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LOCKHEED MARTIN CORP

For the period ended May 12, 2026. Filed Mar 26, 2026.

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May 12, 2026 · Filed Mar 26, 2026

LMT$567.08-1.6%Stored close · as of Nov 6, 2026
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Disclosure Regarding Forward-Looking Statements

ABOUT LOCKHEED MARTINCORPORATE GOVERNANCEDIRECTOR NOMINEESEXECUTIVE COMPENSATIONAUDIT MATTERSSTOCKHOLDER PROPOSALOTHER INFORMATION

Disclosure Regarding Forward-Looking Statements

This Proxy Statement contains statements that, to the extent they are not recitations of historical fact, constitute forward-looking statements within the meaning of the federal securities laws, and are based on Lockheed Martin’s current expectations and assumptions. The words “believe,” “estimate,” “anticipate,” “project,” “intend,” “expect,” “plan,” “outlook,” “scheduled,” “forecast” and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks and uncertainties. Actual results may differ materially due to factors such as:

•the Company’s reliance on contracts with the U.S. Government, which are dependent on U.S. Government funding and can be terminated for convenience, and the Company’s ability to negotiate favorable contract terms;•budget uncertainty, the risk of future budget cuts, the impact of continuing resolution funding mechanisms, the debt ceiling and government shutdowns, and changing funding and acquisition priorities;•risks related to the development, production, sustainment, performance, schedule, cost and requirements of complex and technologically advanced programs, including the F-35 program;•planned production rates and orders for significant programs, compliance with stringent performance and reliability standards, and materials availability, including government furnished equipment and rare earth minerals;•the timing of contract awards or contract definitization, decisions by government customers to impose contract terms following undefinitized contract actions, achievement of performance milestones, customer acceptance of product deliveries, and receipt of customer payments;•the Company’s ability to recover costs under U.S. Government contracts, the mix of fixed-price and cost-reimbursable contracts and the risks inherent in preparing estimates for fixed-price contracts (particularly for complex and technologically advanced programs);•customer procurement and other policies, laws, regulations and executive actions that affect the Company and its industry programs, future opportunities, and financial performance, including those related to mission priorities, competing domestic and international spending, contracting terms (such as fixed-price requirements), acquisition process reforms, treatment of contractor performance issues, and contractor access to competitive opportunities;•performance and/or financial viability of key suppliers, teammates, joint ventures (including United Launch Alliance), joint venture partners, subcontractors and customers; •economic, industry, business and political conditions including their effects on governmental policy; •the impact of inflation and other cost pressures; •government actions that restrict or prevent the sale or delivery of the Company’s products (such as delays in approvals for exports requiring Congressional notification);•foreign policy and international trade actions taken by governments such as tariffs, sanctions, embargoes, export and import controls, buying preferences and other trade restrictions;•the Company’s success expanding into and doing business in adjacent markets and internationally and the risks posed by international sales, including potential effects from fluctuations in currency exchange rates;•changes in non-U.S. national priorities and government budgets and planned orders;•the competitive environment for the Company’s products and services;•the Company’s ability to develop and commercialize new technologies and products, including emerging digital and network technologies and capabilities;•the Company’s ability to benefit fully from or adequately protect its intellectual property rights; •the Company’s ability to attract and retain a highly skilled workforce and execute an effective executive incentive program, and the impact of work stoppages or other labor disruptions;•cyber or other security threats or other disruptions faced by the Company or its suppliers;•the Company’s ability to implement and continue, and the timing and impact of, capitalization changes such as share repurchases, dividend payments and financing transactions, including as a result of presidential executive orders;•the accuracy of the Company’s estimates and projections;•changes in pension plan assumptions and actual returns on pension assets; cash funding requirements and pension annuity contracts and associated charges; •realizing the anticipated benefits of acquisitions or divestitures, investments, joint ventures, teaming arrangements or internal reorganizations, and market volatility affecting the fair value of investments that are marked to market;•the Company’s efforts to fund and increase production capabilities and the efficiency of its operations and improve the affordability of its products and services, including through digital transformation and cost reduction initiatives;•the risk of an impairment of the Company’s assets, including the potential impairment of goodwill and intangibles;•the availability and adequacy of the Company’s insurance and indemnities;•compliance with laws, regulations, policies, and customer requirements relating to environmental matters;•the impact of public health crises, natural disasters and other severe weather conditions on the Company’s business and financial results, including supply chain disruptions and delays, employee absences, and program delays;•changes in accounting, U.S. or foreign tax, export or other laws, regulations, and policies and their interpretation or application, and changes in the amount or reevaluation of uncertain tax positions; and•the outcome of legal proceedings, bid protests, environmental remediation efforts, audits, administrative reviews, government investigations or government allegations that the Company has failed to comply with law, other contingencies and U.S. Government identification of deficiencies in its business systems.

These are only some of the factors that may affect the forward-looking statements contained in this Proxy Statement. For a discussion identifying additional important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, see the company’s filings with the SEC, including, but not limited to, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in the company’s most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q. The company’s filings may be accessed through the Investor Relations page of its website, www.lockheedmartin.com/investor, or through the website maintained by the SEC atwww.sec.gov.

The company’s actual financial results likely will be different from those projected due to the inherent nature of projections. Given these uncertainties, forward-looking statements should not be relied on in making investment decisions. The forward-looking statements contained in this Proxy Statement speak only as of the date of its issuance. Except where required by applicable law, the company expressly disclaims a duty to provide updates to forward-looking statements after the date of this Proxy Statement to reflect subsequent events, changed circumstances, changes in expectations, or the estimates and assumptions associated with them. The forward-looking statements in this Proxy Statement are intended to be subject to the safe harbor protection provided by the federal securities laws.

2026 Proxy Statement77

Lockheed Martin Performance Summary

2025 Financial Highlights
$75.0billionSales$5.0billion($21.49 / share)Net Earnings$6.7 billionSegment Operating Profit*$8.6billionCash From Operations
$6.9billionFree Cash Flow*$193.6billionYear End Backlog$3.6billionIndep. R&D and Cap Ex
  • See Appendix A for definitions of non-GAAP Measures.

In 2025, we:

Grew our top-line sales by 6%

Ended the year with record backlog, positioning us for future growth

Invested $2.0B in Independent Research & Development and $1.6B in Capital Expenditures

Our Industry Leading Portfolio (2025 sales)
$30.3billionAeronautics$14.5 billionMissiles and Fire Control$17.3 billionRotary and Mission Systems$13.0billionSpace
Advancing integrated multi-domain air superiority:Modernizing precision strike and missile defense:Furthering future flight, maritime security, battle management and mission technology:Pioneering space exploration and security:
•F-35 Lightning II•F-16 Fighting Falcon•C-130 Hercules•F-22 Raptor•Skunkworks®•GMLRS•HIMARS•PAC-3, THAAD•PrSM•JASSM, LRASM•SNIPER and IRST21•Black Hawk•CH-53K•Aegis•C2BMC•C6ISR•Training and Logistics•Next Gen OPIR GEO•Trident II / D5•Orion•Next Generation Interceptor•GPS III •Conventional Prompt Strike

Lockheed Martin Corporation6801 Rockledge DriveBethesda, MD 20817www.lockheedmartin.com

© 2026 Lockheed Martin Corporation

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.