Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Lockheed Martin Corporation 2020 Incentive Performance Award Plan
On April 23, 2020, the stockholders of Lockheed Martin Corporation ("Lockheed
Martin" or the "Corporation") approved the Lockheed Martin Corporation 2020
Incentive Performance Award Plan (the "2020 IPAP") at the Corporation's Annual
Meeting of Stockholders in accordance with the voting results set forth below
under item 5.07.
The 2020 IPAP limits the number of shares that may be subject to awards payable
in shares of Lockheed Martin common stock to 4,500,000, plus the number of
shares remaining for future grants under the Lockheed Martin Corporation 2011
Incentive Performance Award Plan (the "2011 IPAP") as of the date of stockholder
approval and the amount of any shares subject to awards outstanding under the
2011 IPAP that thereafter are unexercised, unconverted or undistributed as a
result of termination, expiration or forfeiture of an award. The 2020 IPAP
authorizes awards in the form of nonqualified stock options, incentive stock
options, stock appreciation rights, restricted stock, stock units (including
performance stock units and restricted stock units), other stock-based awards or
cash-based awards. The 2020 IPAP will remain in existence as to all outstanding
awards until all awards are either exercised or terminated; however, no award
can be made after April 22, 2030. As of the date of stockholder approval of the
2020 IPAP, the Corporation will not issue any further incentive awards under the
2011 IPAP.
A summary of the 2020 IPAP is included as part of Proposal 4 in the
Corporation's definitive   proxy statement   for the Annual Meeting, which was
filed with the Securities and Exchange Commission on March 11, 2020, and such
summary is incorporated by reference herein. The summary of the 2020 IPAP
contained herein and in the proxy statement are qualified in their entirety by
reference to the text of the 2020 IPAP, a copy of which is filed as   Exhibit
10.1   hereto and incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
Lockheed Martin held its Annual Meeting of Stockholders on April 23, 2020. Of
the 281,868,391 shares outstanding and entitled to vote (as of the February 24,
2020 record date), 255,505,203 shares were represented at the meeting, or a
90.65% quorum. The final results of voting for each matter submitted to a vote
of stockholders at the meeting are as follows:
Proposal 1 - Election of Directors
Elected the following twelve individuals to the Board of Directors to serve as
directors until the Annual Meeting of Stockholders in 2021 and until their
successors have been duly elected and qualified:
                          Votes For    Votes Against   Votes Abstain   Broker Non-Votes
Daniel F. Akerson        213,895,467     3,326,383       2,083,556        36,199,797
David B. Burritt         212,635,452     4,598,050       2,071,904        36,199,797
Bruce A. Carlson         201,355,304    15,781,186       2,168,916        36,199,797
Joseph F. Dunford, Jr.   215,365,074     1,944,435       1,995,897        36,199,797
James O. Ellis, Jr.      211,074,370     6,238,933       1,992,103        36,199,797
Thomas J. Falk           213,794,606     3,396,279       2,114,521        36,199,797
Ilene S. Gordon          214,788,270     2,593,660       1,923,219        36,199,797
Marillyn A. Hewson       213,228,633     4,548,788       1,527,985        36,199,797
Vicki A. Hollub          214,834,645     2,566,799       1,903,962        36,199,797
Jeh C. Johnson           214,635,615     2,700,611       1,969,180        36,199,797
Debra L. Reed-Klages     214,838,840     2,502,266       1,964,300        36,199,797
James D. Taiclet, Jr.    215,104,295     2,273,378       1,927,733        36,199,797

Proposal 2 - Ratification of Appointment of Independent Auditors Ratified the appointment of Ernst & Young LLP as the Corporation's independent auditors for the year ending December 31, 2020.

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 Votes For    Votes Against   Votes Abstain
247,287,549     6,968,588       1,249,066

Proposal 3 - Advisory Vote to Approve the Compensation of our Named Executive Officers (Say-on-Pay) Approved, on an advisory basis (non-binding), the compensation of the Corporation's named executive officers as described in detail in the Compensation Discussion and Analysis and the accompanying tables in our 2020 proxy statement.


 Votes For    Votes Against   Votes Abstain   Broker Non-Votes
203,868,979    12,524,499       2,911,928        36,199,797

Proposal 4 - Management Proposal to Approve the Lockheed Martin Corporation 2020 Incentive Performance Award Plan Approved the Lockheed Martin Corporation 2020 Incentive Performance Award Plan (2020 IPAP).

Votes For Votes Against Votes Abstain Broker Non-Votes 209,634,352 7,595,947 2,075,107 36,199,797

Proposal 5 - Stockholder Proposal to Adopt Stockholder Action by Written Consent Rejected a stockholder proposal requesting that the Board of Directors adopt stockholder action by written consent.

Votes For Votes Against Votes Abstain Broker Non-Votes 102,535,158 112,519,810 4,250,438 36,199,797




Item 9.01. Financial Statements and Exhibits.
(d)  Exhibits
Exhibit No.   Description
10.1            Lockheed Martin Corporation 2020 Incentive Performance Award Plan
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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