Cardin Robert J 4
4 · MARTIN MARIETTA MATERIALS INC · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Martin Marietta (MLM) SVP Robert Cardin Receives Award, Sells 822 Shares
What Happened
Robert J. Cardin, SVP, Controller & CAO of Martin Marietta Materials (MLM), had performance share units (PSUs) settled into 1,869 common shares on February 17, 2026 (acquired at $0 as an award). On the same date he disposed of 822 of those shares to satisfy tax withholding at $666.53 per share, yielding $547,888. The PSUs vested as of December 31, 2025; the Management Development and Compensation Committee certified performance achievement and approved settlement on February 17, 2026.
Key Details
- Transaction dates: February 17, 2026 (settlement of PSUs and tax-withholding sale).
- Award: 1,869 shares received (code A) at $0 — settlement of PSUs granted Feb 24, 2023 for performance period 1/1/2023–12/31/2025 (see footnote F1).
- Tax withholding sale: 822 shares disposed (code F) at $666.53/share for proceeds of $547,888.
- Net shares delivered to the insider after withholding: 1,869 − 822 = 1,047 shares.
- Shares owned after transaction: not specified in this Form 4.
- Filing timeliness: Reported Feb 19, 2026 for a Feb 17, 2026 event — appears timely.
- Footnote: F1 explains the PSUs were performance-based awards that vested based on results for 2023–2025 and were settled upon certification.
Context
This was a PSU settlement with a routine tax-withholding sale (not an open-market investment sale). The acquisition at $0 reflects award settlement rather than a cash purchase. Sales to cover taxes are common and do not necessarily indicate the insider's view on the stock.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-17+1,869→ 12,935 total - Tax Payment
Common Stock
2026-02-17$666.53/sh−822$547,888→ 12,113 total
Footnotes (1)
- [F1]Represents the settlement of performance share units into common stock that were granted under the Martin Marietta Amended and Restated Stock Based Award Plan on February 24, 2023. The ultimate amount of shares to be received under the grant depended on the achievement of performance goals during a three-year performance period from January 1, 2023, through December 31, 2025. On February 17, 2026, Martin Marietta's Management Development and Compensation Committee certified the attainment of the applicable performance goals and approved the settlement of the PSU grant. The shares underlying the PSUs vested on December 31, 2025.