The 10-K against last year's
280 changes: 77 added, 48 removed, 147 reworded, 8 quiet changes
10-K 0001193125-26-059193 (2026-02-19) vs 10-K 0000950170-25-024770 (2025-02-21) Not compared: Accounting Policies.
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The paragraph that changed most in each section
Marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
MD&A 172 words changed in this paragraph; it is 33% similar to last year's version.
The Magnesia Specialties business manufactures magnesia-based chemicals products for industrial, agricultural and environmental applications at its Manistee, Michigan facility. The chemical products business focuses on higher-margin specialty chemicals that can be produced at volumes that support efficient operations. The Magnesia Specialties business also produces and sells dolomitic lime from its Woodville, Ohio facility. facility and manufactures high-purity natural and synthetic magnesia-based products for environmental, industrial, agricultural, construction, consumer and specialty applications at its Manistee, Michigan; Woodville, Ohio; Gabbs, Nevada; Waynesville, North Carolina; Greendale, Indiana; and Aspers, Pennsylvania facilities. These magnesia-based products have varying uses, including flame retardants, wastewater treatment, pulp and paper production and other specialty applications. Dolomitic lime products sold to external customers are primarily used by the domestic steel industry, industry as a fluxing agent, and in construction applications for soil stabilization, while the remaining lime shipments are used internally as a raw material for the manufacturing of chemical synthetic magnesia-based products. On July 25, 2025, the Company acquired Premier Magnesia, LLC (Premier), a privately-owned producer and distributor of magnesia-based products, using cash on hand and credit-facility borrowings. Premier is the largest producer of natural magnesite and magnesium sulfate, or Epsom salt, in the United States. This transaction expands the Company's product offerings to new and existing customers and enhances the Specialties business.
Source: Item 7, 10-K 0001193125-26-059193 vs Item 7, 10-K 0000950170-25-024770
Risk Factors 166 words changed in this paragraph; it is 49% similar to last year's version.
Our challenge is ability to find sustain and grow the business depends on replacing depleting reserves with 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 markets. As communities in many of our geographic Quality deposits that meet customer specifications are increasingly difficult to secure near growing markets have grown, they have settled in due to competing land uses, zoning and around attractive quarrying locations land-use restrictions, and have imposed restrictions on mining. community opposition. We try to meet this challenge by identifying and permitting sites prior to economic expansion, buying more land around our existing quarries to increase our mineral reserves, developing underground mines mines, and expanding a distribution network that transports aggregates products by various methods, including rail and water. While Even when deposits are identified, we may be unable to obtain or renew necessary land-use approvals, environmental permits, or other governmental authorizations on acceptable terms or timelines, or at all. If we are unable to timely replace reserves accessible to our distribution network allows us markets, obtain or maintain required permits and approvals, secure necessary property and access rights on acceptable terms, or economically transport materials to transport demand centers, our products longer distances than would normally ability to serve customers and our results of operations could be considered economical, we can give no assurances that we will continue to be successful at this strategy. adversely affected.
Source: Item 1A, 10-K 0001193125-26-059193 vs Item 1A, 10-K 0000950170-25-024770
Every change, by type
Sentences and paragraphs added, removed or reworded
Sentences and paragraphs of MLM's Risk Factors and MD&A, 10-K 2026-02-19 against 10-K 2025-02-21. Each links to the text at sec.gov.
RewordedRisk Factors
Our future growth depends in part on acquiring other businesses in our industry, disciplined acquisitions and strategic investments, and we have the ability to acquire businesses by paying all or in part with may use shares of our common stock. stock as consideration.
RewordedRisk Factors
RewordedRisk Factors
Our collective bargaining agreements for employees of our Magnesia Specialties business at the Woodville, Ohio, Ohio lime plant, the Manistee, Michigan synthetic magnesia plant and the Manistee, Michigan Gabbs, Nevada magnesia chemicals mine and processing plant expire in June 2026 2026, August 2027 and August 2027, June 2028, respectively.
RewordedRisk Factors
If economic conditions and construction spending decline significantly in one or more areas, particularly in our Building Materials business’ top ten revenue-generating states of Texas, North Carolina, Colorado, California, Georgia, Florida, Minnesota, Arizona, South Carolina and Iowa, states, our shipments profitability will decrease. could be adversely affected.
RewordedRisk Factors
RewordedRisk Factors
Our Building Materials business depends on the availability of identifying, acquiring, permitting and developing quality aggregates reserves or deposits within an economic haul radius and our ability to mine them economically. and transport those reserves.
RewordedRisk Factors
Our cement plant and our Magnesia Woodville, Ohio and Manistee, Michigan Specialties plants are strictly regulated with respect to GHG emissions and hold Title V Permits under USEPA regulations, and each (other than the Manistee Michigan facility) is our cement plant and Woodville plant are also subject to the U.S.
RewordedRisk Factors
Rising interest rates could also result in disruptions in the credit markets, which could affect our business, as described in greater detail under "Disruptions in the credit markets could affect our business" risk factor. business.
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RewordedRisk Factors
Changes in legal requirements laws, regulations, and governmental policies concerning enforcement practices, including zoning, land use, the environment, health and safety and other areas of the law, safety, as well as litigation relating to these matters, affect our businesses.
RewordedRisk Factors
Our Building Materials business is seasonal and subject sensitive to the weather, which weather and climate-related conditions that can significantly impact operations. disrupt operations, shipments and demand.
RewordedRisk Factors
Our challenge is ability to find sustain and grow the business depends on replacing depleting reserves with 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 markets.
RewordedRisk Factors
However, in connection with the integration of any other business that we acquire, there is a risk that we will not be able to achieve such integration in a successful manner or on the time schedule we have projected or in a way that will achieve the level of synergies, cost savings or operating efficiencies we forecast from the acquisition.
RewordedMD&A
The decrease in Building Materials business gross profit in 2024 compared with 2023 was primarily attributable due to the Divestiture February 2024 divestiture of the South Texas cement plant and related ready mixed concrete operations (the Divestiture) as well as the $20 million Inventory Markup charge (the Inventory Markup) associated with the BWI Southeast acquisition, partially offset by pricing gains across all product lines and lower energy costs. April 2024 acquisition of 20 active aggregates operations from affiliates of Blue Water Industries LLC (BWI Southeast).
RewordedMD&A
Interest expense, net of interest income 220 128 119 Income tax expense for controlling interests 600 293 236 549 234 Depreciation, depletion and amortization expense and 581 500 449 earnings/loss from 564 505 nonconsolidated equity affiliates Acquisition, divestiture and integration expenses 12 40 12 Impact of selling acquired inventory after markup to fair value 5 20 — as part of 20 — acquisition accounting Nonrecurring gain on divestiture — (1,331) — Noncash asset Asset and portfolio rationalization charge charges 21 50 — Consolidated Adjustments to net earnings from continuing operations 1,075 (44) 814 attributable to Martin Marietta Adjusted EBITDA from continuing operations $ 2,066 2,065 $ 2,128 1,771 $ 1,805
RewordedMD&A
The Revolving Facility requires the Company’s ratio of consolidated net debt-to-consolidated EBITDA, as defined, for the trailing-twelve months (the Ratio) to not exceed 3.50x as of the end of any fiscal quarter, provided that the Company may exclude from the Ratio certain debt incurred in connection with certain qualifying acquisitions during the current quarter (or or the three preceding quarters) so long as quarters, provided that the Ratio calculated without such exclusion does not exceed 4.00x.
RewordedMD&A
Aggregates 1,939 1,727 1,709 Cement and ready mixed concrete 1,083 1,518 Asphalt and paving services 685 688 Other Building Materials 836 894 1,280 Less: interproduct revenues (260) (220) (216) West Group Total 3,275 3,699 2,515 2,401 2,773 Total Building Materials business 6,216 6,462 Magnesia 5,709 5,342 5,536 Specialties 441 320 315 Total $ 6,536 6,150 $ 6,777 5,662 $ 5,851
RewordedMD&A
The Revolving Facility requires the Company’s ratio of consolidated net debt-to-consolidated EBITDA, as defined, for the trailing-twelve months (the Ratio) to not exceed 3.50x as of the end of any fiscal quarter, provided that the Company may exclude from the Ratio debt incurred in connection with certain acquisitions during the quarter (or the three preceding quarters) so long as the Ratio calculated without such exclusion does not exceed 4.00x. quarter.
RewordedMD&A
(the Company or Martin Marietta) is a natural resource-based building materials company, with 2024 2025 revenues of $6.5 $6.2 billion and 2024 2025 net earnings from continuing operations attributable to Martin Marietta of $2.0 billion, inclusive of a $976 million after-tax nonrecurring gain on the divestiture of the Company's South Texas cement plant and related ready mixed concrete operations (the Divestiture). $990 million.
RewordedMD&A
RewordedMD&A
According to the United States Census Bureau, for the year twelve months ended December October 31, 2024, 2025, the most recent data available, seasonally-adjusted national single-family housing starts decreased 3% 8% to approximately 1.1 0.9 million units compared with 2023 and seasonally-adjusted national single-family housing permits decreased 3% versus 2023. 2024.
RewordedMD&A
Materials pricing for construction projects is generally typically based on terms committing to agreements that guarantee the availability of specified products of products, in stated quantities, at agreed-upon prices for a stated quantity at an agreed-upon price during a definitive defined period.
RewordedMD&A
RewordedMD&A
RewordedMD&A
Regardless of cycle, the economic environment, the Company sets a priority of investing prioritizes capital to investments that ensure safe, environmentally sound responsible, and efficient operations, as well as to provide allow delivery of the highest quality of customer service service, and establish a strong foundation for future growth.