SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
LaTorre Craig M

(Last) (First) (Middle)
2710 WYCLIFF ROAD

(Street)
RALEIGH NC 27607

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/09/2019
3. Issuer Name and Ticker or Trading Symbol
MARTIN MARIETTA MATERIALS INC [ MLM ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP, CHRO
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 8,080(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents unvested restricted stock units granted under the Martin Marietta Materials, Inc. Amended and Restated Stock-Based Award Plan. 5,892 restricted stock units were awarded on August 23, 2018, which award vests in three equal installments on each of the third, fourth and fifth anniversaries of the award date, subject to continued employment and other terms and conditions specified in the award agreement. 2,188 restricted stock units were awarded on February 20, 2019, which award vests pro rata in equal annual installments over three years from the date of grant.
Remarks:
Exhibit 24.1 - Power of Attorney
/s/ Roselyn R. Bar, attorney-in-fact 05/09/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
CRAIG M. LATORRE
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS

     Know all by these presents, that the undersigned hereby
makes, constitutes and appoints each of Roselyn R. Bar and M.
Guy Brooks, III, each acting individually, as the
undersigned's true and lawful attorney-in-fact, with full
power and authority as hereinafter described on behalf of and
in the name, place and stead of the undersigned to:

     (1)  prepare, execute, acknowledge, deliver and file
Forms 3, 4, and 5 (including any amendments thereto and
including any Forms 144) with respect to the securities of
Martin Marietta Materials, Inc. a North Carolina corporation
(the "Company"), with the United States Securities and
Exchange Commission, any national securities exchanges and the
Company, as considered necessary or advisable under
Section 16(a) of the Securities Exchange Act of 1934 and the
rules and regulations promulgated thereunder, as amended from
time to time (the "Exchange Act");

     (2)  seek or obtain, as the undersigned's representative
and on the undersigned's behalf, information on transactions
in the Company's securities from any third party, including
brokers, employee benefit plan administrators and trustees,
and the undersigned hereby authorizes any such person to
release any such information to the undersigned and approves
and ratifies any such release of information; and

     (3)  perform any and all other acts which in the
discretion of such attorney-in-fact are necessary or desirable
for and on behalf of the undersigned in connection with the
foregoing.
The undersigned acknowledges that:

     (1)  this Power of Attorney authorizes, but does not
require, each such attorney-in-fact to act in their discretion
on information provided to such attorney-in-fact without
independent verification of such information;

     (2)  any documents prepared and/or executed by either
such attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney will be in such form and will contain
such information and disclosure as such attorney-in-fact, in
his or her discretion, deems necessary or desirable;

     (3)  neither the Company nor either of such attorneys-in-
fact assumes (i) any liability for the undersigned's
responsibility to comply with the requirement of the Exchange
Act, (ii) any liability of the undersigned for any failure to
comply with such requirements, or (iii) any obligation or
liability of the undersigned for profit disgorgement under
Section 16(b) of the Exchange Act; and

     (4)  this Power of Attorney does not relieve the
undersigned from responsibility for compliance with the
undersigned's obligations under the Exchange Act, including
without limitation the reporting requirements under Section 16
of the Exchange Act.

     The  undersigned hereby gives and grants each of the
foregoing attorneys-in-fact full power and authority to do and
perform all and every act and thing whatsoever requisite,
necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the
undersigned might or could do if present, hereby ratifying all
that each such attorney-in-fact of, for and on behalf of the
undersigned, shall lawfully do or cause to be done by virtue
of this Limited Power of Attorney.

     This Power of Attorney shall remain in full force and
effect until revoked by the undersigned in a signed writing
delivered to each such attorney-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 7th day of May, 2019.


                         _/s/_Craig_M._LaTorre_____
                         CRAIG M. LATORRE