Material Agreement Form 8 K

Item 1.01. Entry into a Material Definitive Agreement

On September 18, 2024, Martin Marietta Materials, Inc., (the "Corporation") and its wholly‐owned subsidiary, Martin Marietta Funding LLC ("MM Funding"), entered into the Sixteenth Amendment (the "Sixteenth Amendment") to its Credit and Security Agreement with Truist Bank, successor by merger to SunTrust Bank (the "Administrative Agent"), dated as of April 19, 2013 (the Credit and Security Agreement, as amended, the "Credit Agreement"). Pursuant to the Sixteenth Amendment, (i) the scheduled maturity date of the facility was extended to September 17, 2025 and (ii) the 0.10% per annum adjustment to Adjusted Term SOFR (as defined in the Credit Agreement) was removed.

The Credit Agreement is a $400,000,000 trade receivables securitization facility backed by trade receivables originated by the Corporation or by certain of its subsidiaries and acquired by the Corporation, which the Corporation then sells or contributes to MM Funding. Subject to certain conditions set forth in the Credit Agreement, including lenders providing the requisite commitments, the facility may be increased to an amount not to exceed $500,000,000. Effective with the Sixteenth Amendment, MM Funding's borrowings bear interest at Adjusted Term SOFR plus 0.800%, subject to change in the event that the Administrative Agent determines Adjusted Term SOFR cannot be determined or SOFR no longer reflects the lenders' cost of lending.

The Credit Agreement includes an amortization event related to a payment default or acceleration of one of the Corporation's material debt agreements.

The Sixteenth Amendment, including a conformed copy of the Credit Agreement reflecting all changes through the Sixteenth Amendment attached as Exhibit A thereto, is filed as an exhibit hereto and is incorporated herein by reference, and the description of the Sixteenth Amendment and the Credit Agreement contained herein is qualified in its entirety by the terms thereof.