Martin Marietta Materials (MLM) Risk Factor Changes

Transportation logistics play an important role in allowing us to supply products to our customers, whether by road, rail or water.

Our Specialties business sells some of its products to companies in the steel industry.

Our businesses require a continued supply of diesel fuel, natural gas, coal, petroleum coke and other energy.

Our paving operations face challenges when our contracts have penalties for late completion.

Our ready-mixed concrete, asphalt and paving operations present additional risks to our business.

Our Specialties business faces currency risks from its overseas activities.

We may be required to obtain financing in order to fund certain strategic acquisitions, if they arise, or to refinance our outstanding debt or for other corporate purposes.

Our access to and cost of capital may be adversely affected.

Goodwill and other certain acquired intangible assets expected to contribute indefinitely to our cash flows are not amortized, but must be evaluated for impairment by management at least annually.

The property and machinery needed to produce our products are very costly.

In addition, because of our reliance on our senior management team, the unanticipated departure of any key member could have an adverse effect on our business.

We depend on the recruitment and retention of qualified personnel, and our failure to attract and retain such personnel could adversely affect our business, disrupt our operations or increase costs.

Labor unions represented 13% of the hourly employees of our Building Materials business and 59% of the hourly employees of our Specialties business as of December 31, 2025.

Investors, other stakeholders, and U.S.

Investor and stakeholder focus on climate change and sustainability matters and any related reporting obligations may increase our costs and impact our businesses.

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Rising interest rates could also result in disruptions in the credit markets, which could affect our business.

Notably, demand in the residential construction market in which we sell our aggregates products is affected by interest rates.

Our businesses are sensitive to interest-rate and credit conditions because a substantial portion of demand for our products is tied to the construction markets.

Compliance with current or future climate-related rules could require capital investments, changes in operating practices, procurement of emissions allowances or credits, or participation in carbon markets.

Federal, state, and local authorities continue to propose and implement climate-related requirements, including greenhouse gas (GHG) emissions limits, the use of alternative fuels, carbon credits (such as a cap-and-tr…

We are involved from time to time in litigation and claims arising from our operations.

Our operations involve inherent environmental, manufacturing, operating and handling risks.

Future events, including changes in existing laws or regulations or enforcement policies, or further investigation or evaluation of the potential health hazards of some of our products or business activities, may resu…

Many federal, state and local requirements governing zoning, land use, air emissions (including carbon dioxide and other greenhouse gases), water use, allocation and discharges, waste management, noise and dust contro…

Changes in laws, regulations, and enforcement practices, including zoning, land use, the environment, health and safety, as well as litigation relating to these matters, affect our businesses.

We have a successful history of business acquisitions and combinations and integration of these businesses into our heritage operations.

The heavy-side construction business is conducted outdoors.

Our Building Materials business is seasonal and sensitive to weather and climate-related conditions that can significantly disrupt operations, shipments and demand.

While our business operations cover a wide geographic area, our earnings depend on the strength of the local economies in which we operate due to the high cost to transport our products relative to their selling price.

aggregates and cement products.

We are dependent on information technology and our systems and infrastructure face certain risks, including cybersecurity risks and data leakage risks.

Our Magnesia Specialties business has fixed-price agreements for 43% of its anticipated 2025 coal, petroleum coke and natural gas needs.

Short supplies and high costs of fuel, energy and raw materials affect our businesses.

Our ready mixed concrete and asphalt and paving operations typically generate lower profit margins than our aggregates and cement operations due to potentially volatile input costs, highly competitive market dynamics…

Our ready mixed concrete and asphalt and paving product lines have lower profit margins and operating results can be more volatile.

Disruptions in the credit markets could affect our business.

Goodwill and other certain acquired intangible assets expected to contribute indefinitely to our cash flows are not amortized, but must be evaluated for impairment by management at least annually.

Our businesses could be adversely affected by outbreak of disease, epidemic or pandemic, or similar public health threat, or fear of such an event and its related economic and societal response.

A number of factors may increase our future effective income tax rate, including:

Increases in our effective income tax rate may harm our results of operations.

Our businesses could be impacted by rising or sustained high interest rates.

Our products are used in public infrastructure projects, which include the construction, maintenance and improvement of highways, streets, roads, bridges, schools and similar projects.

Our business is dependent on funding from a combination of federal, state and local sources.

Given the nature of our operations, physical impacts of weather patterns may include disruptions in production, regional supply or product distribution networks, as well as negative impacts on the price or availabilit…

Weather patterns may result in physical impacts that could have adverse effects on our operations or financial condition.

phased-in implementation schedule, climate-related risk reporting for certain companies and heightened disclosure standards around net zero emissions claims, carbon-neutral claims or significant GHG emissions reductio…

Various states where we have operations have enacted or are considering climate change initiatives as well, and we have been and may continue to be subject to state regulations in addition to any federal laws and rule…

Legislation or regulations to address climate change and transition to a low-carbon economy may adversely impact our business, including financial impacts.

In the past, the U.S.

Our cement business could suffer if cement or clinker imports from other countries significantly increase or are sold in the United States in violation of U.S.

If our cement or Magnesia Specialties businesses becomes and/or remains capacity-constrained, we may be unable to timely satisfy the demand for some of our products, and any resulting changes in customers would introd…

Our cement and Magnesia Specialties businesses may become capacity-constrained.

In pursuing our business strategy, we conduct discussions, evaluate opportunities and enter into acquisition and divestiture agreements.

Our acquisitions and divestitures could harm our results of operations.

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Our integration of the acquisition or business combination with other businesses may not be as successful as projected.

We have the ability to pay all or part of the purchase price of any future acquisition with shares of our common stock.

We expect to continue to grow, in part, by acquiring other businesses.

Our future growth depends in part on acquiring other businesses in our industry, and we have the ability to acquire businesses by paying all or in part with shares of our common stock.

international competitors who import products into the United States from jurisdictions with lower production and regulatory costs and burdens.

Our businesses have many competitors, some of which are larger and have more resources than we do.

Our challenge is to find quality aggregates deposits that we can mine economically, with appropriate permits, near either growing markets or long-haul transportation corridors that can economically serve applicable ma…

Our Building Materials business depends on the availability of quality aggregates reserves or deposits and our ability to mine them economically.

We sell most of our aggregates (our primary business) and our cement products to the construction industry and, therefore, our results depend on that industry’s strength.

Economic and political uncertainty can impede growth in the markets in which we operate.

Our business depends on activity within the construction industry, which can be cyclical.

third-party trucking services with operations in the oil and gas fields, which can significantly constrain the availability of those services to us.

We depend on information technology; cybersecurity, data-protection, and systems-reliability risks — including at our third party vendors — could disrupt operations, compromise data, increase costs, or otherwise adver…

Even where supply is available, our delivered costs can rise due to logistics constraints.

Volatility or shortages in fuel, energy and raw materials can increase costs, disrupt operations, and adversely affect our results.

Credit-market stress and tighter financing conditions could reduce construction demand, slow customer payments, constrain our liquidity, and increase our cost of capital.

Our business requires significant and sustained capital investment; delays, cost increases, or underperformance on capital projects, or constraints on funding, could adversely affect our operations, competitiveness, a…

Our geographically dispersed footprint and the physically demanding nature of many roles can intensify recruiting and retention challenges, particularly in rural or less-populated areas.

Our success depends to a significant degree upon the continued services of, and on our ability to attract and retain, our key personnel and executive officers, including qualified management, technical, marketing and…

If we are unable to maintain stable labor relations, renew agreements on acceptable terms, staff operations adequately, or mitigate third-party labor disruptions, our production, shipments, costs and results of operat…

Labor actions by our suppliers, contractors, railroads, ports, trucking firms, or other logistics providers may interrupt inbound materials or outbound deliveries, increase delivered costs, or require us to source alt…

Public health events including outbreaks of disease, epidemics, or pandemics, or fears of such an event and related governmental, societal and market responses could adversely affect our operations, demand for our pro…

investors and other stakeholders.

Our effective tax rate is influenced by many factors, including changes in federal, state and local laws and regulations, administrative guidance and court decisions.

Changes in tax laws, interpretations, enforcement practices, and our business mix could increase our effective income tax rate, reduce deferred tax assets, or otherwise adversely affect our results of operations and c…

resulting in continued restrictive monetary policy.

Sustained high or rising interest may reduce construction demand, increase our financing costs, and adversely affect our results of operations and financial condition.

States where we operate may adopt additional or more stringent requirements, such as market-based emissions programs, mandated use of alternative fuels, or climate-disclosure regimes which could add measurement, verif…

Legislation, regulation, and policy initiatives addressing climate change and the transition to a low-carbon economy may increase our costs, constrain operations, or alter customer demand, which could adversely impact…

Litigation and other legal proceedings are inherent in our operations and could result in significant costs or liabilities.

permits, reputational damage, and increased costs, any of which could adversely affect our business, financial condition, and results of operations.

Failure to comply with applicable laws, regulations, permits, or orders, or adverse changes in those requirements or their enforcement, could result in fines, penalties, operational restrictions, mandated capital proj…

If we are unable to complete transactions on acceptable terms in a timely manner , or realize expected benefits, our business, financial condition, and results of operations could be adversely affected.

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In pursuing our business strategy, we conduct discussions, evaluate opportunities and enter into acquisition and divestiture agreements.

Acquisitions and divestitures may not occur on expected terms or timelines, may be more costly or complex than anticipated, and may not deliver expected benefits.

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achieve the level of synergies, cost savings or operating efficiencies we forecast from the acquisition.

Integrating acquired businesses may be more difficult, costly, or time-consuming than expected, and we may not realize anticipated benefits.