MARTIN MARIETTA MATERIALS INC Commitments Disclosure
Note N: Commitments and Contingencies
Legal and Administrative Proceedings. The Company is engaged in certain legal and administrative proceedings incidental to its normal business activities. In the opinion of management and counsel, based upon currently available facts, the likelihood is remote that the ultimate outcome of any litigation and other proceedings, including those pertaining to environmental matters (see Note A), relating to the Company and its subsidiaries, will have a material adverse effect on the overall results of the Company’s operations, its cash flows or its financial position.
Asset Retirement Obligations. The Company incurs reclamation and teardown costs as part of its mining and production processes. Estimated future obligations are discounted to their present value and accreted to their projected future obligations via charges to operating expenses. Additionally, the fixed assets recorded concurrently with the liabilities are depreciated over the period until retirement activities are expected to occur. Total accretion and depreciation expenses for 2025, 2024 and 2023 were $20 million, $27 million and $16 million, respectively, and are included in Other operating income, net, in the consolidated statements of earnings.
The following shows the changes in asset retirement obligations:
years ended December 31 |
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
Balance at beginning of year |
|
$ |
429 |
|
|
$ |
397 |
|
|
$ |
380 |
|
Accretion expense |
|
|
11 |
|
|
|
11 |
|
|
|
11 |
|
Liabilities incurred and liabilities assumed in business combinations |
|
|
2 |
|
|
|
12 |
|
|
|
34 |
|
Liabilities settled |
|
|
(8 |
) |
|
|
(2 |
) |
|
|
(28 |
) |
Revisions in estimated cash flows |
|
|
(81 |
) |
|
|
9 |
|
|
|
(13 |
) |
Liabilities reclassified from assets held for sale |
|
|
— |
|
|
|
2 |
|
|
|
13 |
|
Balance at end of year |
|
$ |
353 |
|
|
$ |
429 |
|
|
$ |
397 |
|
Other Environmental Matters. The Company’s operations are subject to and affected by federal, state and local laws and regulations relating to the environment, health and safety, and other regulatory matters. Certain of the Company’s operations may, from time to time, involve the use of substances that are classified as toxic or hazardous within the meaning of these laws and regulations. Environmental operating permits are, or may be, required for certain of the Company’s operations, and such permits are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental remediation liability is inherent in the operation of the Company’s businesses, as it is with other companies engaged in similar businesses. The Company has no material provisions for environmental remediation liabilities and does not believe such liabilities will have a material adverse effect on the Company in the future.
Insurance Accruals. At December 31, 2025 and 2024, accruals of $56 million and $53 million, respectively, were recorded for insurance claims.
Letters of Credit. In the normal course of business, the Company provides certain third parties with standby letter of credit agreements guaranteeing its payment for certain insurance claims, contract performance and permit requirements. At December 31, 2025, the Company was contingently liable for $34 million in letters of credit.
Surety Bonds. At December 31, 2025, the Company was contingently liable for $850 million in surety bonds required by certain governments and their related agencies. The bonds are provided in the normal course of business and are principally for certain insurance claims, construction contracts, reclamation obligations and mining permits guaranteeing the Company’s own performance. The Company has indemnified the underwriting insurance company against any exposure under the surety bonds. In the Company’s past experience, no material claims have been made against these financial instruments.
Purchase Commitments. The Company had purchase commitments for property, plant and equipment of $119 million as of December 31, 2025. The Company also had other purchase obligations related to energy and service contracts of $154 million as of December 31, 2025. The Company’s contractual purchase commitments as of December 31, 2025 are as follows:
(in millions) |
|
|
|
|
2026 |
|
$ |
174 |
|
2027 |
|
|
31 |
|
2028 |
|
|
13 |
|
2029 |
|
|
11 |
|
2030 |
|
|
12 |
|
Thereafter |
|
|
32 |
|
Total |
|
$ |
273 |
|
Of the total contractual purchase commitments, $14 million was for the Company's Texas cement business and related ready mixed concrete operations that are classified as assets held for sale as of December 31, 2025.
Capital expenditures in 2025, 2024 and 2023 that were purchase commitments as of the prior year end were $150 million, $139 million and $111 million, respectively.
Contracts of Affreightment and Royalty Commitments. Future minimum contracts of affreightment and royalty commitments for all noncancelable agreements that are not accounted for as leases on the Company’s consolidated balance sheet as of December 31, 2025 are as follows:
(in millions) |
|
Contracts of Affreightment |
|
|
Royalty |
|
||
2026 |
|
$ |
17 |
|
|
$ |
30 |
|
2027 |
|
|
18 |
|
|
|
17 |
|
2028 |
|
|
— |
|
|
|
16 |
|
2029 |
|
|
— |
|
|
|
13 |
|
2030 |
|
|
— |
|
|
|
12 |
|
Thereafter |
|
|
— |
|
|
|
81 |
|
Total |
|
$ |
35 |
|
|
$ |
169 |
|
Employees. As of December 31, 2025, approximately 13% of the Company’s employees are represented by a labor union. All such employees are hourly employees. The Company maintains collective bargaining agreements relating to the union employees within
the Building Materials business and Specialties segment. Within the Specialties segment, 59% of hourly employees are represented by labor unions. The Company’s principal union contracts for the Specialties segment cover employees at the Manistee, Michigan, magnesia-based chemicals plant, the Woodville, Ohio, lime plant and the Gabbs, Nevada, magnesia mine and processing plant. The Woodville, Manistee and Gabbs collective bargaining agreements expire in June 2026, August 2027 and June 2028, respectively.Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 19, 2026 | Showing above |
| 2024 | Feb 21, 2025 | |
| 2023 | Feb 23, 2024 | |
| 2022 | Feb 24, 2023 | |
| 2021 | Feb 22, 2022 | |
| 2020 | Feb 19, 2021 | |
| 2019 | Feb 21, 2020 | |
| 2018 | Feb 25, 2019 | |
| 2017 | Feb 23, 2018 | |
| 2016 | Feb 24, 2017 | |
| 2015 | Feb 23, 2016 | |
About Commitments Disclosures
Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.
Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.