Martin Marietta Materials, Inc. (NYSE:MLM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 5, 2018, the board of directors (the “Board”) of Martin Marietta Materials, Inc. (the “Company”) increased the size of the Board from 9 directors to 10 directors and elected Dorothy M. Ables to fill the newly-created directorship. Ms. Ables has been appointed to the Board’s Audit Committee.

Ms. Ables will receive the directors fees and stock-based compensation for directors previously disclosed in the Company’s proxy statement for its 2018 Annual Meeting of Shareholders. Ms. Ables will stand for re-election at the Company’s 2019 Annual Meeting of Shareholders.

Ms. Ables, 60, served as Chief Administrative Officer of Spectra Energy Corp. from November 1, 2008 until her retirement in February 2017, culminating a more than 30-year career at Spectra Energy and its predecessor companies. As CAO, Ms. Ables was responsible for information technology, human resources, support services and community relations. A Fortune 500 company, Spectra Energy Corp. is one of North America's leading pipeline and midstream companies. Based in Houston, Texas, the company's operations in the United States and Canada include approximately 21,000 miles of natural gas and crude oil pipelines; approximately 300 billion cubic feet of natural gas storage; 5.6 million barrels of crude oil storage; as well as natural gas gathering, processing, and local distribution operations. Spectra Energy is the general partner of Spectra Energy Partners, LP (NYSE: SEP), one of the largest pipeline master limited partnerships in the United States and owner of the natural gas and crude oil assets in Spectra Energy's U.S. portfolio. On February 27, 2017, Enbridge Inc. and Spectra Energy Corp. merged. Prior to Spectra, Ms. Ables held roles as Vice President of Audit Services and as Chief Ethics and Compliance Officer for Spectra, and as Senior Vice President and Chief Financial Officer for Duke Energy Gas Transmission. Ms. Ables began her career in the audit department of Peat, Marwick, Mitchell & Co., a predecessor of KPMG.

Ms. Ables currently serves as a member of the board of directors of Cabot Oil & Gas Corporation (NYSE: COG), where she is on the Audit and Compensation Committees. She also sits on the board of Houston Methodist Hospital Foundation. Ms. Ables has been named one of Texas’ Most Powerful and Influential Women by the National Diversity Council and one of Houston’s Most Influential Women by Houston Woman magazine. Ms. Ables graduated from the University of Texas at Austin with a Bachelor of Business Administration in Accounting.

There are no arrangements or understandings between Ms. Ables and any other persons to which she was selected as a director. Ms. Ables does not have a direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.

A copy of the Company’s press release dated November 5, 2018 announcing the election of Ms. Ables to the Board is attached hereto as Exhibit 99.1 and is incorporated herein by reference.