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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported) March 20, 2008
Martin Marietta Materials, Inc.
(Exact name of registrant as specified in its charter)
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| North Carolina
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1-12744
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56-1848578 |
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(Commission File Number)
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(IRS Employer |
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Identification No.) |
| incorporation) |
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2710 Wycliff Road, Raleigh, North Carolina
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27607
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(Address of principal executive offices)
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(Zip Code) |
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(919) 781-4550
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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Item 5.04 Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.
Martin Marietta Materials, Inc. (the “Corporation”) is changing the recordkeeper for its
Performance Sharing Plan and Savings Investment Plan (collectively, the “Plan”). As a result of
this change in recordkeeper, a conversion period is necessary to transition account and plan
records. On March 17, 2008, the Corporation sent a notice to plan participants informing them that,
due to this change in the recordkeeper of the Plan, Plan participants will temporarily be unable to
direct or diversify the investments in their accounts established under the Plan, including the
Martin Marietta Materials Common Stock Fund, or obtain loans or distributions from the Plan, during
the period from April 25, 2008 to the week of May 12, 2008 (the “Restricted Period”).
On March 20, 2008, the Corporation also sent a blackout trading restriction notice (the “Notice”)
to its directors and executive officers indicating that, pursuant to Section 306 of the
Sarbanes-Oxley Act of 2005 and Regulation BTR, they will be prohibited from purchasing, selling or
otherwise acquiring or transferring equity securities, directly or indirectly, during the
Restricted Period. A copy of the Notice is attached hereto as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference in its entirety.
A participant in the Plan, a security holder or other interested person may obtain, without charge,
information regarding the Restricted Period by contacting Meredith McLean-Morrison, Retirement
Services Manager, telephone (919) 783-4573, email: meredith.mclean@martinmarietta.com or by mail to
Ms. McLean-Morrison’s attention to: Martin Marietta Materials, 2710 Wycliff Road, Raleigh, North
Carolina 27607.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
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99.1
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Notice to the Board of Directors and Executive Officers of Martin Marietta
Materials, Inc. dated March 20, 2008. |