Notice of 2023 Annual Meeting of Stockholders

Voting Matters and Board Recommendations

Lockheed Martin Virtual
Proposal 1 Election of 13 Directors FOR Annual Meeting
See page 6 for further information. each Director
Nominee
When:
Thursday, April 27, 2023, 9:00 a.m. EDT
Proposal 2 Advisory Vote to Approve the FOR
Compensation of our Named Executive Live Webcast Access:
Officers (Say-on-Pay)
Online audio webcast at:
See page 39 for further information.
www.meetnow.global/LMT2023 (You may log
Proposal 3 Advisory Vote on the Frequency of Future FOR in beginning at 8:30 a.m. EDT)
Votes to Approve the Compensation of
our Named Executive Officers One Year Who Can Vote:
See page 40 for further information. Stockholders of record at the close of business
on February 24, 2023 are entitled to vote.
Proposal 4 Ratification of the Appointment of Ernst FOR Whether or not you plan to attend the Annual
& Young LLP as our Independent Auditors
for 2023 Meeting, we encourage you to vote and submit
See page 79 for further information. your proxy in advance of the meeting by one of
the methods described below. See Frequently
Proposals Stockholder Proposals as described in the AGAINST Asked Questions beginning on page 91 for
5-7 proxy statement, if properly presented
additional information regarding accessing the
See pages 82-90 for further information. Annual Meeting and how to vote your shares.

The 2023 Annual Meeting will be conducted exclusively online through a live How to Vote in Advance:
audio webcast to facilitate stockholder attendance and to enable
Via Internet:
stockholders to participate fully and equally, regardless of size of holdings,
At the website listed on the Notice of
resources or physical location. Our 2022 Annual Report, which is not part of
Internet Availability, proxy card or voting
the proxy soliciting materials, is enclosed if the proxy materials were mailed instruction form you received.
to you and is also available online at www.edocumentview.com/LMT. The
proxy materials or a Notice of Internet Availability were first sent to By Telephone:
stockholders on or about March 14, 2023. Call the telephone number provided on
We will consider the seven proposals above and any other matters that may the proxy card or voting instruction form
properly come before the meeting. you received.

Your vote is extremely important. Please vote at your earliest convenience to By Mail:
ensure the presence of a quorum at the meeting. Promptly voting your Mark, date and sign your proxy card or
shares in accordance with the instructions you receive will save the expense voting instruction form and return it in
of additional solicitation. the accompanying postage
prepaid envelope.

Sincerely,

Maryanne R. Lavan
Senior Vice President, General Counsel and Corporate Secretary
March 14, 2023

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be Held on April 27, 2023:
The 2023 Proxy Statement and 2022 Annual Report are available at www.edocumentview.com/LMT.
Letter from Your Board of Directors
March 14, 2023

Dear Stockholders:
We hope you will join us at our virtual 2023 Annual Meeting of Stockholders on
April 27, 2023. We encourage your attendance and engagement as we cover
management and stockholder proposals as well as respond to your questions and
comments.
As we embark on a journey of enterprise-wide transformation and leadership in global
security, we are committed to our company’s core values. These values inspire and
unite our 116,000 teammates from diverse cultures and backgrounds across more
than 30 countries. Every day, we work to meet the needs of the U.S. Government and
its allies as we focus on deterrence through networked capabilities. Our customers’
need for joint all-domain operations is shaping Lockheed Martin to be fast, agile and
innovative pathfinders to keep our customers “ahead of ready.”
We are accelerating the delivery of 21st Century Security solutions to meet our
customers’ hardest challenges. In this 2023 Proxy Statement, you will see we are doing
this as responsible corporate citizens focused on positive outcomes and as global

Our
stewards for sustainable and ethical business practices.
We are confident in our company’s strategy for long-term growth, which comes not
only through continuing to innovate and deliver for our customers, but also through
the choices we make and the methods we use to accomplish our goals. As a Board, we
Core
actively partnered with management to oversee progress in key areas aligned with our
strategy and core values, and we are proud of the following 2022 achievements:
Values
• Customer Mission Success: We completed 94% of targeted Mission Success
events. These are events such as key deliveries, flight tests and demonstrations
that we identified at the beginning of the year as important to our customers and
our program performance.
• Stockholder Value: We created significant stockholder value, returning $10.9
Do What’s Right
billion to stockholders through dividend payments and share repurchases and
achieving one- and three-year total stockholder returns of 40% and
36%, respectively.
• OneLM Transformation (1LMX): We invested $400 million in digital and business
transformation as part of a multi-year program to transform our processes and
Respect Others
deliver capability to our customers that will enhance our speed, agility, insights
and value.
• R&D and Capital Investments: We increased our company-funded research and
development and capital investments to meet emerging challenges and help
accelerate the delivery of capabilities our customers need.
Perform with
• Supply Chain: We made progress on our transformation efforts designed to Excellence
increase savings, improve supplier performance, increase organizational efficiency
and decrease supply chain risk and developed an enterprise-wide approach for
increasing multi-tier supply chain risk management.
• Military & Veteran Support: Veterans make up a fifth of our workforce. We
donated more than $9.6 million to ensure service members, veterans and their
families are prepared, well-supported and enabled to fully participate and thrive
in society.
 • Employee Culture: We launched several learning curriculums focused on preparing our leaders and workforce to effectively
navigate change and adapt to new ways of working with an emphasis on inclusion and flexibility. Lockheed Martin’s focused
efforts around culture, transformation, leadership development and the employee experience contributed to our ranking as the
top Aerospace and Defense Employer and 11th best company overall in the 2022 Forbes World’s Best Employers survey.
• Internal Audit and Enterprise Risk Management: We enhanced enterprise assurance through increased use of data analytics and
automated risk surveillance.
• Environmental: We accelerated our 2030 decarbonization goals, restated them on an absolute basis, and updated the baseline
year, increasing our targets to 36% reduction of carbon and 40% use of renewables. We also published a climate lobbying
assessment report in response to investor interest.
• Human Rights: We continued to engage with our investors on human rights issues and published an updated Human Rights
Report providing greater transparency into our policies, programs and commitments related to human rights.
• Governance and Board of Directors: We have 38% gender and ethnic diversity among our Board nominees. During 2022, we
updated our Governance Guidelines to make explicit the Board’s commitment to diversity in our Board member searches.
• Stockholder Engagement: We solicited ongoing feedback from investors through our year-round stockholder engagement
program, which in 2022 included engagements with stockholders representing nearly half of our outstanding shares.
Our energy, ingenuity and values have made us the world’s leader in integrated deterrence. In this Proxy Statement, you will learn
more about our Board and governance practices, our approach to Environmental, Social, and Governance (ESG) topics, our executive
compensation structure and other important aspects of our company.
It is an honor to serve as your Board of Directors and we are thankful for your continued trust. Your vote is important to us and we
encourage you to promptly cast your votes in consideration of our recommendations.
With respect and gratitude,
Your Lockheed Martin Board of Directors

Daniel F. Akerson
Patricia E. Yarrington David B. Burritt

James D. Taiclet Bruce A. Carlson

“Our Board’s proactive

Debra L. Reed-Klages approach to oversight, John M. Donovan
risk monitoring and
transparency is integral to the
mission success of
our customers and to
Jeh C. Johnson value creation for Joseph F. Dunford, Jr.
our stockholders.”
Daniel F. Akerson
Independent Lead Director

Vicki A. Hollub James O. Ellis, Jr.

Ilene S. Gordon Thomas J. Falk

Table of Contents
ABOUT LOCKHEED MARTIN 1 Proxy Access 31
Stockholder Right to Call Special Meeting 31 Frequently Requested Information
PROXY STATEMENT VOTING ROADMAP 3
No Poison Pill 31
Board Attendance 7
PROPOSAL 1:
ENVIRONMENTAL, SOCIAL AND
ELECTION OF DIRECTORS 6
GOVERNANCE (ESG) 32
Board Composition and Effectiveness 7 Board Leadership Structure 18
Sustainability Program 32
Commitment to Board Diversity 7 Our People Strategy 35
Board Oversight of Risk 22
Board Attendance 7 Cybersecurity 37
Director Nominees’ Strategic Skills, Core Political and Public Policy Activities 37 Board Performance Assessment 28
Competencies and Attributes 8
Human Rights 38
Director Nominees 10 Climate & Environmental
EXECUTIVE COMPENSATION 39 Stewardship 33
CORPORATE GOVERNANCE 17
PROPOSAL 2: Compensation Discussion and
Our Alignment with Governance Standards 17 Analysis 41
ADVISORY VOTE TO APPROVE THE
Board Leadership Structure 18 COMPENSATION OF OUR NEOs
Executive Sessions 19 (SAY-ON-PAY) 39 Cybersecurity 37
Committees of the Board of Directors 19 Compensation Committee Report 39
Director Compensation 75
Board Role and Responsibilities 22
PROPOSAL 3:
Board Role in Strategic Planning 22 ADVISORY VOTE ON THE FREQUENCY Director Nominees’ Strategic
Board Oversight of Risk 22 OF ADVISORY VOTES TO APPROVE Skills, Core Competencies and
THE COMPENSATION OF OUR NEOs 40 Attributes Matrix 8
Enterprise Risk Management 23
24 Compensation Discussion and Analysis 41
Board Oversight of Succession Planning Director Nominee Biographies 10
24 Executive Compensation Tables 58
Board Oversight of ESG
Our Stockholder Engagement Program 24 CEO Pay Ratio 72 Diversity & Inclusion 35
26 Pay Versus Performance 72
Board Policies and Processes
Corporate Governance Guidelines 26 Environmental, Social and
DIRECTOR COMPENSATION 75 Governance (ESG) 32
Oversight of Director Commitments 26
Board Nomination Process 27 SECURITY OWNERSHIP OF
Human Rights 38
MANAGEMENT AND CERTAIN
Onboarding and Continuing Education 28 BENEFICIAL OWNERS 77
Annual Performance Assessment 28 Oversight of Director
PROPOSAL 4: Commitments 26
Consideration of Director Tenure 28
RATIFICATION OF APPOINTMENT OF
Director Independence 29 INDEPENDENT AUDITORS 79 Political and Public Policy
Related Person Transaction Policy 30 Audit Committee Report 81 Activities 37
Certain Relationships and Related Person
Transactions of Directors, Executive STOCKHOLDER PROPOSALS 5-7 82 Stockholder Engagement
Officers and 5 Percent Stockholders 30 Program 24
FREQUENTLY ASKED QUESTIONS
Accountability to Stockholders 31
(FAQs) 91
Director Stock Ownership Guidelines 31
Appendix A: Definition of Non-GAAP
Majority Voting Policy for Director Measures 98
Elections 31
Disclosure Regarding Forward-Looking
Stockholder Right to Amend Bylaws 31 Statements 100
About Lockheed Martin
Lockheed Martin Corporation (Lockheed Martin, the Company, us or we) (NYSE: LMT) is a global security and aerospace company
principally engaged in the research, design, development, manufacture, integration and sustainment of advanced technology systems,
products and services. We also provide a broad range of management, engineering, technical, scientific, logistics, system integration
and cybersecurity services. We serve both U.S. and international customers with products and services that have defense, civil and
commercial applications, with our principal customers being agencies of the U.S. Government.

Financial Strength: 2022 Results Industry-Leading Portfolio

73% from U.S. Government (2022 Sales)
$48.5 billion
$27.0B
AERONAUTICS
$66.0 26% International Customers
Billion Net
$16.9 billion
Sales
$11.3B
1% U.S. Commercial & Other MISSILES AND
$538 million
FIRE CONTROL

73% $16.2B
ROTARY AND
5-year Total Stockholder Return MISSION SYSTEMS

7% $11.5B
SPACE
Increase to Annual Dividend

$5.7B
Net Earnings

Countries with 250+ Employees People

100,000+ 1,500+ 116,000

United States United Kingdom Total Employees

1,500+ 1,250+ 60,000

Engineers, Scientists and
Poland Canada
IT Professionals

1,000+ 250+ More than

Australia New Zealand one in five employees

is a veteran

Employee data as of December 31, 2022

www.lockheedmartin.com 2023 Proxy Statement 1

About Lockheed Martin

Strategic Objectives
Our Mission: Enhance defense, security and scientific discovery by delivering reliable, innovative and affordable solutions for our
customers’ most daunting challenges.

Lead Innovate Drive Grow

our industry with our to rapidly deliver capability operational excellence organically through franchise
customers to deliver superior through technology throughout the Company program captures,
21st Century Security development, commercial and efficiency throughout international expansion and
capability technology application and the industry through capital and
new business models acquisition investments that
support our strategic goals

KEY ENABLERS
DISCRIMINATING DIGITAL STRATEGIC FISCAL
TECHNOLOGY TRANSFORMATION PARTNERSHIPS DISCIPLINE

TALENT & CULTURE

21st Century Security

Lockheed Martin’s vision for 21st Century Security is to accelerate the adoption of advanced networking and leading-edge technologies
into our national defense enterprise, while enhancing the performance and value of our platforms and products for our customers. The
aim of 21st Century Security is to integrate new and existing systems across all domains with advanced, open-architecture networking
and operational technologies to make forces more agile, adaptive and unpredictable. A few of the key enabling technologies that we
are prioritizing to make 21st Century Security a reality are listed below:

ARTIFICIAL HYPERSONICS DIRECTED EDGE SPECTRUM

INTELLIGENCE AND ENERGY COMPUTING DOMINANCE
AUTONOMY

Sustainability
At Lockheed Martin, we foster innovation, integrity and security to protect the environment, strengthen communities and propel
responsible growth. We integrate environmental, social and governance practices throughout our business and our employees
actively strengthen the quality of life where we live and work. In 2022 we updated the two carbon-related goals shown below, which
will accelerate our carbon reduction and renewable energy strategies. See the Environmental, Social and Governance section starting
on page 32 for more information on our Sustainability efforts.

Carbon Reduction Renewable Energy

By 2030, reduce Scope 1 and 2 absolute By 2030, match 40% of electricity used
carbon emissions by 36% from a 2020 across Lockheed Martin global operations
with electricity produced from renewable
baseline.
sources.

2
Proxy Statement Voting Roadmap
This voting roadmap highlights selected information on each of the proposals and does not contain all of the information that you
should consider in deciding how to vote your shares. Refer to the full descriptions of each proposal prior to voting.

PROPOSAL 1

Election of Directors
The Board has nominated the following 13 directors for election to the Board:
Daniel F. Akerson David B. Burritt Bruce A. Carlson John M. Donovan The Board recommends a
Joseph F. Dunford, Jr. James O. Ellis, Jr. Thomas J. Falk Ilene S. Gordon vote FOR each director
Vicki A. Hollub Jeh C. Johnson Debra L. Reed-Klages James D. Taiclet nominee
Patricia E. Yarrington

See page 6

Director Nominee Qualifications and Attributes

BOARD DIVERSITY BOARD REFRESHMENT BOARD INDEPENDENCE

38% 7 67 12
Gender and New Directors in Average Age Independent
Ethnic Diversity Past 5 Years

Female 0-5 years 60 – 65

African- 6-10 years 66 – 70
American
92%
Veteran 11+ years 71 – 75 Independent

7
Years Average Tenure

CORE COMPETENCIES
CEO Leadership Senior Military / Environmental, Social and
Financial Expertise Cybersecurity Expertise
Experience Government Experience Governance Expertise

8 Directors 4 Directors 9 Directors 10 Directors 4 Directors

STRATEGIC SKILLS ENHANCED IN THE PAST 5 YEARS

Lead Innovate Drive Grow

21st Century Security / AI, Autonomy, Operational Execution International Business

Defense Industry Advanced Comms, and Efficiency Expansion
Transformation Hypersonics, Space

5G.MIL®/ Digital & Business and Digital Supply Chain Business Model /
Networking Open Transformation Excellence Commercial Partnerships
Architecture

See page 8 for a matrix of the nominees’ individual strategic skills, core competencies and attributes followed by a description of each
skill and competency.

www.lockheedmartin.com 2023 Proxy Statement 3

Proxy Statement Voting Roadmap

PROPOSAL 2

Advisory Vote to Approve the Compensation of our

The Board recommends a
Named Executive Officers (Say-On-Pay) vote FOR this proposal
See page 39

Executive Compensation Highlights

Our executive compensation program, underpinned by our pay-for-performance philosophy, delivers compensation to our named
executive officers (NEOs) that is intrinsically and strongly linked to Company performance.
In February 2022, the Compensation Committee approved the 2022 incentive opportunities for NEOs. There were no changes to our
overall annual or long-term incentive plan design for 2022. However, the Compensation Committee approved the use of Free Cash
Flow to replace Cash From Operations and Performance Cash under the annual and long-term incentive plans, respectively. Use of Free
Cash Flow better aligns with the Company’s strategy as it incorporates capital expenditures. The Compensation Committee also
approved environmental, social and governance as a distinct category under the strategic and operational goals of our annual incentive
program for 2022.

2022 CEO TARGET OPPORTUNITY MIX 2022 ANNUAL INCENTIVE

Component Weightings and Achievements
200%
9% Base Salary (Max)
91% Overall Payout

140%
Variable 100%
116%

109%
106%
(Target)
99.8%
Compensation
Elements of 16% of Target
Compensation Annual
0%
Sales (20%) Segment Free Cash Strategic &
75% Incentives Operating Flow* (40%) Operational
Long-Term Profit* (40%)
Incentives 70% 30%
Financial Goals

3-YEAR SAY-ON-PAY RESULTS 2020-2022 LONG-TERM INCENTIVES

Component Weightings and Achievements
200%
93%
200%
(Max)
189.9%

Overall Payout
3-Year Average
Votes Cast in Favor
100% 147.5%
100%

of Say-On-Pay
(Target)
of Target
Proposal 0%
Relative TSR Performance ROIC*
(50%) Cash* (25%) (25%)

* See Appendix A for the definitions of Non-GAAP measures.

Compensation Best Practices

Best Practices in Our Programs Practices We Do Not Engage In or Allow

• Pay aligns with performance • No employment agreements
• Market-based (50th percentile) approach for determining • No option backdating, cash-out of underwater options or
NEO target pay levels repricing (no employee options granted since 2012)
• Caps on annual and long-term incentives, including when • No gross-ups upon a change in control
Total Stockholder Return (TSR) is negative • No individual change in control agreements
• Clawback policy on variable pay • No automatic acceleration of unvested incentive awards in
• Double-trigger provisions for change in control the event of termination
• Robust stock ownership requirements • No enhanced retirement formula or inclusion of long-term
• Low equity burn rate and dilution incentives in pensions
• No payment of dividends or dividend equivalents on • No enhanced death benefits for executives
unvested equity awards • No hedging or pledging of Company stock
• ESG goals included under our annual incentive plan

4
 Proxy Statement Voting Roadmap

PROPOSAL 3

Advisory Vote on the Frequency of Advisory Votes to The Board recommends a

Approve the Compensation of our NEOs vote FOR an ANNUAL
stockholder advisory vote
See page 40

We are required by law to hold an advisory vote on the frequency of Say-on-Pay votes every six years. Stockholders may vote to hold
the advisory vote on Say-on-Pay every one, two or three years. In 2017, our stockholders voted in favor of holding Say-on-Pay votes
annually, which the Board adopted as its standard. In light of investor expectations and prevailing market practice, we ask stockholders
to support the continuation of a frequency period of “ONE YEAR” (an annual vote) for future votes on Say-on-Pay.

PROPOSAL 4

Ratification of Appointment of Independent Auditors The Board recommends a

See page 79 vote FOR this proposal

The Audit Committee has appointed Ernst & Young LLP (Ernst & Young), an independent registered public accounting firm, as the
independent auditors to perform an integrated audit of the Company’s consolidated financial statements and internal control over
financial reporting for the year ending December 31, 2023. The Board believes obtaining stockholder ratification of the appointment is
a sound corporate governance practice and recommends that stockholders ratify the appointment of Ernst & Young because it
continues to perform at a high level and remains independent and objective.

PROPOSALS 5-7

Stockholder Proposals The Board recommends a

(in each case, if properly presented at the meeting) vote AGAINST each of
the stockholder proposals
See pages 82-90

Each stockholder proposal in this Proxy Statement is followed by the response of the Board. For reasons set forth in the responses, the
Board believes each stockholder proposal is not in the best interest of the stockholders and recommends a vote AGAINST each
proposal, if properly presented at the meeting.

www.lockheedmartin.com 2023 Proxy Statement 5

Proposal 1
The Board recommends a
Election of Directors vote FOR each director
nominee

The Board, upon the recommendation of the Nominating and Corporate Governance Committee, has nominated the following 13
directors for election to the Board for a one-year term. If elected, each director will hold office until the 2024 Annual Meeting and until
their successor is elected and qualified. Please see the following pages for additional information on the director nominees.
BOARD LEADERSHIP
CHAIRMAN INDEPENDENT LEAD DIRECTOR
James D. Daniel F. David B. Bruce A.
Taiclet Akerson Burritt Carlson
Age: 62 Age: 74 Age: 67 Age: 73
Director Director Director Director
Since: 2018 Since: 2014 Since: 2008 Since: 2015
Independent Independent Independent
Chairman, President & CEO, Retired Chairman & CEO, General President & CEO, United States Retired United States Air
Lockheed Martin Corporation Motors Company Steel Corporation (U.S. Steel) Force General
Committees: None Committees: N* Committees: A, N Committees: C, N
Other Public Boards: None Other Public Boards: NOVONIX Other Public Boards: U.S. Steel Other Public Boards: None
Limited (Executive)
John M. Joseph F. James O. Thomas J.
Donovan Dunford, Jr. Ellis, Jr. Falk
Age: 62 Age: 67 Age: 75 Age: 64
Director Director Director Director
Since: 2021 Since: 2020 Since: 2004 Since: 2010
Independent Independent Independent Independent
Retired CEO, AT&T Senior Managing Director & Partner Retired President and Chief Executive Retired Chairman & CEO,
Communications, LLC of Liberty Strategic Capital; Retired Officer of the Institute of Nuclear Kimberly-Clark Corporation
Committees: A**, C United States Marine Corps General; Power Operations Committees: A*, M
Other Public Boards: Palo Alto Former Chairman of the Joint Chiefs Committees: A, C* Other Public Boards: None
Networks (Lead Independent of Staff Other Public Boards: Dominion
Director; Nominating & Governance*; Committees: C**, N Energy, Inc.
Compensation and People; Security) Other Public Boards: Satellogic Inc.
Ilene S. Vicki A. Jeh C.
Gordon Hollub Johnson
Age: 69 Age: 63 Age: 65
Director Director Director
Since: 2016 Since: 2018 Since: 2018
Independent Independent Independent
Retired Chairman & CEO, Ingredion President & CEO, Partner at Paul, Weiss, Rifkind,
Incorporated Occidental Petroleum Corporation Wharton & Garrison LLP; Former
Committees: A, M* Committees: M, N Secretary of Homeland Security
Other Public Boards: International Other Public Boards: Occidental Committees: C, N
Paper Company (Governance*; Other Public Boards: MetLife, Inc.
Executive; Management (Audit; Governance & Corp.
Development & Compensation) Responsibility) and U.S. Steel (Audit;
Corp. Governance & Sustainability)
Debra L. Patricia E. A Audit
Reed-Klages Yarrington C Classified Business and Security
Age: 66 Age: 66 M Management Development and
Director Director Compensation
Since: 2019 Since: 2021 N Nominating and Corporate
Independent Independent Governance
* Chair
Retired Chairman, President & CEO, Retired Chief Financial Officer,
Sempra Energy Chevron Corporation ** After the Annual Meeting, Mr.
Donovan will become Chair of
Committees: M, N Committees: A, M the Compensation Committee
Other Public Boards: Chevron Other Public Boards: None
Corporation (Audit*); and step down from the Audit
Caterpillar Inc. (Presiding Director; Committee and Mr. Dunford will
Executive Committee; Nominating become Chair of the Classified
and Governance Committee*) Business and Security Committee

6
 Proposal 1: Election of Directors

Board Composition and Effectiveness

Our Board seeks to operate with the highest degree of effectiveness, supporting a dynamic boardroom culture that encourages
diverse, independent thought and intelligent debate on critical matters to achieve a higher level of success for the Company and its
stockholders. This requires the right mix of people who bring diverse perspectives, characteristics, business and professional
experiences, and competencies, as well as professional integrity, sound judgment and collegiality. This provides the foundation for
robust dialogue, informed advice and collaboration in the boardroom.
The 13 director nominees are all incumbent directors. Through the annual self-evaluation process, including one-on-one discussions
with the independent Lead Director, the Board determined that the director nominees possess the skills and experience to continue
providing effective oversight of the Company. Each director nominee was originally selected through our Board Nomination process
described on page 27 and continues to be well-qualified to serve the Company’s and stockholders’ interests. The strategic skills, core
competencies and certain attributes of the nominees are set forth on the following page followed by individual biographies. In
addition, each nominee has demonstrated their commitment to devote sufficient time to their service on the Board and are in
compliance with our overboarding policy. All nominees other than Jim Taiclet, our Chairman, President and CEO, are independent.

Commitment to Board Diversity

At Lockheed Martin, we recognize diversity and inclusion as a business imperative and strategic
asset to our investors. We believe that our business accomplishments are a result of the efforts of
our employees around the world, and that a diverse employee population will result in a better
understanding of our customers’ needs. Our success with a diverse workforce also informs our
38%
Gender and Ethnic
views about the value of a board of directors that has persons of diverse skills, experiences and
backgrounds. Diversity in skills and backgrounds ensures that the widest range of options and Diversity
viewpoints are expressed in the boardroom. To this end, the Board seeks to identify candidates
with areas of knowledge or experience that will expand or complement the Board’s existing
expertise in overseeing a technologically-advanced global security and aerospace company.
31% Women
In September 2022, the Board amended the Corporate Governance Guidelines (Governance 8% African American
Guidelines) to make explicit the Governance Committee’s commitment to actively seeking out
highly-qualified women and individuals from minority groups as well as candidates with diverse
backgrounds, experiences and skills as part of each search the Company undertakes. The
Nominating and Corporate Governance Committee implements these guidelines in the
identification and review of Board candidates and assesses the effectiveness of these guidelines
38%
by including questions regarding the diversity of the Board membership in the Board’s annual self- Veterans
evaluation. The current composition of our Board and recent refreshment reflects those efforts
and the importance of diversity to our Board. Over the past five years, our Board’s gender and
racial/ethnic diversity has been enhanced with the additions of Pat Yarrington (2021), Debra Reed-
Klages (2019), Vicki Hollub (2018) and Jeh Johnson (2018). We have also added two veterans over
the past five years and new Board members have collectively enhanced each of the core
competencies and strategic skills outlined on the following page.

Board Attendance
Our Board is committed to their Board service. In 2022, there were six Board meetings. Directors
are expected to attend all Board meetings and meetings of the committees on which they serve.
All directors on the Board during 2022 attended more than 75 percent of the total Board and
committee meetings to which they were assigned and overall attendance of the Board as a whole
99%
Average attendance
was 99 percent. Board members are also encouraged to attend the annual meeting of
stockholders and all director nominees for the 2023 Annual Meeting attended the 2022 of directors as a
Annual Meeting. group at Board and
committee meetings
during 2022

www.lockheedmartin.com 2023 Proxy Statement 7

Proposal 1: Election of Directors

Director Nominees’ Strategic Skills, Core Competencies and Attributes

The following chart summarizes the strategic skills and core competencies that the Board considers valuable to effective governance
and successful oversight of our corporate strategy and illustrates how the director nominees individually and collectively represent
these key skills and competencies. Descriptions of the skills and competencies are on the following page. The lack of an indicator for a
particular item does not mean that the director does not possess that skill or competency; rather, the indicator represents that the
item is a core skill or competency of that director. The chart also provides the personal attributes of the director nominees. Director
nominees are listed by tenure in descending order from left to right.

ES

ON
AG

GT
D

N
N
N

KL
ITT

ON

OR

VA
SO
UB

ET
SO

SO

IN
-

NO
RR

NF
IS

ICL
RD

HN
ER

ED
LL
RL

RR
LK
L

DU
BU

HO

DO
GO
AK

RE
CA
FA

JO
EL

YA
TA
21st Century Security /
Def. Ind. Transformation l l l l l l
Lead
5G.MIL / Digital &
Networking Open Archit. l l

AI, Autonomy,
Advanced Comms, l l l l l
Hypersonics, Space
Innovate
Business and Digital
Transformation l l l l l
Strategic Skills

Operational Execution
and Efficiency l l l l l l l l l l l l l
Drive
Supply Chain Excellence l l l l l l

International Business
Expansion l l l l l l l l l l l

Grow Business Model /

Commercial Partnerships l l l l l l l l

M&A Expertise l l l l l l l l l
Four- Chair Chair Four- Chair Chair Chair Four-
Senior Leadership Experience Cabinet
Star CEO and and Star and CEO and and Star CFO CEO
(most senior position held) Admiral CEO CEO General CEO
Sec.
CEO CEO General
Core Competencies

Financial Expertise l l l l l l l l l
Environment, Social and
Governance Expertise l l l l l l l l l l

Cybersecurity Expertise l l l l
Senior Military / Government
Experience l l l l

Race / Ethnicity White White White White White White White Black White White White White White

Veteran of the U.S. Armed Forces l l l l l

Attributes

Gender (Male / Female) M M M M M F F M M F M F M

Age 75 67 64 74 73 69 63 65 62 66 67 66 62

Tenure (rounded years) 18 15 13 9 8 7 5 5 5 3 3 2 1

11+ years 6-10 years 1-5 years

8
 Proposal 1: Election of Directors

Description of Strategic Skills, Core Competencies and Attributes

The core competencies and strategic skills that we value for the Board align with our mission and strategic objectives to Lead, Innovate,
Drive and Grow to make 21st Century Security a reality. We believe the Board is more effective by collectively having a mix of these
core competencies and strategic skills and these have been enhanced through recent refreshment.

We are increasingly confronting an evolving threat landscape that is demanding advanced capabilities and a need for better
21st Century Security / predictability and capacity faster than ever before. Our 21st Century Security strategy is about taking the best of defense and
commercial technology to make forces agile, adaptive and unpredictable, so that they stay ready for any mission - today and
Defense Industry in the future. Directors with experience in leading transformation and in the defense, commercial and telecom sectors
Transformation provide important perspectives as we aim to execute industry partnerships and lead bringing these sectors together to
deliver transformational capabilities for national defense.

5G.MIL / Digital & Lockheed Martin's 5G.MIL solutions integrate military communications with tactical gateway capabilities (.MIL) and enhanced
Networking Open 5G technology to enable seamless, resilient and secure connectivity and data flow across all battlefield assets. Directors with
industry experience or technological expertise contribute to an understanding of network-enabled technologies and open
Architecture architectures to enable our 21st Century Security vision.

AI, Autonomy, Adv. Technologies such as Artificial Intelligence, Autonomy, Advanced Communications, Hypersonics and Space are key technology
Comms, Hypersonics, priorities for the Company. Directors with technology backgrounds contribute to an understanding of these technology
Space priorities and our oversight of key investments in these areas.

Business and Digital Directors with experience in business processes and systems and their evolution provide valuable insights as we execute our
Strategic Skills

mission-driven business and digital transformation program that is critical to innovate and deliver the speed, agility and
Transformation insights our customers need.

Operational Execution Our future success requires us to drive a culture of operational excellence, efficiency and consistent performance. Directors
with experience in areas such as complex manufacturing and other large, complicated operations contribute to the
and Efficiency understanding of these challenges.

Supply Chain Lockheed Martin has a diverse and complex multi-tiered supply chain that is critical to our success. Directors with expertise in
the management of the upstream and downstream relationships with suppliers and customers provide important
Excellence perspectives on managing supply chain challenges and driving its affordability and resiliency.

International Business We are a global business with a presence in more than 50 countries. One of our key growth priorities is to expand our
business internationally. Directors with experience understanding the complexities and risks of international business help
Expansion the Company to achieve its international objectives.

Business Model / A key element of our 21st Century Security strategy is to collaborate with innovative commercial companies outside of the
Commercial traditional aerospace and defense industry to leverage their technologies for military applications as well as to develop new
business models for the defense industry. Directors with commercial experience contribute to an understanding of these new
Partnerships business models and related growth opportunities.

We look to leverage inorganic growth and portfolio alignment by pursuing strategically aligned targets with ventures,
M&A Expertise acquisitions and other investments as well as dispositions. Directors with mergers and acquisitions experience contribute to
the Board’s understanding of these opportunities.

Senior Leadership All directors have senior leadership experience. We look to have a balance of directors with public company CEO leadership
Experience experience, public company CFO experience and other experience managing large, complex organizations.

All directors have the ability to understand financial statements. Directors who qualify as an “audit committee financial
Financial Expertise expert” have additional education and experience that enables them to provide additional oversight of financial statements
and capital allocation decisions as well as important financial metrics in measuring our performance.
Core Competencies

Environment, Social Directors with environmental, social and governance experience, including employee safety and health, climate-related risks,
and Governance political risks and cybersecurity, play an important role in the Board’s oversight of risks and the Company’s sustainability
Expertise initiatives.

Cybersecurity Directors with experience in cybersecurity, intelligence and data protection, including U.S. cybersecurity policy and the U.S.
Government’s cybersecurity efforts and cybersecurity threats, contribute to the Board’s oversight of cybersecurity risks and
Expertise digital transformation efforts.

Senior Military /
Directors with experience serving in senior military or government roles bring an important perspective and understanding of
Government our customers and relevant policy issues.
Experience
Attributes

Race / Ethnicity, Our Board believes a balance of director diversity and tenure is a strategic asset to our investors. See the discussion of Board
Veteran, Gender, Age, Composition on page 7. Directors who are veterans of the U.S. Armed Forces also contribute to an understanding of our
Tenure customers and mission.

www.lockheedmartin.com 2023 Proxy Statement 9

Proposal 1: Election of Directors

Director Nominees

Biography
Vice Chairman of The Carlyle Group from March 2014 to December 2015. Mr. Akerson was
Chairman of the Board of Directors and Chief Executive Officer of General Motors Company from
January 2011 until his retirement in January 2014. Prior to joining General Motors, he was a
Managing Director of The Carlyle Group, serving as the Head of Global Buyout from July 2009 to
August 2010 and as Co-Head of U.S. Buyout from June 2003 to June 2009. Mr. Akerson previously
served as Chairman of the U.S. Naval Academy Foundation from 2015 until 2021 and served on
the board of directors of KLDiscovery Inc. from December 2019 until January 2020 and
CommScope Holding Company, Inc. from April 2019 until December 2020.
Experience, Strategic Skills and Core Competencies
Daniel F. Akerson • Core leadership skills and experience with the demands and challenges of the
Age 74 global marketplace
• Extensive operating, marketing and senior management experience in a succession of major
Director since 2014
companies in challenging, highly competitive industries
Independent Lead • Enterprise risk management, financial, investment and mergers and acquisitions expertise
Director
21st Century Security / Defense Business and Digital Business Model / Commercial
Committees Industry Transformation Transformation Partnerships
Nominating and
CEO Leadership Environment, Social and
Corporate Governance, Financial Expertise
Experience Governance Expertise
Chair
International Business Operational Execution and
M&A Expertise
Other Public Boards* Expansion Efficiency
NOVONIX Limited
Supply Chain Excellence

Biography
President and Chief Executive Officer of United States Steel Corporation (U.S. Steel) since May
2017. Mr. Burritt was also named to U.S. Steel’s board of directors at that time. Mr. Burritt
previously served as President and Chief Operating Officer of U.S. Steel from February 2017 to
May 2017; Chief Financial Officer from September 2013 to May 2017; and Executive Vice
President from September 2013 to February 2017. Prior to joining U.S. Steel, Mr. Burritt served as
Chief Financial Officer of Caterpillar Inc. until his retirement in 2010, after more than 32 years
with the company.
Experience, Strategic Skills and Core Competencies
• Expertise in public company accounting, risk management, disclosure, financial system
David B. Burritt management, manufacturing and commercial operations and business transformation from
Age 67 roles as CEO and CFO at U.S. Steel and CFO and Controller at Caterpillar Inc.
• Over 40 years’ experience with the demands and challenges of the global marketplace from his
Director since 2008
positions at U.S. Steel and Caterpillar Inc.
Independent Director
Business Model / Commercial CEO and CFO Leadership Environment, Social and
Committees Partnerships Experience Governance Expertise
Audit; Nominating and
Corporate Governance International Business Operational Execution and
Financial Expertise
Expansion Efficiency
Other Public Boards*
U.S. Steel Supply Chain Excellence

* Other public board committees are listed on page 6.

10
 Proposal 1: Election of Directors

Biography
Retired U.S. Air Force General, Mr. Carlson has been chairman of Utah State University’s Space
Dynamics Laboratory Guidance Council since June 2013 and chairman of its board of directors
since 2018. Previously, Mr. Carlson served as the 17th Director of the National Reconnaissance
Office from 2009 until 2012. He retired from the U.S. Air Force in 2009 after more than 37 years
of service, including service as Commander, Air Force Materiel Command at Wright-Patterson
AFB, Ohio; Commander, Eighth Air Force at Barksdale AFB, Louisiana; and Director for Force
Structure, Resources and Assessment (J-8) for the Joint Staff. Mr. Carlson previously served on
the board of directors of Benchmark Electronics Inc. from July 2017 until October 2021.
Experience, Strategic Skills and Core Competencies
Bruce A. Carlson • Industry-specific expertise and knowledge of our core customer, including aircraft and satellite
Age 73 development and acquisition experience from his service in senior leadership positions with
the military
Director since 2015 • Experience with the demands and challenges associated with managing large organizations
Independent Director
from his service as a Commander and Joint Staff Director of the Joint Chiefs and the National
Committees Reconnaissance Office
Classified Business and • Skilled in executive management, logistics and military procurement
Security; Nominating
and Corporate AI, Autonomy, Advanced Environment, Social and Operational Execution and
Comms, Hypersonics, Space Governance Expertise Efficiency
Governance
Senior Military / Government
Other Public Boards Experience
None

Biography
Retired Chief Executive Officer of AT&T Communications, LLC, a wholly-owned subsidiary of AT&T
Inc. Mr. Donovan served as CEO from August 2017 until his retirement in October 2019. He was
Chief Strategy Officer and Group President of AT&T Technology and Operations from January
2012 through August 2017, and Chief Technology Officer of AT&T Inc. from April 2008 through
January 2012. He is a member of the President’s National Security Telecommunications
Advisory Committee.
Experience, Strategic Skills and Core Competencies
• Expertise in technology and innovation, including the transition to 5G networks, artificial
intelligence and machine learning
John M. Donovan • Skilled in overseeing global information, software development, supply chain, network
Age 62 operations and big data organizations
• Experience in cybersecurity, including Lead Independent Director of a leading cybersecurity
Director since 2021
company and Cybersecurity & Infrastructure Security Agency (CISA) committee leadership
Independent Director
21st Century Security / Defense 5G.MIL / Digital & Networking AI, Autonomy, Advanced
Committees* Industry Transformation Open Architecture Comms, Hypersonics, Space
Audit; Classified
Business and Security Business and Digital Business Model / Commercial CEO Leadership
Transformation Partnerships Experience
Other Public Boards** International Business
Palo Alto Networks Cybersecurity Expertise Financial Expertise
Expansion
Operational Execution and
M&A Expertise
Efficiency

* Effective after the Annual Meeting and assuming his re-election, Mr. Donovan will become a member and the Chair of the Compensation Committee and
step down from the Audit Committee.
** Other public board committees are listed on page 6.

www.lockheedmartin.com 2023 Proxy Statement 11

Proposal 1: Election of Directors

Biography
Retired U.S. Marine Corps General, Mr. Dunford has served as a senior managing director and
partner of Liberty Strategic Capital and as a member of the firm’s investment committee since
February 2022. Previously, he served as the 19th Chairman of the Joint Chiefs of Staff from 2015
until his retirement in September 2019. His previous assignments include serving as the 36th
Commandant of the Marine Corps and the Commander of all U.S. and NATO Forces in
Afghanistan. He is a Senior Fellow at the Belfer Center, Harvard University, and Chairman of the
Board of the Semper Fi and America’s Fund.
Experience, Strategic Skills and Core Competencies
• Industry-specific expertise and knowledge of our core customer from his service in senior
Joseph F. Dunford, Jr. leadership positions with the military
Age 67 • Experience with the demands and challenges associated with managing large organizations
from his service as a Commander and Chairman of the Joint Chiefs of Staff
Director since 2020
Independent Director • Skilled in executive management, logistics, military procurement and cybersecurity threats

Committees* 21st Century Security / Defense AI, Autonomy, Advanced

Cybersecurity Expertise
Classified Business and Industry Transformation Comms, Hypersonics, Space
Security; Nominating International Business Operational Execution and Senior Military / Government
and Corporate Expansion Efficiency Experience
Governance
Other Public Boards**
Satellogic Inc.

Biography
Admiral Ellis has served as an Annenberg Distinguished Fellow at the Hoover Institution at
Stanford University since 2014. Previously, he served as President and Chief Executive Officer of
the Institute of Nuclear Power Operations from May 2005 until his retirement in May 2012. Mr.
Ellis retired from active duty in July 2004 after serving as Admiral and Commander, United States
Strategic Command, Offutt Air Force Base, Nebraska. He formerly served as a director of Level 3
Communications, Inc. from March 2005 to November 2017.
Experience, Strategic Skills and Core Competencies
• Industry-specific expertise and knowledge of our core customers from his service in senior
leadership positions with the military and the private sector
James O. Ellis, Jr.
• Expertise in aeronautical and aerospace engineering, information technology and emerging
Age 75 energy issues; classified program expertise
Director since 2004 • Over 40 years’ experience in managing and leading large and complex technology-focused
Independent Director organizations, in large part as a result of serving for 35 years as an active duty member of the
United States Navy
Committees*
Audit; Classified 21st Century Security / Defense AI, Autonomy, Advanced International Business
Business and Security, Industry Transformation Comms, Hypersonics, Space Expansion
Chair Operational Execution and Senior Military / Government
Efficiency Experience
Other Public Boards**
Dominion Energy, Inc.

* Effective after the Annual Meeting and assuming his re-election, Mr. Dunford will become Chair of the Classified Business and Security Committee. Mr. Ellis
will remain a member of the Committee.
** Other public board committees are listed on page 6.

12
 Proposal 1: Election of Directors

Biography
Executive Chairman of Kimberly-Clark Corporation from January 2019 through December 2019.
Having served 36 years at Kimberly-Clark Corporation, Mr. Falk was Chairman of the Board and
Chief Executive Officer from 2003 until December 2018; Chief Executive Officer from 2002 and
President and Chief Operating Officer from 1999 to 2002.
Experience, Strategic Skills and Core Competencies
• Experience with the demands and challenges associated with managing global organizations
from his experience as Chairman and Chief Executive Officer of Kimberly-Clark Corporation
• Knowledge of financial system management, public company accounting, disclosure
requirements and financial markets
Thomas J. Falk
• Skilled in manufacturing, human capital management, compensation, governance and public
Age 64 company boards
Director since 2010 Business and Digital Business Model / Commercial CEO Leadership
Independent Director Transformation Partnerships Experience

Committees Environment, Social and International Business

Financial Expertise
Audit, Chair; Governance Expertise Expansion
Management Operational Execution and
M&A Expertise Supply Chain Excellence
Development and Efficiency
Compensation
Other Public Boards
None

Biography
Executive Chairman of the Board of Ingredion Incorporated from January 2018 through July 2018.
Previously, Ms. Gordon was Chairman of the Board, President and Chief Executive Officer of
Ingredion Incorporated from May 2009 through December 2017. Ingredion Incorporated is a
publicly traded corporation that manufactures food ingredients globally. Ms. Gordon served as a
director of International Flavors & Fragrances, Inc. from February 2021 to February 2023.
Experience, Strategic Skills and Core Competencies
• Experience with the demands and challenges associated with managing global organizations
from her experience as Chairman, President and Chief Executive Officer of
Ingredion Incorporated
Ilene S. Gordon
• Knowledge of financial system management, public company accounting, disclosure
Age 69 requirements and financial markets
Director since 2016 • Skilled in marketing, human capital management, compensation, governance and public
Independent Director company boards

Committees* Business Model / Commercial CEO Leadership Environment, Social and

Audit; Management Partnerships Experience Governance Expertise
Development and International Business
Financial Expertise M&A Expertise
Compensation, Chair Expansion

Other Public Boards** Operational Execution and

International Paper Efficiency
Company

* Effective after the Annual Meeting and assuming his re-election, Mr. Donovan will become a member and the Chair of the Compensation Committee. Ms.
Gordon will remain a member of the Committee.
** Other public board committees are listed on page 6.

www.lockheedmartin.com 2023 Proxy Statement 13

Proposal 1: Election of Directors

Biography
President and Chief Executive Officer of Occidental Petroleum Corporation (Occidental), an
international oil and gas exploration and production company, since April 2016. Having served
more than 30 years at Occidental, Ms. Hollub served as President and Chief Operating Officer
from 2015 to 2016; Senior Executive Vice President, Occidental and President, Oxy Oil and Gas -
Americas from 2014 to 2015; and Executive Vice President, Occidental and Executive Vice
President, U.S. Operations and Oxy Oil and Gas from 2013 to 2014.
Experience, Strategic Skills and Core Competencies
• Broad insight and experience with the demands and challenges associated with managing
global organizations from her experience as President and Chief Executive Officer of Occidental
Vicki A. Hollub and more than three decades in executive and operational roles
Age 63 • Expertise in the Middle East region and Latin America
Director since 2018 • Skilled in enterprise risk management, environmental, safety and sustainability, including
Independent Director leading carbon capture, utilization and storage and other decarbonization initiatives
Committees Business Model / Commercial CEO Leadership Environment, Social and
Management Partnerships Experience Governance Expertise
Development and International Business
Financial Expertise M&A Expertise
Compensation; Expansion
Nominating and Operational Execution and
Corporate Governance Supply Chain Excellence
Efficiency
Other Public Boards*
Occidental

Biography
Partner at the international law firm of Paul, Weiss, Rifkind, Wharton & Garrison LLP, and co-head
of the Cybersecurity and Data Protection practice, since January 2017. Previously, Mr. Johnson
served as U.S. Secretary of Homeland Security from December 2013 to January 2017; and as
General Counsel of the U.S. Department of Defense and as General Counsel of the U.S.
Department of the Air Force. Mr. Johnson is presently a director of the Council on Foreign
Relations, and formerly served as a director of PG&E Corporation from May 2017 to March 2018.
Experience, Strategic Skills and Core Competencies
• Expertise in national security, leadership development and organizational preparedness from
his service as U.S. Secretary of Homeland Security
Jeh C. Johnson
• Industry-specific expertise and insight into our core customers, including requirements for
Age 65 acquisition of products and services, from prior senior leadership positions with the military
Director since 2018 • Experience with large organization management and assessing human resources, equipment,
Independent Director cybersecurity, and financial requirements, as well as reputational risks

Committees 21st Century Security /Defense Environment, Social and

Cybersecurity Expertise
Industry Transformation Governance Expertise
Classified Business and
Security; Nominating International Business
M&A Expertise
Operational Execution and
and Corporate Expansion Efficiency
Governance Senior Military / Government
Experience
Other Public Boards*
MetLife, Inc.
U.S. Steel

* Other public board committees are listed on page 6.

14
 Proposal 1: Election of Directors

Biography
Retired in December 2018 as Executive Chairman of Sempra Energy. Ms. Reed-Klages served as
Chairman, President and Chief Executive Officer of Sempra Energy from March 2017 to May 2018;
Chairman and Chief Executive Officer of Sempra Energy from December 2012 to March 2017; and
Chief Executive Officer of Sempra Energy from June 2011 to December 2012. Previously, Ms. Reed-
Klages served as an Executive Vice President of Sempra Energy and as President and Chief
Executive Officer of SDG&E and SoCalGas, Sempra Energy’s regulated California utilities. Ms. Reed-
Klages was also previously President, Chief Operating Officer and CFO of SDG&E and SoCalGas. She
previously served on the boards of directors of Halliburton Company from January 2001 to
September 2018 and Oncor Electric Delivery Company LLC during 2018.

Debra L. Reed-Klages Experience, Strategic Skills and Core Competencies

• Experience with the demands and challenges associated with managing global organizations
Age 66 from her experience as Chairman, President and Chief Executive Officer of Sempra Energy
Director since 2019 • Skilled in enterprise risk management, environmental, safety and sustainability
Independent Director • Knowledge of financial system management, compensation, governance and public company
Committees board experience
Management Business Model / Commercial CEO Leadership Environment, Social and
Development and Partnerships Experience Governance Expertise
Compensation;
Operational Execution and
Nominating and Financial Expertise M&A Expertise
Efficiency
Corporate Governance
Other Public Boards* Supply chain Excellence
Chevron Corporation
Caterpillar Inc.

Biography
Chairman since March 2021 and President and Chief Executive Officer of Lockheed Martin since
June 2020. Previously, Mr. Taiclet served as Chairman, President and Chief Executive Officer of
American Tower Corporation from February 2004 until March 2020 and Executive Chairman from
March 2020 to May 2020. Prior to that, Mr. Taiclet served as President of Honeywell Aerospace
Services, a unit of Honeywell International and as Vice President, Engine Services at Pratt &
Whitney, a unit of United Technologies Corporation.
Experience, Strategic Skills and Core Competencies
• Effective leadership and executive experience as Chairman, President and CEO of Lockheed
Martin Corporation and American Tower Corporation
James D. Taiclet • Expertise in management at large-scale, multinational corporations, including regulatory
compliance, corporate governance, capital markets and financing, strategic planning and
Age 62
investor relations
Director since 2018 • Industry-specific expertise from service as a U.S. Air Force officer and pilot and as an executive
Chairman, President at Lockheed Martin, Honeywell Aerospace Services and Pratt & Whitney
and CEO
21st Century Security / Defense 5G.MIL / Digital & Networking AI, Autonomy, Advanced
Committees Industry Transformation Open Architecture Comms, Hypersonics, Space
None Business and Digital Business Model / Commercial CEO Leadership
Other Public Boards Transformation Partnerships Experience
None Environment, Social and
Cybersecurity Expertise Financial Expertise
Governance Expertise
International Business Operational Execution and
M&A Expertise
Expansion Efficiency

Supply Chain Excellence

* Other public board committees are listed on page 6.

www.lockheedmartin.com 2023 Proxy Statement 15

Proposal 1: Election of Directors

Biography
Retired Vice President and Chief Financial Officer of Chevron Corporation, one of the world’s
leading integrated energy companies. Ms. Yarrington served as CFO of Chevron from January
2009 until her retirement in March 2019. During her 38 years at Chevron, she also served as Vice
President and Treasurer from 2007 through 2008, Vice President of Policy, Government and
Public Affairs from 2002 to 2007 and Vice President of Strategic Planning from 2000 to 2002.
Previously, Ms. Yarrington served on the boards of directors of Chevron Phillips Chemical
Company LLC (a 50-50 joint venture with Phillips 66) and the Federal Reserve Bank of San
Francisco, serving as the Chairman of the Bank’s board from 2013 to 2014.
Experience, Strategic Skills and Core Competencies
Patricia E. Yarrington • Expertise in public company accounting, risk management, disclosure, and financial system
Age 66 management from her role as CFO at Chevron
• Over 38 years of experience with the demands and challenges of the global marketplace from
Director since 2021
her positions at Chevron
Independent Director
Committees Business and Digital Environment, Social and
CFO Leadership Experience
Audit; Management Transformation Governance Expertise
Development and International Business
Financial Expertise M&A Expertise
Compensation Expansion

Other Public Boards Operational Execution and

None Efficiency

16
Corporate Governance
We believe that good corporate governance strengthens the Board and management, enhances public trust and is integral to achieving
long-term stockholder value. This section provides an overview of Lockheed Martin’s corporate governance policies and practices.

Our Alignment with Governance Standards

In 2018, we signed on to the Commonsense Principles 2.0, which are intended to provide a basic framework for sound, long-term
oriented governance. Our governance practices also comply with the Investor Stewardship Group (ISG) Corporate Governance
Principles for U.S. Listed Companies. Below, we identify each of the ISG’s governance principles and how our practices are aligned.

Principle 1:
Boards are accountable Annual election of directors Market-standard proxy access right for
to stockholders Majority voting standard for uncontested stockholders
director elections No poison pill
Directors not receiving majority support must Full disclosure on corporate governance and
tender resignation to Board for consideration Board practices

Principle 2: One class of voting stock

Stockholders should be
“One share, one vote” standard
entitled to voting rights
in proportion to their
economic interest

Principle 3: Proactive, year-round engagement with stockholders, including participation of independent

Boards should be directors as appropriate
responsive to
stockholders and be Engagement topics during 2022 included: Board composition, diversity and refreshment,
proactive in order to stockholder rights, climate risks and related climate change goals, workforce diversity and
understand their inclusion, executive compensation, human rights and our Human Rights Report, the conflict in
perspectives Ukraine, lobbying and political spending and other environmental, social and governance
(ESG) matters

Principle 4: Engaged independent Lead Director

Boards should have a Annual review of Board leadership structure
strong, independent
leadership structure Independent chairs of all Board committees

Principle 5: 12 of 13 director nominees are independent; 2022 updates to Governance Guidelines make
Boards should adopt all Board committees are fully independent explicit the Company’s commitment to actively
structures and practices seek out gender and ethnically diverse
that enhance their Four directors are women; one director is an
African-American male Board candidates
effectiveness
Significant Board refreshment yielding a Board access to officers and employees
diverse mix of skills and experiences 2022 Board attendance of 99%
Annual Board and committee self- Overboarding policy ensures Board members
assessments can devote sufficient time to the Company

Principle 6: Compensation programs actively reviewed by the Board and include short- and long-term goals
Boards should develop tied to the long-range plan and that underpin our long-term strategy
management incentive
structures that are
aligned with the long-
term strategy of the
company

www.lockheedmartin.com 2023 Proxy Statement 17

Corporate Governance

Board Leadership Structure

The Board believes the independent directors should have the flexibility to respond to
changing circumstances and choose the board leadership structure that best fits the
Company’s needs as they evolve over time. As a result, the roles of the Chairman and the
CEO have been split from time to time to facilitate leadership transitions and at other times
have been combined. The independent directors elected Mr. Taiclet as Chairman in March Chairman, President and CEO
2021. Prior to that, the roles were separated while former CEO Marillyn Hewson served as James D. Taiclet
Executive Chairman to assist in the CEO transition.
The Board reviews the Company’s leadership structure, including the responsibilities of the
independent Lead Director, at least annually to determine the most appropriate structure
for effective oversight of the Company’s strategic priorities and Board functioning. As part
of this process, in 2022, the Board reviewed benchmarking data of the leadership structure Independent Lead Director;
of other large companies and industry peers and investor views on the separation of the Governance Committee Chair
roles. At present, the Board believes that the combination of the roles, along with the Daniel F. Akerson
robust authority given to the experienced independent Lead Director, effectively represents Elected annually by independent
the interests of stockholders by maintaining the appropriate level of independence, directors
oversight and responsibility. The Board consists entirely of independent directors, other
than Mr. Taiclet, and exercises a strong, independent oversight function through frequent
executive sessions, independent Board committees and an experienced independent Lead
Director with clearly delineated and comprehensive duties. The Board believes that
presenting a single face to our customers through the combined Chairman and CEO role is Other Committee Chairs
valuable and that unified Board and management leadership best positions the Company to Thomas J. Falk (Audit)
successfully implement its strategy, particularly in the current dynamic and challenging James O. Ellis, Jr. (CBS)
Ilene S. Gordon (Compensation)
geopolitical and economic environment. Further, the combined Chairman and CEO role
facilitates real-time, transparent communication with the Board on critical business matters. All committees are fully
The Board believes that Mr. Taiclet, who is a former independent Board member and a independent
veteran with deep knowledge of complex industries and our primary customer, is well
Stockholders and other
qualified for the role of Chairman and that the Board operates effectively and efficiently interested parties may
under his leadership. communicate with the
The independent directors will continue to review the leadership structure on an ongoing independent Lead Director at
basis, at least annually, to ensure that it continues to meet the needs of the Company and Lead.Director@lmco.com
supports the generation of stockholder value over the long term.
Independent Lead Director’s Role
The Board has structured the independent Lead Director’s role to enhance the functioning of the Board and with sufficient authority
to provide a counterbalance to management. The independent Lead Director has prescribed responsibilities specified in the Bylaws
and Governance Guidelines or as otherwise assigned by the Board. The independent Lead Director’s responsibilities include:
• Leadership of independent directors — preside as Chair at Board meetings while in executive sessions of the non-management
directors or executive sessions of the independent directors or if the Chairman is not present; determine the frequency and timing
of executive sessions of non-management directors; lead discussions of the Chairman and CEO’s performance;
• Board meeting agendas and schedules — approve Board and committee meeting topics and schedules, including consulting with
the Chairman and committee chairs; review and approve all Board and committee agendas (in collaboration with each committee
chair); provide input to management on the scope and quality of information sent to the Board;
• Board refreshment and evaluations — together with the Chairman, assist the Governance Committee with recruitment of
directors and extend invitations to potential directors to join the Board; lead the Board’s annual self-assessment process;
• Board committees — act as liaison between the Board and management and among the directors and the committees of the
Board; serve as an ex officio member of each committee, if not otherwise a member of the committee;
• Stockholder communications — serve as the point of contact for stockholders and others to communicate with the Board,
including meeting with investors as appropriate;
• Board consultants — recommend to the Board and committees the retention of advisors and consultants who report directly to
the Board; and
• Board special meetings — authority to call a special meeting of the Board or of the independent directors at any time, at any
place and for any purpose.

18
 Corporate Governance

Considerations in Selecting the Current Independent Lead Director

In accordance with our Bylaws and Governance Guidelines, the independent members of the Board annually elect one of the
independent directors to serve as the Lead Director by the affirmative vote of a majority of the directors who have been determined to
be “independent” for purposes of the New York Stock Exchange (NYSE) listing standards. The Board’s nominee for independent Lead
Director, Dan Akerson, has been elected annually to serve as independent Lead Director since 2019. The Board believes that his
significant experience with global operations and organizations undergoing a strategic transition makes him well-qualified to provide
independent oversight of the opportunities and risks currently facing the Company.
Mr. Akerson meets frequently with Mr. Taiclet to provide independent oversight and provide feedback and direction from the
independent Board members. Mr. Akerson leads the Board’s annual self-evaluation and annually conducts one-on-one meetings with
each independent director to seek feedback on Board and Company operations and priorities and the Chairman and CEO’s
performance, and may also provide input on the design of the Board itself. Mr. Akerson is also deeply engaged with Board refreshment
and interviews all potential candidates in addition to the Chairman. Mr. Akerson also leads discussions of the independent directors on
CEO and management succession planning.
Annually, the Board analyzes risks to the Company through an in-depth strategy review and advises on the Company’s strategy to
effectively manage those risks. In leading a discussion of the independent directors as part of this review, Mr. Akerson is well-
positioned to elicit independent Board member views on the Company’s strategy and risk management and require Board
consideration of any risk matters. As chair of the Governance Committee and an ex officio member of each other committee, Mr.
Akerson has insight into and oversight of all matters before the Board.

Executive Sessions
Generally, each Board and committee meeting agenda includes an executive session of the non-management directors, who are all
independent. The Governance Guidelines require that at least three Board meetings per year will include an executive session of the
non-management directors. In 2022, every Board meeting included an executive session. In most cases, these sessions included a
discussion of CEO performance. The independent Lead Director presides during the executive sessions of the Board, and reports to the
Chairman and CEO on all relevant matters, or invites the Chairman and CEO to join the executive session for further discussion, as
appropriate. The respective chairman of each committee presides during the committee executive sessions.

Committees of the Board of Directors

The Board has four standing committees: Audit, Classified Business and Security (CBS Committee), Management Development and
Compensation (Compensation Committee), and Nominating and Corporate Governance (Governance Committee). Charters for each
committee are available on the Company’s website at www.lockheedmartin.com/corporate-governance. The Board may establish
other standing or special committees as may be necessary to carry out its responsibilities.
In February of each year, the Governance Committee reviews the membership, tenure, leadership and commitments of each of the
committees and considers possible changes given the qualifications and skill sets of members on the Board or a desire for committee
rotation or refreshment. The Governance Committee also takes into consideration the membership requirements and responsibilities
set forth in each of the respective committee charters and the Governance Guidelines. The Governance Committee recommends to
the Board any proposed changes to committee assignments and leadership. The Governance Committee also reviews the operation
of the Board generally.

2022-2023 Committee Membership Changes

At the June 2022 Board meeting, upon the recommendation of the Governance Committee, the Board added Ms. Reed-Klages to the
Governance Committee and added Mr. Donovan to the Audit Committee, replacing Ms. Reed-Klages. Mr. Vincent R. Stewart joined
the CBS Committee in July 2022 and served through his resignation from the Board effective January 1, 2023.

2023-2024 Committee Membership Changes

At the February 2023 Board meeting, upon the recommendation of the Governance Committee, the Board elected Mr. Dunford as
Chair of the CBS Committee and Mr. Donovan as a member and the Chair of the Compensation Committee, each effective after the
Annual Meeting and assuming their re-election. Mr. Donovan will no longer serve as a member of the Audit Committee following his
election to the Compensation Committee.

www.lockheedmartin.com 2023 Proxy Statement 19

Corporate Governance

Audit Committee

2022 Focus Areas Meetings in 2022: 4

• Business Segment and Program Performance
• Enterprise Risk Management and 2022 Audit Plan; Internal Audit Transformation
• Critical Audit Matters Related to Revenue Recognition and Pension Estimates; Pension
De-Risking Strategy
Thomas J. Falk, Chair
Roles and Responsibilities of the Committee
David B. Burritt
John M. Donovan* The Audit Committee assists the Board in fulfilling its oversight responsibilities relating to
James O. Ellis, Jr. the integrity of the financial statements and compliance with legal and regulatory
Ilene S. Gordon requirements. The Audit Committee has oversight of the Company’s internal audit plan
Patricia E. Yarrington and reviews risks and opportunities to management’s long-term strategy as identified by
All Audit Committee members are the Company’s enterprise risk management processes. It is directly responsible for the
independent within the meaning of appointment, compensation, retention, oversight and termination of the Company’s
the NYSE listing standards, independent auditors, Ernst & Young LLP (Ernst & Young). The Audit Committee also
applicable SEC regulations and our reviews the Company’s policies regarding derivatives and the financial status, investment
Governance Guidelines. In addition, performance and funding of the Company’s post-retirement benefit plans. The Audit
the Board has determined that all Committee meets privately with management, internal audit, and Ernst & Young. The
members are financially literate functions of the Audit Committee are further described in the “Audit Committee Report”
within the meaning of the NYSE on page 81.
listing standards and that all
members, except Mr. Ellis, meet the
SEC’s criteria as audit committee
“financial experts.”

* Mr. Donovan joined in June 2022 and will serve until the Annual Meeting. Ms. Reed-Klages served until June 2022.

Classified Business and Security Committee

2022 Focus Areas Meetings in 2022: 3

• Classified Program Risk Oversight and Alignment with Company’s Strategy
• Support to Supply Chain Risk Management
• Security of Personnel, Facilities and Data
James O. Ellis, Jr., Chair* Roles and Responsibilities of the Committee
Bruce A. Carlson The CBS Committee assists the Board in fulfilling its oversight responsibilities relating to
John M. Donovan* the Company’s classified business activities and the security of personnel, facilities and
Joseph F. Dunford, Jr. data (including classified cybersecurity matters). The CBS Committee consists of directors
Jeh C. Johnson
who possess the appropriate security clearance credentials, at least one of whom must
All CBS Committee members are be a member of the Audit Committee, none of whom are officers or employees of the
independent within the meaning of Company and all of whom are free from any relationship that, in the opinion of the
the NYSE listing standards and our Board, would interfere with the exercise of independent judgment as a member of the
Governance Guidelines and hold high- CBS Committee.
level security clearances.

* Effective after the Annual Meeting and assuming his re-election, Mr. Dunford will become the Chair of the CBS Committee. Mr. Ellis will remain a member of
the CBS Committee. In addition to the listed members above, Mr. Vincent R. Stewart served on the Committee from July 2022 until January 2023.

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 Corporate Governance

Management Development and Compensation Committee

2022 Focus Areas Meetings in 2022: 4

• Strategic and Operational Performance
• Talent Management and Succession Planning
• Pay for Performance
Ilene S. Gordon, Chair* Roles and Responsibilities of the Committee
Thomas J. Falk The Compensation Committee reviews and approves the corporate goals and objectives
Vicki A. Hollub
relevant to the compensation of the CEO and other executive officers, evaluates the
Debra L. Reed-Klages
performance of the CEO and, either as a committee or together with the other
Patricia E. Yarrington
independent members of the Board, determines and approves the compensation
All Compensation Committee philosophy and levels for the CEO and other executive officers. The Compensation
members are independent within Committee does not delegate its responsibilities with respect to compensation that is
the meaning of the NYSE listing specific to the executive officers. For other employees and for broad-based
standards, applicable SEC compensation plans, the Compensation Committee may delegate authority to the CEO or
regulations and our Governance the Senior Vice President and Chief Human Resources Officer, subject to certain limits.
Guidelines. Additional information regarding the role of the Compensation Committee and our
compensation practices and procedures is provided under the captions “Compensation
Committee Report” on page 39 and “Compensation Discussion and Analysis (CD&A)”
beginning on page 41.

* Effective after the Annual Meeting and assuming his re-election, Mr. Donovan will become a member and the Chair of the Compensation Committee. Ms.
Gordon will remain a member of the Compensation Committee.

Nominating and Corporate Governance Committee

2022 Focus Areas Meetings in 2022: 4
• Board Recruitment and Refreshment; Board Diversity
• 2025 Sustainability Management Plan Goals and Progress, Including Climate Goals
• Oversight of Product Safety and Employee Safety and Health Efforts
Daniel F. Akerson, Chair • Human Rights Risk Oversight
David B. Burritt Roles and Responsibilities of the Committee
Bruce A. Carlson
Joseph F. Dunford, Jr. The Governance Committee develops and implements policies and practices relating to
Vicki A. Hollub corporate governance, including our Governance Guidelines. The Governance Committee
Jeh C. Johnson assists the Board by selecting candidates to be nominated to the Board, making
Debra L. Reed-Klages* recommendations concerning the composition of Board committees and overseeing the
annual evaluation of the Board and its committees.
All Governance Committee members
The Governance Committee reviews and recommends to the Board the compensation of
are independent within the meaning
directors. Our executive officers do not play a role in determining director pay.
of the NYSE listing standards,
applicable SEC regulations and our The Governance Committee assists the Board in fulfilling its oversight efforts in corporate
Governance Guidelines. responsibility, corporate culture, human rights, environmental stewardship (including
climate change), political contributions and lobbying expenditures, ethical business
practices, community outreach, philanthropy, diversity, inclusion and equal opportunity,
sustainability, and health and safety programs. The Governance Committee monitors
compliance and recommends changes to our Code of Conduct. The Governance
Committee also has oversight over the Company’s policies and processes for the safety of
the Company’s products and services.

* Ms. Reed Klages joined in June 2022.

www.lockheedmartin.com 2023 Proxy Statement 21

Corporate Governance

Board Role and Responsibilities

Board Role in Strategic Planning
The Board is involved in strategic planning and review throughout the year. Additionally, every September/October, the Board meets
in a half-day session dedicated to a discussion of the Company’s strategy, one-year plan and three-year long-range plan. The Chairman,
President and CEO regularly reviews developments against the Company’s strategic framework at Board meetings and provides
updates between regularly-scheduled sessions, as necessary. This schedule corresponds to management’s annual schedule for
developing the long-range plan and gives the Board the opportunity to provide input while the long-range plan is being developed and
to monitor progress on the plan. In addition:
• the Board (or the appropriate committee) reviews the progress and challenges to the Company’s strategy and approves specific
initiatives, including acquisitions and divestitures over a certain monetary threshold;
• the Board (or the appropriate committee) reviews trends identified as significant risks and topical items of strategic interest such as
human capital strategy and cybersecurity on a regular basis;
• the Board’s annual schedule includes at least one meeting per year at a different Company facility where directors can tour the
operations, engage directly with employees and experience first-hand the Company’s culture; and
• each business segment executive vice president presents an operations review to the Board and each business segment financial
officer presents a financial review to the Audit Committee on a rotating basis.

Board Oversight of Risk

Core Board responsibilities include assessing corporate risk tolerance and monitoring management’s processes for identifying and
mitigating risks to ensure the Company’s risk exposure is consistent with its strategic objectives. All of our directors have risk
management expertise.

Board of Directors
While the Board is ultimately responsible for risk oversight, the committees possess primary responsibility for certain risk
management oversight, as shown below. The full Board retains primary oversight over areas such as capital structure/allocation,
cybersecurity and business and people strategy that are not primarily overseen by a committee. The Board receives regular reports
from committees and management covering risks.

Audit Committee Management Development Classified Business and Nominating and Corporate
Oversight of financial, legal and Compensation Security Committee Governance Committee
and compliance risks; the Committee Oversight of classified Oversight of corporate
enterprise risk management Oversight of executive programs and security of governance, ethical conduct,
process, including risk succession planning and personnel, facilities and sustainability, environmental
identification, risk incentive compensation risks data-related risks including stewardship (including
assessment and risk classified cybersecurity, climate change), corporate
management; evaluation of security of suppliers and the culture, health and safety
management’s risk global supply chain within programs and community
mitigation performance; and the classified business and public relations
pension liability risks

Management
Management is responsible for enterprise risk management and the day-to-day handling and mitigation of risks. Corporate
executives provide the Board and its committees with reports on enterprise-wide risk, and business segment management provides
reports covering segment business and strategic risks. The CFO, who is also the Chief Risk Officer, reports to the Board at every
meeting. Each of the Company’s four business segment executive vice presidents reports to the Board annually, which reports
include a discussion of risks. Additionally, the executive leadership team participates in an annual discussion with the Board as part
of the strategy review. The Company’s enterprise risk management program is discussed on the following page.

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 Corporate Governance

Enterprise Risk Management

Management is responsible for our Enterprise Risk Management function (ERM), which is designed to (i) provide assurance that key
strategic, operational and growth risks are identified and effectively managed; (ii) support the development and implementation of
sound risk management practices and risk-informed decision making; (iii) drive risk awareness across the Company; and (iv) create a
sustainable risk-based culture. The ERM structure and process is outlined below.

Executive Leadership Team PROVIDE DEFINE

ASSURANCE OBJECTIVES

Integrated Risk Council

Chair: CFO, serves as Chief Risk Officer COMMUNICATE
ERM IDENTIFY
Members: Senior Executives and VP, Internal Audit RISK STATUS Process RISKS

Risk and Compliance Committee MITIGATE ASSESS AND

RISKS PRIORITIZE
Chair: SVP, Ethics & Enterprise Assurance
RISKS
Members: Business Segment and Corp. Function VPs

ERM manages risk primarily through risk identification, risk assessment and risk controls and mitigation. Two primary components of
the enterprise risk management process are an annual enterprise risk assessment and a biennial compliance risk assessment.
• The enterprise risk assessment is prepared annually by engaging over 1,500 leaders across the Company, including senior
executives and internal audit. ERM uses the results of this engagement to prepare an enterprise risk matrix focusing on the top
identified risks, and assigns risk owners and recommended mitigation plans, which are then tracked. The risks assessed are
generally ones that could materialize over a one-to-three-year horizon. We also monitor emerging risks, assessed to have reduced
immediacy, identified from internal sources, external benchmarking and participation in professional organizations.
• The compliance risk assessment is conducted every two years and involves a survey of approximately 800 subject matter experts
on compliance risks and the review of external risk benchmarking. It is focused on specialized areas of compliance risk whereas the
enterprise risk assessment encompasses strategic and operational risks.
Each of these assessments and recommended mitigation actions are reviewed by the Risk and Compliance Committee and Integrated
Risk Council, which are detailed below, and are reported to the Audit Committee.
Risk management is not ERM’s responsibility alone. We view enterprise risk management as inextricably linked with an internal control
environment and have an overarching policy that covers both internal control and enterprise risk management. We also have other key
processes designed to reduce risk, including executive planning panel reviews of proposals, disclosure controls committee reviews of
risks, and comprehensive external and internal audit processes.

The Risk and Compliance Committee and the Integrated Risk Council
Management formally reviews enterprise risk management through a Risk and Compliance Committee (RCC) and an Integrated Risk
Council (IRC), as well as periodically during executive leadership team meetings. The RCC meets on a quarterly basis and its primary
purpose is to (i) oversee the Company’s enterprise risk management program and report to the IRC; (ii) support the Lockheed
Martin strategic planning process through identification and management of key risks and opportunities; (iii) provide a forum for
business segment and corporate functional representatives to communicate, coordinate and collaborate on their respective risk
management activities; and (iv) provide a forum for approval of the Company’s mandatory business conduct and compliance
training. In 2022, we formally assigned specific responsibilities for oversight of elements of our sustainability initiatives to the RCC,
further enhancing the integration of our sustainability and risk management programs. Our Audit Committee Chair has participated
in an RCC meeting. The next level of review in the process is the smaller IRC, which provides a more strategic perspective. The IRC
primarily oversees the RCC and reviews the enterprise risk management activities to conduct strategic, operational and compliance
risk management; its members inform other senior executives and the Board of those efforts.

www.lockheedmartin.com 2023 Proxy Statement 23

Corporate Governance

Board Oversight of Succession Planning

Our Board is actively engaged in management succession planning and views CEO succession planning as one of its core
responsibilities. Annually, the Board meets to review our succession strategy and leadership pipeline for key roles, taking into account
the Company’s long-term corporate strategy. CEO succession planning discussions are led by the independent Lead Director and the
Board members have direct access to and interaction with members of senior management and high-potential future leaders as part of
this succession planning. This activity includes informal and one-on-one settings to enable directors to personally assess potential
candidates and cultivate future leaders. The Board of Directors maintains a succession plan for the CEO and other key members of
management and has a contingency plan if the CEO were to depart unexpectedly. The Company has a corporate policy imposing a
mandatory retirement age of 65 for all executive officers other than the CEO. The CEO’s tenure is at the discretion of the independent
members of the Board, which are free to consider all relevant factors.

Board Oversight of ESG

The Board and its committees exercise broad oversight over issues important to the Company, including ESG topics. The discussion of
the Board’s oversight of sustainability, people strategy, workforce diversity and inclusion, cybersecurity, political and policy activities
and human rights are discussed in the “Environmental, Social and Governance” section on page 32. The Board’s oversight of
governance issues is discussed throughout the “Corporate Governance” section.

Our Stockholder Engagement Program

Board’s Commitment to Engagement. We conduct extensive governance reviews and stockholder outreach throughout the year in
addition to our engagements through Investor Relations on financial and business topics. Our integrated engagement team is led by
our Corporate Secretary’s office and includes representatives from Ethics and Enterprise Assurance, Environment, Safety, Health and
Sustainability, Executive Compensation and Diversity and Inclusion. Depending on the circumstance, our independent Lead Director or
other directors may engage in these conversations with stockholders. The Governance Committee oversees our stockholder
engagement efforts on behalf of the Board. We recognize the value of building informed and meaningful relationships with our
investors that promote increased transparency and accountability. Our Governance Guidelines outline our stockholder engagement
program.
Responsiveness to Stockholders. Accountability to our stockholders continues to be an important component of the Company’s
success. We take accountability seriously and seek feedback through stockholder engagement to understand investor views and
preferences, including feedback relating to stockholder proposals. In 2022, we received an advisory proposal from John Chevedden to
reduce the threshold for calling special stockholder meetings. Although the proposal received a significant level of stockholder support,
a majority of our stockholders supported the Board’s recommendation and voted against a change. Given the level of support for the
proposal, we engaged with investors on this issue to better understand their concerns and considered their feedback in our decision to
maintain our current practice. We look forward to continued engagement and dialogue to ensure our stockholder rights continue to
meet the needs and expectations of our wide range of investors. In 2022, we were responsive to stockholders regarding an advisory
proposal on human rights, which received approximately 20% stockholder support. See Proposal 6 for details on our actions and
engagement in response to the 2022 stockholder proposals on human rights.

Stockholder Outreach. In seeking stockholder perspectives, our senior management team Engagement Highlights
offered during 2022 to engage with a cross section of stockholders representing nearly a
majority of our outstanding shares calculated as of December 31, 2022, and engaged with
65
Engagements
institutions representing 61% of our institutional shares. Our consistent, active and year-round
dialogue with stockholders and other stakeholders enables our Board to consider a broad range 61%
of Institutional Shares Outstanding
of viewpoints in boardroom discussions. Stockholders’ views are communicated to the Board
throughout the year and are instrumental in the development of our governance, 47%
compensation and environmental and social policies and inform our business strategy. Please Outstanding Shares
see the summary below of principal governance-related engagement topics during 2022.

Investor Priorities. The Board recognizes the importance of ESG topics to our stockholders and continues to seek stockholder input on
a range of ESG issues and practices in furtherance of enhancing long-term stockholder value. Below are some of the investor priorities
discussed during 2022:
• Board Composition: Continued focus on Board refreshment, racial/ethnic and gender diversity, and appointing directors with
relevant experience and skill sets that align with our long-term strategy;

24
 Corporate Governance

• Climate and Environmental Stewardship: Assessment of our long-term strategy and shift to a low-carbon future, with a focus on
environmental impacts of our products and operations; how we determine our sustainability priorities and measure progress within
various investor recognized reporting frameworks (SASB, TCFD and GRI); and how sustainability and workforce diversity goals are
linked to our annual incentive program through our strategic and operational commitments;
• Human Rights: Human rights policies and risk oversight, as detailed in our second Human Rights Report, published in October 2022
in response to stockholder engagement; and potential geopolitical impacts from the Russia-Ukraine conflict; and
• Human Capital Management: Focus on efforts to recruit, develop and retain a diverse and appropriately skilled workforce.
These investor discussions and the results of votes on the 2022 stockholder proposals yielded valuable feedback that was incorporated
into the Board’s deliberations.

Stockholder Engagement Cycle

• Solicit feedback on governance best • Publish Annual Report, Proxy Topic Highlights
practices and trends, executive Statement and Sustainability Report • Climate / environmental
compensation, human capital • Issue TCFD, human rights and climate stewardship
management, ESG matters and other lobbying reports and publish • Board diversity and refreshment
topics of interest to stockholders EEO-1 data • Workforce diversity and inclusion
• Discuss stockholder proposals with • Specific engagements with • Human rights risks
proponents and actions taken in stockholders about the voting
response to votes • Executive compensation
matters to be addressed at the
• Respond to investor inquiries and annual meeting • Lobbying and political spending
requests for information • Receive and publish voting results for • Stockholder proposals
or engagement management and Key Participants
stockholder proposals
• Executive Leadership
• Senior Management
Year-Round Engagement Incorporation of Feedback
• Subject Matter Experts
Board Response Boardroom Discussions (sustainability, executive
compensation, diversity
• Board responds, as appropriate, with • Discuss and evaluate voting results & inclusion)
continued discussions with from annual meeting of stockholders • Independent Directors (as needed)
stockholders • Stockholder input informs our Board’s
Methods of Engagement
• Board uses stockholder feedback to consideration of governance and
enhance our disclosures, governance other practices • Telephone/video conferences
practices, environmental and social • Written correspondence & surveys
policies and compensation programs • Annual meeting of stockholders
• Investor meetings and conferences
• Periodic investor days
• Quarterly earnings calls

www.lockheedmartin.com 2023 Proxy Statement 25

Corporate Governance

Board Policies and Processes

Corporate Governance Guidelines
Our Governance Guidelines describe the framework within which the Board and its committees oversee the governance of the
Company. The current Governance Guidelines are available on the Company’s website at www.lockheedmartin.com/corporate-
governance.
The Governance Committee regularly assesses our governance practices, considering emerging external trends, practices and
stockholder feedback, to implement best governance practices that it believes enhance the operation and effectiveness of the Board.
Our Governance Guidelines cover a wide range of subjects, including:

• The role of the Board and director responsibilities; • Procedures for annual performance evaluations of the Board
• The role and responsibilities of the independent and its committees;
Lead Director; • Director stock ownership guidelines;
• Application of our Code of Ethics and Business Conduct (the • Clawback policy for executive incentive compensation;
Code of Conduct) to the Board; • Policy prohibiting hedging and pledging of Company stock;
• Director nomination procedures and qualifications; • Majority voting for the election of directors and resignation
• Director independence standards; procedures for directors who fail to receive a majority vote;
• Director overboarding guidelines; • Process for director compensation review, specifically use of
• Policies for the review, approval and ratification of related competitive data and input from independent compensation
person transactions; consultant; and
• Director orientation and continuing education; • Stockholder engagement program; including that our
independent Lead Director will consider requests to speak to
• Review by the Governance Committee of any change in job
investors and will engage or designate (in consultation with
responsibilities of directors;
the Corporate Secretary) a director to engage with the
requesting investors, if appropriate.

Oversight of Director Commitments

The Board recognizes that its members benefit from service on the boards of other companies and it encourages such service. The
Board also believes, however, that it is critical that directors are able to dedicate sufficient time to their service on the Company’s
Board. Directors must notify the CEO, independent Lead Director and Senior Vice President, General Counsel and Corporate Secretary
before accepting an invitation to serve on the board of any other public company. The Governance Committee reviews and determines
whether or not the position would affect the director’s ability to serve on the Company’s Board. The Governance Guidelines provide
that, without obtaining the approval of the Governance Committee:

DIRECTORS PUBLIC COMPANY CEO AUDIT COMMITTEE

A director may not serve on the boards Active CEOs or equivalent may not Audit Committee members may not
of more than 4 public companies serve on the boards of more than 3 serve on more than 3 public
(including Lockheed Martin) public companies (including Lockheed company audit committees (including
Martin) Lockheed Martin)

The Governance Committee also has oversight for reviewing new commitments or changes in responsibility that could potentially
interfere with a director’s ability to perform its duties and responsibilities as a member of the Board, including conflicts of interest,
independence or related person transactions, regulatory issues and time commitments. Directors should expect to resign upon any
significant change in principal employment or responsibilities. The Governance Committee reviews and determines whether the
change affects the director’s ability to continue on the Board, considering any potential conflicts of interest, independence or related
person transactions, regulatory issues and time commitments.

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 Corporate Governance

Board Nomination Process

The Board regularly considers potential director candidates in anticipation of retirements, resignations and changing strategic
priorities. Below is a description of the comprehensive, year-round process to select highly qualified candidates to our Board. We have
no agreements obligating the Company to nominate a particular candidate as a director, and none of our directors represent a special
interest or a particular stockholder or group of stockholders.

1 Assess the Board’s needs

The Governance Committee considers both the short- and long-term strategies of the Company to determine what current
and future skills and experience are required of the Board in exercising its oversight function and in the context of our
strategic priorities. Board succession planning is a topic on every Governance Committee meeting agenda.

2 Identify candidates
When identifying and selecting director nominees, the Governance Committee screens and recommends candidates for
nomination by the full Board. The Governance Committee identifies potential board candidates through two primary
channels:
• Internal executive search team: The Company’s internal executive search team sources and compiles a list of prospective
candidates.
• Informal networks: Board members may recommend potential candidates from their own business and professional
networks to the Governance Committee for consideration.
In identifying candidates, the Governance Committee actively seeks out diverse candidates as described under
“Commitment to Board Diversity” on page 7. Director candidates also may be identified by stockholders and will be
evaluated under the same criteria applied to other director nominees and considered by the Governance Committee.
Information on the process and requirements for stockholder nominees may be found in Sections 1.10 and 1.11 of our
Bylaws (available at www.lockheedmartin.com/corporate-governance).

3 Review and evaluate candidates

Our Governance Guidelines (available at www.lockheedmartin.com/corporate-governance) list criteria against which the
Governance Committee evaluates candidates. In addition, the Governance Committee considers, among other things:
• input from the Board’s self-assessment process to prioritize areas of expertise that were identified;
• investor feedback and perceptions;
• alignment of the candidates’ skills and competencies to the Company’s future strategic challenges and opportunities;
• the needs of the Board in light of expected Board retirements or resignations;
• a balance between public company and government customer-related experience;
• candidates’ gender and race/ethnicity; and
• for incumbent directors, attendance, past performance on the Board, the director’s other time commitments and
contributions to the Board and their respective committees.

Interview candidates
4
The Chairman and independent Lead Director interview candidates that the Governance Committee has determined satisfy
the evaluation criteria and would add value to the Board.

5 Recommend candidate to the Board

The Governance Committee recommends to the Board the candidate that best fits the needs of the Board at that time.
Prior to any formal action, other independent members of the Board are offered the opportunity to interview the
prospective candidate.

www.lockheedmartin.com 2023 Proxy Statement 27

Corporate Governance

Onboarding and Continuing Education

New directors are provided a comprehensive orientation about the Company, including our business operations, strategy and
governance. New directors have one-on-one sessions with the CEO, other directors and other members of senior management. New
Audit Committee members also have one-on-one sessions with the Company’s independent auditors. Members of our senior
management regularly review with the Board the operating plan of each of our business segments and the Company as a whole. The
Board also conducts periodic site visits to our facilities as part of its regularly scheduled Board meetings and directors are encouraged
to visit sites on an ad hoc basis and meet one-on-one with members of senior management and other employees. Directors are
encouraged to attend outside director continuing education programs sponsored by educational and other institutions to assist them
in staying abreast of developments in corporate governance and critical issues relating to the operation of public company boards.

Annual Performance Assessment

The Board conducts a self-assessment of Board and committee performance and effectiveness on an annual basis. The self-assessment
helps the Governance Committee to track progress in certain areas targeted for improvement from year-to-year and to identify ways
to enhance the Board’s and its committees’ effectiveness. The evaluation process includes the following steps:

Annual Written Discussions with Committee/Board Feedback

Questionnaire Lead Director Private Sessions Incorporated

Open-ended questions to The independent Lead The Governance Committee Feedback incorporated
solicit candid feedback. Topics Director conducts separate, and each other committee in 2022:
covered include: one-on-one discussions with and the full Board review the
• Prioritization of Board
each director to discuss any results of the evaluations in
• Board meeting content, discussion time with
additional feedback or private session. The Board
conduct, format continued use of
perspectives. discussion is led by the
and schedule executive sessions
independent Lead Director.
• Board culture The individual committee • Continuation of mix of
• Board leadership structure discussions are led by the virtual and in person
individual committee chairs. meetings in the
• Board composition
Board schedule
and diversity Apart from the annual
• Addition of meeting
• Board accessibility discussion, an executive
topics on artificial
to management session is scheduled at each
intelligence,
• Potential skills gaps meeting and any feedback
cybersecurity,
for identifying from the independent
technology, digital
board candidates directors is communicated to
transformation and ESG
the Chairman by the
• Committee effectiveness • Commitment to diversity
independent Lead Director.
• Peer assessment to elicit in Board searches
feedback on individual
director performance

Consideration of Director Tenure

Board refreshment over time is critical to ensuring that the Board as a whole maintains an appropriate balance of tenure, diversity,
skills and experience. The Board believes it is desirable to maintain a mix of longer-tenured, experienced directors that have developed
increased knowledge and insight into the Company’s operations, and newer directors with fresh perspectives and new ideas. The
Board’s Bylaws and Governance Guidelines provide that a director will retire at the annual meeting following their 75th birthday unless
an exemption is granted by action of the Board. In considering whether to grant such an exemption, the Board will consider the
expertise, experience, background and perspectives of the director and their ongoing contributions to the Board. We do not have term
limits for directors as they may sometimes result in losing the contribution of experienced directors who have over time developed a
deep understanding of the Company and its operations. Each director’s continued tenure will be re-considered annually as part of the
annual Board self-evaluation and nomination process. The Board has undergone significant refreshment over the past several years
and, for the first time in early 2023, the Board granted an exemption for Mr. James O. Ellis, Jr., who is 75, to be nominated for re-
election at the 2023 Annual Meeting of stockholders in light of his significant expertise, experience, background, perspectives and
ongoing contributions to the Board, particularly regarding our primary customer and our classified programs, taking into account the
current needs of the Board in view of Mr. Stewart’s resignation on January 1, 2023.

28
 Corporate Governance

Director Independence
The Board has determined that all of our directors are independent under applicable
NYSE listing standards, except Mr. Taiclet, our President and CEO. Under the NYSE DIRECTOR NOMINEE INDEPENDENCE
listing standards and our Governance Guidelines, a director is not independent if the

92%
director has a direct or indirect material relationship with the Company. The
Governance Committee annually reviews the independence of all directors and
reports its findings to the full Board.
Independent
The Board has adopted director independence guidelines that are included in our
Governance Guidelines, which are available on the Company’s website at
www.lockheedmartin.com/corporate-governance. These guidelines set forth certain
Independent Directors*
relationships between the Company and directors and their immediate family
members or affiliated entities, which the Board, in its judgment, has deemed to be Daniel F. Akerson
material or immaterial for purposes of assessing a director’s independence. If a David B. Burritt
director has a relationship with the Company that is not addressed in the Bruce A. Carlson
independence guidelines, then the independent members of the Board would John M. Donovan
determine whether or not the relationship is material. Joseph F. Dunford, Jr.
2022 Independence: In determining that each of the non-management directors is James O. Ellis, Jr.
independent, the Board considered the relationships described under “Certain Thomas J. Falk
Relationships and Related Person Transactions of Directors, Executive Officers and 5 Ilene S. Gordon
Percent Stockholders” on the following page, each of which were determined to be
Vicki A. Hollub
immaterial to each individual’s independence.
Jeh C. Johnson
The Governance Committee and Board considered that the Company, in the ordinary Debra L. Reed-Klages
course of business, purchases products and services from, or sells products and
Patricia E. Yarrington
services to, companies or subsidiaries or parents of companies at which some of our
directors (or their immediate family members) are or have been directors, officers or
other employees and to other institutions with which some of these individuals have Non-Independent Director
or have had relationships. These relationships included: Mr. Burritt (National James D. Taiclet
Association of Manufacturers); Mr. Carlson (The Utah State University Space
Dynamics Laboratory); Mr. Donovan (AT&T Inc. (family member’s employer)); Mr. * Vincent R. Stewart served from July 2022
Dunford (K&L Gates LLP (family member’s employer) and The Atlantic Council); Mr. through January 1, 2023 and
Ellis (Blue Origin, LLC (family member’s employer), Dominion Energy Inc., the was independent.
Economist Group (family member’s employer) and Stanford University (family
member’s employer)); Mr. Falk (FIS Global (family member’s employer)); Ms. Gordon
(International Flavors and Fragrances, Inc. and International Paper Company); Mr.
Johnson (Center for a New American Security and MetLife, Inc.); Ms. Reed-Klages
(The Boeing Company (family member’s employer) and Caterpillar Inc.); and Mr.
Stewart (Goldman Sachs Bank USA and KBR). In determining that these relationships
did not affect the independence of those directors, the Board considered that none
of the directors had any direct or indirect material interest in, or received any special
compensation in connection with, the Company’s business relationships with those
entities. In addition to their consideration of these ordinary course of business
transactions, the Governance Committee and the Board relied upon the director
independence guidelines included in our Governance Guidelines to conclude that
contributions to a tax-exempt organization by the Company did not create any direct
or indirect material interest for the purpose of assessing director independence.
The Governance Committee also concluded that all members of each of the Audit,
Compensation and Governance Committees are independent within the meaning of
our Governance Guidelines and NYSE listing standards, including the additional
independence requirements applicable to members of the Audit Committee and
Compensation Committee.

www.lockheedmartin.com 2023 Proxy Statement 29

Corporate Governance

Related Person Transaction Policy

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. Under the policy, the Governance Committee shall conduct a reasonable prior
review and oversight of all related person transactions (as defined in the policy). The Governance Committee may approve related
person transactions at its discretion, if deemed fair and reasonable to the Company and not inconsistent with the interest of the
Company and its stockholders. 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. Any director who participates in or is the subject
of an existing or potential related person transaction may not participate in the decision-making process of the Governance Committee
with respect to that transaction, except if approved by unanimous written consent. The Governance Committee will prohibit any
related person transaction that it determines to be inconsistent with the interests of the Company and its stockholders.
Under the 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 five percent of any class of the
Company’s voting securities, or an immediate family member of any person described above.
Our policy requires each director and executive officer to complete an annual questionnaire to identify his or her related interests and
persons, and to notify the Company of changes in that information. Based on that information, the Company maintains a master list of
related persons for purposes of tracking and reporting related person transactions.
Although it is the policy that all related person transactions be pre-approved, the Governance Committee has the authority to ratify a
transaction if identified after it has occurred or commenced using the same standards of review. The Governance Committee has also
pre-approved certain categories of transactions or relationships as set forth 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.

Certain Relationships and Related Person Transactions of Directors, Executive

Officers and 5 Percent Stockholders
The following transactions or relationships are considered to be “related person” transactions under our corporate policy and
applicable SEC regulations and NYSE listing standards. We currently employ approximately 116,000 employees and 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 current directors or executive officers. The following non-
executive Lockheed Martin employees are related to directors, executive officers or former executive officers: (i) Scott A. Cahill, the
son of Timothy S. Cahill, Executive Vice President, Missiles and Fire Control, is employed as a software engineer (2022 salary of
$127,807 and annual cash incentive award of $6,187; 2023 base salary of $135,978); (ii) William J. Drennen, III, the brother-in-law of
our former chief accounting officer, is employed as a senior staff systems engineer (2022 salary of $185,013 and annual cash incentive
award of $13,731; 2023 base salary of $187,899); and (iii) Dr. Scott Carlson, the son of Bruce Carlson, is employed as a senior staff
aeronautical engineer (2022 salary of $170,645 and annual cash incentive award of $19,554; 2023 base salary of $169,647). They each
may be eligible to earn an incentive award for 2023 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 direct involvement in setting their individual compensation.
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 2022, the Company paid approximately $4,553,407 to State Street Company and its
affiliates (including State Street Bank and Trust Company) (collectively, State Street) for investment management, custodial, benefit
plan administration and credit facility fees; approximately $443,466 to The Vanguard Group, Inc. for investment management fees; and
approximately $216,173 to BlackRock, Inc. and its affiliates for investment management fees. A portion of the fees included in the
amounts paid to State Street, The Vanguard Group and BlackRock, Inc. are estimated based on a percentage of net asset value under
management.

30
 Corporate Governance

Accountability to Stockholders
Director Stock Ownership Guidelines
To align their interests with the long-term interests of our stockholders, non-employee directors have five years from the time they
join the Board to achieve stock ownership levels (common stock or stock units) equivalent to five times the annual cash retainer. As of
December 31, 2022, each non-employee director met the stock ownership guidelines or is on track to timely satisfy them. Mr. Taiclet,
as CEO, is subject to the stock ownership requirements described in “Stock Ownership Requirements for Key Employees” on page 55.

Majority Voting Policy for Director Elections

The Company’s Charter and Bylaws provide for simple majority voting. Pursuant to the Governance Guidelines, in any uncontested
election of directors, any incumbent director who receives more votes “AGAINST” than votes “FOR” is required to offer his or her
resignation for Board consideration.
The Board will act on a tendered resignation within 90 days following certification of the stockholder vote for the annual meeting and
will promptly disclose its decision and rationale as to whether to accept the resignation (or the reasons for rejecting the resignation, if
applicable) in a press release, in a filing with the SEC, or by other public announcement, including a posting on the Company’s website.
If a director’s resignation is accepted by the Board, or if a nominee for director who is not an incumbent director is not elected, the
Board may fill the resulting vacancy or may decrease the size of the Board pursuant to the Company’s Bylaws. The Board may not fill
any vacancy so created with a director who was nominated but not elected at the annual meeting by the vote required under the
Company’s Bylaws.

Stockholder Right to Amend Bylaws

Our Bylaws provide the Company’s stockholders the right to amend the Bylaws by the vote of a majority of the votes entitled to be
cast. The authority of the stockholders and the Board to amend the Bylaws is subject to the provisions of the Company’s Charter and
applicable statutes. Our Bylaws can be found on the Company’s website at www.lockheedmartin.com/corporate-governance.

Proxy Access
Our Bylaws permit a stockholder or a group of up to 20 stockholders who together have owned at least three percent of the
Company’s outstanding common stock continuously for three years to nominate for election by the Company’s stockholders and
include in the Company’s proxy solicitation materials for its annual meeting up to the greater of two directors or 20 percent of the
number of directors in office at the time of the proxy access deadline described on page 96.

Stockholder Right to Call Special Meeting

Any stockholder who individually owns 10 percent, or stockholders who in the aggregate own 25 percent, of the outstanding common
stock may demand the calling of a special meeting to consider any business properly brought before the stockholders. Our Bylaws do
not restrict the timing of a request for a special meeting. The only subject matter restriction is that the Company is not required to call
a special meeting to consider a matter that is substantially the same as a matter voted on at a special meeting within the preceding 12
months unless requested by stockholders entitled to cast a majority of the votes at the special meeting.

No Poison Pill
The Company does not have a stockholder rights plan, otherwise known as a “poison pill.” Through our Governance Guidelines, the
Board has communicated that it has no intention of adopting one at this time and, if it were to consider adoption of a full or limited
stockholder rights plan, the Board would seek stockholder ratification within 12 months of the date of adoption.

www.lockheedmartin.com 2023 Proxy Statement 31

Environmental, Social and Governance (ESG)
Lockheed Martin has a longstanding commitment to good corporate citizenship, which is embodied in our Code of Conduct and our
core values—Do What’s Right, Respect Others, and Perform with Excellence. The Board recognizes the importance of ESG topics to
some of our stockholders and continues to seek stockholder input on a range of ESG issues and practices in furtherance of enhancing
long-term stockholder value. See “Our Stockholder Engagement Program” on page 24 for more information. This section summarizes
Lockheed Martin’s approach to key topics that are of importance to our Company and that we understand from outreach are
important to some of our stockholders. For further information on Lockheed Martin’s approach to governance, see “Corporate
Governance” starting on page 17.

Sustainability Program
Lockheed Martin’s sustainability program is built around fostering innovation, integrity and security across our platforms and services.
We strengthen communities, steward the environment and grow responsibly. We integrate sustainability throughout our business
strategy, including in operations and product and service innovations. Our 2025 Sustainability Management Plan (SMP) provides the
framework for this integration, and our efforts are guided by our corporate sustainability policy with strong oversight by our Board.

Sustainability Governance Structure

We take an integrated approach to managing corporate culture, ethics and business integrity, governance, and sustainability issues
through a risk management lens. Our formal sustainability governance structure is depicted below and its elements are collectively
responsible for guiding and implementing our SMP. In 2022, we formally designated the Risk and Compliance Committee (RCC) as the
vice president level committee with specific responsibilities for oversight of elements of our sustainability initiatives, further enhancing
the integration of our sustainability and risk management programs. See “Enterprise Risk Management” on page 23 for more
information on the RCC and enterprise risk management generally. The Governance Committee is responsible for ultimate oversight of
our sustainability program, including regular reviews of performance against the SMP. The Governance Committee also approves the
Company’s Code of Conduct and reviews our annual sustainability reporting and our topical reporting such as the 2021 and 2022
Human Rights Reports and the Climate Lobbying Report, which are available on our website.

Board of Directors Executive Risk and Compliance Sustainability

Leadership Team Committee Management Team
Chairman, President and CEO Chairman, President and CEO Chair: Senior Vice President, Ethics Chair: Director of Sustainability
and Enterprise Assurance
Nominating and Corporate Chief Operating Officer Directors and Senior Managers
Governance Committee Chief Financial Officer Vice Presidents of business responsible for functions related to
SVP Business Functions segment and corporate functions specific sustainability management
Executive VPs Business Segments plan goals

Monitors the Company’s Oversees the sustainability Oversees enterprise risk Reviews SMP progress and
adherence to our Code of Ethics program and enables business management to inform Executive opportunities for program
and Business Conduct and segment and functions to pursue Leadership Team and the Board on enhancement and shares internal
oversees performance in and implement opportunities and risk management efforts and and external insights and best
corporate sustainability, employee practices that support the provides a forum to review and practices.
safety and health, ethical business sustainability policy. guide enterprise sustainability
practices and diversity and initiatives and provide input on
inclusion. SMP execution.

32
 Environmental, Social and Governance

ESG Reporting
Lockheed Martin has been recognized globally for our sustainability efforts and disclosures. We
publish annual sustainability reporting which is prepared in accordance with the Global Reporting
Initiative (GRI) Standards and undergoes third-party assurance. We also maintain a dedicated
sustainability website and an ESG portal that serves as an online repository for our ESG-related
disclosures, guidelines, policies and webpage links, including select GRI and Sustainability Accounting
Standards Board (SASB) indicators. In 2020, we published our first Climate-Related Risk and
Opportunity Assessment report, aligned with the Task Force on Climate-Related Financial Disclosure
(TCFD) recommendations, and expect to publish an update in 2023.

Sustainability Management Plan

Our 2025 SMP, developed through an extensive core issues assessment using stakeholder input and industry trends and released in
2020, defines our sustainability goals and drives our progress toward them. As depicted below, the SMP is centered around four
strategic priorities, each of which has subsidiary core issues. The 2025 SMP includes goals and key performance indicators (KPIs)
established for each core issue that reflect stakeholder feedback, internal and external trends, and the continued evolution of our
business to create value well into the future. These metrics help focus our efforts in the areas that provide value to our stakeholders
and our business. We comprehensively report our progress on the SMP goals in our annual sustainability report, which will be
published in April 2023.

Counterfeit
Parts
Anti-Bribery/ Prevention Energy
Corruption Management
Hazardous
Chemicals/
Materials
MODELING ADVANCING
RESOURCE Resource
BUSINESS
Ethical STEWARDSHIP and Substance
INTEGRITY
Business Supply
Practices Vulnerability

2025 Total
Cost of
Sustainability Ownership

Management
Plan Artificial
Workplace
Safety Intelligence
FOSTERING
ELEVATING DIGITAL
WORKPLACE
RESPONSIBILITY
RESILIENCY

Inclusion Data Privacy

and Equity and Protection

Harassment-Free Intellectual
Workplace Property Rights

Climate & Environmental Stewardship

At Lockheed Martin, climate risks and opportunities impact our long-term resiliency as a leader in global security and aerospace. The
Board recognizes that companies have a role in meeting the challenge of mitigating and adapting to climate change risks. We seek to
understand and address climate risks while leveraging opportunities to foster a strong business model for the future. The upcoming
update to our TCFD-aligned Climate-Related Risk and Opportunity Assessment report will include further refinement and quantitative
scenario analysis. In addition, as described below, in 2022 we updated and accelerated our carbon reduction strategy to further align
with emerging best practices. See our Board’s response to Proposal 7 for additional details on our climate stewardship activities.

www.lockheedmartin.com 2023 Proxy Statement 33

Environmental, Social and Governance

Accelerating Our Carbon Reduction Strategy

In 2021, at the request of our Board, we began exploring opportunities to take more aggressive action to reduce our carbon emissions
and increase our commitment to renewable energy sources. We conducted an analysis of our operational footprint, technical
opportunities and investment requirements, with the support of subject matter experts across all responsible functions including
sustainability, facilities and finance as well as energy subject matter experts, and with the engagement of each business segment. This
analysis concluded in 2022 and resulted in leadership approval and Board concurrence with two updated carbon-related goals which
will accelerate our carbon reduction and renewable energy strategies.

Carbon Reduction Renewable Energy

By 2030, reduce Scope 1 and 2 absolute By 2030, match 40% of electricity used
carbon emissions by 36% from a 2020 across Lockheed Martin global operations
with electricity produced from renewable
baseline.
sources.

Our new 2030 goals demonstrate our ongoing commitment to improve our carbon strategy and accelerate our carbon reduction
efforts. Our new carbon reduction goal represents a shift from intensity-based emissions models to a commitment in absolute terms
and from an updated baseline year. We benchmarked industry-leading absolute contraction models in developing our new goal. Our
new carbon emissions reduction goal represents an acceleration of our carbon reduction efforts compared to our previous
commitment and aligns with globally recognized absolute contraction models. Our updated renewable energy goal also reflects an
increased level of investment from our previous commitment. Beginning in 2023, we will update our associated Go Green operational
goals to reflect these updated commitments.

Supplier Engagement
Lockheed Martin works closely with suppliers to strengthen our communities and foster responsible growth. Lockheed Martin’s efforts
and accomplishments in these areas during the year-long measuring period ended September 30, 2022 included the following:

25.3 percent or $6.1 billion of supplier spend was awarded to 7,588 small Received an “Exceptional”
businesses including: rating from the Defense
Contract Management
Agency (DCMA) for small
$1.1B awarded to $759.3M awarded $139.5M awarded $290.1M awarded to business performance on
woman-owned to veteran-owned to Alaskan Native 241 service-disabled Department of Defense
businesses (both businesses (both and Tribally Owned veteran-owned small contracts
large and small) large and small) Corporations businesses

In 2022, we conducted a Supply Chain Sustainability Assessment, expanding our pool of supplier voices from the last assessment in
2019 to include a broader range of business sizes, particularly medium-sized suppliers. Findings were shared with all Lockheed Martin
supply chain professionals to expand awareness of our sustainability focus. One immediate positive outcome resulting from the
assessment was Lockheed Martin’s Ethics organization kicking off the next phase of our Ethics Supplier Mentoring Program for 25
suppliers who expressed interest in the program in their assessment responses. In addition, the assessment indicated a 100% increase
from the 2019 assessment in suppliers with sustainability strategies or plans, demonstrating recognition among our suppliers of the
growing importance of sustainability. Finally, Lockheed Martin took part in a collaborative industry request for proposal for a reusable
sustainability assessment solution that was conducted by the International Aerospace Environmental Group (IAEG), of which Lockheed
Martin is an active member. In 2022, IAEG expanded its charter scope from an exclusive focus on environmental topics to allow for
broader ESG matters to ensure effectiveness in addressing business-critical ESG topics throughout the aerospace value stream.
Lockheed Martin participated on the IAEG work group established for ESG aerospace engagement and through which the industry
searched to identify the best third-party solution for a reusable sustainability assessment.

34
 Environmental, Social and Governance

Our People Strategy

Human capital is a critical business asset at Lockheed Martin. Due to the specialized nature of our business, our performance depends
on identifying, attracting, developing, motivating and retaining a highly skilled workforce in multiple areas, including engineering,
science, manufacturing, information technology, cybersecurity, business development and strategy and management. Our human
capital management strategy, which we refer to as our people strategy, is tightly aligned with our business needs and technology
strategy.
During 2022, our human capital efforts were focused on continuing to accelerate the transformation of our technology for workforce
management through investments in upgraded systems and processes, and continuing to increase our ability to meet the quickly
changing needs of the business, all while maintaining a respectful, challenging, supportive and inclusive working environment. We use
a variety of human capital measures in managing our business, including: workforce demographics; hiring metrics; talent management
metrics, including retention rates of top talent; and diversity metrics with respect to representation, attrition, hiring, promotions and
leadership.
Our people strategy focuses on three key priorities: Maximize Talent; Advance Technology; and Optimize Culture. In 2023 and beyond,
we will continue to execute on the Lockheed Martin people strategy and its three strategic imperatives to accelerate transformation.

MAXIMIZE TALENT ADVANCE TECHNOLOGY OPTIMIZE CULTURE

• Acquire and Retain Top Diverse • Modernize Human Capital Systems to • Strengthen Inclusion, Engagement,
Talent at All Levels Drive Process Efficiency Diversity and Belonging
• Elevate Technical Talent to • Transform Secured Collaboration • Evolving our culture to accelerate
Accelerate 21st Century Tools and Facilities cross business segment collaboration
Security Vision • Increase Data Analytic Capability and and our business strategy
• Increase Executive Successor Pipeline Transparency • Accelerate LMForward (a multi-
• Deliver Agile Employee and Leader • Transform the Hiring and Enhance faceted initiative for long-term work
Development New Employee Experience and facility solutions for the future)
• Develop and Deploy Competitive • Cultivate Union and Represented
Total Rewards Solutions Employee Engagement and
Collaboration
• Leverage Multi-Media
Communications to Deepen
Employee Mission Connection

Workforce Diversity and Inclusion

We view diversity and inclusion (D&I) as a business imperative that it is key to our future success. To actively attract, develop and
retain a diverse workforce and evolve our inclusive culture, we support a robust D&I enterprise strategy, provide tailored education
and engagement programs, and maintain dedicated resources in all our Business Segments, domestically and internationally.
We have focused our D&I initiatives on employee recruitment, including financial contributions to and student recruitment from
Minority-Serving Institutions, employee training and development, such as efforts focused on expanding the diverse talent pipeline,
and employee engagement, including through participation in our employee Business Resource Groups (BRGs). Our BRGs are a
strategic enabler of our D&I strategy. They are voluntary, employee-led groups that are open to all employees while focusing on
workplace issues specific to racial/ethnic, gender, sexual orientation/gender identity, disability or veteran status. The BRGs foster a
diverse and inclusive workplace aligned with our organizational mission, values, goals and business practices and drive awareness and
change within our organization. Our commitment to the BRGs is demonstrated through our assignment of executive sponsors, our
investments in programming, and the formal policies and management we have established to support their governance. Several of
our Board members have participated in our BRGs, including Mr. Dunford (MilVets Forum) and Mr. Johnson (Black Excellence Council).
In addition, Mr. Taiclet engages with each BRG via their annual leadership forums. The Company’s Executive Inclusion Council,
comprised of the Company’s most senior leaders, reinforces D&I strategies as imperative business drivers through advocating and
supporting D&I within their business segment and key functions.

www.lockheedmartin.com 2023 Proxy Statement 35

Environmental, Social and Governance

We also strive to be inclusive in our recruitment process by working to attract and create pathways for diverse talent by partnering
with Minority-Serving Institutions, strengthening STEM pipelines and providing our recruiters with tools to recruit inclusively and
equitably.
Through these and other focused efforts, we have improved the diversity of our overall U.S. workforce and within leadership positions,
specifically in the representation of women, people of color and people with disabilities. Additionally, veteran representation in our
workforce remains outstanding, at almost four times the current annual national percentage of veterans in the civilian workforce.
Employee Profile (as of December 31, 2022):

People of People with

(a) (a) (a) (a)
Women Color Veterans Disabilities
Overall 23% 30% 21% 11%
(b)
Executives 25% 16% 21% 11%

(a)
Based on employees who self-identify. Includes only U.S. employees and expatriates except for women, which also includes local country nationals. Excludes
casual workers, interns/co-ops and employees of certain subsidiaries and joint ventures.
(b)
Executive is defined as director-level (one level below vice president) or higher.

In addition to these diversity metrics, we publish our annual EEO-1 report data on our website and expect to continue to do so each
year when available. Publication of our EEO-1 data increases transparency and demonstrates our responsiveness to investors.
Our 2022 diversity and inclusion achievements include:

FOSTERING AN INCLUSIVE SUPPORTING STEM

RECRUITING TOP TALENT
WORKPLACE EDUCATION

• Continued improvement of • Became a signatory of the • Contributed nearly $19 million into
workforce diversity, specifically in Disability:IN CEO Letter on nonprofit programs focused on STEM
the representation of women and Disability Inclusion career readiness and access,
people of color, as compared to • Recognized as a Best Place to Work particularly for those groups
industry benchmarks for LGBT Equality on the Human historically underrepresented in
• Selected #1 among Top Supporters Rights Campaign’s Corporate Equality STEM disciplines
of Historically Black College & Index for 13th consecutive year • Of these contributions, $2.4 million
University Engineering Institutions • Selected #3 for Top 50 Employers in supported Minority-Serving
for 8th consecutive year Women Engineer Magazine Institutions to enhance student
recruitment/retention and summer
• Ranked #5 on Forbes’ Best Employers
bridge programs and other
for Veterans List
computational science, cyber and
engineering efforts

Board Oversight of People Strategy and Diversity and Inclusion

The Board of Directors is actively engaged in the oversight of human capital management and strategy. Our human capital
management strategy, which we refer to as our people strategy, is tightly aligned with and enables achievement of our business
strategy. There are various ways we measure progress toward the achievement of our human capital objectives. First, we regularly
conduct an employee engagement survey to gauge employee satisfaction and to understand the effectiveness of our people
strategy and assess employees’ intent to continue their employment. The Board reviews these survey results. Additionally, the
Senior Vice President and Chief Human Resources Officer updates the Board on the Company’s people strategy on an annual basis,
reporting on measures we use to manage our workforce, including workforce demographics, hiring metrics, talent management
metrics, including retention rates of top talent, and diversity metrics with respect to representation, attrition, hiring, promotions
and leadership. Talent management and workforce diversity and inclusion criteria are included in the strategic and operational
performance commitments under management’s annual incentive program. Board members also are active partners in the
development of our workforce, engaging and spending time with our high-potential leaders at Board meetings and other events.

36
 Environmental, Social and Governance

Cybersecurity
Cybersecurity Protections. We have an extensive global information security organization led by our Chief Information Security Officer
whose mission is to protect our systems and data, including a Computer Incident Response Team (CIRT) to defend against cyber attacks
and conduct annual training for our employees on the protection of sensitive information, including testing intended to prevent the
success of “phishing” attacks. Additionally, we partner with our defense industrial base peers, government agencies and cyber
associations to share intelligence to further defend against cyber attacks. We also have a corporate-wide counterintelligence and
insider threat detection program to proactively identify external and internal threats and mitigate these threats in a timely manner.
Third-Party Certifications. Lockheed Martin maintains an enterprise ISO 27001 certification that undergoes annual surveillance
auditing and recertification every three years. We have collaborated extensively with the U.S. Department of Defense (DoD) and across
the defense industrial base on the Cybersecurity Maturity Model Certification (CMMC), the future model for data protection from the
DoD, and believe we are well positioned to meet the requirements of CMMC. We also are preparing for a reassessment by the Defense
Contract Management Agency’s Defense Industrial Base Cybersecurity Assessment Center (DIBCAC) of the Company’s compliance with
regulatory requirements to protect Controlled Unclassified Information (CUI).

Board Oversight of Cybersecurity

Cybersecurity is included in the Company’s enterprise risk management process and is overseen by the Board. The Board receives a
briefing from senior leadership on cybersecurity and information security twice a year or more frequently as needed (either orally
or in writing). The Classified Business and Security Committee also is briefed by senior management as needed on the cybersecurity
of classified programs and information and the security of suppliers and the global supply chain within the Company’s classified
business. Other than these classified business related cybersecurity items, the full Board has retained oversight of cybersecurity
because of the importance to the Company and the heightened risk in the U.S. aerospace and defense industry. During 2022, the
Board received regular updates on any potential cybersecurity impacts of the Russia-Ukraine conflict and the Company’s Shields Up
Task Force, formed in response to the conflict. The Board also visited Lockheed Martin’s Security Intelligence Center to review the
triad of people, intelligence and tradecraft that frames the Company’s cybersecurity approach.

Political and Public Policy Activities

What we do. As a company, Lockheed Martin is committed to participating in the political and public policy process in a responsible
and ethical way that serves the best interests of our stockholders and customers. We operate in the highly-regulated global security
industry, and our operations are affected by the actions of elected and appointed officials at many levels of government. Our public
policy activities include advocacy efforts at the federal and state levels, thought-leadership regarding global security trends, and other
important issues impacting us and our customers, educational outreach and promotion, and other related activities. We only engage in
political activities directly related to our core business interests, such as national defense, space exploration, alternative energy
technologies, corporate taxes, export policy and international trade. Lockheed Martin contributes to public policy debates by
participating in various trade and industry associations, as well as engaging directly in advocacy and grassroots communications efforts.
In response to investor interest, during 2022 Lockheed Martin conducted an evaluation of the public policy positions of selected trade
and industry associations of which we are members to assess their alignment with our sustainability policy and programs, including
climate-related issues. The outcome of this effort was a Climate-Lobbying Assessment Report published on our website.
How we do it. Decisions regarding corporate political and public policy activities are managed by the Senior Vice President, Lockheed
Martin Government Affairs, following coordination with individual Lockheed Martin elements in accordance with established policies
and procedures, which are ultimately overseen by the Governance Committee. Any political or other public policy activity in which we
engage, including political expenditures, complies with all internal policies and procedures, is made solely based upon the best
interests of the Company and its stockholders, and is not based on personal agendas of individual directors, officers or employees. We
comply with all applicable laws and regulations in connection with our political and public policy activities. Our political activities are
audited on a regular basis, in accordance with our established audit schedule; and outside counsel provides regular guidance regarding
compliance with applicable laws and regulation of political activities.

Board Oversight of Political and Public Policy Activities

The Governance Committee oversees Lockheed Martin’s political and public policy activities, including its advocacy efforts,
government affairs activities and political spending. The Governance Committee supervises the policies related to these activities to
ensure the intended purposes of the activities and their related benefits are well-aligned with the Company’s strategy and driving
long-term value. The Governance Committee receives regular reports from management on these matters and, in turn, supports
accountability, transparency and public disclosure of corporate political expenditures and lobbying activities. To that end, the
Company provides extensive information on its website about its political and public policy activities beyond what is required
by law.

www.lockheedmartin.com 2023 Proxy Statement 37

Environmental, Social and Governance

Human Rights
Our Human Rights Policy and Principles
At Lockheed Martin, we believe that respect for human rights is an essential element of being a good corporate citizen and the long-
term success of the Company. Our commitment to respecting human rights underlies our Code of Conduct, and our core values—Do
What’s Right, Respect Others, and Perform with Excellence. This commitment applies to all employees, the Board, and others who
represent or act for us. We also have a Human Rights Policy and have published two Human Rights Reports, which, along with our Code
of Conduct, are available on our website. Our Human Rights Policy includes the following principles:
• Support human rights by treating employees with respect, promoting fair employment practices, providing fair and competitive
wages and prohibiting harassment, bullying, discrimination, use of child or forced labor and trafficking in persons for any purpose.
• Uphold the laws applying to our business, wherever we operate.
• Seek to minimize the negative consequences of our business activities and decisions on our stakeholders, including by minimizing
harm to the environment and conserving natural resources, promoting workplace safety, ensuring accuracy and transparency in our
communications and delivering high-quality products and services.
• Contribute to economic and social well-being by investing our resources in innovative products and services, supporting charitable,
philanthropic and social causes, participating appropriately in political affairs and public debate to advance and advocate our values
(including engaging our customers to balance appropriately the sale and use of our technology against national and international
interests) and promoting efforts to stop corrupt practices that interfere with markets, inhibit economic development and limit
sustainable futures.

Our Human Rights Due Diligence Approach

Our human rights due diligence processes are embedded within our comprehensive operating and decision-making practices and
procedures. They do not exist as a stand-alone procedure.
• We have robust procedures to ensure that new contracts meet our standards and values. Prospective commitments are reviewed
to ensure that they fit our strategic direction, will uphold our reputation, and are structured for successful technical and financial
performance. Each business segment has implemented proposal review and approval procedures that evaluate risks, and which can
result in a decision not to bid at all. Proposals that involve the pursuit of an opportunity related to particular products or programs
that carry increased risks require review of a multi-disciplinary corporate review committee that is chaired by our CFO and COO and
includes our Senior Vice President, Ethics and Enterprise Assurance, who reports to the Governance Committee. Our Missiles and
Fire Control (MFC) business segment created a Weapon System Review Council in 2020 and is solidifying the Council’s scope and
authority through updated policies. This Council reviews MFC products and activities that may potentially raise human rights issues.
• We conduct risk-based anti-corruption due diligence, which may be subject to audits, before entering into relationships with third
parties, including business development and strategic business consultants. We require international consultants to undergo
training on our Code of Conduct and associated business conduct and anti-corruption policies. We will walk away from business
rather than risk violating anti-corruption laws and our corporate values.
• Our robust trade compliance program is designed to ensure that sales of our products are conducted in accordance with all
international trade laws and regulations of the United States and each foreign country in which we operate.
• We provide oversight of our standards and controls by providing mandatory training, including training on combating human
trafficking, to our employees and trusted grievance mechanisms, providing resources and support to our suppliers, and aligning the
interests of employees and suppliers within established frameworks. We encourage our employees, suppliers and the general
public to report potential human rights violations through our anonymous ethics helpline. We also communicate our expectations
to suppliers that they implement supply chain due diligence processes related to conflict minerals in their products.
Our Human Rights Reports, Human Rights Policy, Code of Conduct and Supplier Code of Conduct are available on our website.

Board Oversight of Human Rights

The Board, through the Governance Committee, reviews and monitors the Company’s policies and procedures regarding corporate
responsibility and human rights. The Governance Committee receives regular reports on 2025 Sustainability Management Plan
progress, which includes goals related to human rights. The Governance Committee was briefed on the 2022 Human Rights Report.
During 2022, one of our Board members met with the proponent of Proposal 7 to directly discuss and respond to their concerns.

38
Executive Compensation
Proposal 2

Advisory Vote to Approve the Compensation of our The Board recommends a

NEOs (Say-On-Pay) vote FOR this proposal

As required by Section 14A of the Securities Exchange Act of 1934, as amended, we ask our stockholders to vote annually to approve,
on an advisory (non-binding) basis, the compensation of our named executive officers (NEOs) as described in detail in the
Compensation Discussion and Analysis (CD&A) and the accompanying tables in the Executive Compensation section of this Proxy
Statement. This vote is commonly known as Say-on-Pay.
Stockholders should review the entire Proxy Statement and, in particular, the CD&A beginning on page 41 and the Executive
Compensation Tables beginning on page 58, for information on our executive compensation programs and other important items.
We believe that the information provided in this Proxy Statement demonstrates that our executive compensation programs are
designed to link pay to performance. Accordingly, the Board recommends that stockholders approve the compensation of our NEOs by
approving the following Say-on-Pay resolution:
RESOLVED, that the stockholders of Lockheed Martin Corporation approve, on an advisory basis, the compensation of the named
executive officers identified in the “Summary Compensation Table,” as disclosed in the Lockheed Martin Corporation 2023 Proxy
Statement pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, the compensation tables and
the accompanying footnotes and narratives. This vote is not intended to address any specific item of compensation, but rather our
overall compensation policies and procedures related to the NEOs. Although the results of the Say-on-Pay vote do not bind the
Company, the Board will, as it does each year, continue to review the results carefully and plans to continue to seek the views of our
stockholders throughout the year.

Compensation Committee Report

The Management Development and Compensation Committee makes recommendations to the Board of Directors concerning the
compensation of the Company’s NEOs. We have reviewed and discussed with management the Compensation Discussion and Analysis
that will be included in the Company’s Schedule 14A Proxy Statement, filed pursuant to Section 14(a) of the Securities Exchange Act of
1934, as amended. Based on that review and discussion, we recommended to the Board of Directors that the Compensation Discussion
and Analysis be included in the Proxy Statement. The Board approved our recommendation.

Ilene S. Gordon Thomas J. Falk Vicki A. Hollub Debra L. Reed-Klages Patricia E. Yarrington
Chairman

www.lockheedmartin.com 2023 Proxy Statement 39

Proposal 3

The Board recommends a

Advisory Vote on the Frequency of Advisory Votes to
vote FOR an ANNUAL
Approve the Compensation of our NEOs advisory vote

We also are asking our stockholders to provide an advisory (non-binding) vote on how frequently stockholders should have an
opportunity to vote on an advisory basis to approve the compensation of our NEOs. We are required by law to hold an advisory vote
on the frequency of Say-on-Pay votes every six years and stockholders may vote to hold the advisory vote on Say-on-Pay every one,
two or three years. Our stockholders were last provided with the opportunity to vote on the frequency of Say-on-Pay votes in 2017 and
voted in favor of holding Say-on-Pay votes annually, which the Board adopted as its standard.
We recognize that the widely adopted standard is to hold Say-on-Pay votes annually. We also acknowledge current stockholder
expectations and preferences regarding having the ability to express their views on the compensation of the Company’s NEOs on an
annual basis. In light of investor expectations and prevailing market practice, we are asking stockholders to support the continuation of
a frequency period of “ONE YEAR” (an annual vote) for future votes on Say-on-Pay.
Votes on the frequency for Say-on-Pay are advisory. Although your vote on this Say-on-Pay resolution does not bind the Company, the
Board will review the results of the vote and investor feedback and will continue to review the advantages and disadvantages for each
of the frequencies on Say-on-Pay votes regardless of the outcome of the vote.

40
 Executive Compensation

Compensation Discussion and Analysis (CD&A)

This CD&A discusses the compensation decisions for the NEOs listed in the Summary Compensation Table on page 58. In 2022, the
following leadership changes affected the NEOs:
• Jesus Malave was appointed as Chief Financial Officer on January 31, 2022;
• John W. Mollard served as Acting Chief Financial Officer from August 2021 until January 31, 2022 and then as Vice President and
Treasurer until June 2022; he announced his plans to retire in June 2022 and served as a strategic advisor until his retirement on
January 1, 2023 to assist in the transition; and
• Scott Greene transitioned to an advisory role on November 1, 2022 and retired on January 1, 2023, after serving as Executive Vice
President, Missiles and Fire Control.
The NEOs currently serving are shown below and exclude Mr. Greene and Mr. Mollard.

James D. Taiclet Jesus Malave Frank A. St. John

Chairman, President and Chief Financial Officer Chief Operating Officer
Chief Executive Officer Years of Service: 1 year Years of Service: 36 years
Years of Service: 3 years

Maryanne R. Lavan Gregory M. Ulmer

Senior Vice President, General Counsel Executive Vice President
and Corporate Secretary Aeronautics
Years of Service: 33 years Years of Service: 27 years

To assist Page(s)
stockholders in
42 Our 2022 Performance
finding important
43 2022 CEO Compensation
information in the
CD&A, sections are 45 2022 Comparator Group Companies
highlighted as 47 2022 Compensation Elements
follows: 47-50 2022 Annual Incentive
50-53 2022 Long-Term Incentive Compensation
53-54 2020-2022 LTIP and PSU Awards
54 2023 Compensation
54-57 Other Compensation Matters

www.lockheedmartin.com 2023 Proxy Statement 41

Executive Compensation

Executive Summary
Our 2022 Performance
In 2022, Lockheed Martin built upon our 21st Century Security vision and 2022 Financial Performance
continued to deliver critical capabilities to our customers. Despite the
residual impacts of the COVID-19 pandemic on our operations and our Sales of Segment
supply chain, we delivered solid financial results, including sales of
approximately $66.0 billion, segment operating profit* of $7.2 billion, free $66B Operating
Profit* of
cash flow* of $6.1 billion and ended the year with a backlog of $150
billion. We also continued our efforts to return cash to stockholders $7.2B
through dividends and share repurchases. During 2022, we returned $10.9
billion of cash to our stockholders, comprising $7.9 billion in share
repurchases and $3.0 billion in cash dividends. We have increased our Free Cash Earnings
quarterly cash dividend for over 20 consecutive years, reflecting the long-
term strength of our cash flow generation and our commitment to
Flow* of per Share of $
stockholders. These financial results, combined with our capital $6.1B $21.66
deployment, allowed us to deliver significant value creation to our
stockholders, reflected in our one- and three-year total shareholder
returns of 40% and 36%, respectively.
From a strategic and operational perspective, the dedication and
innovation of our Lockheed Martin team enabled the delivery of world- 3-Year TSR
class products and services across all business segments. Our largest 40%
program, the F-35 Lightning II, continued to mature and expand around
the globe. The U.S. Department of Defense finalized a $30 billion contract

36%
for the production and delivery of up to 398 F-35s. International interest 30%
also grew as Switzerland, Finland and Germany joined the program and

27%
several other nations expressed interest in joining as well. We also had

25%
strategic and operational accomplishments across our other business 20%
segments in 2022. The conflict in Ukraine put our Company in the global
spotlight with several high-level customer visits and the United States
committing support to Ukraine. In December, the U.S. Navy declared full- 10%

12%
rate production of the CH-53K® helicopter, a decision which is expected to
increase production to more than 20 helicopters annually in the coming
years. Finally, in November, the Lockheed Martin-built Orion exploration- 0%
LMT S&P S&P S&P
class spacecraft launched on NASA’s Artemis 1 and completed a 25.5-day Aero Industrials 500
mission. This flight was the first in a series of increasingly complex missions
that will enable human exploration to the Moon and beyond. While we
work to advance our strategic vision for the future of the defense enterprise, we are also implementing a sweeping internal business
and digital transformation effort (our OneLM Transformation) to position the Company for future growth. Based on our actual results
relative to the pre-established goals under our incentive programs, the 2022 annual incentive program paid out at 116% of target and
the 2020-2022 Long-Term Incentive Performance awards (LTIP) and Performance Stock Units (PSUs) paid out at 147.5% of target for
all NEOs.
* See Appendix A for an explanation of Non-GAAP measures.

2022 Say-on-Pay Results and Investor Feedback

At our 2022 Annual Meeting, more than 93% of the votes cast by our stockholders 3-Year Say-on-Pay Results
approved our Say-on-Pay proposal. We meet with our investors throughout the year to
understand the executive compensation topics that matter most to them and to seek their
views on our existing policies and practices (please see “Our Stockholder Engagement
Program” on page 24 for more specific details). Investors we engaged with during 2022 93%
reacted positively to our pay governance and executive compensation programs. These 3-Year Average
investors overall indicated that they appreciate our current compensation structure, Votes Cast in Favor
including our pay mix, and transparency as disclosed in our Proxy Statement. We consider of Say-on-Pay
Proposal
the input of our stockholders, along with emerging best practices, to ensure alignment with
our executive pay programs. We welcome feedback regarding our executive compensation
programs and will continue to engage with our stockholders in 2023.

42
 Executive Compensation

Compensation Overview
Our executive compensation programs covering our NEOs are designed to attract and retain critical executive talent, to motivate
behaviors that align with stockholders’ interests and to pay for performance. We use the 50th percentile of our comparator group
(shown on page 45) as a benchmark to set target total compensation around the 50th percentile with modest variations due to market
data fluctuations year-over-year. The Compensation Committee also considers experience, performance and value in role when setting
target compensation levels for our NEOs, while allowing incentive payouts to exceed or fall below the target levels based upon actual
performance. This outcome is consistent with our pay-for-performance philosophy to set pay and targets at market levels, but pay
incentive compensation that reflects actual performance.

2022 CEO Compensation

2022 CEO Target Pay Mix. We believe that the compensation CEO Target Opportunity Mix *
opportunities of our CEO should be predominantly variable, and the
9%
variable elements of the compensation package should tie to the Base Salary
Company’s long-term success and sustainable long-term total
returns to our stockholders. As shown in the chart to the right, a
significant portion of our CEO’s target compensation is variable and 16%
in the form of long-term incentives (LTI) with more than half of total Annual
Incentives
target pay in the form of equity-based incentives.
Elements of
Base Salary. In 2022, Mr. Taiclet’s annual base salary was set at
$1,751,000, which remained unchanged from 2021.
Compensation
2022 Annual Incentive. Mr. Taiclet’s target annual incentive amount
75%
for 2022 was 190% of salary, or $3,326,900. Long-Term
Incentives
2022-2024 Long-Term Incentives. In 2022, Mr. Taiclet was granted
an annual LTI award of $15,000,287, which was allocated 50% in
PSUs, 30% in Restricted Stock Units (RSUs) and 20% in the cash- 9% 91%
based LTIP. RSUs will cliff-vest after three years, while the payout of
PSUs and LTIP will be based upon our results at the end of the three- Fixed vs. Variable
year performance period relative to the three-year performance
goals that were established in the beginning of 2022. 25% 75%
Benefit and Retirement Plans. Mr. Taiclet is eligible for benefit and
Short-Term vs. Long-Term
retirement programs, similar to other salaried employees. None of
our NEOs received additional years of service credits or other forms
of formula enhancements under our benefit or retirement plans. 40% 60%
Mr. Taiclet does not participate in our pension plan.
Cash vs. Equity
* Fixed vs. variable and cash vs. equity components are designated in
the Compensation Elements table on page 47. We consider base
salary and annual incentives as short-term pay and PSUs, LTIP and
RSUs as long-term pay. Cash represents base salary, annual
incentive target and LTIP target. We do not include retirement or
other compensation components in the chart.

www.lockheedmartin.com 2023 Proxy Statement 43

Executive Compensation

Summary of Compensation Approach

Guiding Pay Principles

Attract, motivate and Market-based 50th Link executive pay to Provide an Align to stockholder
retain executive talent percentile approach Company appropriate mix of interests and long-
on target total performance short-term vs. long- term Company value
compensation term pay and fixed vs.
variable pay

The compensation best practices described on page 4 also guide and shape our compensation approach.

Our Decision-Making Process

The Compensation Committee seeks input from our CEO and other members of our management team as well as input and advice
from an independent compensation consultant to ensure the Company’s compensation philosophy and information relevant to
individual compensation decisions are taken into account. Mr. Taiclet did not participate in the Board’s or the Compensation
Committee’s deliberations on his compensation.

Independent Pay Governance

INDEPENDENT INDEPENDENT INDEPENDENT STOCKHOLDERS

BOARD COMPENSATION COMPENSATION & OTHER KEY
MEMBERS COMMITTEE CONSULTANT STAKEHOLDERS

Review and approve Reviews and approves Provides advice on Provide feedback on various
compensation of the CEO incentive goals relevant to executive pay programs, pay executive pay practices and
and review and ratify NEO compensation. Reviews levels and best practices. governance during periodic
compensation of other and approves the Provides design advice on meetings with management,
NEOs. Review with compensation for each NEO. incentive vehicles and other which then is reviewed by
management, at least Recommends CEO compensation programs. and discussed with our
annually, the succession plan compensation to the independent Board
for the CEO and other senior independent members of members.
positions. the Board.

Management Independent Independent Independent

Compensation Compensation Compensation Board
(1) (2)
Role Management CEO Consultant Consultant Committee Members
Peer Group / External Market Data and Best Reviews Reviews Develops Develops / Reviews —
Practices for Compensation Design Reviews
and Decisions
Annual NEO Target Compensation — Recommends — Reviews Approves Ratify
Annual CEO Target Compensation — — — Advises Recommends Approve
Annual and Long-Term Incentive Measures, Develops Reviews — Reviews Approves Ratify
Performance Targets and Performance Results
Long-Term Incentive Grants, Dilution, Burn Rate Develops Reviews — Reviews Approves Ratify
Risk Assessment of Incentive Plans Reviews Reviews — Develops Reviews —
Succession Plans Develops Reviews — — — Review

(1)
Aon and Willis Towers Watson.
(2)
Meridian Compensation Partners (Meridian).

44
 Executive Compensation

How We Determine Market Rate Compensation

For each of the principal elements of executive compensation, we determine the “market rate” as the size-adjusted 50th percentile of
our comparator group of companies. Size-adjusted market rates are calculated for us by Aon, using revenue regression analysis. This
statistical technique accounts for revenue size differences within the peer group and results in a market rate for all compensation
elements consistent with our revenue relationship to our peers. We also may adjust the market rate to reflect differences in an
executive’s job scope relative to the industry or the comparator group of companies, as appropriate.
Our incentive plans are designed so that actual performance in excess of established performance targets results in payouts above
target and actual performance below established performance targets results in payouts below target or no payout.
How We Select the Comparator Group for Market Rate Purposes
The Compensation Committee annually reviews our comparator group to maintain relevancy and to ensure the availability of data,
while seeking to avoid significant annual changes in the group to ensure a level of consistency. The criteria used to determine the
comparator group is set forth below:

Set an Initial List of Companies Apply Refining Criteria to Select Final Comparator Group
Attributes Refining Criteria
• Traded on a major U.S. exchange • Industrial companies that face similar macro-economic pressures
• Similarity in annual revenue • Companies we compete with for executive talent
• Participation in Aon executive compensation survey • Companies with comparable executive officer positions

The comparator group data presented to and considered by the Compensation Committee was developed from the proprietary results
of the Aon executive compensation survey, subject to review by Meridian. All of the 2022 comparator group companies participated in
the Aon survey. For 2022, Raytheon Technologies Corporation replaced the Raytheon Company and United Technologies Corporation,
which merged in 2020. Our 2022 revenues represented the 69th percentile of the comparator group.

Lockheed Martin Comparator Group

2022 Comparator Group Companies

3M Company General Dynamics Corporation* Northrop Grumman Corporation*
Caterpillar Inc. General Electric Company Raytheon Technologies Corporation*
Cisco Systems, Inc. Honeywell International Inc.* The Boeing Company*
Deere & Company HP Inc. United Parcel Service, Inc.
Dow Inc. IBM Corporation
FedEx Corporation Intel Corporation
* Aerospace & Defense Industry

2022 Comparator Group Revenue Percentile

25th Percen�le 50th Percen�le 75th Percen�le

LM Percen�le

www.lockheedmartin.com 2023 Proxy Statement 45

Executive Compensation

Compensation and Risk

The Company’s executive and broad-based compensation programs are intended to promote decision-making that supports a pay for
performance philosophy while mitigating risk by utilizing the following design features:

• Balance of fixed and variable pay opportunities • Moderate severance program that includes post-employment
• Multiple performance measures, multiple time periods and restrictive covenants
capped payouts under incentive plans • Institutional focus on ethical behavior
• Stock ownership requirements • Annual risk assessment
• Risk oversight by independent Board committee • Compensation Committee oversight of equity burn rate and
• Incentive goals set at the enterprise or business segment dilution
level • Clawback policy
• Incentive plan caps on individual awards and pool size • Anti-hedging and pledging policy

With the assistance of a risk assessment conducted by Meridian on an annual basis, the Compensation Committee concluded in 2022
that risks arising from our executive and broad-based incentive compensation programs are not reasonably likely to have a material
adverse effect on the Company.

2022 Named Executive Officers’ Compensation

2022 Target Compensation
Our NEOs’ target compensation for 2022 is shown in the table below and is closely aligned to the market rate. When determining pay
for our NEOs, the Compensation Committee considers the current market data in combination with other internal factors when setting
annual target pay levels, such as changes to market data year-over-year, internal pay equity, individual performance, job scope and
criticality to the Company.

Annual Incentive
Base Target 2022 Target LTI Total Target Direct
Salary Target Amount Value Compensation
NEO ($) % ($) ($) ($)
Mr. Taiclet 1,751,000 190 3,326,900 15,000,000 20,077,900
Mr. Malave* 960,000 115 1,104,000 12,000,000 14,064,000
Mr. Mollard** 510,000 70 357,000 1,300,000 2,167,000
Mr. St. John 1,000,000 150 1,500,000 6,000,000 8,500,000
Mr. Greene 965,000 115 1,109,750 4,000,000 6,074,750
Ms. Lavan 900,000 110 990,000 3,600,000 5,490,000
Mr. Ulmer 965,000 115 1,109,750 4,000,000 6,074,750

* Mr. Malave’s actual annual incentive target for 2022 was $1,013,260, pro-rated based on time served during 2022; approximately $8 million of target LTI
value was to offset forfeited equity from his previous employer.
** Mr. Mollard’s 2022 compensation aligned with his role as VP and Treasurer.

CFO Transition
Mr. Mollard served as Acting Chief Financial Officer from August 2021 to January 2022 and transitioned into an advisory role until he
retired January 1, 2023. As disclosed in our 2022 proxy statement, Mr. Mollard received a $500,000 one-time special RSU grant in
February 2022 in recognition of his performance and service as Acting CFO and to retain him for the CFO transition during 2022. The
award vested in December 2022, which was aligned with Mr. Mollard’s mandatory retirement date. The amount and the vesting period
for this award was determined in consideration of the scope of CFO responsibilities Mr. Mollard assumed in addition to his existing
duties as the VP and Treasurer of the Company, the time served as Acting CFO and his performance in that role, as well as the time
needed to retain him during the transition period.
Effective January 31, 2022, Mr. Malave was appointed Chief Financial Officer. Mr. Malave was selected for this role given his extensive
experience and performance track record in our industry and insight into our customers, which equipped him for this key role in a
competitive talent landscape. Mr. Malave most recently held the positions of senior vice president and CFO for L3Harris. The

46
 Executive Compensation

Compensation Committee based its recommendation for Mr. Malave’s compensation on its pay philosophy to set target compensation
by reference to the “market rate” of the Company’s comparator group of companies.
Upon his termination of employment with his prior employer, Mr. Malave forfeited long-term incentive awards covering three
separate cycles and his opportunity to earn an annual cash incentive award for 2021 performance. To offset the forfeited value of
these awards, Mr. Malave was granted make-whole awards, which were allocated as follows: $750,000 cash sign-on bonus to offset
forfeited 2021 annual incentive payout and an approximately $8 million long-term incentives grant to offset forfeited 2019, 2020 and
2021 awards. The value of Mr. Malave’s forfeited 2019 long-term incentive awards from his former employer was estimated to be
approximately $4 million and was scheduled to be paid out around the time of his hire in early 2022. This forfeited award was replaced
by a one-year time-based RSU grant. The remainder of his forfeited long-term incentive awards were replaced with a 70%
performance-conditioned award with three-year cliff vesting.

2022 Compensation Elements

Our compensation programs are designed to provide a mix of short- and long-term compensation, fixed and variable pay and cash and
equity-based compensation, as well as to reflect our philosophy of providing pay for performance. Benefit, retirement and perquisite
programs are not included in our compensation elements below (information about these programs can be found later in this section).

Fixed Variable

Long-Term Incentives*
Base Salary + Annual Incentive +
50% PSUs 20% LTIP 30% RSUs
WHAT? Cash Cash Equity Cash Equity
WHEN? Annual Annual 3-year 3-year 3-year
Performance Cycle Performance Cycle Cliff Vesting
HOW? Market rate, as well 70% Financial Relative TSR (50%) Value delivered
as internal pay ROIC** (25%) through long-term
20% Sales, 40% Segment Free Cash Flow** (25%)
Measures, equity, experience stock price
Weightings & Operating Profit, 40% Free
Payouts and critical skills Cash Flow** • Award 0-200% of target • Payout 0-200% performance
# of shares of target
30% Strategic & Operational
• Relative TSR measure • Relative TSR measure
Key Goals: Enterprise
capped at 100% if TSR is capped at 100% if TSR
Performance, New Business/
negative is negative
Growth, Strategy,
• Value capped at 400%
Environmental, Social
of stock price on date of
and Governance
grant x shares earned
Payout: 0-200% of target

WHY? Provides competitive Attracts and motivates Creates strong alignment with stockholder interests by Promotes retention of
levels of fixed pay to executives by linking annual linking long-term pay to key performance metrics and key talent and aligns
attract and Company performance to an stock price. Provides a balance of internal and market- executive and
retain executives. annual cash incentive. based measures to assess long-term performance. stockholder interests.

* Reflects long-term incentive mix for the CEO, EVPs and SVPs; Mr. Mollard received a long-term incentive mix in 2022 of 10% PSUs, 40% LTIP and 50% RSUs
based on his role as VP and Treasurer at the time of award.
** Refer to the next page for adjustments made to Free Cash Flow for compensation purposes and Appendix A for an explanation of Non-GAAP measures
(Segment Operating Profit, ROIC and Free Cash Flow) as well as our disclosure regarding forward-looking statements concerning future performance or goals
for future performance.

Base Salary
Base salaries are reviewed annually taking into account the market rate (50th percentile), the executive’s individual performance and
internal pay equity.

2022 Annual Incentive

The 2022 annual incentive plan for our CEO, other NEOs and all other officers elected by the Board was based 70% on financial goals
and 30% on strategic and operational goals measured at the enterprise level, as illustrated in the graphic below. Although the annual
incentive plan uses a formulaic approach, the Compensation Committee retains discretion in administering the plan, which discretion
includes choosing and approving goals, assessing strategic and operational results and modifying payouts based on business segment
and individual performance for any officer elected by the Board, including the NEOs. The committee did not exercise any discretion in
modifying payouts for the NEOs.

www.lockheedmartin.com 2023 Proxy Statement 47

Executive Compensation

Target Award × Enterprise Component Payout Amount

70% Financial 30% Strategic 0% Payout Range 200%

& Operational
Under the terms of our annual incentive plan, the CEO’s annual incentive and the annual incentive for each of the other NEOs cannot
exceed 0.3% and 0.2%, respectively, of Cash from Operations. Annual incentive payouts range from 0% to 200% of target.

2022 Annual Incentive Goals and Results

At its February 2022 meeting, the Compensation Committee approved enterprise-wide objectives for 2022 reflecting financial and
strategic and operational goals. These goals are used as the Enterprise Component for all executives in the Company and serve as the
only goals for the CEO, NEOs and all other officers elected by the Board. We have not made any modifications to our annual incentive
goals in response to COVID-19. For 2022, the Compensation Committee approved the use of Free Cash Flow to replace Cash From
Operations. The use of Free Cash Flow better aligns to Company strategy as it incorporates capital expenditures. Notably, by including
a cash measure in both our annual and long-term incentive plans, the plans mitigate the risk of short-term cash strategies that do not
create long-term value.
Financial Assessment (70% Weight). The financial targets under the annual incentive plan align with the guidance we disclosed publicly
at the beginning of 2022. We believe this approach to setting the financial metrics for annual incentive purposes appropriately links
compensation to our effectiveness in meeting our public commitments to our stockholders. Our financial commitments are established
following the completion of our annual long-range planning process and are consistent with our long-range plan commitments. The
long-range planning process includes reviews of the assumptions used by the business segments in generating their financial
projections, such as industry trends and competitive assessments, current and future projected program performance levels and the
risks and opportunities surrounding these baseline assumptions. The long-range plan on which our financial goals are based is tied to
the business environment in which we operate and can vary year to year.
Our long-range plan values for Sales, Segment Operating Profit* and Free Cash Flow* are set forth in the 2022 outlook we provided
publicly to investors in January 2022 and represent the target level (100% performance) for each of these metrics. Our 2022 goals were
set with the same process and rigor as previous years, taking into account a more challenging operating environment, the
renationalization of the Atomic Weapons Establishment by the U.K. Ministry of Defence in June 2021 and the elimination of the option
to deduct for tax purposes research and development (R&D) expenditures in the year incurred beginning in 2022.
We established threshold payout levels (50% performance) and maximum (200% performance) around these targets based on a review
of historical performance against long-range plan commitments for each of the three annual incentive metrics, which ensures the
appropriate level of rigor on each of the threshold, target and maximum goals. We used straight-line interpolation between target and
both minimum and maximum historical performance levels. The Compensation Committee reviewed the methodology and the targets
established as part of its annual process during 2022.
For purposes of assessing performance under our annual incentive plan, Free Cash Flow must be adjusted to neutralize the impact
from unplanned pension contributions (net of tax), acquisitions and divestitures greater than $1B in value, tax reform, unplanned
changes in tax laws or interpretations of law related to the amortization of R&D expenditures for tax purposes, unplanned tax
payments or benefits of divestitures, and changes in GAAP accounting standards. No adjustments were made for 2022.

2022 Financial Measures Weight 2022 Goals ($) Results ($) Calculated Payout Weighted Payout
Sales 20% 66,000M 65,984M 99.8% 20%
Segment Operating Profit* 40% 7,175M 7,219M 106.1% 42%
Free Cash Flow* 40% ≥ 6,000M 6,132M 108.8% 44%
Financial Payout Factor 106%

* See Appendix A for definition of Non-GAAP measures.

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 Executive Compensation

Strategic & Operational Assessment (30% Weight). Our strategic and operational performance assessments are evaluated differently
than financial performance assessments. For the 2022 performance year, a broad set of goals was established for our strategic and
operational commitments at the beginning of the year, including goals tied to enterprise performance, new business and growth,
strategy and ESG. Strategic and operational performance goals are both quantitative and qualitative in nature and measured against
pre-established criteria using a scorecard approach. When determining the payout factor, the Compensation Committee considers the
results and evaluates performance in totality. The strategic and operational performance goals and assessments are set forth below.
The Compensation Committee reviewed these accomplishments and recommended the payout factor to recognize the Company’s
strong operational performance in a highly competitive environment while undertaking and executing major strategic initiatives.

2022 Strategic & Operational Goals Summary Assessment Summary Highlights

• Orders of $80.4 billion; year-end backlog of $150 billion

• Achieved key metrics while mitigating external factors, and
ENTERPRISE PERFORMANCE completed 94% of mission success events
Achieve Mission Success milestones • Returned $10.9 billion of cash to our stockholders through
Execute programs to achieve customer dividends and share repurchases
commitments and increase stockholder value • Achieved $368 million in Retained Savings across business
segments and reduced Red Subcontracts
• All business segments maintained or improved on-time-deliveries
• Competitive win rate on programs throughout the year (70% bids,
81% dollars)
NEW BUSINESS / GROWTH
• Secured key F-35 international selections in Finland, Switzerland,
Shape and secure key Focus Program wins and Canada and Germany
achieve Keep Sold Program milestones
• Expanded the customer base for key franchises, including F-16,
Continue international expansion through PAC-3 and H-60
increased orders and sales
• Significant growth in Command & Control, Intelligence
Surveillance Reconnaissance (ISR) & Missile Warning
STRATEGY
Assess portfolio on an ongoing basis to maximize • Aligned enterprise objectives and milestones with 21st Century
stockholder value, which includes M&A activity, Security strategic vision
cost competitiveness, and other enterprise • Accelerated enterprise-wide business process and digital
initiatives transformation
Execute 21st Century Security strategy to include • Established partnerships across technology focused domains and
technology development, demonstrations and commercial 5G.MIL
commercial partnerships • Exceeded cost competitiveness goals
Drive infrastructure modernization, technology • Multiple Demonstrations of Cross Domain Capabilities in
development and functional capability adoption to partnership with operational customer exercises
digitally transform the enterprise
• Continued to demonstrate success with a new, hybrid virtual
ENVIRONMENTAL, SOCIAL
AND GOVERNANCE environment

Attract, develop and retain our premier workforce • Increased leadership representation for women and people of
color
Protect Lockheed Martin, U.S. Government and
• No adverse cyber impacts despite heightened threat levels
3rd Party data from cyber intrusion
• Exceeded our retention goals and strengthened our entry-level
Ensure the safety and security of our products,
pipeline by creating internships for over 2,400 students and hiring
services and workplace
early career employees
Steward our climate responsibly
• Exceeded greenhouse gas reduction goals

Strategic & Operational Payout Factor 140%

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Executive Compensation

Summary of Annual Incentive Payout Calculations

The final payout factor and payout amounts for each of our NEOs, as determined by the Board, are shown below.

Summary of 2022 Enterprise Performance & Overall Payout Factor

Weight 2022 Factors Weighted Payout

Financial 70% 106% 74%
Strategic & Operational 30% 140% 42%
Overall Payout Factor 116%

Base Salary Target % of Salary Target Award Overall Payout Payout

X =
NEO ($) (%) ($) Factor ($)
Mr. Taiclet 1,751,000 190 3,326,900 3,859,200
Mr. Malave* 960,000 115 1,013,260 1,175,400
Mr. Mollard** 510,000 70 357,000 414,100
Mr. St. John 1,000,000 150 1,500,000 116% 1,740,000
Mr. Greene 965,000 115 1,109,750 1,287,300
Ms. Lavan 900,000 110 990,000 1,148,400
Mr. Ulmer 965,000 115 1,109,750 1,287,300

* Mr. Malave’s target award and payout are prorated based on time served during 2022.
** Mr. Mollard’s 2022 compensation aligned with his role as VP and Treasurer.

2022 Long-Term Incentive Compensation

The following summary shows the 2022 LTI compensation mix for the CEO, EVPs and SVPs along with the principal terms of the awards.
Mr. Mollard’s long-term incentive mix varied from other NEOs based on his role as Vice President and Treasurer at the time of grant.

PSUs (distributed in common stock): 20%

LTIP
Performance Measures: Three-year Relative TSR (50%), ROIC (25%) &
Free Cash Flow (25%) Long-Term
Caps: 50% Incentive
PSUs
• 200% of target shares
• Relative TSR measure capped at 100% if the Company’s TSR Compensation
is negative Mix
• Value capped at 400% of stock price on date of grant times 30%
RSUs
shares earned

RSUs (distributed in common stock):

Vesting Schedule: RSUs cliff vest 100% three years after the grant date 70% 30%

LTIP (paid in cash): Performance-Based vs. Time-Based

Performance Measures: Three-year Relative TSR (50%), ROIC (25%) &

Free Cash Flow (25%)
Caps:
80% 20%
• 200% of target amount
Equity vs. Cash
• Relative TSR measure capped at 100% if the Company’s TSR
is negative
• Individual payout capped at $10 million

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 Executive Compensation

In determining the appropriate level of equity grants for 2022, the Compensation Committee took into consideration the long-term
incentive market rate (50th percentile) along with a variety of other factors, including the number of awards outstanding and shares
remaining available for issuance under the Company’s equity incentive plan, the number of shares that would be issued under
contemplated awards over the range of potential performance achievement, the total number of the Company’s outstanding shares,
the resulting implications for stockholder dilution and the number of shares granted to our executives year-over-year.

50% PSU Awards (50% of the LTI award)

PSU awards generally are calculated by multiplying the overall target LTI award value (as shown in the table on page 46) by the 50%
weighting assigned to the PSU portion (10% in the case of Mr. Mollard). The number of PSUs granted is determined based on the
closing stock price of the Company’s common stock on the NYSE on the date of grant. Each NEO’s PSU target number of shares is
determined as of the grant date of the award, and the actual number of shares earned at the end of the period is calculated based on
our performance measured against the three financial metrics as follows: 50% Relative TSR, 25% ROIC and 25% Free Cash Flow.
The number of shares granted at the end of the cycle can range from 0% to 200% of the applicable target number of shares. If absolute
TSR is negative at the end of the performance cycle, the payout factor for the Relative TSR measure is capped at 100%. In addition, the
maximum value that can be earned under a PSU award is 400% of the stock price on the date of grant times the shares earned. The
award calculation is formulaic pursuant to the provisions defined in the award agreement, and no discretion can be applied to the final
number of shares granted, which is determined based on the performance outcomes relative to our pre-set goals. Participants also
accrue deferred dividend equivalents on the shares earned, which are paid in cash following vesting of the underlying shares.

30% RSU Awards (30% of the LTI award)

RSU awards are calculated by multiplying the overall target LTI award value (as shown in the table on page 46) by the 30% weighting
assigned to the RSU portion (50% in the case of Mr. Mollard).
The number of RSUs granted is determined based on the closing stock price of the Company’s common stock on the NYSE on the date
of grant. Deferred dividend equivalents are accrued during the vesting period and paid in cash following the vesting of the
underlying shares.

20% LTIP Awards (20% of the LTI award)

LTIP awards are cash-based and are calculated by multiplying the overall target LTI award value (as shown in the table on page 46) by
the 20% weighting assigned to the LTIP portion (40% in the case of Mr. Mollard). Each NEO’s LTIP target is determined at the time of
grant, and the actual award earned at the end of the three-year performance period is calculated based on the same performance
measures as those used for the PSUs (50% Relative TSR, 25% ROIC and 25% Free Cash Flow).
Payouts can range from 0% to 200% of the applicable target. If absolute TSR is negative at the end of the performance cycle, the
payout factor for the Relative TSR measure is capped at 100%. The award calculation is formulaic pursuant to the provisions defined in
the award agreement, and no discretion can be applied to the final payout factor, which is determined based on the performance
outcomes relative to our pre-set goals. For the 2022-2024 LTIP grants, any amount payable to a single participant in excess of $10
million will be forfeited.

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Executive Compensation

Selection of LTI Performance Measures

The LTI performance metrics approved by the Compensation Committee are measures that we believe effectively support our long-
term business and strategic goals and directly tie the long-term goals of our executive leadership team to the interests of our
stockholders.
The measurements used for the financial component of our 2022 annual incentive plan (Sales, Segment Operating Profit and Free Cash
Flow) also serve as the foundation for achieving our long-term goals such that we must consistently achieve or exceed the Company’s
annual goals in order to achieve our LTI goals. The selected LTI performance metrics consist of Relative TSR (50% weight), ROIC (25%
weight) and Free Cash Flow (25% weight). We chose these three metrics because we believe they represented good measures of value
creation for the Company over a long-term period. We also applied equal weighting to the market-based measure of value creation,
TSR, to the internal measures of value creation, Free Cash Flow and ROIC. For 2022, the Compensation Committee approved the use of
Free Cash Flow to replace Cash From Operations and Performance Cash under the annual and long-term incentive plans. The use of
Free Cash Flow better aligns to Company strategy as it incorporates capital expenditures.
With respect to Relative TSR, the Compensation Committee used a comparator group of 28 companies that generally met the following
parameters as of January 1, 2022:
• Global Industry Classification Standard - GICS 2010 - Capital Goods
• Listed on a major U.S. index
• Revenue >$10B and Market cap >$5B
The Relative TSR Comparators for the 2022-2024 performance cycle are shown below:

2022-2024 Relative TSR Comparators

3M Company General Dynamics Corporation Quanta Services, Inc.

AECOM General Electric Company Raytheon Technologies
AGCO Corporation Honeywell International Inc. Stanley Black & Decker, Inc.
Builders FirstSource, Inc. Illinois Tool Works Inc. Textron Inc
Carrier Global Corporation Johnson Controls International plc The Boeing Company
Caterpillar Inc. L3Harris Technologies, Inc. Trane Technologies plc
Cummins Inc. Northrop Grumman Corporation W.W. Grainger, Inc.
Deere & Company Otis Worldwide Corporation WESCO International, Inc.
Eaton Corporation plc PACCAR Inc
Emerson Electric Co. Parker-Hannifin Corporation

Because the Relative TSR index is not perfectly aligned with the businesses in which Lockheed Martin operates and because any
number of macro-economic factors that could affect market performance are beyond the control of the Company, we use ROIC and
Free Cash Flow as internal measures that are directly affected by management’s decisions. While Relative TSR ensures a direct linkage
between stockholder returns and realized compensation, ROIC measures how effectively we employ our capital over time, with Free
Cash Flow providing the means for investment and value creation. Our internal financial metrics, ROIC and Free Cash Flow, are also
critical because we believe these metrics are key drivers of long-term stockholder value. By including a cash measure in both our
annual and long-term incentive plans, the plans mitigate the risk of short-term cash strategies that do not create long-term value.
In tandem, we believe that these metrics drive the behaviors of our management team in ways that are intended to create the most
value for our stockholders.

Setting Performance Goals for PSUs and LTIP

Our long-range planning process is used to establish the target (100% level of payment) for the Free Cash Flow and ROIC metrics in the
PSU and LTIP grants. In setting minimum and maximum levels of payment, we reviewed historical levels of performance against long-
range plan commitments, and conducted sensitivity analyses on alternative outcomes focused on identifying likely minimum and
maximum boundary performance levels. Levels between 100% and the minimum and maximum levels were derived using linear
interpolation between the performance hurdles.

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 Executive Compensation

The specific Free Cash Flow and ROIC target values for the 2022-2024 PSU and LTIP grants are not publicly disclosed at the time of
grant due to the proprietary nature and competitive sensitivity of the information. However, the method used to calculate the awards
will be based on actual performance compared to the Company’s 2022-2024 targets, which use straight-line interpolation between
points.
The individual award agreements require pre-specified adjustments to Free Cash Flow and ROIC to ensure that the ultimate payouts
are not impacted to the benefit or detriment of management by specified events that would result in a difference between planned
and actual financial results, such as changes in forecasted pension contributions, changes in accounting (GAAP) standards, impacts of
an acquisition or divestiture valued at more than $1 billion, tax reform or changes in tax laws or interpretations of law related to the
amortization of R&D expenditures for tax purposes, non-cash settlement charges associated with pension risk transfer transactions,
unplanned tax payments or benefits associated with divestitures, or profit changes due to the timing or recognition of a loss on a
specific strategic program approved by the Compensation Committee.
The Compensation Committee does not have discretion to adjust the results of the PSU and LTIP awards beyond the adjustments
specified in the award agreements.
2022-2024 Performance Goals
Relative TSR (50%)* Free Cash Flow (25%) ROIC (25%)
Percentile Rank Payout Factor Goals Payout Factor Goals Payout Factor
75th – 100th 200%
Plan +30% 200% Plan +12% 200%
60th 150%
50th (Target) 100%
Plan (Target) 100% Plan (Target) 100%
40th 50%
35th 25%
Plan -15% 25% Plan -10% 25%
< 35th 0%

* 2022-2024 Relative TSR performance is measured against our peers in the S&P GICS 2010 - Capital Goods, US-Indexed & with a revenue >$10B and market
cap >$5B, totaling 28 peers (See Selection of LTI Performance Measures above for Relative TSR Comparators).

2020-2022 LTIP and PSU Awards

The cash-based LTIP and share-based PSU payouts for the three-year performance period ended December 31, 2022 shown below
were calculated by comparing actual corporate performance for each metric for the period January 1, 2020 through December 31,
2022, against a table of payment levels from 0% to 200% (with the 100% payout level being considered target) established at the
beginning of the performance period in February 2020. In September 2020, the Compensation Committee approved amendments to
the LTIP and PSU awards granted in February 2020 to allow the Company to neutralize the impact of government stimulus and
assistance programs enacted in response to COVID-19 and any non-cash settlement charges associated with pension risk transfer
transactions. In February and June 2021, the Compensation Committee approved additional amendments to these awards to
neutralize the impact of changes in tax laws or interpretations of law related to the amortization of R&D expenditures for tax purposes
and the pension expense and funding provisions of the American Rescue Plan Act. Neutralizing the impact of these items ensures they
do not affect payouts to a participant’s benefit or detriment.
Performance Threshold Target Maximum Calculated Weighted
Measure Weight 25% Payout) (100% Payout) (200% Payout) Payout Payout

Actual: 50th Percentile

Relative TSR 50% 100.0% 50.0%
35th Percentile 50th Percentile 75th Percentile

Actual: $22.9B
Performance Cash* 25% 189.9% 47.5%
Target -$0.7B $21.1B Target +$2.0B

Actual: 22.9%
ROIC* 25% 200.0% 50.0%
Target -30 bps 21.3% Target +160bps

Overall Payout Factor 147.5%

* See Appendix A for definition of Non-GAAP measures. Performance Cash represents the Company’s Cash from Operations adjusted for items as described in
the PSU and LTIP award agreements.

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Executive Compensation

Based on a weighted payout factor of 147.5%, the following table shows the payouts for 2020-2022 LTIP and PSU awards paid in 2023.

Total Shares
1
NEO LTIP Target ($) LTIP Payout ($) PSUs Target (#) Distributed / Earned
Mr. Taiclet 2,800,000 4,130,000 18,321 27,024
Mr. Mollard2,3 300,000 442,500 186 275
Mr. St. John 930,000 1,371,750 6,049 8,924
Mr. Greene3 800,000 1,180,000 4,926 7,266
Ms. Lavan 650,000 958,750 4,226 6,234
Mr. Ulmer2 368,000 542,800 240 354

(1)
Excludes Mr. Malave who did not receive a 2020-2022 LTIP or PSU award.
(2)
Reflects targets and payouts associated with the 2020-2022 awards received as Vice Presidents.
(3)
PSU payout pro-rated based on days worked during the vesting period.

2023 Compensation
In February 2023, the Compensation Committee approved the 2023 target compensation for executives using the same approach they
used for 2022 target compensation. There were no changes to our overall annual or long-term incentive plan design for 2023.

Other Compensation Matters

Our Use of Independent Compensation Consultants
The independent compensation consultant provides important information about market practices, the types and amounts of
compensation offered to executives generally and the role of corporate governance considerations in making compensation decisions.
The Compensation Committee’s charter authorizes it to retain outside advisors that it believes are appropriate to assist in evaluating
executive compensation.
For 2022, the Compensation Committee continued to retain Meridian as an independent compensation consultant. In connection with
its retention of Meridian, the Compensation Committee considered the following factors in assessing Meridian’s independence:
• Meridian’s services for the Company are limited to executive and director compensation.
• The compensation paid to Meridian is less than 1% of Meridian’s revenues.
• Meridian has business ethics and insider trading and stock ownership policies, which are designed to avoid conflicts of interest.
• Meridian employees supporting the engagement and their immediate family members do not own Lockheed Martin securities.
• Meridian employees supporting the engagement have no business or personal relationships with members of the Compensation
Committee or with any Lockheed Martin executive officer.
At its February 2023 meeting, the Compensation Committee renewed the engagement of Meridian. At that time, Meridian confirmed
the continuing accuracy of each of the factors described above.
The nature and scope of Meridian’s engagement was determined by the Compensation Committee and not limited in any way by
management.

Policy Regarding Timing of Equity Grants

We have a corporate policy statement concerning the grant of equity awards. Under that policy:
• The Compensation Committee is responsible for determining the grant date of all equity awards to executive officers.
• No equity award may be backdated. A future date may be used if, among other reasons, the Compensation Committee’s action
occurs in proximity to the release of earnings or during a trading blackout period.
• Equity plans explicitly prohibit repricing of stock options or paying cash for underwater stock options.
• Proposed equity awards are presented to the Compensation Committee in February of each year. Off-cycle awards may be
considered in special circumstances, which may include hiring, retention or acquisition transactions.

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 Executive Compensation

Clawback and Other Protective Provisions

The Governance Guidelines include a clawback policy, which provides that if the Board of Directors determines that (i) an officer’s
intentional misconduct, gross negligence or failure to report such acts by another person is a contributing factor in requiring us to
restate any of our financial statements or constituted fraud, bribery or another illegal act (or contributed to another person’s fraud,
bribery or other illegal act) that adversely impacts our financial position or reputation; (ii) an officer’s intentional misconduct or gross
negligence causes severe reputational or financial harm to the Company; or (iii) an officer’s misappropriation of Lockheed Martin
Proprietary Information causes, or is intended to cause, severe reputational or financial harm to the Company, then the Board shall
take such action as it deems in the best interest of the Company and necessary to remedy the misconduct and prevent its recurrence.
Among other actions, the Board may seek to recover or require reimbursement of amounts awarded to the officer in the form of an
annual incentive or LTI award.
The clawback policy is incorporated into our annual incentive plan and in the award agreements for the long-term incentive awards,
covering all variable incentive compensation. There were no events requiring Board consideration of a clawback action during 2022. If
the Board recoups incentive compensation under the policy, management intends to disclose the aggregate amount of incentive
compensation recovered, so long as the underlying event has already been publicly disclosed in our filings with the SEC. This disclosure
would appear in the proxy statement following any such Board action and would provide the aggregate amount of recovery for each
event if there is more than one applicable event. All executive-level award agreements also contain post-employment restrictive
covenants, and compensation awarded under those agreements may be subject to clawback in the event an executive breaches any of
the post-employment restrictive covenants.
In November 2022, the SEC issued a final rule requiring public companies to recover certain erroneously awarded incentive-based
compensation in the event of an accounting restatement. We are evaluating the final rule and the NYSE’s associated proposed listing
standards. We will adopt and implement a policy that complies with the final rule and listing standards by the applicable deadline.

Anti-Hedging and Anti-Pledging Policy

Our policies prohibit hedging and pledging of Lockheed Martin stock by all directors, officers and employees. Under our policies,
Lockheed Martin directors, officers and employees may not purchase or sell derivative securities based on Lockheed Martin common
stock or other Lockheed Martin securities. This policy also prohibits hedging or monetization transactions such as forward-sale
contracts, equity swaps, collars and exchange funds, that are designed to hedge or offset any decrease in the market value of equity
securities, lock in then-current market gains without the sale of the underlying security, or transactions in which the director or
employee may divest aspects of the risks and rewards of ownership. This policy applies to shares of Lockheed Martin common stock
that are either (i) granted to directors, officers or employees by Lockheed Martin as part of their compensation or (ii) otherwise held,
directly or indirectly, by directors, officers or employees.

Stock Ownership Requirements for Key Employees

To better align their interests with the long-term interests of our stockholders, we expect our officers (including the NEOs) and other
members of management to maintain an ownership interest in the Company based on the following guidelines:

6x 4x 3x 2x
base salary for CEO and base salary for Chief Financial base salary for Executive base salary for Senior Vice
Chairman Officer and Chief Vice Presidents Presidents and Elected
Operating Officer Vice Presidents

NEOs are required to achieve ownership levels within five years of assuming their role and must hold net shares from vested RSUs and
PSUs until the value of the shares equals the specified multiple of base salary. The securities counted toward their respective target
threshold include common stock, unvested RSUs, and stock units under our 401(k) plans and other deferral plans. Unvested PSUs do
not count towards the stock ownership requirement. As of December 31, 2022, each of our NEOs had exceeded their respective
ownership requirements, irrespective of whether they have been in their current role for five years. NEOs who are no longer executive
officers as of December 31, 2022 are not included in the chart below.

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Executive Compensation

STOCK OWNERSHIP ACHIEVEMENT

12.8x
James D. Taiclet
6x
8.4x
Jesus Malave
4x
6.3x
Frank A. St. John
4x
10x
Maryanne R. Lavan
2x
4.8x
Gregory M. Ulmer
3x

0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

Actual Stock Ownership (x times base salary) Stock Ownership Requirement (x times base salary)

Benefit, Retirement and Perquisite Programs

We offer other compensatory arrangements to our NEOs. The purpose for these benefits is to ensure security of executives, provide
assistance with business-related expenses and be competitive with the other companies in our industry. Below is a summary of
programs available to our NEOs. Further details are described in footnotes to the Summary Compensation Table on page 58.
Health, Welfare and Retirement Benefits. Our NEOs are eligible for savings, pension, medical, disability and life insurance benefits
under the plans available to salaried, non-union employees. We offer supplemental pension and savings plans to make up for benefits
that otherwise would be unavailable due to Internal Revenue Service (IRS) limits on qualified plans. These plans are restorative and do
not provide an enhanced benefit. We also offer a plan for the deferral of short-term and long-term cash performance incentive
compensation. Pension and supplemental pension plans that the NEOs participate in were completely frozen effective January 1, 2020.
Mr. Taiclet and Mr. Malave do not participate in any Company pension or supplemental pension plan.
Perquisites and Security. Perquisites provided to the NEOs include executive physicals, relocation assistance (when applicable),
personal travel on the corporate aircraft and gifts for retirement or years of service milestones (when applicable), as well as home and
personal security as needed to address security concerns arising out of our business. We believe security is necessary and generally
provided to executives within our industry given the nature of our business. In the event of a threat to an executive officer, the
Classified Business and Security Committee reviews the security recommended by our Chief Security Officer, and approves accordingly.
Furthermore, our Board has directed our CEO to use corporate aircraft for security reasons while on business and personal travel.
Other NEOs may use the corporate aircraft for personal travel dependent upon circumstances and availability. During 2022, the
Company responded to heightened security risks and direct threats involving our executive officers, requiring some of them to travel
more frequently on the corporate aircraft as a mitigating measure. For 2022, personal use of the corporate aircraft for Mr. Taiclet
amounted to $1,285,698. Of this amount, $324,135 related to flights that were exclusively personal in nature. The remainder is the
incremental cost of flights that had a personal benefit but were associated with a Lockheed Martin business purpose; which includes
the incremental cost of travel to the Company’s headquarters for business purposes from an out-of-state residence of $320,714, the
incremental cost of $404,833 for re-positioning, or “deadhead,” flights associated with these flights given the home base of the
corporate aircraft and flight crew, and the incremental cost of $236,016 for flights related to Lockheed Martin business originating or
ending in a location other than the Company’s headquarters, including any deadheads.
Tax Assistance. We do not have agreements or severance arrangements that provide tax gross-ups for excise taxes imposed as a result
of a change in control. In 2022, we provided tax assistance for taxable security expenses, relocation-related expenses in accordance
with our relocation policies and travel expenses for a family member accompanying a NEO on travel determined to be business travel
for tax purposes. In addition, we pay an amount estimated to cover the state income tax imposed on employees who became subject
to income tax in a state other than their state of residence due to business travel. Tax assistance was provided for these items because
the associated tax liability imposed on the executive would not have been incurred unless business reasons required the items to be
provided or the executive to travel to the non-resident state.

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 Executive Compensation

Post-Employment, Change in Control, Divestiture and Severance Benefits

Our NEOs do not have employment agreements but participate in the Lockheed Martin Corporation Executive Severance Plan. Benefits
are payable under this plan in the event of a Company-initiated termination of employment other than for cause. All of the NEOs are
covered under the plan. The benefit payable in a lump sum under the plan is two weeks of basic severance plus a supplemental
payment of one times the NEO’s base salary and the equivalent of one year’s target annual incentive. For the CEO, the multiplier is
2.99 instead of one. NEOs participating in the plan also receive a lump sum payment to cover the cost of medical, dental and vision
benefits for one year in addition to outplacement and relocation services. To receive the supplemental severance benefit, the NEO
must execute a release of claims and an agreement containing post-employment, non-compete and non-solicitation covenants
identical to those included in our NEOs’ LTI award agreements.
With respect to LTI, upon certain terminations of employment, including death, disability, retirement, layoff, divestiture or a change in
control, the NEOs may be eligible for continued or pro rata vesting on the normal schedule, immediate payment of benefits previously
earned or accelerated vesting of LTI awards in full or on a pro rata basis. The type of event and the nature of the benefit determine
which of these approaches will apply. The purpose of these provisions is to protect previously earned or granted benefits by making
them available following the specified event. We view the vesting (or continued vesting) to be an important retention feature for
senior-level employees. Because benefits paid at termination consist of previously granted or earned benefits, we do not consider
termination benefits as a separate item in compensation decisions. Our LTI awards do not provide for tax assistance.
In the event of a change in control, our plans provide for the acceleration of the payment of the non-qualified portion of earned
pension benefits and non-qualified deferred compensation. All LTI awards require a “double trigger” for vesting to accelerate (both a
change in control and a qualifying termination of employment), unless the successor does not assume or continue the awards or
provide substitute awards.

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Executive Compensation

Summary Compensation Table

The following table shows annual and long-term compensation awarded, earned or paid for services in all capacities to the NEOs for
the fiscal year ended December 31, 2022 and, where applicable, the prior fiscal years. Numbers are rounded to the nearest dollar.

Change in
Pension
Value and
Nonqualified
Non-Equity Deferred
Stock Incentive Plan Compensation All Other
(2) (3) (4) (5) (6) (7)
Salary Bonus Awards Compensation Earnings Compensation Total
(1)
Name and Principal Position Year ($) ($) ($) ($) ($) ($) ($)
(a) (b) (c) (d) (e) (g) (h) (i) (j)
James D. Taiclet 2022 1,751,000 — 13,413,894 7,989,200 — 1,656,451 24,810,545
Chairman, President and Chief Executive
Officer 2021 1,742,173 — 10,783,715 4,049,200 — 1,536,123 18,111,211
2020 915,385 — 18,611,850 2,896,200 — 936,934 23,360,369
Jesus Malave 2022 867,692 750,000 11,153,772 1,175,400 — 617,387 14,564,251
Chief Financial Officer

John W. Mollard 2022 507,404 — 994,850 856,600 — 98,575 2,457,429

Retired Vice President and Treasurer;
Former Acting Chief Financial Officer 2021 500,854 400,000 475,112 936,800 — 116,117 2,428,883
Frank A. St. John 2022 1,038,462 — 5,365,755 3,111,750 — 556,376 10,072,343
Chief Operating Officer
2021 1,018,957 — 4,236,620 2,880,515 — 498,872 8,634,964
2020 981,202 — 3,984,777 3,177,700 968,931 406,495 9,519,105
Scott T. Greene 2022 965,000 — 3,577,299 2,467,300 — 260,506 7,270,105
Retired Executive Vice President, Missiles and
Fire Control
Maryanne R. Lavan 2022 900,000 — 3,219,560 2,107,150 — 206,579 6,433,289
Senior Vice President, General Counsel and
Corporate Secretary
Gregory M. Ulmer 2022 983,558 — 3,577,299 1,830,100 5 164,526 6,555,488
Executive Vice President, Aeronautics

(1)
Information is provided for Mr. Malave, Mr. Greene, Ms. Lavan and Mr. Ulmer for 2022 only and for Mr. Mollard for 2022 and 2021 only because they were
not NEOs in prior years.
(2)
Salary is paid weekly in arrears. The amount reported may vary from the approved annual rate of pay because the salary reported in the table is based on
the actual number of weekly pay periods in a year. Mr. Malave’s employment began January 31, 2022. Amounts for 2022 include payments of cash in lieu of
vacation for Mr. St. John ($38,462) and Mr. Ulmer ($18,558).
(3)
Mr. Malave received a one-time cash sign-on bonus of $750,000 to offset a forfeited 2021 annual incentive payout from his prior employer. Mr. Mollard was
awarded a special one-time cash bonus of $400,000 in February 2022 to compensate him for his performance and service during 2021 as Acting Chief
Financial Officer.
(4)
Amounts reported in the Stock Awards column represent the aggregate grant date fair value computed in accordance with Financial Accounting Standards
Board (FASB) Accounting Standards Codification Topic 718 (ASC 718) for RSUs and PSUs granted in 2022, 2021 and 2020, disregarding potential forfeitures
based on service requirements.

2022 Aggregate 2022 Aggregate

Grant Date Grant Date
Fair Value RSUs Fair Value PSUs
($) ($)
Mr. Taiclet 4,490,358 8,923,536
Mr. Malave 6,394,491 4,759,281
Mr. Mollard 898,997 95,853
Mr. St. John 1,795,988 3,569,767
Mr. Greene 1,197,196 2,380,103
Ms. Lavan 1,077,670 2,141,890
Mr. Ulmer 1,197,196 2,380,103

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The ASC 718 grant date fair value of one 2022 RSU ($388.07) is the closing price of one share of our stock on the date of grant, discounted to take into
account the deferred dividend equivalents that are accrued until vesting.
Values for the PSUs, which are subject to performance conditions, are based on the probable outcome on the grant date of three separate performance
conditions (50% of the target shares are earned based upon Relative TSR, 25% of the target shares are earned based upon Free Cash Flow, and 25% of the
target shares are earned based upon ROIC).
The grant date fair value of $537.32 for the Relative TSR portion of the PSU award was determined using a Monte Carlo simulation model. The value was
determined using the historical stock price volatilities of the companies in our comparator group over the most recent 2.85-year period assuming dividends
for each company are reinvested on a continuous basis and a risk-free rate of interest of 1.74% and that deferred dividend equivalents accrued on shares
earned will be paid in cash upon vesting. The grant date fair value of $388.07 for the Free Cash Flow and ROIC portions of the awards is based on the closing
price of our stock on the date of grant, discounted to take into account the deferred dividend equivalents that are accrued until vesting. In addition to the
level of performance achieved, the value of the PSUs earned will be determined by the price of our stock on the date any shares are issued at the end of the
performance period, which may be more or less than the grant date fair value.
The maximum grant date fair values of the 2022 PSU awards, using the Monte Carlo simulation model for the TSR metric and assuming a 200% maximum
payout for the ROIC and Free Cash Flow metrics, are as follows: Mr. Taiclet: $12,665,695; Mr. Malave: $6,755,125; Mr. Mollard: $135,824; Mr. St. John:
$5,066,553; Mr. Greene: $3,378,219; Ms. Lavan: $3,039,884; and Mr. Ulmer: $3,378,219.
(5)
Amounts reported in the Non-Equity Incentive Plan Compensation column represent the annual incentive amounts paid under the amended and restated
Lockheed Martin Corporation 2021 Management Incentive Compensation Plan (MICP), and the amounts earned under our LTIP cash awards in the three-
year period ending on December 31 of the year reported.

The table below shows the respective 2022 annual incentive payouts and the amount earned under the 2020-2022 cash LTIP and reported for each NEO:

2022 Annual 2020-2022

Incentive Payout LTIP Payout
($) ($)
Mr. Taiclet 3,859,200 4,130,000
Mr. Malave* 1,175,400 —
Mr. Mollard 414,100 442,500
Mr. St. John 1,740,000 1,371,750
Mr. Greene 1,287,300 1,180,000
Ms. Lavan 1,148,400 958,750
Mr. Ulmer 1,287,300 542,800

* Mr. Malave’s annual incentive target and payout is prorated based on time served during fiscal year 2022. He did not receive a 2020-2022 LTIP award
because he was not employed by the Company at the time such awards were granted.
(6)
Amounts reported in the Change in Pension Value and Nonqualified Deferred Compensation Earnings column primarily represent the change in the
present value of the pension benefit for the NEO for the year reported and is not the amount that will be paid to the NEO. The table excludes the negative
aggregate change in the present value in 2022 of the NEO’s accumulated benefits as follows: Mr. Mollard $(1,047,470); Mr. St. John $(1,751,787);
Mr. Greene $(1,106,642); Ms. Lavan $(3,445,974) and Mr. Ulmer $(611,966). The decrease in present value for 2022 was primarily driven by an increase in
the discount rate used in the present value calculation. This column also reports above-market earnings on compensation that was deferred before 2009 by
the NEOs under the Interest Investment Option of our Deferred Management Incentive Compensation Plan as follows: for 2022: Mr. Ulmer: $5; for 2021 and
2020: none. See “Nonqualified Deferred Compensation” for additional information regarding above-market earnings. The Interest Investment Option was
closed to new deferrals and transfers from other investment options effective July 1, 2009.
(7)
The amounts reported in the All Other Compensation column represent perquisites and other personal benefits provided to the NEOs in 2022 including:
security; relocation benefits (when applicable); annual executive physicals; home office support; use of corporate aircraft for personal travel and other
related expenses; travel and other expenses for a family member accompanying the NEO while on business travel; and gifts for retirement. Not all of the
listed perquisites or personal benefits were provided to each NEO. In addition, the Company made available a Company-provided car and driver for personal
commuting to some of the NEOs in 2022 and may provide event tickets from time to time, but requires the NEOs to reimburse the Company for the
incremental cost to the Company of such items. The cost of any category of the listed perquisites and personal benefits in 2022 did not exceed the greater
of $25,000 or 10% of total perquisites and personal benefits for any NEO, except for: (i) security for Mr. Taiclet $181,073; (ii) personal use of the corporate
aircraft for Mr. Taiclet $1,285,698; Mr. Malave $33,384; Mr. Mollard $42,917; Mr. St. John $423,880; Mr. Greene $151,287; Ms. Lavan $102,011 and Mr.
Ulmer $60,617; and (iii) relocation expenses for Mr. Malave $341,649. The incremental cost for use of corporate aircraft for personal travel was calculated
based on the total personal travel flight hours multiplied by the estimated hourly aircraft operating costs for 2022 (including fuel, maintenance, staff travel
expenses, catering and other variable costs, but excluding fixed capital costs for the aircraft, hangar facilities and staff salaries). Our Board has directed our
CEO to use corporate aircraft for security reasons while on business and personal travel. For 2022, personal use of the corporate aircraft for Mr. Taiclet
included $324,135 related to flights that were exclusively personal in nature. The remainder is the incremental cost of flights that had a personal benefit but
were associated with a Lockheed Martin business purpose; which includes the incremental cost of travel to the Company’s headquarters for business
purposes from an out-of-state residence of $320,714, the incremental cost of $404,833 for re-positioning, or “deadhead,” flights associated with these
flights given the home base of the corporate aircraft and flight crew, and the incremental cost of $236,016 for flights related to Lockheed Martin business
originating or ending in a location other than the Company’s headquarters, including any deadheads.
The incremental cost for personal security is calculated based on billings for services and equipment from third parties and for overtime and related
expenses where the services are provided by the Company’s personnel. Given the nature of our business, additional security may be provided for travel in

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Executive Compensation

high-risk areas or to address particular situations. We believe that providing personal security in response to concerns arising out of employment by the
Company is business-related.
In addition to perquisites, the amounts in this column include the items of compensation listed in the following table. All items are paid under broad-based
programs for U.S. salaried employees except for tax assistance and the match or Company contributions to the Company’s nonqualified defined
contribution plans (the Lockheed Martin Corporation Supplemental Savings Plan (NQSSP) and the Lockheed Martin Corporation Nonqualified Capital
Accumulation Plan (NCAP)). Amounts under Matching Gift Programs include matching contributions made to eligible universities, colleges and other non-
profit organizations under the Company’s matching gift programs generally available to all employees and include contributions to be made in 2023 to
match 2022 executive contributions. Amounts under Company Contributions to Health Savings Accounts reflect the Company’s annual contribution to the
health savings accounts of all employees who have a high-deductible health insurance plan and additional wellness incentives available to all enrolled
employees and spouses for completing specific wellness actions. Amounts under Term Life Insurance Opt-Out Credit reflect cash payments made to NEOs
who opt out of the Company’s broad-based employee term life insurance program, which option is available to all salaried employees of the Company. As
permitted by the disclosure regulations, the premium cost for the NEOs’ participation in the Company’s broad-based employee term life insurance has not
been included for 2022.
In 2022, the Company provided tax assistance on taxable security expenses, relocation related expenses, non-resident state income taxes incurred because
of business travel, and travel expenses for a family member accompanying the NEO on travel determined to be business travel for tax purposes. For Mr.
Malave, the total tax assistance amount reported for 2022 included $166,924 associated with relocation expenses incurred pursuant to our relocation
policy.

Other Items of Compensation Included in “All Other Compensation” Column

Company
Company Contributions to Company
Tax Assistance Contributions to Nonqualified Contributions to Term Life
for Business- Qualified Defined Defined Health Savings Insurance Matching Gift
Related Items Contribution Plans Contribution Plans Accounts Opt-Out Credit Programs
Name ($) ($) ($) ($) ($) ($)
Mr. Taiclet 8,756 21,717 153,383 — — —
Mr. Malave 168,038 29,023 33,761 1,000 — 10,000
Mr. Mollard 722 21,580 29,160 1,800 — 1,000
Mr. St. John 4,950 21,580 78,420 1,000 3,360 11,000
Mr. Greene 2,893 23,425 73,075 1,000 — 1,000
Ms. Lavan 1,193 23,124 66,877 1,000 — 11,575
Mr. Ulmer 1,774 25,133 71,367 1,000 — 1,000

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 Executive Compensation

2022 Grants of Plan-Based Awards

All Other
Stock
Estimated Future Payouts Under Estimated Future Payouts Under Awards:
(1) (2)
Non-Equity Incentive Plan Awards Equity Incentive Plan Awards Number of Grant Date
Shares of Fair Value of
Stock or Stock
(3) (4)
Threshold Target Maximum Threshold Target Maximum Units Awards
Grant Award
Name Date Type ($) ($) ($) (#) (#) (#) (#) ($)
(a) (b) (c) (d) (e) (f) (g) (h) (i) (l)
James D. Taiclet — MICP 232,883 3,326,900 6,653,800 — — — — —
2/23/2022 RSU — — — — — — 11,571 4,490,358
— LTIP 187,500 3,000,000 6,000,000 — — — — —
2/23/2022 PSU — — — 1,206 19,286 38,572 — 8,923,536
Jesus Malave — MICP* 70,928 1,013,260 2,026,520 — — — — —
2/23/2022 RSU — — — — — — 16,457 6,394,491
— LTIP 100,000 1,600,000 3,200,000 — — — — —
2/23/2022 PSU — — — 643 10,286 20,572 — 4,759,281
John W. Mollard — MICP 24,990 357,000 714,000 — — — — —
2/23/2022 RSU — — — — — — 2,314 898,997
— LTIP 20,000 320,000 640,000 — — — — —
2/23/2022 PSU — — — 13 207 414 — 95,852
Frank A. St. John — MICP 105,000 1,500,000 3,000,000 — — — — —
2/23/2022 RSU — — — — — — 4,628 1,795,988
— LTIP 75,000 1,200,000 2,400,000 — — — — —
2/23/2022 PSU — — — 483 7,715 15,430 — 3,569,767
Scott T. Greene — MICP 77,683 1,109,750 2,219,500 — — — — —
2/23/2022 RSU — — — — — — 3,085 1,197,196
— LTIP 50,000 800,000 1,600,000 — — — — —
2/23/2022 PSU — — — 322 5,144 10,288 — 2,380,103
Maryanne R. Lavan — MICP 69,300 990,000 1,980,000 — — — — —
2/23/2022 RSU — — — — — — 2,777 1,077,670
— LTIP 45,000 720,000 1,440,000 — — — — —
2/23/2022 PSU — — — 290 4,629 9,258 — 2,141,890
Gregory M. Ulmer — MICP 77,683 1,109,750 2,219,500 — — — — —
2/23/2022 RSU — — — — — — 3,085 1,197,196
— LTIP 50,000 800,000 1,600,000 — — — — —
2/23/2022 PSU — — — 322 5,144 10,288 — 2,380,103

* Mr. Malave’s MICP payout was prorated based on time served during fiscal year 2022.
(1)
The amounts reported in the Estimated Future Payouts Under Non-Equity Incentive Plan Awards columns include annual incentive grants (MICP) for 2022
and LTIP grants for the 2022-2024 performance period ending December 31, 2024.
The MICP measures performance over a one-year period and is described under “2022 Annual Incentive” in the CD&A. The threshold, or minimum amount
payable (assuming an award is earned), is 7% of target while the maximum is 200% of target.
The LTIP award measures performance against three separate metrics described under “2022 Long-Term Incentive Compensation” in the CD&A. The
threshold is the minimum amount payable for a specified level of performance stated in the LTIP award agreement. For the 2022-2024 award, the threshold
amount payable is 6.25% of the target award. The maximum award payable under the LTIP award is 200% of target value. Awards are subject to forfeiture
upon termination of employment prior to the end of the performance period, except in the event of retirement or layoff occurring after six months from the
date of grant or in the event of death, disability, or divestiture. In any of these events, LTIP awards are paid at the end of the performance period on a
prorated basis. Following a change in control, the 2022-2024 LTIP awards vest at the target amount upon involuntary termination without cause or
voluntary termination with good reason or if the successor does not assume the LTIP awards.
(2)
The amounts reported in the Estimated Future Payouts Under Equity Incentive Plan Awards columns of the table include PSU awards for the 2022-2024
performance period ending December 31, 2024. PSU awards typically have a three-year vesting period ending on the third anniversary of the date of grant
(i.e., February 23, 2025 for the February 23, 2022 grants). At the end of the vesting period, the amount earned is payable in shares of stock and cash
representing deferred dividend equivalents accrued on the earned shares during the three-year performance period. PSU awards are subject to forfeiture

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upon termination of employment prior to the end of the vesting period, except in the event of retirement or layoff occurring after six months from the date
of grant or in the event of death, disability or divestiture. In any of these events, PSU awards are paid out at the end of the vesting period on a prorated
basis. Following a change in control, the PSUs vest at the target amount upon involuntary termination without cause or voluntary termination with good
reason or if the successor does not assume the PSUs.
Shares are earned under the PSU awards based upon performance against three separate metrics described under “PSU Awards” in the CD&A. If
performance falls below the threshold level of performance, no shares would be earned. Assuming any payment is earned, the minimum amount payable
under the PSU award is 6.25% of the target shares, the lowest level payable under any of these metrics. The maximum number of shares payable under the
PSU is 200% of the number of target shares.
(3)
The amounts reported in the All Other Stock Awards: Number of Shares of Stock or Units column show the number of RSUs granted on February 23, 2022.
All RSU awards, other than Mr. Malave’s equity replacement award and Mr. Mollard’s one-time special RSU grant, vest on the third anniversary of the date
of grant. Mr. Malave’s equity replacement award vested on February 23, 2023 and Mr. Mollard’s vested on December 15, 2022. RSU awards are subject to
forfeiture upon termination of employment prior to the end of the vesting period, except in the event of retirement or layoff occurring after six months
from the date of grant or death, disability or divestiture; however, Mr. Malave’s and Mr. Mollard’s one-time RSU grants were subject to forfeiture upon
retirement. RSU awards vest in full immediately upon death or disability and, upon layoff after six months from the date of grant, pro rata vest (continued
vesting for Mr. Malave’s and Mr. Mollard’s one-time awards) and are paid following the third anniversary of the grant date. RSU awards are prorated upon
divestiture if not assumed by the successor. Following a change in control, the RSUs vest upon involuntary termination without cause or voluntary
termination for good reason or if the successor does not assume the RSUs. Except with respect to Mr. Malave’s and Mr. Mollard’s one-time RSUs grants, if
the employee retires after six months from the date of grant, but prior to the third anniversary of the date of grant, the RSUs become nonforfeitable and are
paid at the end of the vesting period. See footnote 3 to the “Potential Payments upon Termination or Change in Control Table” for a description of the terms
of Mr. Malave’s equity replacement award and “CFO Transition” in the CD&A for a description of Mr. Mollard’s special one-time RSU grant.
During the vesting period, deferred dividend equivalents are accrued and subject to the same vesting schedule as the underlying RSUs. At the end of the
vesting period, the RSUs are paid in shares of stock and the deferred dividend equivalents are paid in cash. If any tax withholding is required on the RSUs
and deferred dividend equivalents during the vesting period (for example, on account of retirement eligibility), the RSUs provide for accelerated vesting of
the number of shares and deferred dividend equivalents required to satisfy the tax withholding. The award is then reduced by the number of shares and
deferred dividend equivalents subject to acceleration of vesting for tax withholding.
(4)
The amounts reported in the Grant Date Fair Value of Stock Awards column represent the aggregate grant date fair value computed in accordance with
FASB ASC 718 for RSUs and PSUs granted in 2022, disregarding potential forfeitures based on service requirements.
The grant date fair value of the 2022 RSU grant is $388.07 per RSU, which is based on the closing price of one share of our common stock on the NYSE on the
date of grant, discounted to take into account the deferred dividend equivalents accrued until vesting.
The grant date fair value for the 2022 PSUs, which are subject to performance conditions, is based on the probable outcome of each of the three
performance conditions. The grant date fair value of $537.32 for the Relative TSR portion of the award is determined using a Monte Carlo simulation model.
The grant date fair value of $388.07 for the Free Cash Flow and ROIC portions of the awards is based on the closing price of one share of our stock on the
date of grant, discounted to take into account the deferred dividend equivalents accrued until vesting.
As described in the CD&A, in determining 2022 awards of RSUs and PSUs, the closing price of Lockheed Martin common stock on the NYSE on the date of
grant ($388.90 on February 23, 2022) was used as opposed to the grant date fair value. The use of the closing stock price versus the grant date fair value
results in a difference between the amounts described in the CD&A and the amount reported in this column.

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 Executive Compensation

Outstanding Equity Awards at 2022 Fiscal Year-End

Stock Awards
Equity Incentive Equity Incentive
Plan Awards: Plan Awards:
Market Value Number of Market or Payout
Number of of Shares or Unearned Shares, Value of Unearned
Shares or Units Units of Stock Units or Other Shares, Units or
of Stock That That Have Rights That Have Other Rights That
(1) (2) (3) (4)
Have Not Vested Not Vested Not Vested Have Not Vested
Name (#) ($) (#) ($)
(a) (g) (h) (i) (j)
James D. Taiclet 10,992 5 5,347,498 26,577 6 12,929,445
27,024 7 13,146,906 30,200 8 14,691,998
11,571 9 5,629,176 — —
12,291 10 5,979,449 — —
Jesus Malave 10,286 11 5,004,036 14,175 6 6,895,996
6,171 9 3,002,130 — —
John W. Mollard 1,016 9 494,274 286 6 139,136
1,131 10 550,220 347 8 168,812
943 12 458,760 — —
290 13 141,082 — —
Frank A. St. John 112 5 54,487 10,632 6 5,172,362
293 7 142,542 11,866 8 5,772,690
4,573 9 2,224,719 — —
4,629 10 2,251,962 — —
3,365 12 1,637,039 — —
8,631 13 4,198,895 — —
Scott T. Greene 3,052 9 1,484,767 7,089 6 3,448,728
3,380 10 1,644,336 8,631 8 4,198,895
3,026 12 1,472,119 — —
7,672 13 3,732,351 — —
Maryanne R. Lavan 2,742 9 1,333,956 6,379 6 3,103,320
2,981 10 1,450,227 7,659 8 3,726,027
2,425 12 1,179,738 — —
6,234 13 3,032,779 — —
Gregory M. Ulmer 3,052 9 1,484,767 7,089 6 3,448,728
3,380 10 1,644,336 8,631 8 4,198,895
1,159 12 563,842 — —
354 13 172,217 — —

(1)
Includes all unvested RSUs. Also includes the PSUs granted on February 27, 2020 and July 27, 2020, which had a performance period ending December 31,
2022 and a vest date of February 27, 2023. The number of shares shown in this column for the 2020-2022 PSUs is the number of shares earned based on the
performance period and that were paid upon vesting.
(2)
The market value shown in this column is calculated by multiplying the number of shares shown in the preceding column by the December 30, 2022 per
share closing price of our stock ($486.49). NEOs also receive a cash payment for deferred dividend equivalents accrued through the end of the performance
period for PSUs and the end of the vesting period for RSUs.
(3)
Represents PSUs granted on February 23, 2022 for the 2022-2024 performance period and on February 25, 2021 for the 2021-2023 performance period; the
PSUs are earned and paid out in shares of our common stock at the end of the three-year vesting period based upon performance on three separate metrics
(Relative TSR, Free Cash Flow (2022 awards) or Performance Cash (2021 awards), and ROIC). The number of shares of stock shown in this column is based

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upon the threshold level of performance for each of the three metrics or, if performance on the metric has exceeded the threshold level as of December 31,
2022, the estimated level of performance as of December 31, 2022.
(4)
The market value shown in this column is calculated by multiplying the number of PSUs reported in the preceding column by the December 30, 2022 per
share closing price of our stock ($486.49). NEOs also receive cash payment for deferred dividend equivalents accrued through the end of the
performance period.
(5)
Represents RSUs granted on July 27, 2020, which vest on July 27, 2023.
(6)
Represents PSUs granted on February 23, 2022 and which vest on February 23, 2025.
(7)
Represents PSUs granted on July 27, 2020 that had a performance period through December 31, 2022 and vested on February 27, 2023.
(8)
Represents PSUs granted on February 25, 2021 and which vest on February 25, 2024.
(9)
Represents RSUs granted on February 23, 2022, which vest February 23, 2025.
(10)
Represents RSUs granted on February 25, 2021, which vest February 25, 2024.
(11)
Represents RSUs granted to Mr. Malave as an equity replacement award to offset forfeited unvested incentives from his former employer, and which vested
on February 23, 2023.
(12)
Represents RSUs granted on February 27, 2020, which vested on February 27, 2023.
(13)
Represents PSUs granted on February 27, 2020, which vested on February 27, 2023.

Stock Vested During 2022

Stock Awards
Number of Shares Value Realized
(1) (2)
Acquired on Vesting on Vesting
Name (#) ($)
(a) (d) (e)
James D. Taiclet 7,180 2,861,517
Jesus Malave — —
John W. Mollard 2,903 1,241,932
Frank A. St. John 14,585 5,642,488
Scott T. Greene 1,321 514,095
Maryanne R. Lavan 11,135 4,307,030
Gregory M. Ulmer 1,964 762,589

(1)
Represents (i) vesting on February 21, 2022 of RSUs and PSUs granted on February 21, 2019 following the three-year vesting period (for all NEOs except Mr.
Taiclet and Mr. Malave); (ii) accelerated vesting on December 9, 2022 of a portion of RSUs granted on February 23, 2022 equal to the value of the tax
withholding obligation due because the NEO is retirement-eligible (for all NEOs with outstanding 2022 RSUs except Mr. Taiclet and Mr. Malave); (iii) vesting
on July 27, 2022 of 7,180 RSUs granted to Mr. Taiclet on July 27, 2020 as an equity replacement award to offset forfeited unvested incentives from his
former employer and (iv) vesting on December 15, 2022 of RSUs granted on February 23, 2022 to Mr. Mollard in recognition of his performance and service
as Acting CFO and to retain him for the CFO transition in 2022. The amounts for the accelerated vesting for tax withholding represent the aggregate number
of shares vested prior to the concurrent disposition of the vested shares to the Company to satisfy the tax withholding obligation.
(2)
Value realized was calculated based on the number of shares acquired on vesting multiplied by the per share closing price of our common stock on the date
of vesting (February 21, 2022: $386.46; July 27, 2022: $398.54; December 9, 2022: $483.58 and December 15, 2022: $478.79).

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 Executive Compensation

Pension Benefits
The NEOs (except Mr. Taiclet and Mr. Malave) have frozen benefits under (1) the Lockheed Martin Corporation Salaried Employee
Retirement Program (LMRP), which is a tax-qualified plan that includes several prior plans (the Prior Plans), and (2) the Lockheed
Martin Corporation Consolidated Supplemental Retirement Benefit Plan (Supplemental Pension), which is a restorative plan that
provides benefits in excess of the benefit payable under IRS rules through the LMRP. These plans were frozen in two steps. Increases in
compensation ceased to be taken into account effective January 1, 2016 and increases in service ceased to be taken into account
effective January 1, 2020.
The annual pension benefit for all participants under the LMRP is determined by a final average compensation formula that multiplies
(x) a percentage (1.25% of compensation below the social security wage base and 1.5% above that level) times (y) years of credited
service ending with 2019 times (z) the average of the employee’s highest three years of compensation in the last ten years ending with
2015. Average compensation includes the NEO’s base salary and annual incentive payouts. None of the NEOs has been credited with
any extra years of service or provided a benefit from a special or enhanced formula. Normal retirement age is 65; however, benefits
are payable as early as age 55 at a reduced amount or without reduction for early retirement at age 60. Benefits are payable as a
monthly annuity for the lifetime of the employee, as a joint and survivor annuity, as a life annuity with a five- or ten-year guarantee, or
as a level income annuity. In addition, a portion of the retirement benefits for certain NEOs may be calculated based on the formulas
specified by the Prior Plans. The Prior Plans have a number of formulas, some of which take into account the participant’s years of
credited service and pay over the career of the NEO as of a specified date. Certain other formulas in the Prior Plans are based upon the
final average compensation and credited service of the employee as of a specified date. Pay under certain formulas in the Prior Plans
included salary, commissions, lump sum pay in lieu of a salary increase and annual incentive payouts awarded that year. All of the
NEOs who participate in the LMRP, including any portion with respect to Prior Plans, were vested and are eligible for early retirement
as of December 31, 2022.
The Supplemental Pension uses the same formula for benefits as the tax-qualified plan uses for calculating the NEO’s benefit. Although
all service recognized under the tax-qualified plan is recognized under the Supplemental Pension, a benefit would have been earned
under the Supplemental Pension only in years when the NEO’s total accrued benefit would have exceeded the maximum allowable
benefit accrued under the tax-qualified plan. The Supplemental Pension benefits are payable in the same forms as benefits are paid
under the LMRP, except Mr. Greene, Ms. Lavan and Mr. Mollard may elect a lump sum payment of their Supplemental Pension
benefits due to their initial date of participation.

Pension Benefits Table

Number of
Years of Present Value of Payments
Credited Accumulated During Last
(1) (2) (3)
Service Benefit Fiscal Year
Name Plan Name (#) ($) ($)
(a) (b) (c) (d) (e)
James D. Taiclet Lockheed Martin Corporation Salaried Employee Retirement Program — — —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — — —
Jesus Malave Lockheed Martin Corporation Salaried Employee Retirement Program — — —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — — —
John W. Mollard Lockheed Martin Corporation Salaried Employee Retirement Program 36.8 1,657,869 —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — 2,007,318 —
Frank A. St. John Lockheed Martin Corporation Salaried Employee Retirement Program 32.6 1,339,370 —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — 3,172,094 —
Scott T. Greene Lockheed Martin Corporation Salaried Employee Retirement Program 38.5 1,778,895 —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — 2,001,445 —
Maryanne R. Lavan Lockheed Martin Corporation Salaried Employee Retirement Program 29.8 1,439,238 —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — 9,614,394 —
Gregory M. Ulmer Lockheed Martin Corporation Salaried Employee Retirement Program 24.7 1,194,689 —
Lockheed Martin Corporation Consolidated Supplemental Retirement Benefit Plan — 882,629 —

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Executive Compensation

(1)
The Number of Years of Credited Service is three years less than the actual number of years of service for the NEOs listed in the table as increases in service
ceased to be taken into account effective January 1, 2020.
(2)
The amounts reported in the Present Value of Accumulated Benefit column were computed using the same assumptions we used to account for pension
liabilities in our financial statements and as described in Note 11 to our financial statements contained in our 2022 Annual Report, except that the amounts
were calculated based on benefits commencing at age 60 (or current age if greater). We used these ages rather than the plan’s normal retirement age of 65
because an employee may commence receiving pension benefits at age 60 without any reduction for early commencement. Amounts paid under our plans
use assumptions contained in the plans and may be different than those used for financial statement reporting purposes. If a NEO is eligible to elect a lump
sum payment under the Supplemental Pension, the amount of the lump sum would be based on plan assumptions and not the assumptions used for
financial statement reporting purposes. As a result, the actual lump sum payment would be an amount different than what is reported in this table. The age
of the NEO at retirement would also impact the size of the lump sum payment.
(3)
Mr. Greene and Mr. Mollard began receiving qualified pension payments and supplemental pension payments for benefits accrued prior to January 1, 2005
on January 1, 2023. Mr. Mollard will receive his supplemental pension payments for benefits accrued after December 31, 2004 in a lump sum on July 1,
2023. Mr. Greene will begin to receive his supplemental pension payments for benefits accrued after December 31, 2004 on July 1, 2023.

Nonqualified Deferred Compensation

In general, participants in our tax-qualified defined contribution plan may elect to defer up to 40% of base salary on a pre-tax, Roth,
and/or after-tax basis. In addition, we make a matching contribution equal to 50% of up to the first 8% of base salary contributed by
the participant plus a nonelective contribution equal to 6% of the participant’s base pay. Employee and Company matching
contributions in excess of the Internal Revenue Code limitations may be contributed to a nonqualified defined contribution plan called
the Lockheed Martin Corporation Supplemental Savings Plan (NQSSP) on a pre-tax basis at the election of the NEO. We also make
Company nonelective contributions in excess of the Internal Revenue Code limitations to a nonqualified defined contribution excess
plan called the Lockheed Martin Corporation Nonqualified Capital Accumulation Plan (NCAP) equal to 6% of the NEO’s base salary.
Employee contributions and Company matching and nonelective contributions to the plans are nonforfeitable at all times. NQSSP and
NCAP contributions are credited with earnings or losses based on the investment options in which the account has been invested, as
elected by the participant. Each of the NQSSP and NCAP investment options is available under our tax-qualified defined contribution
plan for salaried employees. The NQSSP and NCAP provide for payment following termination of employment in a lump sum or up to
25 annual installments at the participant’s election. All amounts accumulated and unpaid under the NQSSP and NCAP must be paid in a
lump sum within 15 calendar days following a change in control.
The Deferred Management Incentive Compensation Plan (DMICP) is a nonqualified deferred compensation plan that provides the
opportunity to defer, until termination of employment or beyond, the receipt of all or a portion of annual incentive payouts and LTIP
awards. NEOs may elect any of the investment funds available in the NQSSP (with the exception of the Company Stock Fund) and two
investment alternatives available only under the DMICP for crediting earnings (losses). Under the DMICP Stock Investment Option,
earnings (losses) on deferred amounts will accrue at a rate that tracks the performance of our common stock, including reinvestment
of dividends. Under the DMICP Interest Investment Option, earnings accrue at a rate equivalent to the then published rate for
computing the present value of future benefits under Cost Accounting Standards 415, Deferred Compensation (CAS 415 rate). The
Interest Investment Option was closed to new deferrals and transfers from other investment options effective July 1, 2009. Amounts
credited to the Stock Investment Option may not be reallocated to other options and will be paid in shares of our common stock upon
distribution. The DMICP provides for payment in January or July following termination of employment in a lump sum or up to 25
annual installments at the NEO’s election. All amounts accumulated under the DMICP must be paid in a lump sum within 15 days
following a change in control.
The following table reports compensation earned by the NEOs and deferred under NQSSP, NCAP and DMICP.

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 Executive Compensation

Nonqualified Deferred Compensation Table

Aggregate
Executive Registrant Aggregate Withdrawals/ Aggregate
Contributions Contributions Earnings in Distributions in Balance at
(1) (2) (3)
in Last FY in Last FY Last FY Last FY Last FYE
Name ($) ($) ($) ($) ($)
(a) (b) (c) (d) (e) (f)
James D. Taiclet NQSSP 399,740 66,623 (21,856) — 927,068
NCAP — 86,760 (17,039) — 204,506
DMICP — — — — —
TOTAL 399,740 153,383 (38,895) — 1,131,574
Jesus Malave NQSSP — — — — —
NCAP — 33,761 101 — 33,862
DMICP — — — — —
TOTAL — 33,761 101 — 33,862
John W. Mollard NQSSP 170,162 17,016 (302,489) — 2,653,969
NCAP — 12,144 (9,584) — 46,488
DMICP 415,322 — (1,396,125) — 6,244,532
TOTAL 585,484 29,160 (1,708,198) — 8,944,989
Frank A. St. John NQSSP 229,500 36,720 (203,430) — 1,718,533
NCAP — 41,700 (17,776) — 162,346
DMICP — — (855,652) — 5,647,917
TOTAL 229,500 78,420 (1,076,858) — 7,528,796
Scott T. Greene NQSSP 133,900 33,475 (145,167) — 1,216,507
NCAP — 39,600 (12,367) — 131,903
DMICP — — — — —
TOTAL 133,900 73,075 (157,534) — 1,348,410
Maryanne R. Lavan NQSSP 132,500 31,177 (420,938) — 3,888,635
NCAP — 35,700 (16,690) — 161,413
DMICP — — 1,409,557 — 5,052,549
TOTAL 132,500 66,877 971,929 — 9,102,597
Gregory M. Ulmer NQSSP 95,300 31,767 (30,427) — 1,005,266
NCAP — 39,600 (9,355) — 101,456
DMICP — — (272,298) — 3,115,397
TOTAL 95,300 71,367 (312,080) — 4,222,119

(1)
The amounts reported in the Executive Contributions in Last Fiscal Year column include salary deferrals to the NQSSP in 2022 and any deferrals of annual
incentive that was payable in 2022 for 2021 performance that was deferred to the DMICP. Any contributions with respect to 2022 performance deferred in
2023 (annual incentive payout and LTIP) are not credited until 2023, and are not included.
(2)
The amounts reported in the Registrant Contributions in Last Fiscal Year column include Company matching contributions to the NQSSP made in 2022 and
Company nonelective contributions made to the NCAP in 2022. The NQSSP Company match and NCAP Company nonelective contributions are also included
in the All Other Compensation column of the “Summary Compensation Table.”
(3)
The amount of 2022 contributions and earnings reported in this table that is also reported as compensation in our “Summary Compensation Table” for 2022
is for Mr. Taiclet: $553,123; Mr. Malave: $33,761; Mr. Mollard: $199,322; Mr. St. John: $307,920; Mr. Greene: $206,975; Ms. Lavan: $199,377 and Mr.
Ulmer: $166,667. The amount in “Aggregate Balance at Last Fiscal Year End” column reported as compensation in our “Summary Compensation Tables” for
years prior to 2022 is for Mr. Taiclet: $590,012; Mr. Malave: none; Mr. Mollard: $570,182; Mr. St. John: $2,021,986; Mr. Greene: none; Ms. Lavan: $794,940
and Mr. Ulmer: none.

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Executive Compensation

Potential Payments Upon Termination or Change in Control

The chart below summarizes the benefits that become payable to a NEO at, following, or in connection with retirement, change in
control, death, disability, layoff, divestiture, termination or resignation under the terms of our benefit plans.

(1)
Retirement Change in Control Death/Disability/Layoff Divestiture Termination/Resignation

Payment may be prorated

at target for death or
disability during the year.
Payment (at age 55
Payment may be prorated
and five years of
based on year-end
service or age 65) may
performance results for
be prorated based on No payment will be
layoff with six months of
Annual year-end performance made for termination/
(2) No provision. participation in the year. No provision.
Incentive results for retirement resignation during
during the year with No payment if layoff occurs the year.
six months of at any time during the year,
participation in including on the last day of
the year. the year, and benefits are
paid to the Executive under
the Executive
Severance Plan.

Upon layoff and subject to

six-month minimum service Unless assumed by the
from date of grant and successor, RSUs and
execution of a release of dividend equivalents will
For most awards, Forfeit unvested RSUs,
claims, for 2020 and 2021 vest on a pro rata basis
continued vesting of Immediate vesting of PSUs and LTIP and
awards, continued vesting based on the days into
RSUs and dividend RSUs, PSUs at Target, dividend equivalents on
(3) of RSUs and dividend the vesting period at
RSUs equivalents subject to LTIP at Target and RSUs and PSUs if
equivalents; for most 2022 closing unless the
six-month minimum dividend equivalents termination occurs prior
awards, prorated vesting of employee is retirement-
service from date on RSUs and PSUs if to becoming retirement-
RSUs and dividend eligible in which case the
of grant.(3) not assumed by eligible or anytime if
equivalents.(3) RSU grant will continue
successor. Immediate termination is due to
to vest until the
vesting following Full immediate vesting misconduct.
vesting date.
involuntary following death or disability.
termination without Termination on or after
cause or voluntary the six-month
Prorated payment of Prorated payment of PSUs
termination with anniversary of the grant
PSUs and LTIP (and and LTIP (and dividend
Prorated payment of date and either (i) age
dividend equivalents good reason within equivalents on PSUs) based
PSUs and LTIP (and 55 and ten years of
on PSUs) based on the 24 months of change on the performance at end
dividend equivalents on service or (ii) age 65 is
PSUs & performance at the in control if assumed of the three-year
PSUs) based on the treated as retirement-
LTIP end of the three-year by successor. performance period, subject
performance at the end eligible.
performance period, to six-month minimum
of the three-year
subject to six-month service from date of grant
performance period.
minimum service from and execution of a release
date of grant. of claims for layoff.

No payment in the case of

death or disability. Payment
of a lump sum amount
equal to a multiple of salary,
annual bonus equivalent,
Executive and health care
No payment unless
Severance No payment. continuation coverage cost No payment. No payment.
terminated.
Plan plus outplacement services
and relocation assistance.
The multiple of salary and
annual bonus equivalent for
the CEO is 2.99; for all other
NEOs it is 1.0.

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 Executive Compensation

(1)
Retirement Change in Control Death/Disability/Layoff Divestiture Termination/Resignation

Qualified: Spousal annuity

Qualified: Annuity benefit as required by law in
payable on a reduced event of death unless
Qualified: Annuity
basis at age 55; waived by spouse. For
payable on a reduced
annuity payable on a either (i) disability between
basis at age 55; annuity
non-reduced basis at age 53 and 55 with eight
payable on a non-
age 60; steeper years of service or (ii) layoff
reduced basis at age 60;
reduction for early between age 53 and 55 with
steeper reduction for
commencement at age eight years of service or
Qualified: No early commencement at
55 for terminations before age 55 with 25 years No provisions; absent a
acceleration. age 55 for terminations
prior to age 55 than for of service, participant is negotiated transfer of
(4) Supplemental: Lump prior to age 55 than for
Pension terminations after age eligible for the more liability to buyer, treated
Sum within 15 terminations after age
55. favorable actuarial as retirement or
calendar days of the 55.
Supplemental: Annuity reductions for participants termination.
change in control. terminating after age 55. Supplemental: Annuity
or, for NEOs eligible
or, for NEOs eligible
before Dec. 16, 2005, Supplemental: Annuity or,
before Dec. 16, 2005,
lump sum at later of for NEOs eligible before
lump sum, same early
age 55 or termination, Dec. 16, 2005, lump sum at
commencement
same early later of age 55 or
reductions applied as for
commencement termination, same
Pension-Qualified.
reductions applied as provisions as Pension-
for Pension-Qualified. Qualified for spousal waiver,
disability, and layoff.

DMICP: Lump sum or

installment payments in DMICP: Lump sum or
accordance with NEO installment payments in
elections, except lump sum accordance with NEO
(5)
DMICP / Lump sum or only for layoff prior to age elections, except lump
(5) installment payment in Immediate lump sum 55. Follows termination sum only if termination
NQSSP / is prior to age 55.
accordance with NEO payment. NQSSP/NCAP: Lump sum for provisions.
(5) elections.
NCAP death; for disability or NQSSP/NCAP: Lump sum
layoff, lump sum or or installment payments
installment payments in in accordance with NEO
accordance with NEO elections.
elections.

(1)
Divestiture is defined as a transaction which results in the transfer of control of a business operation to any person, corporation, association, partnership,
joint venture, or other business entity of which less than 50 percent of the voting stock or other equity interests (in the case of entities other than
corporations) is owned or controlled directly or indirectly by us, one or more of our subsidiaries, or by a combination thereof following the transaction.
(2)
See “Compensation Discussion and Analysis” for discussion of annual incentive payment calculation.
(3)
Mr. Malave’s February 23, 2022 equity replacement award and Mr. Mollard’s special one-time RSU award, which vested on February 23, 2023 and
December 15, 2022, respectively, were subject to the same provisions on termination as the other RSUs except in the event of retirement or layoff. Under
the terms of the awards, Mr. Malave and Mr. Mollard would have forfeited all unvested RSUs upon retirement or resignation and, in the event of a layoff
after August 23, 2022 and before the applicable vesting date, all remaining unvested RSUs would have continued to vest.
(4)
See “Pension Benefits Table” for present value of accumulated benefit. Amounts paid under the Pension and Supplemental Pension use assumptions set
forth in the plans and are different than the assumptions used to calculate the accrued benefit reported in the “Pension Benefits Table” or “Summary
Compensation Table” or for financial reporting; therefore actual payouts would be different from those disclosed in such tables. Payments under the
Supplemental Pension would be payable to eligible NEOs in accordance with their individual elections and would not commence prior to age 55, except in
the case of a change in control, in which case benefits would be paid in a lump sum payment shortly following the change in control regardless of age. All
forms of payment, whether lump sum or annuities and regardless of the payment triggering event, would be calculated using the plan assumptions to be
actuarially equivalent so that there is no incremental benefit associated with any of the events or payment forms.
(5)
See “Aggregate Balance at Last FYE” column in “Nonqualified Deferred Compensation Table” for amounts payable.

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Executive Compensation

The following table quantifies the payments under our executive compensation programs in RSU, LTIP and PSU awards and the
Executive Severance Plan that would be made for each NEO (other than Mr. Greene and Mr. Mollard) assuming a termination event
occurred on December 31, 2022. Payments under other plans do not change as a result of the termination event, and quantification of
those payments is found elsewhere in this Proxy Statement; benefits under plans available generally to salaried employees also are not
included. The table shows amounts that would actually be paid on or shortly after December 31, 2022 on account of the trigger event.
Amounts that are contingent upon future performance, continued vesting or already earned as of December 31, 2022 are described
and quantified in the footnotes following the table. Award agreements for the NEOs contain clawback provisions and post-
employment restrictive covenants. To receive a supplemental severance benefit or favorable vesting of RSU, LTIP and PSU awards on
layoff, an executive must execute a release of claims and, for the supplemental severance benefit, an agreement containing two-year
post-employment non-compete and non-solicitation covenants.

Potential Payments Upon Termination or Change in Control Table

Change Death/ Termination/
(1)
Retirement In Control Disability Layoff Divestiture Resignation
Name ($) ($) ($) ($) ($) ($)
James D. Taiclet LTIP(2) — 5,380,042 — — — —
(3)
RSUs — 17,655,218 17,655,218 — 10,045,260 —
PSUs(4) — 29,427,899 — — — —
(5)
Executive Severance — — — 15,279,969 — —
TOTAL — 52,463,159 17,655,218 15,279,969 10,045,260 —
(2)
Jesus Malave LTIP — 455,474 — — — —
RSUs(3) — 8,193,776 8,193,776 — 2,323,653 —
PSUs(4) — 5,121,296 — — — —
(5)
Executive Severance — — — 2,034,311 — —
TOTAL — 13,770,546 8,193,776 2,034,311 2,323,653 —
(2)
Frank A. St. John LTIP — 1,949,688 — — — —
RSUs(3) — 6,432,208 6,432,208 — — —
PSUs(4) — 11,068,752 — — — —
Executive Severance(5) — — — 2,567,835 — —
TOTAL — 19,450,648 6,432,208 2,567,835 — —
Maryanne R. Lavan LTIP(2) — 1,292,635 — — — —
RSUs(3) — 4,137,876 4,137,876 — — —
(4)
PSUs — 7,137,141 — — — —
Executive Severance(5) — — — 1,942,274 — —
TOTAL — 12,567,652 4,137,876 1,942,274 — —
Gregory M. Ulmer LTIP(2) — 1,088,888 — — — —
RSUs(3) — 3,838,954 3,838,954 — — —
PSUs(4) — 5,662,746 — — — —
Executive Severance(5) — — — 2,133,354 — —
TOTAL — 10,590,588 3,838,954 2,133,354 — —

(1)
Termination/Resignation: Resignation by executives who are eligible for retirement, for purposes of this table, is treated as retirement. All NEOs who
participate in the pension plans were eligible for retirement as of December 31, 2022.

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 Executive Compensation

(2)
Long-Term Incentive Performance Awards: The table shows an amount payable in the event of a change in control trigger event for the 2021-2023 and
2022-2024 LTIP performance periods. For a trigger event based upon death, disability, retirement (or resignation after satisfying the requirements for
retirement), layoff or divestiture on December 31, 2022, amounts (if any) for the 2021-2023 and 2022-2024 LTIP performance periods would not be payable
until after the end of the performance period. The estimated prorated amounts payable for the 2021-2023 performance cycle based on performance
through December 31, 2022 are: Mr. Taiclet $4,127,200; Mr. Mollard $471,680; Mr. St. John $1,621,400; Mr. Greene $1,179,200; Ms. Lavan $1,046,540 and
Mr. Ulmer $1,179,200. The estimated prorated amounts payable for the 2022-2024 performance cycle based on performance through December 31, 2022
are: Mr. Taiclet $4,134,000; Mr. Malave $2,204,800; Mr. Mollard $440,960; Mr. St. John $1,653,600; Mr. Greene $1,102,400; Ms. Lavan $992,160 and
Mr. Ulmer $1,102,400. The table does not include amounts for the 2020-2022 performance cycle as these amounts are reported in the “Summary
Compensation Table” (see footnote to the Non-Equity Incentive Plan Compensation column).
(3)
Restricted Stock Units: All 2020 and 2021 RSUs would continue to vest for retirement or layoff occurring on December 31, 2022 and would not become
payable until their applicable vesting date, and are not included in the table. All 2022 RSUs, other than Mr. Malave’s February 2022 equity replacement
award, would continue to vest for retirement or pro rata vest for layoff occurring on December 31, 2022 and would not become payable until
February 23, 2025. If Mr. Malave retired or resigned as of December 31, 2022, the unvested portion of his equity replacement award would be forfeited
and, therefore is not included in the table. In addition, in the event of his layoff as of December 31, 2022, his 2022 equity replacement award would
continue to vest. For a change in control (assuming satisfaction of the double trigger), death, disability or divestiture, the reported value of the RSUs was
based upon the closing price of our stock on December 30, 2022 ($486.49) plus deferred dividend equivalents that accrued. The amounts for retirement or
layoff on December 31, 2022 are not payable until the end of the respective vesting periods. For retirement under the 2020, 2021 and 2022 RSUs and layoff
under the 2020 and 2021 RSUs, the RSUs would have the same value on December 31, 2022 as the amounts shown for immediate payment on account of
death or disability. The estimated prorated value for layoff on December 31, 2022 under the 2022 RSUs (other than Mr. Malave’s 2022 equity replacement
award) is: Mr. Taiclet $1,633,577; Mr. Malave $2,323,653; Mr. Mollard $145,384; Mr. St. John $653,730; Mr. Greene $435,654; Ms. Lavan $392,337 and
Mr. Ulmer $435,654. If a NEO is retirement-eligible, then in the case of a divestiture occurring on December 31, 2022, the RSUs will continue to vest and are
treated as a retirement.
(4)
Performance Stock Units: The table shows an amount payable in the event of a change in control trigger event for the 2020-2022, 2021-2023 and
2022-2024 performance periods. The amount shown for the PSUs upon a change in control is the target level of the shares valued using the closing price of
our stock on December 30, 2022 ($486.49) plus deferred dividend equivalents that accrued. The table assumes the double trigger occurred. For a trigger
event based upon death, disability, retirement (or resignation after satisfying the requirements for retirement), layoff or divestiture on December 31, 2022,
amounts (if any) for the 2020-2022, 2021-2023 and 2022-2024 PSU performance periods would be paid on a prorated basis following the end of the
applicable performance period. The payments estimated to be paid on a non-prorated basis following the end of the performance cycle using the
December 31, 2022 stock price are reported for the 2020-2022 PSU performance cycle in the Market Value of Shares or Units of Stock That Have Not Vested
column of the “Outstanding Equity Awards at 2022 Fiscal Year-End Table” and for 2021-2023 and 2022-2024 in Equity Incentive Plan Awards: Market or
Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested column of that table. The estimated prorated amounts for a trigger event
occurring on December 31, 2022 plus deferred dividend equivalents that accrued are for each cycle: (i) 2020-2022 cycle: Mr. Taiclet $13,026,214;
Mr. Mollard $142,530; Mr. St. John $4,378,231; Mr. Greene $3,765,895; Ms. Lavan $3,060,502 and Mr. Ulmer $173,627; (ii) 2021-2023 cycle: Mr. Taiclet
$9,967,421; Mr. Mollard $114,919; Mr. St. John $3,916,390; Mr. Greene $2,848,561; Ms. Lavan $2,527,704 and Mr. Ulmer $2,848,561; and (iii) 2022-2024
cycle: Mr. Taiclet $3,958,226; Mr. Malave $2,111,551; Mr. Mollard $42,818; Mr. St. John $1,583,788; Mr. Greene $1,056,024; Ms. Lavan $950,472 and
Mr. Ulmer $1,056,024. The prorated amounts are based on the stock price and estimated performance as of December 31, 2022.
(5)
Executive Severance: The total amounts projected for severance payments due to layoff are based on the Executive Severance Plan. It includes payment for
one year of salary (2.99 years for Mr. Taiclet) and one year of target annual incentive (2.99 for Mr. Taiclet), estimated costs for benefits continuation for one
year, outplacement services and relocation assistance (if required under the plan terms).

Mr. Mollard and Mr. Greene are not included in the preceding table because they retired on January 1, 2023. Upon retirement,
they became eligible to receive benefits under the Company’s retirement and retiree medical plans. Mr. Greene and Mr. Mollard
began receiving qualified pension payments and supplemental pension payments for benefits accrued prior to January 1, 2005 on
January 1, 2023. Mr. Mollard will receive his supplemental pension payments for benefits accrued after December 31, 2004 in
a lump sum on July 1, 2023. Mr. Greene will begin to receive his supplemental pension payments for benefits accrued after
December 31, 2004 on July 1, 2023. The lump sum amounts are actuarially equivalent to any other timing of payments they could
have elected. Mr. Mollard and Mr. Greene are receiving payments under the nonqualified savings and deferred compensation plans
according to the elections they made under each plan, subject to any delays in payments necessary to comply with Code section 409A,
with no acceleration or enhanced benefits. Mr. Mollard’s and Mr. Greene’s 2020-2022, 2021-2023 and 2022-2024 RSUs, PSUs and LTIP
and 2022 annual incentive awards are subject to the treatment described in the chart above under “Retirement” and their PSUs and
LTIP would have the estimated values as of December 31, 2022 as shown in the footnotes above.

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Executive Compensation

CEO Pay Ratio

As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(u) of Regulation S-K,
the Company must annually disclose in its proxy statement the median of the annual total compensation of all of its employees
(excluding the CEO), the annual total compensation of its CEO, and the ratio of the CEO compensation to the employee median
compensation. The ratio of CEO pay to the pay of the Company’s median employee for fiscal year 2022 is 209 to one.
Lockheed Martin employs approximately 116,000 employees that are, in large part, highly skilled professionals located primarily in the
United States, but also in numerous other countries.
We conducted an analysis to determine our median employee in 2022, as our previous median employee left the Company. A new
median employee was determined for 2022 by calculating the total annual cash compensation (base salary plus annual incentive) of all
employees except the CEO as of December 31, 2022, sorting those employees from highest to lowest compensation; and determining
the median employee from that list. The same approach was used in identifying the median employee in prior years.
The total annual compensation for our CEO for fiscal year 2022 was $24,810,545, as set forth in the Total column in the “Summary
Compensation Table”. The total annual compensation for the median employee for fiscal year 2022 was $118,497 encompassing base
salary, overtime, incentives/recognition awards and Company contributions to defined contribution plans. The annual total
compensation of the median employee was determined in the same manner as the total compensation shown for our CEO. Like Mr.
Taiclet, the median employee does not participate in our pension plan.

Pay Versus Performance

The disclosure included in this section is prescribed by SEC rules and does not necessarily align with how the Company or the
Compensation Committee views the link between the Company’s performance and its NEOs’ pay. For a discussion of how the Company
views its executive compensation structure, including alignment with Company performance, see “Compensation Discussion and
Analysis (CD&A)” beginning on page 41.
The use of the term “compensation actually paid” (CAP) is required by the SEC’s rules. Neither CAP nor the total amount reported in
the Summary Compensation Table reflect the amount of compensation actually paid, earned or received during the applicable year.
Per SEC rules, CAP was calculated by adjusting the Summary Compensation Table Total values for the applicable year as described in
the footnotes to the following table.

Value of Initial Fixed

Average $100 Investment Based On:
Summary Summary Summary Average
Compensation Compensation Compensation Compensation Compensation Compensation Peer Group
Table Total Actually Paid Table Total Actually Paid Table Total Actually Paid Total Total
for PEO to PEO for PEO to PEO for Non-PEO to Non-PEO Shareholder Shareholder Free Cash
(1) (2) (1) (2) (2) (2) (3) (4) (5)
Year (Taiclet) (Taiclet) (Hewson) (Hewson) NEOs NEOs Return Return Net Income Flow
($) ($) ($) ($) ($) ($) ($) ($) ($) ($)
(a) (b) (c) (b) (c) (d) (e) (f) (g) (h) (i)
2022 24,810,545 45,201,355 — — 7,892,151 12,280,312 135.57 111.54 5,732 6,132
2021 18,111,211 18,685,666 — — 6,318,045 5,193,364 96.54 95.03 6,315 7,699
2020 23,360,369 22,409,142 28,499,825 28,639,659 8,536,811 8,118,636 93.55 83.94 6,833 6,417

(1)
Mr. Taiclet was elected CEO effective June 15, 2020, succeeding Ms. Marillyn A. Hewson. The individuals comprising the Non-PEO NEOs are for 2022: Mr.
Malave, Mr. Mollard, Mr. St. John, Mr. Greene, Ms. Lavan and Mr. Ulmer; for 2021: Mr. Mollard, Mr. Kenneth P. Possenriede, Mr. St. John, Mr. Richard F.
Ambrose, Ms. Stephanie C. Hill and Ms. Hewson; and for 2020: Mr. Possenriede, Mr. St. John, Mr. Ambrose and Ms. Michele A. Evans.
(2)
CAP reflects the total compensation reported in the Summary Compensation Table for the applicable year adjusted to include or exclude the amounts
shown in the tables below for the NEOs. Amounts in the Exclusion of Change in Pension Value column reflect the amounts attributable to the Change in
Pension Value reported in the Summary Compensation Table. Amounts in the Exclusion of Stock Awards column are the totals from the Stock Awards
column set forth in the Summary Compensation Table. The Inclusion of Pension Service Cost column would report amounts based on the pension service
cost for services rendered during the listed year and any prior service cost or credit attributable to a plan amendment for services rendered prior to the
amendment. For the Company, there are no amounts listed in this column because the Company’s pension plan was frozen effective January 1, 2020 and
there have not been any plan amendments triggering additional costs or credits in the years covered. Equity values are calculated in accordance with FASB
ASC Topic 718.

72
 Executive Compensation

Summary Exclusion of Inclusion of

Compensation Change in Exclusion of Pension Inclusion of Compensation
Table Total Pension Value Stock Awards Service Cost Equity Values* Actually Paid
($) ($) ($) ($) ($) ($)
James D. Taiclet
2022 24,810,545 — (13,413,894) — 33,804,704 45,201,355
2021 18,111,211 — (10,783,715) — 11,358,170 18,685,666
2020 23,360,369 — (18,611,850) — 17,660,623 22,409,142
Marillyn A. Hewson
2020 28,499,825 (2,445,000) (12,818,340) — 15,403,174 28,639,659
Average of Non-PEO NEOs
2022 7,892,151 — (4,648,089) — 9,036,250 12,280,312
2021 6,318,045 — (2,518,462) — 1,393,781 5,193,364
2020 8,536,811 (720,038) (3,805,702) — 4,107,564 8,118,636

* The amounts in the Inclusion of Equity Values in the table above are derived from the amounts set forth in the following table:

Year-End Fair
Value of Change in Fair
Equity Awards Change in Fair Value from Value of
Granted Value from Vesting-Date Last Day of Dividends or
During Year Last Day of Fair Value of Prior Year to Fair Value at Other
That Prior Year to Equity Awards Vesting Date Last Day of Earnings Paid
Remained Last Day of Granted of Unvested Prior Year of on Stock or
Unvested as Year of During Year Equity Awards Equity Awards Option Awards Total -
of Last Day of Unvested that Vested that Vested Forfeited Not Otherwise Inclusion of
Year Equity Awards During Year During Year During Year Included Equity Values
($) ($) ($) ($) ($) ($) ($)
James D. Taiclet
2022 17,510,143 15,944,680 — 349,881 33,804,704
2021 11,928,062 (761,733) — 191,841 — — 11,358,170
2020 17,660,623 — — — — — 17,660,623
Marillyn A. Hewson
2020 13,109,831 (143,041) 164,491 2,271,893 — — 15,403,174
Average of Non-PEO NEOs
2022 5,926,948 2,832,204 118,924 158,175 — — 9,036,250
2021 1,970,122 (47,405) 30,538 (173,903) (385,571) — 1,393,781
2020 3,898,853 (31,118) 38,958 200,871 — — 4,107,564

(3)
Reflects S&P Aerospace & Defense Index.
(4)
“Net income” is equivalent to “Net earnings” as reported in the Company’s financial statements.
(5)
SEC rules require us to designate a “company-selected measure” that in our assessment represents the most important financial performance measure (that
is not total shareholder return or net income) used by the Company to link the CAP of our NEOs, for the most recently completed fiscal year, to our
performance. We selected Free Cash Flow as this measure for 2022 as reflected in column (i) in the first table above. Free Cash Flow is a non-GAAP measure
and is defined as cash from operations less capital expenditures. See Appendix A for more information on Free Cash Flow and how it is calculated. This
performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different
financial performance measure to be the most important financial performance measure in future years.

Relationship Between CAP and Cumulative TSR, Net Income and Free Cash Flow
The following chart sets forth the relationship between CAP for our PEOs, the CAP average for our other NEOs, and our cumulative
total shareholder returns during the three most recently completed years. As illustrated, CAP generally correlates with our total
shareholder returns as the majority of executive compensation is delivered through long-term incentives, the value of which is largely
dependent on total shareholder return, including changes to our stock price. Additionally, our forecasted performance factor for our
unvested Performance Stock Units granted over the last three years increased significantly primarily due to the improvement in our
Relative TSR performance (weighted 50%) from 2021 to 2022. The stockholder return performance indicated on the graph below is not
a guarantee of future performance.

www.lockheedmartin.com 2023 Proxy Statement 73

Executive Compensation

$50,000 160
$45,201
$45,000 $136 140
$40,000

Investment on December 31, 2019

Compensation Actually Paid (CAP)
120
$35,000
$97

TSR Value of $100

$28,640 $94 100
$30,000
$25,000 $22,409 80
$20,000 $18,686
60
$15,000 $12,280
40
$10,000 $8,119
$5,193
$5,000 20

$0 0
2020 2021 2022
CAP to Hewson CAP to Taiclet Non-PEO NEOs Total Stockholder Return Value of Initial Fixed $100 Investment

Net Income and Free Cash Flow are also important components of our executive compensation incentive plans. Free Cash Flow is
incorporated in both our annual and long-term incentive plans, while Net Income is part of the formula for our ROIC calculation in our
long-term incentive program. While Net Income and Free Cash Flow are key financial measures that can also affect our TSRs, they do
not have as strong of a relation to CAP given that the methodology in determining CAP is primarily based on changes to equity-based
award values tied to our annual stock price performance. As an example, both Net Income and Free Cash Flow decreased, while our
TSR increased significantly from 2021 to 2022 resulting in an increase in CAP.
As shown in the Pay versus Performance table on page 72 above, CAP decreased from 2020 to 2021 and increased from 2021 to 2022,
while Net Income decreased from 2020 to 2021 and 2021 to 2022 and Free Cash Flow increased from 2020 to 2021 and decreased
from 2021 to 2022. See “2022 Compensation Elements” in “Compensation Discussion and Analysis” for more information on the
contribution of these measures to 2022 incentive awards.

Stockholder Returns Versus Peer Group

For purposes of the Pay Versus Performance disclosure, we measure our TSR performance against the industry-focused index disclosed
in the stock performance graph of our Annual Report on Form 10-K. The comparison assumes $100 was invested in the Company and
in the S&P Aerospace & Defense Index for the period starting December 31, 2019 and was held through the end of each year listed in
the first table set forth above. All dollar values assume reinvestment of dividends paid by companies, where applicable, included in the
S&P Aerospace & Defense Index. Historical stock performance is not necessarily indicative of future stock performance.
This table does not reflect how the Compensation Committee considers TSR in setting executive pay or linking executive pay to
Company performance.
200
Value of Ini�al Fixed $100 Investment
Total Stockholder Return

150

100

50
Dec-19 Jun-20 Dec-20 Jun-21 Dec-21 Jun-22 Dec-22
Lockheed Mar�n Common Stock S&P Aerospace & Defense Index

Other Most Important Performance Measures

The table to the right lists what in the Company’s assessment are the most Most Important Performance
Measures
important financial performance measures used by the Company to link the CAP of
Sales
our NEOs for 2022 to Company performance. The measures in the table are not
Segment Operating Profit
ranked. See the Compensation Discussion and Analysis and Appendix A for more
Free Cash Flow
information on ROIC, Segment Operating Profit and Free Cash Flow.
ROIC
Relative TSR

74
Director Compensation
Director compensation is an important tool used to attract and retain qualified directors and to address the time, effort, expertise and
accountability required of active Board membership. The Governance Committee annually reviews publicly available data for the
companies in the comparator group we use for benchmarking executive compensation disclosed in the Compensation Discussion and
Analysis and makes recommendations to the Board regarding compensation for non-employee directors.
Although the Governance Committee reviews director compensation annually, it has been the practice of the Governance Committee
to recommend changes no more frequently than every two years and when making changes to set compensation above the median
with the expectation that compensation will decline relative to the median over the two year cycle. In 2022, Meridian, acting as
independent compensation consultant to the Governance Committee, assisted in its review of director compensation and best
practices in director compensation design, which had not changed since January 1, 2020. Based upon that review and the market data,
at its September 2022 meeting, the Board increased the annual equity and cash retainers by $7,500 each and the committee chair
(except for the Compensation Committee) and independent Lead Director retainers by $5,000, each effective January 1, 2023, as
shown below. Equity is granted once annually and the cash retainers are paid in quarterly installments.

$55,000
Lead Independent Director Cash Retainer

$35,000
$170,000
Equity Retainer
$170,000
Cash Retainer ++ Audit Committee Chair Cash Retainer

$30,000
Compensation Committee Chair Cash Retainer

$25,000
Other Committee Chair Cash Retainers

Amounts shown above are annual amounts

Equity Compensation
The annual equity retainer is paid in stock units under the Lockheed Martin Corporation Amended and Restated Directors Equity Plan
(Directors Equity Plan). Except in certain circumstances, stock units vest 50 percent on June 30 and 50 percent on December 31
following the grant date. Stock units become fully vested upon a change in control or a director’s retirement, death or disability.
Vested stock units are distributed upon a director’s termination of service, at the director’s election, in whole shares of stock or in
cash, in a lump sum or in up to 20 annual installments. Prior to distribution, a director has no voting, dividend or other rights with
respect to the stock units, but is credited with additional stock units representing dividend equivalents (converted to stock units based
on the closing price of our stock on the dividend payment dates).
A director who has satisfied the Board’s stock ownership guidelines may elect to have their annual award of stock units (together with
any dividend equivalents thereon) paid in a lump sum in whole shares of stock or in cash on the first business day of April following
vesting of the award. Any director who has not elected early payments or has not satisfied the stock ownership guidelines will have
vested stock units paid (along with any accumulated dividend equivalents) upon termination or retirement from the Board.
Although the Directors Equity Plan authorizes the grant of stock units or stock options, in June 2014, the Board approved a resolution
to the effect that each non-employee director would elect to receive the annual equity retainer in the form of stock units for each year
beginning with 2015 and would not elect options to purchase shares unless the Board resolution is further amended or revoked.

Deferred Compensation
Non-employee directors may defer the cash portion of their fees under the Lockheed Martin Corporation Directors Deferred
Compensation Plan (Directors Deferred Compensation Plan). At the director’s election, deferred amounts track the performance of: (i)
the investment options available under the DMICP, the deferred compensation plan for employees; or (ii) our common stock (with
dividends reinvested). Deferred amounts are distributed in a lump sum or in up to 15 annual installments commencing at a time
designated by the director following termination of service.

www.lockheedmartin.com 2023 Proxy Statement 75

Director Compensation

2022 Director Compensation Table

The following table provides information on the compensation of our directors for the fiscal year ended December 31, 2022.
Mr. Taiclet did not receive separate compensation for service as a director of the Company during 2022.
Fees Earned or All Other
(1) (2) (3)
Paid in Cash Stock Awards Compensation Total
Name ($) ($) ($) ($)
(a) (b) (c) (g) (h)
Daniel F. Akerson 232,500 162,500 — 395,000
David B. Burritt 162,500 162,500 10,000 335,000
Bruce A. Carlson 162,500 162,500 59 325,059
John M. Donovan 162,500 162,500 1,000 326,000
Joseph F. Dunford, Jr. 162,500 162,500 — 325,000
James O. Ellis, Jr. 182,500 162,500 — 345,000
Thomas J. Falk 192,500 162,500 10,059 365,059
Ilene S. Gordon 192,500 162,500 12,000 367,000
Vicki A. Hollub 162,500 162,500 — 325,000
Jeh C. Johnson 162,500 162,500 — 325,000
Debra L. Reed-Klages 162,500 162,500 — 325,000
Vincent R. Stewart* 75,000 67,708 — 142,708
Patricia E. Yarrington 162,500 162,500 — 325,000

* Mr. Stewart joined the Board effective July 15, 2022 and resigned effective January 1, 2023.
(1)
The amounts reported in the Fees Earned or Paid in Cash column represent the aggregate dollar amount of 2022 fees earned or paid in cash for services as
a director, including annual retainer, committee chairman retainer and independent Lead Director retainer.
(2)
The amounts reported in the Stock Awards column represent the aggregate grant date fair value computed in accordance with ASC 718 for awards of stock
units in 2022 under the Directors Equity Plan. For 2022, each independent director except Mr. Stewart was credited with 417.5982 stock units with an
aggregate grant date fair value of $162,500. The grant date fair value of these awards was the closing price of our stock ($389.13) on the date of the grant
(January 31, 2022). Mr. Stewart was credited with 161.4872 stock units with an aggregate grant date fair value of $67,708. The grant date fair value of his
award was $419.28 per share on the date of the grant (August 1, 2022).
(3)
The All Other Compensation column includes matching contributions made to eligible universities, colleges, and other non-profit organizations under the
Company’s matching gift programs that are generally available to all employees as follows: Mr. Burritt $10,000; Mr. Donovan $1,000; Mr. Falk $10,000; and
Ms. Gordon $12,000. In the case of Mr. Carlson and Mr. Falk, the All Other Compensation column also includes $59 of tax assistance for tickets for a
business-related event. Perquisites and other personal benefits provided to directors did not exceed $10,000 for any individual director.

76
Security Ownership of Management and Certain
Beneficial Owners
Directors and Executive Officers
The following table shows Lockheed Martin common stock beneficially owned by and stock units credited to each NEO, director,
nominee and all NEOs, directors, nominees and other executive officers as a group as of February 24, 2023. Except as otherwise noted,
the named individuals have sole voting and investment power with respect to such securities. No director, nominee or NEO,
individually or as a group, beneficially owned more than one percent of our outstanding common stock. All amounts are rounded to
the nearest whole share and may cause totals not to sum. No shares have been pledged. The address of each director, nominee and
executive officer is c/o Lockheed Martin Corporation, 6801 Rockledge Drive, Bethesda, MD 20817.
(1) (2) (3)
Name Common Stock Stock Units Total
Daniel F. Akerson 7,503 4 6,014 7 13,517
David B. Burritt 6,541 5 20,637 7,8 27,178
Bruce A. Carlson 2,197 2,918 7,8 5,115
John M. Donovan 2,281 802 7,8 3,083
Joseph F. Dunford, Jr. 1,341 354 7 1,695
James O. Ellis, Jr. 21,134 1,535 7 22,670
Thomas J. Falk 5,250 6 13,237 7 18,487
Ilene S. Gordon 2,530 2,638 7 5,168
Scott T. Greene 6,696 9,778 16,474
Vicki A. Hollub 2,228 1,966 7,8 4,193
Jeh C. Johnson 2,458 354 7 2,812
Maryanne R. Lavan 40 20,991 21,031
Jesus Malave 5,381 9,299 14,680
John W. Mollard 4,040 4,350 10,11 8,390
Debra L. Reed-Klages 1,591 354 7 1,945
Frank A. St. John 8 16,821 9,10,11 16,829
James D. Taiclet 10,828 45,226 10,11 56,054
Gregory M. Ulmer 51 12,031 12,082
Patricia E. Yarrington 688 354 7 1,042
All NEOs, directors, nominees and other executive officers as a group
(24 individuals) 115,104 203,221 318,325

(1)
Includes shares payable at termination with respect to vested stock units credited under the Directors Equity Plan for which a director has elected payment
in stock for Mr. Burritt 538; Mr. Carlson 2,197; Mr. Donovan 513; Mr. Dunford 1,341; Mr. Ellis 20,934; Ms. Gordon 257; Ms. Hollub 2,228; Mr. Johnson 2,458;
Ms. Reed-Klages 1,436; Mr. Taiclet 1,095; and Ms. Yarrington 688. Units for which a director has elected payment in cash are reported in the “Stock
Units” column.
(2)
Includes shares attributable to the participant’s account in the Lockheed Martin Salaried Savings Plan for Mr. Greene 52; Ms. Lavan 40; Mr. Malave 37; Mr.
Mollard 289; Mr. St. John 8; Mr. Taiclet 42; and Mr. Ulmer 51. Participants have voting power and investment power over the shares.
(3)
Does not include PSUs. There are no voting rights associated with stock units or RSUs.
(4)
For Mr. Akerson, includes 3 shares held by his spouse.
(5)
For Mr. Burritt, includes 1,796 shares held by an irrevocable trust for the benefit of members of his immediate family.
(6)
Represents shares beneficially owned by Mr. Falk and his spouse through a family limited partnership.
(7)
Includes vested stock units under the Directors Equity Plan for which directors have elected to receive distributions of units in the form of cash as well as
unvested stock units credited on February 15, 2023 for the annual equity award (354 shares). Mr. Akerson 6,014; Mr. Burritt 11,368; Mr. Carlson 2,504;
Mr. Donovan 354; Mr. Dunford 354; Mr. Ellis 1,535; Mr. Falk 13,237; Ms. Gordon 2,638; Ms. Hollub 354; Mr. Johnson 354; Ms. Reed-Klages 354; and
Ms. Yarrington 354.

www.lockheedmartin.com 2023 Proxy Statement 77

Security Ownership of Management and Certain Beneficial Owners

(8)
Includes stock units under the Directors Deferred Compensation Plan representing deferred cash compensation for Mr. Burritt 9,269; Mr. Carlson 414;
Mr. Donovan 448; and Ms. Hollub 1,612. The stock units (including dividend equivalents credited as stock units) are distributed in the form of cash.
(9)
Includes stock units attributable to the participant’s account under the DMICP for Ms. Lavan 10,163; Mr. St. John 148; and Mr. Ulmer 1,124. Although most
of the units will be distributed following termination or retirement in shares of stock, none of the units are convertible into shares of stock within 60 days of
February 24, 2023.
(10)
Includes stock units attributable to the participant’s account under the NQSSP for Mr. Greene 320; Ms. Lavan 178; Mr. Mollard 1,260; Mr. St. John 84;
Mr. Taiclet 363; and Mr. Ulmer 689. Amounts credited to a participant’s account in the NQSSP are distributed in cash following termination of employment.
(11)
Includes unvested RSUs for Mr. Greene 9,458, Ms. Lavan 10,650; Mr. Malave 9,299; Mr. Mollard 3,090; Mr. St. John 16,589; Mr. Taiclet 44,863; and
Mr. Ulmer 10,218. Each RSU represents a contingent right to receive one share of common stock.

Security Ownership of Certain Beneficial Owners

The following table shows information regarding each person known to be a “beneficial owner” of more than 5% of our common stock.
For purposes of this table, beneficial ownership of securities generally means the power to vote or dispose of securities, or the right to
acquire securities within 60 days that may be voted or disposed of, regardless of any economic interest in the securities. All
information shown is based on information reported by the filer on a Schedule 13G filed with the SEC on the dates indicated in the
footnotes to this table.

Amount of Percent of
Name and Address Common Stock Outstanding Shares
State Street Corporation(1) 37,797,517 14.4%
State Street Financial Center
One Lincoln Street
Boston, MA 02111
The Vanguard Group(2) 22,748,440 8.7%
100 Vanguard Boulevard
Malvern, PA 19355
BlackRock, Inc.(3) 17,834,881 6.8%
55 East 52nd Street
New York, NY 10055

(1)
As reported on a Schedule 13G/A filed on February 10, 2023 by State Street Corporation on behalf of itself and specified direct and indirect subsidiaries
(State Street) in their various fiduciary and other capacities. State Street had shared voting power with respect to 36,843,569 shares and shared dispositive
power with respect to 37,795,804 shares and did not have sole dispositive or sole voting power over any shares. State Street Bank and Trust Company
(SSBTC) is the trustee and State Street Global Advisors Trust Company (SSGA) is the independent fiduciary and investment manager for Lockheed Martin
common stock held in a master trust for Lockheed Martin benefit plans. SSBTC beneficially owns 28,586,929 of the shares held by State Street all of which
are held in its capacity as trustee for various Lockheed Martin benefit plans and SSBTC had shared voting power over 28,586,929 shares and shared
dispositive power over 1,158,052 shares. SSGA beneficially owns 33,269,486 of the shares held by State Street of which 27,428,877 were held by SSGA as
independent fiduciary and investment manager for Lockheed Martin employee benefit plans and SSGA had shared voting power over 5,115,751 shares and
shared dispositive power over 33,268,822 shares.
(2)
As reported on a Schedule 13G/A filed on February 9, 2023 by The Vanguard Group. The Vanguard Group had sole dispositive power over 21,783,260
shares, shared dispositive power over 965,180 shares, shared voting power over 320,656 shares and did not have sole voting power over any shares.
(3)
As reported on a Schedule 13G/A filed on February 7, 2023 by BlackRock, Inc. BlackRock, Inc. had sole dispositive power over 17,834,881 shares and sole
voting power over 16,581,067 shares and did not have shared dispositive or shared voting power over any shares.

78
Audit Matters
Proposal 4

The Board recommends a

Ratification of Appointment of Independent Auditors vote FOR this proposal

The Audit Committee has reappointed Ernst & Young LLP (Ernst & Young), an independent registered public accounting firm, as the
independent auditors to perform an integrated audit of the Company’s consolidated financial statements and internal control over
financial reporting for the year ending December 31, 2023. The services provided to the Company by Ernst & Young for the last two
fiscal years are described under the caption “Fees Paid to Independent Auditors” on the following page.
The Audit Committee is directly responsible for the appointment, compensation, retention, oversight and termination of the
Company’s independent auditors in accordance with the NYSE listing standards. The Audit Committee also is responsible for the audit
fee negotiations associated with the retention of Ernst & Young. The Audit Committee and its Chairman are involved in the selection of
Ernst & Young’s lead engagement partner. The Audit Committee regularly meets with Ernst & Young without management present.
Ernst & Young has served as the Company’s independent auditors since 1994. The Audit Committee reviews the engagement of Ernst
& Young annually following completion of Ernst & Young’s audit of the prior year’s financial statements. The Audit Committee also
conducts a mid-year assessment of the quality of Ernst & Young’s work. As part of its annual and mid-year assessment of Ernst &
Young, the Audit Committee has considered:
• the materials on independence provided by Ernst & Young;
• work quality;
• management’s level of satisfaction with Ernst & Young’s services;
• the adequacy of Ernst & Young’s staffing and the use of digital audit tools to successfully perform the audit;
• the breadth of knowledge, support and expertise of its national office;
• the length of time Ernst & Young has been engaged;
• external data regarding Ernst & Young’s audit quality and performance, including recent Public Company Accounting Oversight
Board (PCAOB) reports on Ernst & Young and its peer firms, including the results of any internal or external inspections of the Ernst
& Young audit of Lockheed Martin;
• Ernst & Young’s institutional knowledge and expertise with respect to the Company’s business and government contracting
practices, quality and cost-effective services;
• familiarity with the Company’s account;
• the potential impact of changing independent auditors, including the high-level security clearances held by Ernst & Young staff in
support of its review of classified programs and the difficulty in replacing those clearances in a timely manner without disruption to
the ongoing audit activities;
• level of expertise in accounting issues relating to government contracts; and
• Ernst & Young’s performance in providing independent analysis of management positions.
While the length of Ernst & Young’s tenure may implicate some stockholders’ stewardship guidelines, the Board believes that Ernst &
Young's continued engagement is appropriate and in the best interest of the Company. Any potential risks or concerns associated with
Ernst & Young’s tenure are outweighed by its independence and objectivity, work quality, expertise, communications, security
clearances and deep institutional knowledge of the Company’s industry, operations, business, accounting policies and internal controls.

www.lockheedmartin.com 2023 Proxy Statement 79

Audit Matters

Stockholder approval of the appointment is not required. However, the Board believes that obtaining stockholder ratification of the
appointment is a sound corporate governance practice. If the stockholders do not vote on an advisory basis in favor of Ernst & Young,
the Audit Committee will reconsider whether or not to hire the firm and may retain Ernst & Young or hire another firm without
resubmitting the matter for stockholders’ approval. The Audit Committee retains the discretion at any time to appoint a different
independent auditor.
Representatives of Ernst & Young are expected to be present at the Annual Meeting, and such representatives will be available to
respond to appropriate questions and will have the opportunity to make a statement if they desire.

Pre-Approval of Independent Auditors Services

The Audit Committee pre-approves all audit, audit-related, tax and other services performed by the independent auditors. The Audit
Committee pre-approves specific categories of services up to pre-established fee thresholds. Unless the type of service has previously
been pre-approved, the Audit Committee must approve that specific service before the independent auditors may perform such
service. In addition, separate approval is required if the amount of fees for any pre-approved category of service exceeds the fee
thresholds established by the Audit Committee. The Audit Committee also has delegated to the Committee Chairman or any member
pre-approval authority with respect to permitted services up to $500,000, provided that the Committee Chairman or any committee
member must report any pre-approval decisions to the Audit Committee at its next scheduled meeting.

Fees Paid to Independent Auditors

The following table sets forth the fees billed by Ernst & Young, the Company’s independent auditors, for audit services, audit-related
services, tax services and all other services rendered for 2022 and 2021. All fees were pre-approved in accordance with the Audit
Committee’s pre-approval policy. The Audit Committee considered and concluded that the provision of these services by Ernst & Young
was compatible with the maintenance of the auditor’s independence.

2022 2021
($) ($)
Audit Fees(a) 23,100,000 23,500,000
Audit-Related Fees(b) 95,000 1,142,000
Tax Fees(c) 2,100,000 2,100,000
All Other Fees — —

(a)
Audit fees are for services related to the annual audit of the Company’s consolidated financial statements, including the audit of internal control over
financial reporting, the interim reviews of the Company’s quarterly financial statements, statutory audits of the Company’s foreign subsidiaries and
consultations on accounting matters.
(b)
Audit-related fees are primarily related to audits of the Company’s employee benefit plans, due diligence services in connection with acquisitions and, for
2021, fees in connection with Service Organization Controls 2 (SOC2) readiness for one of the Company’s customer contracts.
(c)
Tax fees are for domestic and international tax compliance and advisory services. Tax compliance fees were $1.1 million in each of 2022 and 2021 and fees
for advisory services were $1.0 million in each of 2022 and 2021.

80
 Audit Matters

Audit Committee Report

The Audit Committee of the Board of Directors is responsible for overseeing the Company’s accounting, auditing and financial
reporting process, financial risk assessment and management process and for monitoring compliance with certain legal and regulatory
compliance matters and for reviewing certain strategic risks and opportunities, on behalf of the Board of Directors.
The Company’s management is responsible for preparing the quarterly and annual consolidated financial statements, the financial
reporting process, and maintaining and evaluating disclosure controls and procedures and a system of internal control over
financial reporting.
In addition to its oversight of the Company’s internal audit organization, the Audit Committee is directly responsible for the
appointment, compensation, retention, oversight and termination of the Company’s independent auditors, Ernst & Young, an
independent registered public accounting firm. The independent auditors are responsible for performing an independent audit of the
Company’s annual consolidated financial statements and internal control over financial reporting and expressing an opinion on the
material conformity of those consolidated financial statements with U.S. generally accepted accounting principles and on the
effectiveness of the Company’s internal control over financial reporting.
In connection with the preparation of the Company’s consolidated financial statements as of and for the year ended December 31,
2022, the Audit Committee reviewed and discussed with management and Ernst & Young the Company’s audited consolidated
financial statements, including discussions regarding critical accounting policies, financial accounting and reporting principles and
practices, the quality of such principles and practices, the reasonableness of significant judgments and estimates, and the effectiveness
of internal control over financial reporting. The Audit Committee also discussed with Ernst & Young, with and without management,
the quality of the financial statements, clarity of the related disclosures, effectiveness of internal control over financial reporting and
other items required by the applicable requirements of the Public Company Accounting Oversight Board (PCAOB) and the Securities
and Exchange Commission (SEC). Additionally, the Audit Committee received and reviewed the written disclosures and letter from
Ernst & Young required by applicable requirements of the PCAOB regarding Ernst & Young’s communications with the Audit
Committee concerning independence, and has discussed with Ernst & Young its independence.
Based on the Audit Committee’s reviews and discussions described in this report, the Audit Committee recommended to the Board of
Directors that the audited consolidated financial statements as of and for the year ended December 31, 2022 be included in Lockheed
Martin Company’s Annual Report on Form 10-K for 2022 for filing with the SEC. The Audit Committee also reappointed Ernst & Young
to serve as the Company’s independent auditors for 2023, and requested that this appointment be submitted to the Company’s
stockholders for ratification at the Annual Meeting. The Board of Directors approved the Audit Committee’s recommendations.

Thomas J. Falk David B. Burritt John M. Donovan James O. Ellis, Jr. Ilene S. Gordon Patricia E. Yarrington
Chairman

www.lockheedmartin.com 2023 Proxy Statement 81

Proposal 5
The Board recommends a
Stockholder Proposal Requiring Independent
vote AGAINST this
Board Chairman proposal

Mr. John Chevedden, owner of 10 shares, has informed us that he intends to introduce the proposal set forth below at the
Annual Meeting.
Beginning of Stockholder Proposal—Text and Graphic are Reprinted from the Stockholder Submission:

Proposal 5 — Independent Board Chairman

Shareholders request that the Board of Directors adopt an enduring policy, and amend the governing documents as necessary in
order that 2 separate people hold the office of the Chairman and the office of the CEO.
Whenever possible, the Chairman of the Board shall be an Independent Director.
The Board has the discretion to select a Temporary Chairman of the Board who is not an Independent Director to serve while the
Board is seeking an Independent Chairman of the Board.
Although it is a best practice to adopt this policy soon this policy could be phased in when there is a contract renewal for our
current CEO or for the next CEO transition.
The roles of Chairman and CEO are fundamentally different and should be held by 2 directors, a CEO and a Chairman who is
completely independent of the CEO and our company. The job of the CEO is to manage the company. The job of the Chairman is to
oversee the CEO and management.
This proposal topic won 37% support at a previous Lockheed Martin annual meeting even though management supposedly
enhanced the role of Lead Director shortly before the annual meeting.
A Lead Director is no substitute for an independent Board Chairman. A lead director is not responsible for the strategic direction of
the company. And a Chairman/CEO can ignore the advice and feedback from a lead director. According to the 2022 LMT annual
meeting proxy the Lead Director has limited duties and lacks in having exclusive powers.
According to the LMT Corporate Governance Guidelines the Lead Director consults with the Chairman in only one role. The Lead
Director appears to be assigned to approve certain items that he may have little role in developing. The Lead Director has non-
oversight roles such as a point of contact for shareholders. The Lead Director acts as a liaison which is a role he probably shares
with others. The Lead Director assists with recruiting which is also a role for the Nominating Committee.
Plus management fails to give shareholders enough information on this topic to make an informed decision in favor of
management. There is no management comparison of the exclusive powers of the Office of the Chairman and the de minimis
exclusive powers of the Lead Director.
Independent Board Chairman — Proposal 5

End of Stockholder Proposal—Board Vote Recommendation on Proposal 5 on Following Page

82
 Proposal 5: Stockholder Proposal Requiring Independent Board Chairman

The Board of Directors Recommends Voting AGAINST Proposal 5

The Board recommends that stockholders vote AGAINST this proposal because we believe our Company and our stockholders are
best served by the independent Board members retaining the flexibility to respond to changing circumstances and choose the
board leadership structure that best fits the then-current situation.
Our Current Process Empowers the Board to Determine the Most Effective Structure with Clearly-Defined Roles. As described on
page 18, the Board conducts a review at least annually of its leadership structure, to ensure that it continues to provide effective
independent oversight and meets the needs of the Company. This includes a review of the role and responsibilities of the
independent Lead Director. The Board’s flexible structure allows it to re-evaluate the needs of our Company from time to time and
make determinations regarding Board leadership based on then-existing conditions, including business needs, customer and
stockholder preferences, and other factors. As described under “Board Leadership Structure,” we have not adopted a fixed
approach; the roles of the Chairman and CEO have been split from time to time to facilitate leadership transitions and, at other
times, have been combined.
As part of this review, the Board reviews benchmarking data of the leadership structure of other large companies and industry
peers and stockholder proposal trends and investor views on separating the roles. As of the year ended December 31, 2022, 57%
of S&P 500 companies had an independent lead director and only 36% had an independent chairman. The prevalence in our
industry of an independent chairman is even lower.
Our Flexible Leadership Structure and Strong Governance Practices Facilitate Effective Oversight. At present, the Board believes
that the combination of the roles, along with the robust authority given to the experienced independent Lead Director, effectively
represents the interests of stockholders by maintaining the appropriate level of independence, oversight and responsibility. The
combined role of Chairman and CEO facilitates real-time, transparent communication with the Board on critical business matters.
The Board also believes there is value to presenting a single face to our customers, partners and other stakeholders through the
combined Chairman and CEO role. In particular, our customers are primarily governments and presenting a single face with the
authority to bind the Company, can be important. Currently, the Board has elected Jim Taiclet to serve as Chairman and CEO and
Dan Akerson to serve as independent Lead Director. The Board believes that under this structure, the Board operates effectively
and efficiently and that, taking into account the deep experience of Mr. Taiclet, maintaining the combined positions at this time is
appropriate and promotes unified leadership and company-wide strategic alignment in executing the Company’s strategy. The
Board also believes that the experienced Mr. Akerson provides strong independent oversight.
This structure is further supported by strong Board and governance practices. Our Board is entirely independent other than our
CEO and all of our committees are fully independent and chaired by an independent director. These practices are further detailed
on page 17 of the proxy statement.
Lockheed Martin Has Delivered Strong Performance Under its Existing Board Leadership Structure. As shown in the relative Total
Stockholder Return chart below, the Company has a track-record of strong long-term performance under the existing Board
leadership structure. Mr. Akerson has served as Lead Director since 2019.
100%

80%
73%

60%
57%

40%
36%

34%
12%

20%
25%

0%
LMT S&P S&P LMT S&P S&P
Aero 500 Aero 500

3 year 5 year

www.lockheedmartin.com 2023 Proxy Statement 83

Proposal 5: Stockholder Proposal Requiring Independent Board Chairman

Lockheed Martin Has a Strong Track Record of Independent Board Refreshment. Since Mr. Akerson became Lead Director in 2019,
Lockheed Martin has added four new independent directors, yielding a diverse mix of skills and experience. Our independent Lead
Director has actively participated with the Governance Committee on the identification and recruitment of these new directors.
Our Lead Director interviews all Board candidates.
Our Independent Lead Director Role is Well-Defined with Extensive Duties and Authority. We have a well-defined role of the Lead
Director and our Lead Director has extensive authorities and responsibilities, a number of which are exclusive. These duties and
their alignment with the duties of the Chairman include:

Chair Lead Director

Coordinate on matters of Board administration
Call Special Board Meeting
Call Special Meeting of Independent Directors
Serve as an ex officio member of each Board committee
Serve as the point of contact for stockholders and others to communicate to the Board
Preside at Board Meetings (in the absence of Chair in the case of Lead Director)
Preside at Executive Sessions of non-management/independent directors
Determine the Frequency and Timing of Executive Sessions
Approve Board Meeting Topics and Schedules
Approve or Consult on Committee Meeting Topics and Schedules
Approve Board and Committee Agendas
Assist Governance Committee in the Recruitment of Director Candidates; Interview all Candidates
Extend invitation to new director to join Board
Recommend to Board/committees advisors or consultants who report directly to the Board
Lead discussions of Chairman and CEO Performance
Lead Board’s annual self-assessment process, including one-on-one interviews with directors

The Board is Accountable and Responsive to Stockholders. At the direction of the Board, the Company engages directly with its
stockholders throughout the year to seek their views on an array of issues, including corporate governance matters. As discussed
on page 24, the Company had 65 engagements with stockholders and other stakeholders as part of its 2022 engagement program.
Feedback provided in these meetings indicated an overall satisfaction with the Board’s recent refreshment, independent oversight
and leadership evaluation processes. Our directors also remain accountable to our stockholders through annual elections by our
stockholders with a majority voting standard and a resignation policy for directors who do not receive a majority of the votes cast
in an uncontested election. We have not nominated any directors for election who did not receive majority support at any
meetings or failed to respond to any stockholder proposal that received majority support. The Board has also taken proactive
action to strengthen stockholder rights such as adopting proxy access in 2016, giving stockholders the right to include director
nominations in the Company’s proxy statement for the annual meeting, and proactively amending the Company’s Bylaws in 2017
to provide stockholders the power to amend the Company’s Bylaws.

84
Proposal 6
The Board recommends a
Stockholder Proposal to Issue a Human Rights
vote AGAINST this
Impact Assessment Report proposal

We have been informed that the Sisters of Charity of Saint Elizabeth, owner of 30 shares, The Sisters of St. Francis of Philadelphia,
owner of shares having a market value greater than $2,000, the School Sisters of Notre Dame Cooperative Investment Fund, owner of
26 shares, and the Benedictine Sisters of Mount St. Scholastica, owner of shares having a market value greater than $2,000, intend to
introduce the proposal set forth below at the Annual Meeting.
Beginning of Stockholder Proposal—Text and Footnotes are Reprinted from the Stockholder Submission:

Resolved: Shareholders request that Lockheed Martin publish a report, at reasonable cost and omitting proprietary information,
with the results of Human Rights Impact Assessments examining the actual and potential human rights impacts associated with
high-risk products and services, including those in conflict-affected areas and/or or violating international law.
Whereas: Lockheed Martin (“Lockheed”) is the world’s largest defense contractor and is exposed to significant actual and potential
adverse human rights impacts resulting from the use of its weapons and defense technologies. Human rights risks include the rights
to life, liberty and personal security, and privacy. The UN Guiding Principles on Business and Human Rights constitute the global
authoritative framework outlining the roles and responsibilities of states and companies with respect to human rights. A company’s
human rights responsibility is independent of the state’s export licensing determinations, as reiterated in a recent United
Nations note.1
A 2019 Amnesty International report found that Lockheed is not meeting its human rights responsibilities despite severe,
irremediable impacts2 and prominent human rights organizations have recorded indiscriminate use of Lockheed products against
civilians.3 Lockheed has exported military goods to over a dozen states that are engaged in armed conflict, have a record of human
rights violations, or are at risk of corruption and fragility.4 Lockheed weaponry played a critical role in the May 2021 attacks on
Gaza, where apparent war crimes were committed, including the deaths of at least 129 civilians, 66 of whom were children.5
Reports have also linked Lockheed weaponry to war crimes and other violations of international law in Yemen, including the widely
condemned attack on a school bus in 2018 that killed dozens of children.6 Congress recently pushed President Biden to “halt all
arms sales” to Saudi Arabia until civilian harm ceases, jeopardizing the Company’s recent $1.5 billion contract.7 Lockheed faces
increasing regulatory risk as the proposed National Defense Authorization Act limits arms sales to Saudi Arabia, bans sales to
countries committing genocide or war crimes, expands congressional oversight of relevant sales, and broadens end-use human
rights monitoring of transfers.8
Failure to respect human rights exposes the Company and its investors to financial, legal, regulatory, and reputational risks. In
2021, Lockheed sold nearly $2.43 billion of F-16s to the Philippines, despite congressional opposition related to widespread human
rights violations carried out by the Armed Forces of the Philippines.9 Furthermore, Lockheed has annual contracts worth $1.9
billion in nuclear weapons contracts,10 which are now illegal under international law.11 The Company may be required to disclose
more about its nuclear weapons involvement to avoid prosecution or legal proceedings. Lockheed is the subject of multiple
divestment campaigns related to its poor human rights track record.12
New guidance from the American Bar Association articulates how tools like human rights impact assessments can reduce material
risks, including divestment, country-specific export bans, and civil liability.13
1 https://www.ohchr.org/sites/default/files/2022-08/BHR-Arms-sector-info-note.pdf
2 https://www.amnesty.org/en/documents/act30/0893/2019/en/
3 https://wri-irg.org/en/lockheed
4 https://www.lockheedmartin.com/en-us/who-we-are/international.html
5 https://www.hrw.org/news/2021/07/27/gaza-apparent-war-crimes-during-may-fighting# ; https://investigate.afsc.org/company/lockheed-martin
6 https://www.paxforpeace.nl/media/files/mwatana-day-of-judgement.pdf
7 www.nytimes.com/2022/09/07/us/politics/biden-aid-yemen-saudi-arabia.html&sa=D&source=docs&ust=1666898790068298&usg=AOvVaw3OxcNLq
1v_Sk-e7bBhs6Hl
8 https://www.justsecurity.org/83028/human-rights-due-diligence-a-necessity/
9 https://www.hrw.org/news/2021/07/21/its-time-us-stop-selling-weapons-human-rights-abusers#
10 https://www.icanw.org/squandered_2021_global_nuclear_weapons_spending_report
11 https://treaties.un.org/doc/Treaties/2017/07/20170707%2003-42%20PM/Ch_XXVI_9.pdf
12 https://bdsmovement.net/tags/lockheed-martin; https://www.influencewatch.org/non-profit/divest-from-the-war-machine/
13 https://www.americanbar.org/content/dam/aba/administrative/human_rights/justice-defenders/chr-due-diligence-guidance-2022.pdf

End of Stockholder Proposal—Board Vote Recommendation on Proposal 6 on Following Page

www.lockheedmartin.com 2023 Proxy Statement 85

Proposal 6: Stockholder Proposal to Issue a Human Rights Impact Assessment Report

The Board of Directors Recommends Voting AGAINST Proposal 6

The Board has reviewed and considered this proposal and recommends that stockholders vote AGAINST this proposal. The Board
believes that the proposal’s request for a separate report publishing the results of a Human Rights Impact Assessment on “the
actual and potential human rights impacts associated with high-risk products and services” would impose impractical requirements
on our operations and would interfere with our ability to serve our primary customer, the U.S. Government, as well as its allies, in
their mission to defend U.S. and global security, including the protection of human rights, and would impede long-term value
creation for our stockholders. Further, the proposal is vague and overly-broad and, as explained below, we would not be best
positioned to perform the requested assessment. Finally, such a report is duplicative because we already publish a Human Rights
Report that provides appropriate transparency on our policies and approach to human rights and receives positive feedback from
stockholders during engagement meetings, and is further evidenced by the low level of shareholder support for a similar proposal
at our 2022 Annual Meeting requesting such an additional report.
The Proposal is Impractical, Disruptive and Harmful to Shareholder Value. Requiring the Company to conduct independent human
rights impact assessments on certain products or sales subjectively deemed to be “high-risk,” and then publish the results, would
not be practical or appropriate. Our international military sales are regulated by the U.S. Government and reviewed and approved
by the Executive Branch with oversight from Congress to ensure they support U.S. national security and foreign policy objectives
and are not redirected and used for unauthorized purposes. This includes consideration of whether any arms transfer contributes
to the risk of human rights abuses and whether the arms are being used in potential conflict-affected regions. We are not in a
position to predict, assess or influence how the U.S. or allied nations may use products in the future and any attempt to do so risks
supplanting the purview of the U.S. Government and allied nations, which we believe are best positioned to consider the mix of
policy objectives to promote global security while protecting human rights. We also likely would not have access to information
from the U.S. Government or would be restricted in sharing any information that we did have, which would make any report
incomplete and less meaningful. Therefore, the proposed additional assessment could adversely affect our ability to serve our
customers by distracting resources from our day-to-day operations and strategic planning, harm U.S. foreign policy objectives and
ultimately be against stockholder interests by impacting our ability to serve our customers. We believe that any concerns that the
stockholder proponent has with the policies or actions of the U.S. or allied nations would be more appropriately directed to public
officials who determine foreign policy rather than directed to a market participant like Lockheed Martin through the federal
proxy rules.
Lockheed Martin Already Publishes a Human Rights Report. Lockheed Martin is deeply committed to human rights, and to
transparency and engagement with stockholders on this topic. In 2021, our stockholders considered a similar proposal from the
same proponent requesting that Lockheed Martin publish a report on its human rights due diligence process. While this proposal
failed with 68% of stockholders voting against the proposal, we sought to expand our understanding of stockholder views on
human rights issues through engaging with many of our largest stockholders to seek their input. Based on this input, in the fall of
2021, we published our first Human Rights Report to further enhance the availability and transparency of information on our
human rights approach and our human rights accomplishments.
Then, in 2022, our stockholders considered an almost identical proposal to the current proposal from the same proponent, and
79% of stockholders voted against that proposal. Nonetheless, we sought additional stockholder feedback to inform the publication
of our updated 2022 Human Rights Report, which details our progress in a number of human rights initiatives over the year.
We aim to provide an appropriate level of transparency to our stakeholders in balance with the important need to serve our
customers and protect our business interests. Our 2021 and 2022 Human Rights Reports, which are available on our website,
provide a comprehensive overview of our human rights related governance, including board and management oversight of human
rights matters, policies, principles and due diligence processes that guide our approach, and have information on our progress on
associated programs and goals. In particular, the 2022 Human Rights Report describes the first steps we have taken toward
developing a human rights impact analysis framework for internal implementation. We intend to update this report as appropriate
as we continue to engage with our stockholders, receive their input and evolve our processes.
Lockheed Martin Works with Our Customers to Support Human Rights and to Defend U.S. and Global Security. The proponent
makes several statements that are untrue or misleading, incorrectly conveying that Lockheed Martin is not meeting its human
rights responsibilities. Rather, our work is closely aligned with our customers and is subject to oversight to ensure that our business
complies with the requirements of law and furthers the interest of the U.S. Government and its allies to support human rights by
helping to deter conflict around the world.

86
 Proposal 6: Stockholder Proposal to Issue a Human Rights Impact Assessment Report

International sales of our defense products and services occur on a government-to-government basis via foreign military sales
(FMS) programs, managed by the Defense Security Cooperation Agency on behalf of the U.S. Department of Defense, or by direct
commercial sales from Lockheed Martin to our customers. Both transaction types are subject to rules promulgated under the Arms
Export Control Act to ensure such transactions support U.S. national security and foreign policy objectives. In reviewing arms sales,
the Executive Branch follows the U.S. Conventional Arms Transfer Policy, which provides that in making arms transfer decisions, the
Executive Branch shall consider the national security of the U.S., the effect on the U.S. defense industrial base and U.S. innovation,
the relationships with allies and partners, human rights and international humanitarian law, and nonproliferation and other factors.
For example, the stockholder proponent references a potential sale of F-16s to the Philippines that was reviewed and approved by
the Executive Branch in June 2021 and notified to Congress as required by law, and Congress tacitly approved by not taking action
to block or disapprove of the potential transaction. The official U.S. Government notice of the potential sale to the Philippines
stated that the potential sale will “support the foreign policy and national security of the United States by helping improve the
security of a strategic partner that continues to be an important force for political stability, peace and economic progress in South
East Asia.” Thus, Congress did not oppose this transfer and in fact sanctioned it.
We strictly adhere to U.S. Government oversight and policy in all matters relating to international sales and specifically to the
transfer of products and technologies to foreign entities, and we have a robust trade compliance program to ensure that all sales of
our products are conducted in accordance not only with international trade laws and regulations of the U.S. but also of each foreign
country in which we operate. The stockholder proponent identifies actions by a small number of lawmakers and proposed
legislation as creating regulatory risk for our Company, which is untrue: if and when these activities result in enacted law or final
regulations that are applicable to our operations, we will comply with those laws and regulations.
Our business supports global deterrence, which helps maintain freedom and security for billions of people worldwide. The
regrettable conflict in Ukraine highlights that credible deterrence and the rights of national and collective self-defense are of
utmost importance. Our primary customers are the U.S. Government and its allies, among which cooperation is critical to
maintaining an effective deterrent against global conflict. As described above, we support this goal of deterrence by adhering to
U.S. Government oversight and policy objectives for all international sales. These objectives include U.S. nuclear weapons policy,
which states that as long as nuclear weapons exist, the fundamental role of U.S. nuclear weapons is to deter nuclear attack on the
United States, our allies and partners. The stockholder proponent falsely claims that our nuclear weapons contracts are illegal
under international law due to the Treaty on the Prohibition of Nuclear Weapons (TPNW). The TPNW by its terms applies only to
those states that are parties and is not binding on the United States and other states that are not parties; in fact, there are many
countries that continue to maintain and even threaten to use nuclear weapons in contravention of the TPNW. For these reasons,
the TPNW is not international law and does not render our programs illegal.
In addition to complying with all applicable laws and regulations, as described above all of our sales are subject to our Code of
Conduct. We will walk away from business rather than risk violating anti-corruption laws or our corporate values. For example, at
times, we have decided not to pursue opportunities in certain countries, even where it is legally permissible, based on our
assessment of the potential risks, such as a heightened risk of corruption, which we consider closely intertwined with the
protection of human rights. Further, opportunities related to certain types of products or programs that carry increased risks
require review of a multi-disciplinary corporate review committee that is chaired by our CFO and COO and includes our SVP, Ethics
and Enterprise Assurance, who reports to the Governance Committee of the Board. Please see page 38 for additional discussion of
our human rights due diligence approach and the Board’s oversight of human rights.
Lockheed Martin’s Commitment to Human Rights is Reflected in Our Policies and Practices. As discussed on page 38, our policies,
procedures, practices and Board oversight reflect our strong commitment to ethical business practices and respect for human
rights.
The Board remains committed to human rights and ensuring that Lockheed Martin continues to adhere to the high standard for
human rights to which it holds itself, our employees, our suppliers and our partners. For the reasons set forth above, we do not
believe the preparation of the additional report called for by the proponent is constructive or in the best interests of the
stockholders.

www.lockheedmartin.com 2023 Proxy Statement 87

Proposal 7
Stockholder Proposal to Issue a Report on the The Board recommends a
Company’s Intention to Reduce Full Value Chain vote AGAINST this
proposal
GHG Emissions
We have been informed that As You Sow, on behalf of the Remmer Family Foundation Inc (S), owner of 19 shares, intends to introduce
the proposal set forth below at the Annual Meeting.
Beginning of Stockholder Proposal—Text and Footnotes are Reprinted from the Stockholder Submission:

WHEREAS: Climate change is creating systemic economic, environmental, and social risks. The Commodity Futures Trading
Commission recently underscored that climate change could impair the productive capacity of the U.S. economy.1 According to the
IPCC, the window for limiting global warming to 1.5°C and avoiding the worst impacts of climate change is quickly narrowing.
Immediate, sharp emissions reduction is required of all market sectors.2
In response to material climate risk, the Climate Action 100+ initiative (CA100+), a coalition of over 700 investors with $60 trillion in
assets, issued a Net Zero Benchmark (“Benchmark”) outlining metrics that create climate accountability for companies and
transparency for shareholders. Expectations include setting a net zero ambition, adopting 1.5°C aligned reduction goals across all
relevant emission scopes, and disclosing decarbonization strategies.3
Credible climate transition planning protects against financial risk, increases economic opportunity, and prepares companies to
address climate regulations which continue to expand globally.4 More than 70 countries have now established Net Zero by 2050
commitments.5 Similarly, in response to the aerospace industry’s 2.4% contribution to global annual carbon dioxide emissions,
NATO’s leaders have committed to reduce defense emissions.6 As governments strive to reach their climate goals, companies with
net zero-aligned business models will be in a better competitive position to attract contracts and customers.
As a leading global security and aerospace company, Lockheed Martin creates significant carbon emissions from its value chain and
is exposed to numerous climate-related risks. Failing to respond to this changing environment may make Lockheed Martin less
competitive and have a negative effect on its cost of capital and shareholders’ financial returns.
While our Company has committed to reduce Scope 1 and 2 emissions by 70% intensity by 2030, Lockheed Martin has not
established 1.5°C aligned reduction goals that cover all segments of its business, including its Scope 3 value chain emissions, which
comprise over 90% of Lockheed’s total emissions.7 By setting science-based reduction targets for its Scope 1-3 emissions, disclosing
a decarbonization plan, and demonstrating progress toward achieving them, Lockheed Martin can provide investors with assurance
that it is reducing its climate contribution and addressing the physical, transition, and competitive risks associated with
climate change.
RESOLVED: Shareholders request the Board issue a report, at reasonable expense and excluding confidential information,
disclosing how the Company intends to reduce its full value chain greenhouse gas emissions in alignment with the Paris
Agreement’s 1.5°C degree goal requiring Net Zero emissions by 2050.
SUPPORTING STATEMENT: Proponents suggest, at Board and Company discretion, that the report include:
• Disclosure of all relevant Scope 3 emissions;
• A timeline for setting 1.5°C aligned Scope 3 reduction goals;
• A climate transition plan to achieve emissions reductions goals across all relevant emissions scopes;
• Annual reports demonstrating progress towards meeting emissions reduction goals.
1 https://www.cftc.gov/sites/default/files/2020-09/9-9-20%20Report%20of%20the%20Subcommittee%20on%20Climate- Related%20Market%20Risk
%20-%20Managing%20Climate%20Risk%20in%20the%20U.S.%20Financial%20System%20for%20posting.pdf
2 https://report.ipcc.ch/ar6wg3/pdf/IPCC_AR6_WGIII_FinalDraft_FullReport.pdf
3 https://www.climateaction100.org/wp-content/uploads/2021/03/Climate-Action-100-Benchmark-Indicators-FINAL-3.12.pdf
4 https://cdn.cdp.net/cdp-production/cms/guidance_docs/pdfs/000/003/101/original/CDP_technical_note_-_Climate_transition_plans.pdf?1643994309
5 https://www.un.org/en/climatechange/net-zero-coalition
6 https://www.mckinsey.com/industries/aerospace-and-defense/our-insights/decarbonizing-defense-imperative-and-opportunity
7 https://sustainability.lockheedmartin.com/sustainability/content/Lockheed_Martin_2021_Sustainability_Report.pdf

End of Stockholder Proposal—Board Vote Recommendation on Proposal 7 on Following Page

88
 Proposal 7: Stockholder Proposal to Issue a Report on the Company’s Intention to Reduce Full Value Chain GHG Emissions

The Board of Directors Recommends Voting AGAINST Proposal 7

The Board of Directors recommends that stockholders vote AGAINST this proposal because we believe that its approach is
duplicative, unnecessarily prescriptive, premature and not in the best interest of our Company or our stockholders. Most
significantly, the defense industry is not prepared to comprehensively address Scope 3 emissions reduction goals and climate
transition plans until its customers provide support and partnership. Nevertheless, we are taking actions to address climate change
and sustainability, including with respect to Scope 3 emissions reduction activities, and we comprehensively report on
these actions.
Our GHG reduction goals reflect industry-standard practice and we are making progress toward meeting those targets. Setting
Scope 3 goals as sought by the proponent is premature and impractical given the nature of our industry and ultimate customers.
As discussed on page 34, within the last year we accelerated and restated our Scope 1 and Scope 2 carbon reduction and
renewable energy goals. Our disclosures and goal scope are on par with those of other defense contractors. A key point is that
defense contractors face unique issues in setting achievable Scope 3 emissions goals because of factors that fall outside of any
defense contractor’s purview, including:
• Sovereign governments control the specification of product requirements.
• Sovereign governments also control the ultimate end use of products.
• Customers are unable to provide contractors with product in use information.
• Any emissions reporting related to product use necessarily will be limited, at best, for national security reasons.
These factors make it extremely challenging for defense contractors to set the requested Scope 3 emissions targets at this time,
and inappropriate to include defense contractors like Lockheed Martin in a broader sector that includes companies that are not
defense contractors, such as commercial aviation or transportation, for the purpose of setting Scope 3 emissions targets. We are
unaware of any U.S.-based defense contractors that have set Net Zero Scope 3 reduction targets.
These challenges are exemplified when considering that the largest contribution to our Scope 3 emissions is estimated to be in the
category of use of sold products by our customers. These products are designed, developed and manufactured in accordance with
customer design specifications. In addition, we have no control or influence over the ultimate use of our products, which is dictated
fully by U.S. Government and allied nation directives. Setting reduction targets for the use of sold products would require
accountability and collaboration with the U.S. Government, other nations and industry partners that to date has not occurred in
large part because our customers determine how, when, and to what extent they use our products and because limiting post-sale
use is fundamentally inconsistent with our government customer requirements. We are acting to address these headwinds by:
• Engaging with the White House and the Department of Defense to discuss climate impacts of our products.
• Analyzing the proposed Federal Acquisition Regulation (FAR) and SEC rules that would require disclosure of climate-related
information and, in the case of the FAR proposal, would require the establishment of science-based emissions reduction targets,
inclusive of Scope 3. This work includes engaging to shape the final rules to account for our industry challenges.
The lack of an applicable and relevant framework for setting Scope 3 emissions targets for the defense industry and its shared
supply chain further limits our current ability to implement this proposal. The non-existence of a sectoral framework greatly
impacts our ability to publish a timeline for setting Scope 3 reduction targets or to announce a climate transition plan. Accordingly,
at this time it simply is not feasible for us to state a timeline for setting 1.5°C aligned Scope 3 reduction goals or a climate transition
plan as requested by the proponents.
We are currently engaging in forward-looking Scope 3 emissions reduction activities.
While setting Scope 3 emission reduction targets is a complex and challenging exercise for defense contractors, we are constantly
evaluating and developing opportunities across our value chain and related to our products with the goal of continued engagement
and the consideration of reduction targets when appropriate. We are currently engaging in the following activities that address
Scope 3 emissions:
• Actively participating with our industry peers in the International Aerospace Environmental Group (IAEG) GHG Reporting and
Management work group whose charter was broadened recently to promote industry-wide adoption of consistent emissions
accounting and reporting practices.
• Leading and achieving industry support through IAEG to deliver supplier sustainability education across our joint supply chain.

www.lockheedmartin.com 2023 Proxy Statement 89

Proposal 7: Stockholder Proposal to Issue a Report on the Company's Intention to Reduce Full Value Chain GHG Emissions

• Spearheading the development of an aerospace and defense (A&D) industry Supplier Renewable Energy Program that would
support our supplier base to accelerate the adoption of renewable energy and thus reduce Scope 3 emissions across the sector.
The program is designed to leverage the scale of a single industry’s global supply chain in a pre-competitive fashion to drive
system-level change.
• Continuing to develop products that reduce customer emissions. We are conducting continued research, development, test and
evaluation related to propulsion enhancements, including sustainable aviation fuel use. For example, in March 2022, Lockheed
Martin and partners successfully executed a commercial biofuel flight demonstration of 1,500 miles using a Sikorsky S-92.
We intend to enhance our sustainability reporting this spring to provide more details about our reporting and our past, present,
and future work related to Scope 3 GHG emissions management.
We are serious about climate change management and the reduction of our greenhouse gas (GHG) emissions, as demonstrated
by our long-standing sustainability programs, forward-looking commitments and detailed activity reporting.
For years, Lockheed Martin has been a sector and industry leader in the development of impactful, corporate-wide programs and
processes to manage climate change risk and cost. Below are several examples of our activities:
• In 2007, we established our Go Green program, through which we champion environmental stewardship and resource
efficiency across our facilities worldwide. Since the inception of the Go Green program, we have reduced carbon emissions by
more than 50%, energy consumption by almost 20% and waste-to-landfill output by nearly 50%.
• In 2010, we became the first A&D company, and one of the first industrial-based companies, to report to the CDP (formerly
known as the Carbon Disclosure Project) Climate Change questionnaire. This was followed by our establishment of a formal
sustainability organization and publication of our first sustainability report in 2012.
• In 2012, we initiated the development of our methodologies to assess, calculate and disclose our Scope 3 emissions and
engaged external experts to assist us in this effort. We have worked continually to refine and improve our Scope 3 emissions
calculation methodologies using available recognized standards in the years since.
• In 2020, we published our first Climate-Related Risks and Opportunities report, which aligns with the Task Force on Climate-
related Financial Disclosures (TCFD) recommendations. We expect to publish an updated report in 2023.
• In 2022, we accelerated our existing goals, committing to reduce absolute Scope 1 and 2 emissions by 36% by 2030 (as
discussed on page 34), which builds on our long history of refreshing our GHG emission reduction targets.
Through our annual sustainability reports, we disclose progress towards our Scope 1 and 2 emission reduction goals. We also
disclose details of our relevant Scope 3 emissions through our CDP Climate Change questionnaire and the ESG Performance Index,
which are accessible on the ESG Portal on our sustainability website. Accordingly, we already produce annual reports detailing our
programs and plans to achieve our emissions reduction targets and demonstrating our measured progress toward meeting
emissions reductions goals. We also already disclose all relevant Scope 3 emissions information. As the proposal specifically
requests Scope 3 emissions disclosures and annual reports demonstrating progress towards meeting emissions reduction goals,
these elements of the proposal are duplicative and unnecessary.

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Frequently Asked Questions
Your vote matters to us. We encourage all stockholders to vote on the proposals prior to the
Annual Meeting in accordance with the instructions that you receive with your proxy materials.

Voting Information
Who is entitled to vote?
All holders of our common stock (Stockholders) at the close of business on February 24, 2023 (the Record Date) are entitled to vote
their shares. This includes registered stockholders, Company savings plan participants and beneficial owners. As of the Record Date,
there were 254,518,944 shares issued and outstanding. The common stock is the only class of securities entitled to vote at the meeting
and each outstanding share entitles its holder to one vote.

How do I vote?
The following table indicates the applicable voting methods for each type of share ownership prior to the meeting. See “How do I know
what type of share ownership I have” below for more information on the types of share ownership. For information on how to vote
during the Annual Meeting, see “How do I participate and vote in the Annual Meeting?” If you hold shares in multiple accounts, you
may receive multiple proxy material packages (electronically and/or by mail). Please be sure to vote all of your Lockheed Martin shares
in each of your accounts in accordance with the voting instructions you receive.

Voting Methods Registered Stockholder Savings Plan Participant Beneficial Owner

By Internet Visit www.investorvote.com/LMT
(Recommended) Enter the Control Number printed on your proxy form.
Available twenty four hours a day, seven days a week
By Phone Call toll free 1-800-652-8683 in the U.S., Canada and Puerto Rico; or
Follow the instructions received
1-781-575-2300 from other locations. Have your control number
from your broker, bank, or other
available.
nominee. We expect the vast
Available twenty four hours a day, seven days a week
majority of beneficial owners will
By Mail be able to vote by Internet, phone,
Complete, sign, date and return your proxy or voting instruction card in
the mail. It must be received prior to your applicable voting deadline. mail or at the meeting.

At the Meeting Yes No

See page 95 for more information

How do I know what type of share ownership I have?

The table below provides descriptions of the different share ownership types, which are referenced throughout these FAQs. If you
have multiple accounts, you may hold shares via multiple methods. If you have additional questions, contact the entity from which you
received the proxy materials.

Registered Stockholder Savings Plan Participant Beneficial Owner

Your shares are registered directly in your name Your shares are allocated to a Company savings Your shares are held in a stock brokerage account
with the Company’s transfer agent, plan account, such as a 401(k) or other defined or by a bank or another nominee and registered in
Computershare Trust Company, N.A. contribution plan. “street name.”
(“Computershare”).

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Frequently Asked Questions

How will I receive the proxy voting materials and what materials should I expect to receive?
We are furnishing proxy materials to our stockholders primarily via “Notice and Access” delivery pursuant to SEC rules. On or about
March 14, 2023, we mailed to our stockholders (other than those who previously requested a printed set) a “Notice Regarding the
Availability of Proxy Materials” containing instructions on how to access the proxy materials via the Internet. This method of proxy
delivery reduces the cost of producing and mailing the full set of proxy materials and helps us contribute to sustainable environmental
practices and we encourage you to sign up for electronic delivery. Stockholders who previously consented to electronic delivery and
certain savings plan participants will receive their proxy materials via email. Most active employees who participate in the Company’s
savings plans will receive an email notification announcing Internet availability of the proxy materials. A paper copy will not be
provided unless requested by the employee following the instruction in the email notification.
The Proxy Statement and Annual Report are available to the public at www.edocumentview.com/LMT or www.lockheedmartin.com/
investor. The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding
Lockheed Martin. If you are a registered stockholder and would like to receive electronic copies of the proxy materials in the future,
you may visit www.lockheedmartin.com/investor and complete the online consent form under the “Shareholder Services” section.
Requests for electronic copies will remain in effect for all future proxy voting materials, including the Annual Report, unless withdrawn.
Withdrawal procedures are also available at www.lockheedmartin.com/investor. If you are a beneficial owner, contact your broker,
bank or other nominee for information on electronic delivery of proxy materials.
We also will provide a copy of our Proxy Statement and Annual Report without charge, upon written request, to any registered or
beneficial owner of common stock entitled to vote at the Annual Meeting. Requests can be made in writing addressed to Investor
Relations, Lockheed Martin Corporation, 6801 Rockledge Drive, Bethesda, MD 20817; by calling Lockheed Martin Stockholder Direct at
1-800-568-9758; or by accessing the Company’s website at www.lockheedmartin.com/investor.

How do you handle “householding”?

Our Company has adopted a procedure approved by the SEC called “householding.” Under this procedure, we send a single hard copy
of the Notice of Internet Availability or, if you requested full printed versions by mail, only one hard copy Proxy Statement and one
hard copy Annual Report to eligible stockholders who share the same address, unless we have received instructions to the contrary
from any stockholder at that address. Eligible stockholders who participate in householding will continue to receive separate proxy
cards. This practice is designed to reduce our Company’s printing and postage costs. We do not use householding for any other
stockholder mailings, such as dividend checks, IRS Forms 1099 or account statements. If you are a beneficial owner, please contact
your broker, bank or other nominee to inquire about any specific householding procedure.
If you are eligible for householding, but received multiple copies of the Notice of Internet Availability, Annual Report and Proxy
Statement, and prefer to receive only a single copy of each of these documents for your household, please contact Computershare,
Shareholder Relations, P.O. Box 43006, Providence, RI 02940-3006, or call 1-877-498-8861. If you are a registered stockholder residing
at an address with any other registered stockholder and wish to receive a separate Notice of Internet Availability, Annual Report or
Proxy Statement, we will promptly provide you with a separate copy or send you a separate copy in the future upon written or oral
request to Computershare as indicated above.

How early can I vote, and when are the voting deadlines?
Stockholders may vote as soon as they receive their proxy voting materials. We recommend that Stockholders vote prior to the Annual
Meeting and before any earlier deadline specified below. Early voting will ensure that your votes are properly received and tallied
before the 2023 proxy voting deadlines, provided below:

Registered Stockholder Savings Plan Participant Beneficial Owner

Voting April 27, 2023 April 24, 2023 Follow applicable deadlines on the information
Deadlines received from your broker, bank or other
Upon Poll Closure during Annual Meeting Before 11:59 PM ET
nominee

How do I change or revoke my vote?

For registered stockholders and savings plan participants, you may change or revoke your proxy or voting instructions prior to the
meeting by submitting later-dated instructions by Internet, telephone or mail or providing written notice to Lockheed Martin

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 Frequently Asked Questions

Corporation, Attention: Senior Vice President, General Counsel and Corporate Secretary, 6801 Rockledge Drive, Bethesda, MD 20817,
before your original proxy is voted at the Annual Meeting. To be effective, revocation instructions must be received by the applicable
voting deadlines. Registered stockholders may also revoke their proxy by attending and voting their shares at the Annual Meeting.
Attending the meeting, by itself, will not revoke a proxy. Beneficial owners should contact their broker, bank or nominee for
information on how to change or revoke any prior votes.

What will happen if I return my proxy without voting instructions, or if I do not return my proxy?
Voting outcomes will vary, per the scenarios as provided below:

Scenario Registered Stockholder Savings Plan Participant Beneficial Owner

I return my proxy without my Your shares will be voted according
voting instructions. to the voting recommendations of
the Board of Directors. It is in the Under New York Stock Exchange
best judgment of the named proxy The shares allocated to your rules, your broker, bank or other
holders if any other matters are account(s) will be voted by the plan nominee may vote your shares on
properly brought before the trustee depending on the terms of routine matters only. For this
Annual Meeting. your plan or other legal annual meeting, the only routine
requirements. matter is Proposal 4 (Ratification of
I do not return my proxy. Your shares will not be voted unless
Appointment of Ernst & Young).
you vote. Your vote must be
received before the voting deadline.

Note: The Company cannot provide a single proxy or instruction card for stockholders who own shares in multiple forms as registered
stockholders, savings plan participants or beneficial owners. As a result, if your shares are held in multiple stockholder accounts, you
must submit your votes for each type of account in accordance with the instructions that you receive for the respective account.

What am I voting on and what are the Board’s voting recommendations?

The following table summarizes the Board’s voting recommendations for each proposal, if properly presented during the Annual
Meeting, the vote required for each proposal to pass, and the effect of abstentions and uninstructed shares on each proposal.

Effect of
Abstentions Effect of
Board Voting on Votes Broker Non-
(1) (2) (3)
Proposal Description Page Recommendations Required Vote to Pass Cast Votes
1 Election of Directors 6 FOR ALL Majority of votes cast for None None
DIRECTOR each nominee
NOMINEES
2 Advisory Vote to Approve the Compensation of our 39 FOR Majority of votes cast; None None
Named Executive Officers (Say-on-Pay) advisory and non-binding
3 Advisory Vote on the Frequency of Holding Votes on Say- 40 FOR “ONE YEAR” Majority of votes cast(4); None None
on-Pay advisory and non-binding

4 Ratification of Appointment of Ernst & Young LLP as our 79 FOR Majority of votes cast; None Discretionary
Independent Auditors for 2023 advisory and non-binding voting
permitted
5 Stockholder Proposal Requiring an Independent 82 AGAINST Majority of votes cast; None None
Board Chairman advisory and non-binding
6 Stockholder Proposal to Issue a Human Rights Impact 85 AGAINST Majority of votes cast; None None
Assessment Report advisory and non-binding
7 Stockholder Proposal to Issue a Report on the Company’s 88 AGAINST Majority of votes cast; None None
Intention to Reduce Full Value Chain GHG Emissions advisory and non-binding

(1)
“Votes cast” excludes broker non-votes and excludes abstentions.
(2)
A stockholder who abstains on some or all matters is considered present for purposes of determining if a quorum is present at the Annual Meeting, but an
abstention is not counted as a vote cast under Maryland law. Accordingly, an abstention has no effect on the vote on any proposal.
(3)
Brokers only have discretionary authority to vote on Proposal 4. If a broker casts a vote on Proposal 4, the vote will be included in determining whether a
quorum exists for holding the meeting. Brokers do not have authority to vote on the other proposals (non-routine matters) absent directions from the

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Frequently Asked Questions

beneficial owner. Votes withheld by brokers in the absence of voting instructions from a beneficial owner are referred to as “broker non-votes” and will not
count as votes cast for that proposal and have no effect on the proposal outcome. A broker non-vote on these proposals will not impact our ability to obtain
a quorum.
(4)
Because the advisory vote on the frequency of holding votes on Say-on-Pay provides stockholders with the option to vote to hold a Say-on-Pay once every
one, two or three years, a majority of votes cast may not be reached for any of the frequency options presented. Accordingly, if none of one, two or three
years receive a majority of the votes cast for say on frequency, the Company will consider the number of years receiving the most votes to be the
preference of the stockholders.

Can other matters be decided at the Annual Meeting?

At the time that this Proxy Statement went to press, we were not aware of any other matters to be presented at the Annual Meeting. If
other matters are properly presented for consideration at the Annual Meeting, the proxy holders appointed by our Board (who are
named on your proxy card if you are a Registered Stockholder) will have the discretion to vote on those matters in accordance with
their best judgment on behalf of stockholders who provide a valid proxy by Internet, telephone or mail.

Are my votes confidential?

Voting instructions for Company savings plan participants are confidential as required by law. Individual votes of shareholders are kept
confidential by the Company and its agents, except as necessary to meet legal requirements.

Who will tally the votes?

Representatives from our authorized transfer agent, Computershare, will tabulate the votes and act as inspectors of election for the
Annual Meeting.

How will I be notified of the voting results of the Annual Meeting?

The preliminary voting results will be announced during the Annual Meeting. The final voting results will be tallied by the inspectors of
election and disclosed by the Company in a Current Report on Form 8-K filed with the SEC within four business days following the
Annual Meeting and posted on our investor website.

Who is soliciting proxies and who pays the cost of this proxy solicitation?
The Company’s Board of Directors solicits proxies for the Annual Meeting. We may solicit proxies by Internet, telephone, mail or in
person. To the extent necessary to ensure sufficient representation at the Annual Meeting, we may request the return of proxies by
mail, express delivery, courier, telephone, Internet or other means. The Company pays the cost of soliciting proxies on behalf of the
Board for the Annual Meeting. We may make arrangements with brokerage houses or other custodians, nominees and fiduciaries to
send the proxy voting materials to beneficial owners on our behalf. We reimburse these entities for their reasonable expenses. We
have retained Morrow Sodali LLC, 333 Ludlow Street, 5th floor, South Tower, Stamford, CT 06902 to aid in the solicitation of proxies
and to verify related records for a fee of $35,000, plus expenses.

Annual Meeting Information

Why does Lockheed Martin conduct a virtual Annual Meeting?
We will conduct our 2023 Annual Meeting exclusively online through a live audio webcast. We adopted this format to facilitate
attendance and to enable stockholders to attend fully and equally, regardless of size of holdings, resources or physical location.

What is a quorum and how many shares must be present to hold the Annual Meeting?
In order for Lockheed Martin to lawfully conduct business at our Annual Meeting, a majority of the shares outstanding and entitled to
vote as of the Record Date must be present by virtual attendance or by proxy. This majority is referred to as a quorum. Your shares will
be counted as present at the 2023 Annual Meeting if you attend the Annual Meeting virtually (whether you vote or abstain from
voting) or if you properly return a proxy in advance of the Annual Meeting and do not revoke your proxy. Broker non-votes will also be
considered for determining a quorum.

How do I access the virtual Annual Meeting?

Go to www.meetnow.global/LMT2023. You will have the option to either
1. Attend as a Guest Without a Control Number by selecting “Guest” and entering the required information.
2. Attend as a Participant With a Control Number by entering your Control Number.

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 Frequently Asked Questions

After accepting the terms and conditions, you will be automatically directed to the page for the Annual Meeting from which you can
view the meeting agenda and other materials and ask questions and vote depending on whether you are a Participant.

When should I log into the virtual Annual Meeting?

The Annual Meeting will begin promptly at 9:00 a.m. EDT, on April 27, 2023. You may login into the meeting platform beginning
approximately 30 minutes before the meeting start time. We encourage attendees to log into the meeting at least 15 minutes before
the start time to test your audio system.

Can I attend the virtual Annual Meeting from a mobile device?

Yes, you should be able to access the Annual Meeting using any device capable of running the most common internet browsers.

Who can assist me if I have technical difficulties prior to or during the meeting?
If you encounter technical difficulties, please call Computershare’s live Technical Assistance Line for immediate support at
1-888-724-2416 (toll-free) or +1-781-575-2748 (international).

Who is eligible to attend the Annual Meeting?

Anyone is welcome to view the meeting, however, only stockholders with a control number will be able to participate in the meeting.

Features: Guest Participant

View the Meeting

View Meeting Documents

Ask Question During the Meeting –

Vote During the Meeting – Registered Stockholder: Yes

Savings Plan Participant: No
Beneficial Owner: Depends; refer to the question
below for additional information

How do I participate and vote in the Annual Meeting?

Stockholders may attend the Annual Meeting via the Internet by visiting www.meetnow.global/LMT2023. You will be prompted to
enter the unique control number received with your proxy materials to join and participate in the meeting. Company savings plan
participants who join the Annual Meeting by using their control number will be able to ask questions but not vote during the meeting.
The vast majority of beneficial owners will be able to participate using the control number received with their voting instruction form,
but we recommend that beneficial owners confirm this ability with the broker, bank or other nominee through which they hold their
shares. If your broker, bank or other nominee does not provide the ability to access the virtual Annual Meeting, then you will be
required to request a legal proxy from them to participate in the Annual Meeting. See “What is a legal proxy and how do I
request one?”

Who can submit a question during the Annual Meeting?

Stockholders attending the meeting as a Participant using their control number will be able to submit questions via the virtual meeting
platform in accordance with the Annual Meeting rules and procedures, which will be available on the meeting website. If you do not
have a control number, you may attend the Annual Meeting as a Guest, but you will not have the functionality to ask a question.

When will my question be answered?

A live question and answer session will take place after the formal business is completed, during which our Company representatives
will respond to questions submitted via the virtual meeting platform during the meeting.

What is a legal proxy and how do I request one?

A legal proxy is a legal authorization from you to another person or from you to your broker, bank or other nominee if you are a
beneficial owner who authorizes the other person or entity to vote the shares held in your name or in the nominee’s name that
satisfies Maryland law. If you are a beneficial owner and your control number does not enable you to attend the Annual Meeting as a

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Frequently Asked Questions

Participant, then to participate in the Annual Meeting, you will need to request a legal proxy from your broker, bank or other nominee
and register with Computershare in advance of the Annual Meeting.
To register you must present the legal proxy you obtained from your broker, bank or other nominee to Computershare by email to
Computershare at legalproxy@computershare.com or mail to “Computershare, Lockheed Martin Corporation Legal Proxy, P.O. Box
43001, Providence, RI 02940-3001.” In each case, your communication should be labeled “Legal Proxy” and include proof from your
broker, bank or other nominee of your valid proxy (e.g., a forwarded email from your broker, bank or other nominee with your valid
proxy attached, or an image of your valid proxy attached to your email or included in your mailing). Computershare will then confirm
your registration and provide you with a 15-digit Control Number that you may use to attend the Annual Meeting as a Participant and
vote during the meeting. Note that the legal proxy must be requested no later than 5:00 p.m. EDT, on April 24, 2023.

Stockholder Proposals or Nominations for 2024

How do I submit a proposal or nomination for the 2024 Annual Meeting of Stockholders?
Stockholders who wish to submit a proposal or nominate a director for consideration at the 2024 Annual Meeting may write to:
Lockheed Martin Corporation, Attention: Senior Vice President, General Counsel and Corporate Secretary, 6801 Rockledge Drive,
Bethesda, MD 20817.
The table below provides the requirements for how to submit a stockholder proposal or nomination, in compliance with the SEC rules,
including Rule 14a-8, and our Company’s Proxy Access Bylaw Provision.

Type of Proposal Deadline Submission Requirements

Proposal to be Considered for inclusion in November 15, 2023 Must comply with applicable SEC rules (including
Lockheed Martin’s Proxy Materials. SEC Rule 14a-8); see also Staff Legal Bulletin 14,
Stockholders who wish to present proposals which may be found at www.sec.gov
for inclusion in the proxy materials to be
distributed by us in connection with our
2024 Annual Meeting.
Director Nomination for Inclusion in Must be received between Must provide the information required under our
Lockheed Martin’s Proxy Materials (Proxy October 16, 2023 and Bylaws, including Section 1.11
Access). Stockholders who wish to present a November 15, 2023
proxy access nomination for consideration
at our 2024 Annual Meeting.
Other Proposals and Nominations. Under Must be received between Must provide the information required under our
our Bylaws, certain procedures must be October 16, 2023 and Bylaws, including Section 1.10. Stockholders who
followed for a stockholder to nominate November 15, 2023 intend to solicit proxies in support of nominees
persons for election as directors or to other than our nominees (Universal Proxy
introduce an item of business at our 2024 Nominees), in addition to providing all information
Annual Meeting. required by our Bylaws by the deadline referenced
in the preceding column, must timely comply with
all other requirements of our Bylaws and SEC Rule
14a-19.

How do I find additional information about stockholder proponents?

As required by SEC rules, we will provide the address of the sponsor(s) of the stockholder proposals included within this Proxy
Statement upon receiving an oral or written request from a stockholder. These requests should be directed to: Corporate Secretary,
Lockheed Martin Corporation, 6801 Rockledge Drive, Bethesda, MD 20817 or (301) 897-6000. The Company is not responsible for the
contents of the stockholder proposals or the related supporting statements.

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 Frequently Asked Questions

Communicating with us and Additional Information

How do I communicate with the Company’s Independent Lead Director or other non-
management directors with questions or comments?
Company stockholders and any other interested party may communicate with the independent Lead Director or with the non-
management directors as a group, as follows:
• By Email: Lead.Director@lmco.com
• By Mail: Independent Lead Director or Non-Management Directors, c/o Senior Vice President, General Counsel and Corporate
Secretary, Lockheed Martin Corporation, 6801 Rockledge Drive, Bethesda, MD 20817.
Our Senior Vice President, General Counsel and Corporate Secretary (or her delegate) reviews all correspondence sent to the Board.
The Board has authorized our Senior Vice President, General Counsel and Corporate Secretary (or her delegate) to respond to
correspondence regarding routine stockholder matters and services (e.g., stock transfers, dividends, etc.). Correspondence from
stockholders relating to accounting, internal controls or auditing matters are brought to the attention of the Audit Committee. All
other correspondence is forwarded to the independent Lead Director who determines whether distribution to a Board committee or to
the full Board for review is appropriate. At any time, any director may review a log of all correspondence addressed to the Board and
request copies of such correspondence.

What additional information will I find on the Company’s website?

You will find information about the Company and our corporate governance practices at www.lockheedmartin.com/corporate-
governance. Our website contains information about our Board, Board committees, Charter, Bylaws, Code of Conduct, Governance
Guidelines and information about insider transactions. Stockholders may obtain, without charge, hard copies of the above documents
by writing to Investor Relations, Lockheed Martin Corporation, 6801 Rockledge Drive, Bethesda, MD 20817. Information contained on
or made available through our website or other websites mentioned in this Proxy Statement is not incorporated into, and is not a part
of this Proxy Statement, and any references to our website are intended to be inactive textual references only.

www.lockheedmartin.com 2023 Proxy Statement 97

Appendix A: Definition of Non-GAAP Measures
Certain financial and performance metrics in this Proxy Statement are considered Non-GAAP financial measures under the SEC’s rules
because they are calculated by adjusting a comparable measure calculated in accordance with U.S. generally accepted accounting
principles (GAAP). While we believe that these Non-GAAP financial measures may be useful in evaluating Lockheed Martin, this
information should be considered supplemental and is not a substitute for financial information prepared in accordance with GAAP. In
addition, our definitions for Non-GAAP measures may differ from similarly titled measures used by other companies or analysts.

Segment Operating Profit

Segment Operating Profit represents operating profit from our business segments before unallocated income and expense. This
measure is used by our senior management in evaluating the performance of our business segments. The caption “Total Unallocated
Items” reconciles Segment Operating Profit to Consolidated Operating Profit. We use Segment Operating Profit as a performance goal
in the annual incentive plan.

2022
($M) ($)
Consolidated Operating Profit (GAAP) 8,348
Total Unallocated Items (1,129)
Segment Operating Profit (Non-GAAP) 7,219

Return on Invested Capital (ROIC)

ROIC is defined as net earnings plus after-tax interest expense divided by average invested capital (total equity plus debt) after
adjusting total equity by adding back adjustments related to the Company’s post-retirement benefit plans. We use ROIC as a
performance measure for LTIP and PSUs.
Three-Year
ROIC Calculation ($M) 2020–2022
Net Earnings(a) $ 6,293
(b)
Adjustments to Net Earnings 956
Interest Expense (multiplied by 79%) (a)(c) 470
Return $ 7,719
Average Debt(d)(e) $ 12,384
Average Equity(e)(f) 7,507
(b)(e)
Average Adjustments to Equity 930
Average Benefit Plan Adjustments(e) 12,870
Average Invested Capital $ 33,691
ROIC 22.9%

(a)
Three-year 2020-2022 values for Net Earnings, Interest Expense and any Return related adjustments reflect average values over the period.
(b)
Net earnings and equity were adjusted to exclude the impact of the noncash, non-operating pension settlement charge of $1.7 billion ($1.3 billion after-tax)
due to the 2021 pension risk transfer event and the non-operating settlement charge of $1.5 billion ($1.2 billion after-tax) due to the 2022 pension risk
transfer event. In addition, net earnings and equity were adjusted to neutralize pension-related impacts to the Company’s long range plan resulting solely
from the implementation of the American Rescue Plan Act of 2021.
(c)
Represents after-tax interest expense utilizing the U.S. federal statutory tax rate of 21 percent in 2020-2022. Interest expense is added back to net earnings
as it represents the return to debt holders. Debt is included as a component of average invested capital.
(d)
Debt consists of long-term debt, including current maturities, and short-term borrowings (if any).
(e)
The three-year averages are calculated using thirteen quarter point balances at the start of the plan performance period and at the end of each quarter for
each of the three-years in the performance period.
(f)
Equity includes non-cash adjustments, primarily to recognize the funded / unfunded status of the Company’s post-retirement benefit plans.

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 Appendix A: Definition of Non-GAAP Measures

Performance Cash
Performance Cash represents the Company’s Cash from Operations adjusted for items as described in the 2020-2022 PSU and LTIP
award agreements. For the 2020-2022 performance cycle award agreements, Cash from Operations was adjusted for the items in the
table below to calculate Performance Cash.

2020-2022
Cash Flow ($M) ($)
Cash from Operations (GAAP) 25,206
Pension Funding Adjustment
Actual Pension Funding 1,235
Planned Pension Funding 2,838
Delta: Forecasted vs. Actual Pension Contributions (1,603)
Adjustment for Unplanned Tax Payments related to Divestitures (25)
Adjustment for Unplanned Tax Payments related to Reduction in Planned Pension Contributions 577
Adjustment for Implementation of American Rescue Plan Act 426
Adjustment for CARES Impact / Supplier Accelerations (295)
Adjustment for Tax Payment related to Interpretations in Law related to the Amortization of R&D expenditures (1,389)
Net Adjusting Items (2,309)
Performance Cash (Non-GAAP) 22,897

Free Cash Flow

Free cash flow is defined as cash from operations less capital expenditures. Our capital expenditures are comprised of equipment and
facilities infrastructure and information technology (inclusive of costs for the development or purchase of internal-use software that
are capitalized). We use Free Cash Flow to evaluate our business performance and overall liquidity and it is a performance goal in our
annual and long-term incentive plans. We believe Free Cash Flow is a useful measure for investors because it represents the amount of
cash generated from operations after reinvesting in the business and that may be available to return to stockholders and creditors
(through dividends, stock repurchases and debt repayments) or available to fund acquisitions or other investments. The entire Free
Cash Flow amount is not necessarily available for discretionary expenditures, however, because it does not account for certain
mandatory expenditures, such as the repayment of maturing debt and pension contributions. When used for performance
determination of the PSU and LTIP awards and the annual incentive plan, Free Cash Flow must be adjusted for items as described in
the PSU and LTIP award agreements or Compensation Committee resolution, as applicable. Prior to the 2022 grants, Performance Cash
described above was used instead of Free Cash Flow. The following table reconciles Cash from Operations to Free Cash Flow:

2022 2021 2020

($M) ($) ($) ($)
Cash from Operations (GAAP) 7,802 9,221 8,183
Capital Expenditures (1,670) (1,522) (1,766)
Free Cash Flow (Non-GAAP) 6,132 7,699 6,417

www.lockheedmartin.com 2023 Proxy Statement 99

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:
• budget uncertainty, the risk of future budget cuts, the impact of • changes in foreign national priorities and foreign government
continuing resolution funding mechanisms and the debt ceiling budgets and planned orders, including the impact of a
and the potential for government shutdowns and changing strengthening U.S. dollar;
funding and acquisition priorities; • the competitive environment for the Company’s products and
• the Company’s reliance on contracts with the U.S. Government, services, including competition from startups and non-traditional
which are dependent on U.S. Government funding and can be defense contractors;
terminated for convenience, and the Company’s ability to • the Company’s ability to develop and commercialize new
negotiate favorable contract terms; technologies and products, including emerging digital and network
• risks related to the development, production, sustainment, technologies and capabilities;
performance, schedule, cost and requirements of complex and • the Company’s ability to benefit fully from or adequately protect
technologically advanced programs, including the F-35 program; its intellectual property rights;
• planned production rates and orders for significant programs, • the Company’s ability to attract and retain a highly skilled
compliance with stringent performance and reliability standards, workforce, the impact of work stoppages or other
and materials availability; labor disruptions;
• the timing of contract awards or delays in contract definitization • cyber or other security threats or other disruptions faced by the
as well as the timing and customer acceptance of product Company or its suppliers;
deliveries and performance milestones; • the Company’s ability to implement and continue, and the timing
• the Company’s ability to recover costs under U.S. Government and impact of, capitalization changes such as share repurchases,
contracts and the mix of fixed-price and cost-reimbursable dividend payments and financing transactions;
contracts; • the Company’s ability to meet its ESG goals and targets;
• customer procurement policies that shift risk to contractors, • the accuracy of the Company’s estimates and projections;
including competitively bid programs with fixed-price • the impact of pension risk transfers, including potential noncash
development work or follow-on production options or other settlement charges, timing and estimates regarding pension
financial risks; and the impact of investments, cost overruns or funding and movements in interest rates and other changes that
other cost pressures and performance issues on fixed may affect pension plan assumptions, stockholders’ equity, the
price contracts; level of the FAS/CAS adjustment, and actual returns on pension
• changes in procurement and other regulations and policies plan assets;
affecting the Company’s industry, export of its products, cost • realizing the anticipated benefits of acquisitions or divestitures,
allowability or recovery, preferred contract type, and performance investments, joint ventures, teaming arrangements or internal
and progress payments policy; reorganizations, and market volatility affecting the fair value of
• performance and financial viability of key suppliers, teammates, investments that are marked to market;
joint venture partners, subcontractors and customers; • the Company’s efforts to increase the efficiency of its operations
• economic, industry, business and political conditions including and improve the affordability of its products and services,
their effects on governmental policy; including through digital transformation and cost reduction
• the impact of inflation and other cost pressures; initiatives;
• the impact of COVID-19 or future epidemics on the Company’s • the risk of an impairment of the Company’s assets, including the
business and financial results, including supply chain disruptions potential impairment of goodwill recorded at the Sikorsky line
and delays, labor challenges associated with employee absences, of business;
quarantine restrictions, travel restrictions, site access, program • the availability and adequacy of the Company’s insurance
delays, and changes in customer payment policies; and indemnities;
• government actions that disrupt the Company’s supply chain or • impacts of climate change and compliance with laws, regulations,
prevent the sale or delivery of its products (such as delays in policies, and customer requirements in response to climate
approvals for exports requiring Congressional notification); change concerns;
• trade policies or sanctions (including Chinese sanctions on the • changes in accounting, U.S. or foreign tax, export or other laws,
Company or its suppliers, teammates or partners, U.S. regulations, and policies and their interpretation or
Government sanctions on Türkish entities and persons, and application; and
potential indirect effects of sanctions on Russia to the Company’s • the outcome of legal proceedings, bid protests, environmental
supply chain); remediation efforts, audits, government investigations or
• the Company’s success expanding into and doing business in government allegations that the Company has failed to comply
adjacent markets and internationally and the risks posed by with law, other contingencies and U.S. Government identification
international sales; 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 our filings with the SEC including, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”
and “Risk Factors” in our Annual Report on Form 10-K for the year ended Dec. 31, 2022. Our filings may be accessed through the Investor
Relations page of our website, www.lockheedmartin.com/investor, or through the website maintained by the SEC at www.sec.gov.
Our 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 filing. Except where required by applicable law, we expressly disclaim 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.

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Sustainability Awards and Recognitions

• Forbes Best Employers for New Grads

• Forbes Best Employers for Diversity
• Forbes America’s Best Large Employers
• Forbes #1 for Workers in Aerospace and Defense
Dow Jones Sustainability Indices World Index and • Forbes Best Employers for Veterans
North American Index Ranking • Forbes World’s Best Employers
• Forbes America’s Best Employers by State
• Ranked in the Top 100 of JUST Capital’s 2022 Workforce
Equity and Mobility Ranking
• Minority Engineer Reader’s Choice Awards Top 50
Employers for Minority Engineers
• American Business Award bronze award for diversity
ENERGY STAR 2022 Partner of the
Year Sustained Excellence Award and inclusion
• LinkedIn Top Companies to grow your career
• Equal Opportunity Reader’s Choice Awards Top 50
Employers for Equal Opportunity
• Woman Engineer Reader’s Choice Awards Top 50
Employers for Women
Department of Labor 2022 HIRE Vets Gold • Named One of Fortune’s World’s Most
Medallion Award Admired Companies
• National Organization on Disability 2022 Leading
Disability Employers
• Military.com Top 25 Employers for Veterans
• Gold Hermes Award Winner in the Educational Category
• Human Rights Campaign Best Places to Work for
LGBTQIA+ Equality
JUST Capital: Included in the JUST 100 for fourth
consecutive year
• Ranked in the U.S. EPA Green Power Partnership National
Top 100
• Ranked in the U.S. EPA Green Power Partnership Top 30
On-site Generation

Lockheed Martin Corporation

6801 Rockledge Drive
Bethesda, MD 20817
www.lockheedmartin.com

© 2023 Lockheed Martin Corporation