount rate for the remeasurement was 6.21% compared with 6.00% prior to the remeasurement. As a result of the remeasurement, the Company recognized a curtailment gain of $5 million during the quarter ended June 30, 2026.

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

		Three Months Ended June 30,								Six Months Ended June 30,
(in millions)		2026				2025				2026				2025
Service cost		$	4			$	9			$	17			$	18
Interest cost			7				14				30				29
Expected return on assets			(11	)			(20	)			(47	)			(41	)
Amortization of:
Prior service cost			1				1				3				3
Actuarial loss			—				—				1				1
Curtailment gain			(5	)			—				(5	)			—
Settlement charge			5				—				5				—
Net periodic benefit cost		$	1			$	4			$	4			$	10

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.

Form 10-Q	18

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

NOTE I: 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 it 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 based on currently available facts.

Other Environmental Matters

The Company’s operations are subject to and affected by federal, state and local laws and regulations relating to the environment, health and safety, and other regulatory matters. Certain of the Company’s operations may, from time to time, involve the use of substances that are classified as toxic or hazardous within the meaning of these laws and regulations. Environmental operating permits are, or may be, required for certain of the Company’s operations, and such permits are subject to modification, renewal and revocation.

The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, the risk of environmental remediation liability is inherent in the operation of the Company’s businesses, as it is with other companies engaged in similar businesses. The Company has no material provisions for environmental remediation liabilities and does not believe such liabilities will have a material adverse effect on the Company.

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 June 30, 2026, the Company was contingently liable for $29 million in letters of credit.

Surety Bonds

At June 30, 2026, the Company was contingently liable for surety bonds required by certain governments and their related agencies. The bonds are provided in the normal course of business and are principally for certain insurance claims, construction contracts, reclamation obligations and mining permits guaranteeing the Company’s own performance. The Company has indemnified the underwriting insurance company against any exposure under the surety bonds. Based on the Company’s historical experience, no material claims have been made against these financial instruments.

NOTE J: 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 (see Note A for 2026 changes to the components of the East Group and West Group reportable segments). The Specialties business represents a separate operating and reportable segment.

Form 10-Q	19

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

The Company’s Chief Operating Decision Maker (CODM) is the Chief Operating 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 (loss) from operations, as management believes this is the best metric of segment profitability and operating performance. Segment earnings (loss) from operations is also a measure used in determining incentive compensation targets and awards. Segment earnings (loss) from operations includes revenues less cost of revenues; selling, general and administrative expenses; other operating income and expenses, net; and excludes 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 raw materials, 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.

The following tables display selected financial data for the Company’s reportable segments and reflect continuing operations only. 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. Income tax expense is not allocated to the Company's reportable segments.

		Three Months Ended June 30, 2026
(in millions)		East Group				West Group				Specialties				Total Reportable Segments				Corporate				Total
Segment Revenues		$	972			$	823			$	152			$	1,947			$	—			$	1,947
Less:
Labor and benefits expense			94				119				22				235				—				235
Depreciation, depletion and amortization expense			90				88				11				189				1				190
Energy expense			48				45				11				104				—				104
Other costs of revenues			341				396				47				784				6				790
External freight expense1			68				54				11				133				—				133
Selling, general and administrative expenses			45				39				8				92				24				116
Acquisition, divestiture and integration expenses			—				—				—				—				18				18
Other operating (income) expense, net			(9	)			1				—				(8	)			(3	)			(11	)
Segment Earnings (Loss) from Operations		$	295			$	81			$	42			$	418			$	(46	)		$	372
Interest expense																							59
Other nonoperating income, net																							(7	)
Consolidated earnings from continuing operations before income tax expense																						$	320

Form 10-Q	20

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

		Three Months Ended June 30, 2025
(in millions)		East Group				West Group				Specialties				Total Reportable Segments				Corporate				Total
Segment Revenues		$	878			$	641			$	90			$	1,609			$	—			$	1,609
Less:
Labor and benefits expense			91				94				10				195				—				195
Depreciation, depletion and amortization expense			82				51				4				137				1				138
Energy expense			35				31				8				74				—				74
Other costs of revenues			268				309				23				600				8				608
External freight expense1			57				32				9				98				—				98
Selling, general and administrative expenses			41				35				5				81				23				104
Acquisition, divestiture and integration expenses			—				—				—				—				2				2
Other operating expense (income), net			2				(3	)			—				(1	)			(22	)			(23	)
Segment Earnings (Loss) from Operations		$	302			$	92			$	31			$	425			$	(12	)		$	413
Interest expense																							57
Other nonoperating income, net																							(9	)
Consolidated earnings from continuing operations before income tax expense																						$	365

		Six Months Ended June 30, 2026
(in millions)		East Group				West Group				Specialties				Total Reportable Segments				Corporate				Total
Segment Revenues		$	1,807			$	1,208			$	294			$	3,309			$	—			$	3,309
Less:
Labor and benefits expense			186				203				45				434				—				434
Depreciation, depletion and amortization expense			172				148				21				341				2				343
Energy expense			85				69				23				177				—				177
Other costs of revenues			625				588				89				1,302				12				1,314
External freight expense1			131				84				21				236				—				236
Selling, general and administrative expenses			89				75				18				182				67				249
Acquisition, divestiture and integration expenses			—				—				—				—				24				24
Other operating (income) expense, net			(6	)			3				—				(3	)			2				(1	)
Segment Earnings (Loss) from Operations		$	525			$	38			$	77			$	640			$	(107	)		$	533
Interest expense																							115
Other nonoperating income, net																							(19	)
Consolidated earnings from continuing operations before income tax expense																						$	437

Form 10-Q	21

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

		Six Months Ended June 30, 2025
(in millions)		East Group				West Group				Specialties				Total Reportable Segments				Corporate				Total
Segment Revenues		$	1,636			$	958			$	177			$	2,771			$	—			$	2,771
Less:
Labor and benefits expense			175				170				21				366				—				366
Depreciation, depletion and amortization expense			157				99				8				264				2				266
Energy expense			67				51				17				135				—				135
Other costs of revenues			508				464				40				1,012				8				1,020
External freight expense1			105				51				17				173				—				173
Selling, general and administrative expenses			83				72				10				165				65				230
Acquisition, divestiture and integration expenses			—				—				—				—				4				4
Other operating expense (income), net			2				1				—				3				(17	)			(14	)
Segment Earnings (Loss) from Operations		$	539			$	50			$	64			$	653			$	(62	)		$	591
Interest expense																							113
Other nonoperating income, net																							(19	)
Consolidated earnings from continuing operations before income tax expense																						$	497

1 External freight expense is pass-through for East and West Groups

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

As of December 31, 2025, assets held for sale associated with discontinued operations are predominantly included in the East Group. The decrease in assets employed in the East Group as of June 30, 2026 reflects the February 2026 divestiture of the Company's Texas cement and ready mixed concrete assets and is partially offset by the assets acquired in the QUIKRETE transaction (see Note B) located within the Company's East Division. The increase in assets employed in the West Group as of June 30, 2026 is primarily due to assets acquired in the QUIKRETE transaction located within the Company's Central and West Divisions, as well as the NFM acquisition.

		June 30,				December 31,
(in millions)		2026				2025
Assets employed
East Group		$	10,381			$	10,880
West Group			8,829				5,875
Specialties			900				883
Total reportable segments			20,110				17,638
Corporate			1,195				1,073
Total		$	21,305			$	18,711

Form 10-Q	22

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

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

		Six Months Ended
		June 30,
(in millions)		2026				2025
Total property additions, including the impact of acquisitions
East Group		$	695			$	192
West Group			2,456				117
Specialties			18				16
Total reportable segments			3,169				325
Corporate			7				11
Total		$	3,176			$	336

		Six Months Ended
		June 30,
(in millions)		2026				2025
Property additions through business combinations
East Group		$	587			$	—
West Group			2,375				—
Specialties			6				—
Total reportable segments			2,968				—
Corporate			—				—
Total		$	2,968			$	—

NOTE K: 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. Interproduct revenues represent sales from the aggregates product line to the Company's other building materials product line, namely, asphalt and paving operations and ready mixed concrete.

Form 10-Q	23

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in millions)		2026				2025				2026				2025
Revenues
Building Materials business:
Aggregates		$	1,533			$	1,320			$	2,675			$	2,322
Other Building Materials			303				271				420				393
Less: interproduct revenues			(41	)			(72	)			(80	)			(121	)
Total Building Materials business			1,795				1,519				3,015				2,594
Specialties			152				90				294				177
Total		$	1,947			$	1,609			$	3,309			$	2,771
Gross profit (loss)
Building Materials business:
Aggregates		$	418			$	430			$	706			$	726
Other Building Materials			34				39				18				21
Total Building Materials business			452				469				724				747
Specialties			50				36				95				74
Corporate			(7	)			(9	)			(14	)			(10	)
Total		$	495			$	496			$	805			$	811

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 generally based on contractual billing schedules and may, in certain circumstances, be contingent upon receipt of payment by the customer.

Future revenues from unsatisfied performance obligations at June 30, 2026 and 2025 were $240 million and $252 million, respectively, where the remaining periods to complete these obligations ranged from one month to 52 months and one month to 30 months, respectively.

Service Revenues

Service revenues were $107 million and $102 million for the three months ended June 30, 2026 and 2025, respectively, and reported in the West Group. Service revenues for the six months ended June 30, 2026 and 2025 were $126 million and $137 million, respectively. Service revenues include paving operations in Colorado and British Columbia. The British Columbia paving operations were acquired on February 23, 2026. During the three and six months ended June 30, 2025, service revenues also included the Company's California paving operations, which were divested in April 2025.

Form 10-Q	24

(UNAUDITED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Continued)

NOTE L: SUPPLEMENTAL CASH FLOW INFORMATION

Noncash investing and financing activities are as follows:

		Six Months Ended
		June 30,
(in millions)		2026				2025
Acquisition of assets through asset exchange		$	2,725			$	—
Accrued liabilities for purchases of property, plant and equipment		$	34			$	61
Right-of-use assets obtained in exchange for new operating lease liabilities		$	43			$	42
Right-of-use assets obtained in exchange for new finance lease liabilities		$	19			$	16
Remeasurement of finance lease right-of-use assets		$	—			$	50
Remeasurement of operating lease right-of-use assets		$	7			$	(1	)
Accrued fee for bridge funding commitment		$	26			$	—
Accrued benefits on life insurance contracts		$	—			$	5

Right-of-use assets obtained in exchange for new operating lease liabilities for the six months ended June 30, 2026 include $10 million of operating leases assumed in connection with the QUIKRETE asset exchange.

Supplemental disclosures of cash flow information are as follows:

		Six Months Ended
		June 30,
(in millions)		2026				2025
Cash paid for interest, net of capitalized amount		$	110			$	115
Cash paid for income taxes, net of refunds		$	296			$	32

Form 10-Q	25