FALK THOMAS J 4

4 · LOCKHEED MARTIN CORP · Filed Feb 18, 2026

AI-generated summary of this filing

Updated Feb 18, 2026

Lockheed Martin Director Thomas J. Falk Receives Phantom Stock Award

What Happened

Thomas J. Falk, a non‑employee director of Lockheed Martin (LMT), was granted 260.504 phantom stock units on 2026-02-13. The award is recorded as a derivative grant (phantom units) valued at $652.58 per share, equal to about $170,000 in total.
This was an equity award (not an open‑market purchase or sale). Phantom stock units convert to common stock on a one‑for‑one basis when settled and are treated as a grant of deferred compensation.

Key Details

Transaction date: 2026-02-13; filing date: 2026-02-18 (filed 5 days after the transaction).
Grant terms: Acquired at $652.58 per share (per footnote); 50% vests June 30 following the award, 50% vests December 31 following the award. Vesting accelerations on retirement (age limit), death, disability, change in control, or partial vesting on failure to stand for reelection.
Holdings after transaction: The filing does not state a total post‑transaction common share count; footnote notes holdings include dividend reinvestment.
Filing notes: Award is granted under the Lockheed Martin Amended and Restated Directors Equity Plan and is exempt under Rule 16b‑3.
Exhibits: Includes Power of Attorney (Exhibit 24) and substitute POA.

Context

Phantom stock units are a deferred‑compensation form that converts to common shares one‑for‑one on settlement (or may be settled in cash at the director’s election in many cases). This award is routine director compensation rather than a buy/sell signal by management.

Form 4

Period: 2026-02-13

Director

Transactions

Award
Phantom Stock Units
[F1][F2][F3]
2026-02-13+260.504→ 15,453.752 total(indirect: Lockheed Martin Directors Equity Plan)
→ Common Stock (260.504 underlying)

Footnotes (3)

[F1]Phantom stock units convert to common stock on a one-for-one basis.
[F2]In accordance with the Lockheed Martin Corporation Amended and Restated Directors Equity Plan, each non-employee director received an award of phantom stock units, which award is exempt under Rule 16b-3. The phantom stock units were acquired at $652.58 per share and vest 50% on June 30 following the award date and 50% on December 31 following the award date. All unvested awards will vest in full upon retirement due to the age limitation in the bylaws, death, disability or change in control, or one-third upon failure to stand for reelection. Settlement in cash or stock (as elected by the director) will occur upon the Reporting Person's termination of service, except that non-employee directors who have satisfied our stock ownership guidelines may elect to have the payment of awards (together with any dividend equivalents thereon) made on the first business day of April following vesting of the award.
[F3]Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment.

Signature

Thomas J. Falk, by Lynda M. Noggle, Attorney-in-fact|2026-02-18

3 files