Form 4: Lockheed Martin Director Acquires Additional Phantom Stock Units Through Deferred Compensation Plan

Lockheed Martin Corp. Director David B. Burritt acquired 91.7649 phantom stock units on June 30, 2025, as part of his deferred compensation, increasing his total beneficial ownership of such units.

Summary

• David B. Burritt, a Director at Lockheed Martin Corp. (LMT), acquired 91.7649 phantom stock units on June 30, 2025.
• These units were acquired at a price of $463.14 per unit through the deferral of director retainer fees under the Lockheed Martin Corporation Directors Deferred Compensation Plan.
• Phantom stock units convert to common stock on a one-for-one basis and are settled in cash upon the reporting person's retirement or termination of service.
• Following this transaction, Burritt's indirect beneficial ownership of phantom stock units under the Deferred Compensation Plan increased to 10,855.6167 units.
• Burritt also holds an additional 13,560.8171 phantom stock units indirectly through the Lockheed Martin Corporation Amended and Restated Directors Equity Plan.
• Total beneficial ownership of phantom stock units across both plans is 24,416.4338 units.
• Holdings include additional acquisitions through dividend reinvestment.
• A Power of Attorney was filed, authorizing specific individuals to manage and file SEC reports on behalf of David B. Burritt.

Sentiment

Score: 6

Explanation: The document reports a routine, expected transaction related to director compensation. It is neutral to slightly positive as it indicates continued alignment of director interests with the company, but does not contain new operational or financial performance data.

Positives

• The acquisition of phantom stock units by a director indicates continued alignment of management interests with shareholder value.
• The transaction is part of a structured deferred compensation plan, reflecting a stable and predictable compensation framework for directors.

Future Outlook

Phantom stock units acquired through the Directors Deferred Compensation Plan and previously acquired units under the Directors Equity Plan are generally settled in cash or stock upon the reporting person's retirement or termination of service. For awards granted on or after January 1, 2018, under the Directors Equity Plan, non-employee directors who meet stock ownership guidelines may elect payment on the first business day of April following vesting.

Management Comments

• Phantom stock units convert to common stock on a one-for-one basis.
• Units are settled in cash upon the reporting person's retirement or termination of service.
• Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment.

Industry Context

This filing reflects a routine director compensation event common in large, publicly traded corporations, particularly within the defense and aerospace industry. Deferred compensation plans and equity-based incentives are standard mechanisms used to align the interests of directors and executives with long-term shareholder value, encouraging retention and performance.

Comparison to Industry Standards

• The use of phantom stock units and deferred compensation plans for director remuneration is a common practice among S&P 500 companies, including peers in the defense sector such as Boeing (BA) and Raytheon Technologies (RTX).
• The one-for-one conversion of phantom units to common stock is a standard feature of such plans, providing a direct link to the company's share price performance.
• Settlement upon retirement or termination of service is a typical vesting schedule for long-term incentive plans for non-employee directors, promoting long-term commitment.

Corporate Governance

Related Party Transactions

• The acquisition of phantom stock units by Director David B. Burritt through the company's deferred compensation plan constitutes a related party transaction, which is a standard component of director remuneration.

Stakeholder Impact

• Shareholders: The transaction aligns the director's financial interests with the company's stock performance, potentially fostering long-term value creation. The phantom units, while not immediately dilutive, represent future obligations that could be settled in cash or stock.
• Employees: No direct impact on general employees is indicated by this specific filing.

Next Steps

• Settlement of the phantom stock units will occur upon the reporting person's retirement or termination of service, or potentially earlier for specific awards granted after January 1, 2018, if stock ownership guidelines are met.

Key Dates

Recommendation

Keywords

Lockheed Martin, LMT, SEC Form 4, Insider Transaction, Director Compensation, Phantom Stock Units, Beneficial Ownership, Deferred Compensation, Corporate Governance