LMTLockheed Martin
Deals between LMT and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-03-26 reports that the one filed 2025-03-27 did not, quoted as filed.
New this year
1 newParagraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-27.
Related person transactions“Employment Relationships: As of December 31, 2025, we employed approximately 123,000 employees, and we have an active recruitment program for soliciting job applications from qualified candidates. We seek to hire the most qualified candidates and consequently do not preclude the employment of family members of directors or executive officers. The following non-executive Lockheed Martin employees are related to directors or executive officers: (i) Scott A. Cahill, the son of Timothy S. Cahill, President, Missiles and Fire Control, is employed as a senior software engineer (2025 salary of $161,720 and annual cash incentive award of $7,000; 2026 base salary of $166,630), (ii) Dr. Scott Carlson, the son of Gen. Carlson, a former member of the Board, is employed as a senior staff aeronautical engineer (2025 salary of $187,011 and annual cash incentive award of $12,000; 2026 base salary of $187,182); (iii) Cole-Stephen Hill, the son of Stephanie C. Hill, President, Rotary and Mission Systems, is employed as a cyber systems security engineer (2025 salary of $127,137 and annual cash incentive award of $3,432; 2026 base salary of $130,913); (iv) Cameron-Davis Hill, the son of Ms. Hill, is employed as a cyber software engineer (2025 salary of $111,239 and annual cash incentive of $4,623; 2026 base salary of $135,960); and (v) Grace St. John, the daughter of Frank A. St. John, Chief Operating Officer, is employed as a systems engineer (2025 salary of $98,629 and annual cash incentive of $4,622; 2026 base salary of $103,472). They each may be eligible to earn an incentive award for 2026 applicable to employees at their level and may participate in other employee benefit plans and arrangements that generally are made available to other employees at the same level (including health, welfare, vacation and retirement plans). Their respective compensation was established in accordance with the Company’s employment and compensation practices applicable to employees with equivalent qualifications, experience and responsibilities, and the Board and executive officers of the Company did not have any involvement in setting their individual compensation.”
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The whole section 9 paragraphs, proxy filed 2026-03-26
We transparently assess and disclose related person transactions“The Board has approved a written policy and procedures for the review, approval and ratification, if necessary, of transactions among the Company and its directors, executive officers and their related interests. A copy of the policy is available on the Company’s website at www.lockheedmartin.com/corporate-governance. 1 Our policy requires each director and executive officer to complete an annual questionnaire identifying any related interests and persons and to notify the Company promptly of changes in that information. The Company maintains a list of related persons for purposes of tracking and reporting related person transactions.”
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We transparently assess and disclose related person transactions“Our policy requires that the Governance Committee conduct a reasonable prior review of each related person transaction2 and it may choose to approve the transaction at its discretion if deemed fair and reasonable to the Company and not inconsistent with the interests of the Company and its stockholders. No director may participate in the decision-making process regarding a transaction in which the director may have an interest (except when approval occurs by unanimous written consent).”
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We transparently assess and disclose related person transactions“Although our policy requires that all related person transactions be pre-approved, the Governance Committee has the authority to ratify a transaction (using the same standard of review) if a transaction is identified after it has occurred or commenced. The Governance Committee has also pre-approved certain categories of transactions or relationships, as provided in the policy. If the Governance Committee declines to approve or ratify a transaction, the related person transaction is referred to management to make a recommendation to the Governance Committee concerning whether the transaction should be terminated or amended in a manner that is acceptable to the Governance Committee.”
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Related person transactions“We considered the following transactions or relationships since January 1, 2025 to March 2026 to be “related person” transactions under our corporate policy and applicable SEC regulations and NYSE listing standards.”
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Related person transactions“Employment Relationships: As of December 31, 2025, we employed approximately 123,000 employees, and we have an active recruitment program for soliciting job applications from qualified candidates. We seek to hire the most qualified candidates and consequently do not preclude the employment of family members of directors or executive officers. The following non-executive Lockheed Martin employees are related to directors or executive officers: (i) Scott A. Cahill, the son of Timothy S. Cahill, President, Missiles and Fire Control, is employed as a senior software engineer (2025 salary of $161,720 and annual cash incentive award of $7,000; 2026 base salary of $166,630), (ii) Dr. Scott Carlson, the son of Gen. Carlson, a former member of the Board, is employed as a senior staff aeronautical engineer (2025 salary of $187,011 and annual cash incentive award of $12,000; 2026 base salary of $187,182); (iii) Cole-Stephen Hill, the son of Stephanie C. Hill, President, Rotary and Mission Systems, is employed as a cyber systems security engineer (2025 salary of $127,137 and annual cash incentive award of $3,432; 2026 base salary of $130,913); (iv) Cameron-Davis Hill, the son of Ms. Hill, is employed as a cyber software engineer (2025 salary of $111,239 and annual cash incentive of $4,623; 2026 base salary of $135,960); and (v) Grace St. John, the daughter of Frank A. St. John, Chief Operating Officer, is employed as a systems engineer (2025 salary of $98,629 and annual cash incentive of $4,622; 2026 base salary of $103,472). They each may be eligible to earn an incentive award for 2026 applicable to employees at their level and may participate in other employee benefit plans and arrangements that generally are made available to other employees at the same level (including health, welfare, vacation and retirement plans). Their respective compensation was established in accordance with the Company’s employment and compensation practices applicable to employees with equivalent qualifications, experience and responsibilities, and the Board and executive officers of the Company did not have any involvement in setting their individual compensation.”
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Related person transactions“Financial Services Arrangements: From time to time, the Company has purchased services in the ordinary course of business from financial institutions that beneficially own five percent or more of our common stock. In 2025, the Company paid approximately (i) $3.8 million to State Street Company and its affiliates (including State Street Bank and Trust Company) (collectively, State Street) for investment management, custodial and benefit plan administration fees; and (ii) $2.2 million to BlackRock, Inc. and its affiliates for investment management fees. A portion of the fees included in the amounts paid to State Street and BlackRock are estimated based on a percentage of net asset value under management.”
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Related person transactions“1 Under our policy, and consistent with applicable SEC regulations and NYSE listing standards, a related person transaction is any transaction in which the Company was, is or will be a participant; where the amount involved exceeds $120,000; and in which a related person had, has, or will have a direct or indirect material interest. A related person includes any director or director nominee, any executive officer of the Company, any person who is known to be the beneficial owner of more than 5% of any class of the Company’s voting securities or an immediate family member of any person described above.”
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Related person transactions“2 This may include situations where the Company provides products or services to related persons on an arm’s length basis on terms comparable to those provided to unrelated third parties.”
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Related person transactions“ABOUT LOCKHEED MARTIN CORPORATE GOVERNANCE DIRECTOR NOMINEES EXECUTIVE COMPENSATION AUDIT MATTERS STOCKHOLDER PROPOSAL OTHER INFORMATION”
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Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗
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