UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~June 26, ~~2021~~2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______

Commission file number: 1-11437

LOCKHEED MARTIN CORPORATION

(Exact name of registrant as specified in its charter)

Maryland

52-1893632

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer Identification No.)

6801 Rockledge Drive,

Bethesda,

Maryland

20817

(Address of principal executive offices)

(Zip Code)

(301) 897-6000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $1 par value	LMT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non–accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b–2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non–accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were ~~275,786,440~~265,152,217 shares of our common stock, $1 par value per share, outstanding as of ~~October 20, 2021.~~July 15, 2022.

Table of Contents

Lockheed Martin Corporation

Form 10-Q

For the Quarterly Period Ended ~~September~~June 26, ~~2021~~2022

Table of Contents


			Page

PART I. FINANCIAL INFORMATION

	ITEM 1.	Financial Statements (Unaudited)

		Consolidated Statements of Earnings for the Quarters and ~~Nine~~Six Months Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021	3

		Consolidated Statements of Comprehensive Income for the Quarters and ~~Nine~~Six Months Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021	4

		Consolidated Balance Sheets as of ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020~~2021	5

		Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021	6

		Consolidated Statements of Equity for the Quarters Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021	7

		Consolidated Statements of Equity for the ~~Nine~~Six Months Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021	8

		Notes to Consolidated Financial Statements	9

		Report of Independent Registered Public Accounting Firm	2927

	ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3028

	ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	5148

	ITEM 4.	Controls and Procedures	5148

PART II. OTHER INFORMATION

	ITEM 1.	Legal Proceedings	5350

	ITEM 1A.	Risk Factors	5450

	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5551

	ITEM 6.	Exhibits	5653

SIGNATURE			5754

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements

Lockheed Martin Corporation

Consolidated Statements of Earnings

(unaudited; in millions, except per share data)


		Quarters Ended				Nine Months Ended					Quarters Ended				Six Months Ended
		September 26, 2021		September 27, 2020		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net sales	Net sales									Net sales
Products	Products	$	13,475	$	13,869	$	41,486	$	40,607	Products	$	12,761	$	14,258	$	25,255	$	28,011
Services	Services	2,553		2,626		7,829		7,759		Services	2,685		2,771		5,155		5,276
Total net sales	Total net sales	16,028		16,495		49,315		48,366		Total net sales	15,446		17,029		30,410		33,287
Cost of sales	Cost of sales									Cost of sales
Products	Products	(11,838)		(12,370)		(36,985)		(36,204)		Products	(11,395)		(12,866)		(22,556)		(25,147)
Services	Services	(2,332)		(2,363)		(7,000)		(6,915)		Services	(2,362)		(2,438)		(4,537)		(4,668)
Severance and restructuring charges	Severance and restructuring charges	—		—		(36)		—		Severance and restructuring charges	—		—		—		(36)
Other unallocated, net	Other unallocated, net	444		374		1,345		1,193		Other unallocated, net	267		426		548		901
Total cost of sales	Total cost of sales	(13,726)		(14,359)		(42,676)		(41,926)		Total cost of sales	(13,490)		(14,878)		(26,545)		(28,950)
Gross profit	Gross profit	2,302		2,136		6,639		6,440		Gross profit	1,956		2,151		3,865		4,337
Other (expense) income, net		(8)		11		29		(85)
Other income, net										Other income, net	7		41		31		37
Operating profit	Operating profit	2,294		2,147		6,668		6,355		Operating profit	1,963		2,192		3,896		4,374
Interest expense	Interest expense	(141)		(145)		(423)		(442)		Interest expense	(141)		(142)		(276)		(282)
Non-service FAS pension (expense) income	Non-service FAS pension (expense) income	(1,572)		54		(1,385)		164		Non-service FAS pension (expense) income	(1,331)		94		(1,191)		187

Other non-operating income (expense), net		98		—		200		(29)
Earnings from continuing operations before income taxes		679		2,056		5,060		6,048
Other non-operating (expense) income, net										Other non-operating (expense) income, net	(161)		26		(38)		102
Earnings before income taxes										Earnings before income taxes	330		2,170		2,391		4,381
Income tax expense	Income tax expense	(65)		(303)		(794)		(952)		Income tax expense	(21)		(355)		(349)		(729)
Net earnings from continuing operations		614		1,753		4,266		5,096
Net loss from discontinued operations		—		(55)		—		(55)

Net earnings	Net earnings	$	614	$	1,698	$	4,266	$	5,041	Net earnings	$	309	$	1,815	$	2,042	$	3,652

Earnings (loss) per common share
Earnings per common share										Earnings per common share
Basic	Basic									Basic	$	1.16	$	6.54	$	7.65	$	13.13
Continuing operations		$	2.22	$	6.28	$	15.37	$	18.19
Discontinued operations		—		(0.20)		—		(0.20)
Basic earnings per common share		$	2.22	$	6.08	$	15.37	$	17.99

Diluted	Diluted									Diluted	$	1.16	$	6.52	$	7.62	$	13.08
Continuing operations		$	2.21	$	6.25	$	15.32	$	18.12
Discontinued operations		—		(0.20)		—		(0.20)
Diluted earnings per common share		$	2.21	$	6.05	$	15.32	$	17.92

Cash dividends paid per common share	Cash dividends paid per common share	$	2.60	$	2.40	$	7.80	$	7.20	Cash dividends paid per common share	$	2.80	$	2.60	$	5.60	$	5.20

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Consolidated Statements of Comprehensive Income

(unaudited; in millions)

Quarters Ended Nine Months Ended
September 26,
2021 September 27,
2020 September 26,
2021 September 27,
2020
Net earnings $ 614 $ 1,698 $ 4,266 $ 5,041
Other comprehensive income, net of tax
Postretirement benefit plans
Net actuarial gain recognized due to plan
  remeasurements, net of $613 million tax
2,258 — 2,258 —
Pension settlement charge, net of $355 million
  tax
1,310 — 1,310 —
Amortization of previously deferred
  postretirement benefit plan costs 107 110 387 330
Other, net (55) 34 (51) (35)
Other comprehensive income, net of tax 3,620 144 3,904 295
Comprehensive income $ 4,234 $ 1,842 $ 8,170 $ 5,336



	Quarters Ended				Six Months Ended
	June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net earnings	$	309	$	1,815	$	2,042	$	3,652
Other comprehensive income, net of tax
Postretirement benefit plans
Net other comprehensive income recognized during the period, net of tax of $461 million	1,698		—		1,698		—
Amounts reclassified from accumulated other comprehensive loss	47		140		95		280
Pension settlement charge, net of tax of $314 million	1,156		—		1,156		—
Other, net	(90)		31		(111)		4
Other comprehensive income, net of tax	2,811		171		2,838		284
Comprehensive income	$	3,120	$	1,986	$	4,880	$	3,936

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Consolidated Balance Sheets

(in millions, except par value)


		September 26, 2021		December 31, 2020			June 26, 2022		December 31, 2021
		(unaudited)					(unaudited)
Assets	Assets					Assets
Current assets	Current assets					Current assets
Cash and cash equivalents	Cash and cash equivalents	$	2,727	$	3,160	Cash and cash equivalents	$	1,775	$	3,604
Receivables, net	Receivables, net	2,267		1,978		Receivables, net	3,401		1,963
Contract assets	Contract assets	12,697		9,545		Contract assets	11,753		10,579
Inventories	Inventories	2,903		3,545		Inventories	3,431		2,981
Other current assets	Other current assets	763		1,150		Other current assets	613		688
Total current assets	Total current assets	21,357		19,378		Total current assets	20,973		19,815
Property, plant and equipment, net	Property, plant and equipment, net	7,332		7,213		Property, plant and equipment, net	7,569		7,597
Goodwill	Goodwill	10,815		10,806		Goodwill	10,794		10,813
Intangible assets, net	Intangible assets, net	2,768		3,012		Intangible assets, net	2,584		2,706
Deferred income taxes	Deferred income taxes	2,664		3,475		Deferred income taxes	2,680		2,290
Other noncurrent assets	Other noncurrent assets	6,907		6,826		Other noncurrent assets	7,158		7,652
Total assets	Total assets	$	51,843	$	50,710	Total assets	$	51,758	$	50,873
Liabilities and equity	Liabilities and equity					Liabilities and equity
Current liabilities	Current liabilities					Current liabilities
Accounts payable	Accounts payable	$	1,520	$	880	Accounts payable	$	2,309	$	780
Salaries, benefits and payroll taxes						Salaries, benefits and payroll taxes	2,935		3,108
Contract liabilities	Contract liabilities	7,515		7,545		Contract liabilities	8,077		8,107
Salaries, benefits and payroll taxes		3,122		3,163
Current maturities of long-term debt		6		500

Other current liabilities	Other current liabilities	2,863		1,845		Other current liabilities	3,158		2,002
Total current liabilities	Total current liabilities	15,026		13,933		Total current liabilities	16,479		13,997
Long-term debt, net	Long-term debt, net	11,668		11,669		Long-term debt, net	11,644		11,670
Accrued pension liabilities	Accrued pension liabilities	9,351		12,874		Accrued pension liabilities	5,808		8,319
Other noncurrent liabilities	Other noncurrent liabilities	6,167		6,196		Other noncurrent liabilities	6,395		5,928
Total liabilities	Total liabilities	42,212		44,672		Total liabilities	40,326		39,914
Stockholders’ equity	Stockholders’ equity					Stockholders’ equity
Common stock, $1 par value per share	Common stock, $1 par value per share	274		279		Common stock, $1 par value per share	264		271
Additional paid-in capital	Additional paid-in capital	98		221		Additional paid-in capital	—		94
Retained earnings	Retained earnings	21,476		21,636		Retained earnings	19,336		21,600
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(12,217)		(16,121)		Accumulated other comprehensive loss	(8,168)		(11,006)
Total stockholders’ equity	Total stockholders’ equity	9,631		6,015		Total stockholders’ equity	11,432		10,959
Noncontrolling interests in subsidiary		—		23
Total equity		9,631		6,038

Total liabilities and equity	Total liabilities and equity	$	51,843	$	50,710	Total liabilities and equity	$	51,758	$	50,873

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Consolidated Statements of Cash Flows

(unaudited; in millions)


		Nine Months Ended					Six Months Ended
		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021
Operating activities	Operating activities					Operating activities
Net earnings	Net earnings	$	4,266	$	5,041	Net earnings	$	2,042	$	3,652
Adjustments to reconcile net earnings to net cash provided by operating activities	Adjustments to reconcile net earnings to net cash provided by operating activities					Adjustments to reconcile net earnings to net cash provided by operating activities
Depreciation and amortization	Depreciation and amortization	999		927		Depreciation and amortization	672		670
Stock-based compensation	Stock-based compensation	189		182		Stock-based compensation	134		127
Equity method investment impairment		—		128
Tax resolution related to former IS&GS business		—		55

Deferred income taxes						Deferred income taxes	(1,172)		24
Pension settlement charge	Pension settlement charge	1,665		—		Pension settlement charge	1,470		—
Severance and restructuring charges	Severance and restructuring charges	36		—		Severance and restructuring charges	—		36

Changes in assets and liabilities	Changes in assets and liabilities					Changes in assets and liabilities
Receivables, net	Receivables, net	(289)		(143)		Receivables, net	(1,438)		(633)
Contract assets	Contract assets	(3,152)		(1,294)		Contract assets	(1,174)		(1,880)
Inventories	Inventories	642		326		Inventories	(450)		426
Accounts payable	Accounts payable	653		247		Accounts payable	1,522		743
Contract liabilities	Contract liabilities	(30)		300		Contract liabilities	(30)		(166)
Income taxes	Income taxes	55		58		Income taxes	1,065		33
Postretirement benefit plans		(200)		(130)
Qualified defined benefit pension plans						Qualified defined benefit pension plans	(231)		(133)
Other, net	Other, net	119		679		Other, net	331		117
Net cash provided by operating activities	Net cash provided by operating activities	4,953		6,376		Net cash provided by operating activities	2,741		3,016
Investing activities	Investing activities					Investing activities
Capital expenditures	Capital expenditures	(915)		(1,044)		Capital expenditures	(572)		(599)
Other, net	Other, net	296		27		Other, net	(11)		210
Net cash used for investing activities	Net cash used for investing activities	(619)		(1,017)		Net cash used for investing activities	(583)		(389)
Financing activities	Financing activities					Financing activities
Dividends paid		(2,178)		(2,036)
Repurchases of common stock		(2,000)		(1,100)
Issuance of long-term debt, net of related costs	Issuance of long-term debt, net of related costs	—		1,131		Issuance of long-term debt, net of related costs	2,267		—
Repayments of long-term debt	Repayments of long-term debt	(500)		(1,150)		Repayments of long-term debt	(2,250)		—
Repurchases of common stock						Repurchases of common stock	(2,356)		(1,500)
Dividends paid						Dividends paid	(1,511)		(1,460)

Other, net	Other, net	(89)		(133)		Other, net	(137)		(82)
Net cash used for financing activities	Net cash used for financing activities	(4,767)		(3,288)		Net cash used for financing activities	(3,987)		(3,042)
Net change in cash and cash equivalents	Net change in cash and cash equivalents	(433)		2,071		Net change in cash and cash equivalents	(1,829)		(415)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	3,160		1,514		Cash and cash equivalents at beginning of period	3,604		3,160
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	2,727	$	3,585	Cash and cash equivalents at end of period	$	1,775	$	2,745

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Consolidated Statements of Equity

For the Quarters Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021

(unaudited; in millions)


		Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Noncontrolling Interests in Subsidiary		Total Equity			Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Noncontrolling Interests in Subsidiary		Total Equity
Balance at June 27, 2021		$	276	$	122	$	21,961	$	(15,837)	$	6,522	$	8	$	6,530
Balance at March 27, 2022																Balance at March 27, 2022	$	265	$	—	$	20,716	$	(10,979)	$	10,002	$	—	$	10,002
Net earnings	Net earnings	—		—		614		—		614		—		614		Net earnings	—		—		309		—		309		—		309
Other comprehensive income, net of tax	Other comprehensive income, net of tax	—		—		—		3,620		3,620		—		3,620		Other comprehensive income, net of tax	—		—		—		2,811		2,811		—		2,811
Dividends declared	Dividends declared	—		—		(775)		—		(775)		—		(775)		Dividends declared	—		—		(1,497)		—		(1,497)		—		(1,497)
Repurchases of common stock	Repurchases of common stock	(2)		(174)		(324)		—		(500)		—		(500)		Repurchases of common stock	(2)		(179)		(192)		—		(373)		—		(373)
Stock-based awards, ESOP activity and other	Stock-based awards, ESOP activity and other	—		150		—		—		150		—		150		Stock-based awards, ESOP activity and other	1		179		—		—		180		—		180
Net decrease in noncontrolling interests in subsidiary		—		—		—		—		—		(8)		(8)
Balance at September 26, 2021		$	274	$	98	$	21,476	$	(12,217)	$	9,631	$	—	$	9,631
Balance at June 26, 2022																Balance at June 26, 2022	$	264	$	—	$	19,336	$	(8,168)	$	11,432	$	—	$	11,432

Balance at June 28, 2020		$	278	$	—	$	18,876	$	(15,403)	$	3,751	$	35	$	3,786
Balance at March 28, 2021																Balance at March 28, 2021	$	278	$	65	$	21,977	$	(16,008)	$	6,312	$	21	$	6,333
Net earnings	Net earnings	—		—		1,698		—		1,698		—		1,698		Net earnings	—		—		1,815		—		1,815		—		1,815
Other comprehensive income, net of tax	Other comprehensive income, net of tax	—		—		—		144		144		—		144		Other comprehensive income, net of tax	—		—		—		171		171		—		171
Dividends declared	Dividends declared	—		—		(730)		—		(730)		—		(730)		Dividends declared	—		—		(1,454)		—		(1,454)		—		(1,454)
Repurchases of common stock	Repurchases of common stock	—		(59)		—		—		(59)		—		(59)		Repurchases of common stock	(2)		(121)		(377)		—		(500)		—		(500)
Stock-based awards, ESOP activity and other	Stock-based awards, ESOP activity and other	—		149		—		—		149		—		149		Stock-based awards, ESOP activity and other	—		178		—		—		178		—		178

Net decrease in noncontrolling interests in subsidiary	Net decrease in noncontrolling interests in subsidiary	—		—		—		—		—		(2)		(2)		Net decrease in noncontrolling interests in subsidiary	—		—		—		—		—		(13)		(13)
Balance at September 27, 2020		$	278	$	90	$	19,844	$	(15,259)	$	4,953	$	33	$	4,986
Balance at June 27, 2021																Balance at June 27, 2021	$	276	$	122	$	21,961	$	(15,837)	$	6,522	$	8	$	6,530

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Consolidated Statements of Equity

For the ~~Nine~~Six Months Ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020~~2021

(unaudited; in millions)


																	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Noncontrolling Interests in Subsidiary		Total Equity
Balance at December 31, 2021																Balance at December 31, 2021	$	271	$	94	$	21,600	$	(11,006)	$	10,959	$	—	$	10,959
Net earnings																Net earnings	—		—		2,042		—		2,042		—		2,042
Other comprehensive income, net of tax																Other comprehensive income, net of tax	—		—		—		2,838		2,838		—		2,838
Dividends declared																Dividends declared	—		—		(2,246)		—		(2,246)		—		(2,246)
Repurchases of common stock																Repurchases of common stock	(8)		(305)		(2,060)		—		(2,373)		—		(2,373)
Stock-based awards, ESOP activity and other																Stock-based awards, ESOP activity and other	1		211		—		—		212		—		212
Balance at June 26, 2022																Balance at June 26, 2022	$	264	$	—	$	19,336	$	(8,168)	$	11,432	$	—	$	11,432
		Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Noncontrolling Interests in Subsidiary		Total Equity
Balance at December 31, 2020	Balance at December 31, 2020	$	279	$	221	$	21,636	$	(16,121)	$	6,015	$	23	$	6,038	Balance at December 31, 2020	$	279	$	221	$	21,636	$	(16,121)	$	6,015	$	23	$	6,038
Net earnings	Net earnings	—		—		4,266		—		4,266		—		4,266		Net earnings	—		—		3,652		—		3,652		—		3,652
Other comprehensive income, net of tax	Other comprehensive income, net of tax	—		—		—		3,904		3,904		—		3,904		Other comprehensive income, net of tax	—		—		—		284		284		—		284
Dividends declared	Dividends declared	—		—		(2,954)		—		(2,954)		—		(2,954)		Dividends declared	—		—		(2,179)		—		(2,179)		—		(2,179)
Repurchases of common stock	Repurchases of common stock	(6)		(522)		(1,472)		—		(2,000)		—		(2,000)		Repurchases of common stock	(4)		(348)		(1,148)		—		(1,500)		—		(1,500)
Stock-based awards, ESOP activity and other	Stock-based awards, ESOP activity and other	1		399		—		—		400		—		400		Stock-based awards, ESOP activity and other	1		249		—		—		250		—		250
Net decrease in noncontrolling interests in subsidiary	Net decrease in noncontrolling interests in subsidiary	—		—		—		—		—		(23)		(23)		Net decrease in noncontrolling interests in subsidiary	—		—		—		—		—		(15)		(15)
Balance at September 26, 2021		$	274	$	98	$	21,476	$	(12,217)	$	9,631	$	—	$	9,631

Balance at December 31, 2019		$	280	$	—	$	18,401	$	(15,554)	$	3,127	$	44	$	3,171
Net earnings		—		—		5,041		—		5,041		—		5,041
Other comprehensive income, net of tax		—		—		—		295		295		—		295
Dividends declared		—		—		(2,757)		—		(2,757)		—		(2,757)
Repurchases of common stock		(3)		(256)		(841)		—		(1,100)		—		(1,100)
Stock-based awards, ESOP activity and other		1		346		—		—		347		—		347
Net decrease in noncontrolling interests in subsidiary		—		—		—		—		—		(11)		(11)
Balance at September 27, 2020		$	278	$	90	$	19,844	$	(15,259)	$	4,953	$	33	$	4,986
Balance at June 27, 2021																Balance at June 27, 2021	$	276	$	122	$	21,961	$	(15,837)	$	6,522	$	8	$	6,530

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited)

NOTE 1 - BASIS OF PRESENTATION

We prepared these consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information, the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission (SEC) Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements.

In the opinion of management, these consolidated financial statements reflect all adjustments that are of a normal recurring nature necessary for a fair presentation of our results of operations, financial condition, and cash flows for the interim periods presented. The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We base these estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Our actual results may differ materially from these estimates. Significant estimates inherent in the preparation of our consolidated financial statements include, but are not limited to, accounting for sales and cost recognition; postretirement benefit plans; environmental ~~liability~~liabilities and assets for the portion of environmental costs that are probable of future recovery; evaluation of goodwill, intangible assets, investments and other assets for impairment; income taxes including deferred tax assets; fair value measurements; and contingencies. The consolidated financial statements include the accounts of subsidiaries we control and variable interest entities if we are the primary beneficiary. We eliminate intercompany balances and transactions in consolidation.

As previously announced, on June 30, 2021 the UK Ministry of Defence terminated the contract to operate the UK’s nuclear deterrent program and assumed control of the entity that manages the program (referred to as the renationalization of the Atomic Weapons Establishment (AWE program). Accordingly, the AWE program, including the entity that manages the program, is no longer included in our financial results beginning in the third quarter of 2021. Because of the renationalization, no sales or operating profit for the AWE program are included in the company’s financial results for the quarter ended September 26, 2021. However, during the first six months of 2021, AWE generated sales of $865 million and operating profit of $15 million, which are included in the company’s financial results for the nine months ended September 26, 2021. During the quarter and nine months ended September 26, 2020, AWE generated sales of $350 million and $1.0 billion and operating profit of $10 million and $30 million, which are included in the company’s financial results for 2020.

We close our books and records on the last Sunday of the interim calendar quarter, which was on June 26 for the second quarter of 2022 and June 27 for the second quarter of 2021, to align our financial closing with our business processes. The consolidated financial statements and tables of financial information included herein are labeled based on that convention. This practice only affects interim periods as our fiscal year ends on December 31.

The results of operations for the interim periods presented are not necessarily indicative of results to be expected for the full year or future periods. Unless otherwise noted, we present all per share amounts cited in these consolidated financial statements on a “per diluted share” basis. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, ~~2020 (2020~~2021 (2021 Form 10-K).

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~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited)~~

~~NOTE 2 -PENDING ACQUISITION OF AEROJET ROCKETDYNE~~

On December 20, 2020, we entered into an agreement to acquire Aerojet Rocketdyne Holdings, Inc. (“Aerojet Rocketdyne”) for $51.00 per share, which is net of a $5.00 per share special cash dividend Aerojet Rocketdyne paid to its stockholders on March 24, 2021. At the time of announcement, this represented a post-dividend equity value of approximately $4.6 billion, on a fully diluted as-converted basis, and a transaction value of approximately $4.4 billion after the assumption of Aerojet Rocketdyne’s then-projected net cash. We expect to finance the acquisition primarily through new debt issuances. The transaction was approved by Aerojet Rocketdyne’s stockholders on March 9, 2021, which was a closing condition. As part of the regulatory review process of the transaction, on September 24, 2021, we and Aerojet Rocketdyne each certified substantial compliance with the Federal Trade Commission’s (FTC) requests for additional information, known as a “second request”, and the parties continue to engage with the FTC. Subject to satisfactory completion of the regulatory review process and satisfaction of the other closing conditions specified in the acquisition agreement, we anticipate closing the transaction in the first quarter of 2022. As previously disclosed, under the acquisition agreement, the “outside” date that gives rise to certain termination rights will automatically be extended from December 21, 2021 to March 21, 2022 in circumstances where all conditions have been satisfied but for the receipt of regulatory approvals. Our financial results will not include Aerojet Rocketdyne’s results until the acquisition is closed.

NOTE 32 - EARNINGS PER COMMON SHARE

The weighted average number of shares outstanding used to compute earnings per common share were as follows (in millions):
Quarters Ended Nine Months Ended
September 26,
2021 September 27,
2020 September 26,
2021 September 27,
2020
Weighted average common shares outstanding for basic computations 276.2 279.3 277.5 280.1
Weighted average dilutive effect of equity awards 1.1 1.3 1.0 1.2
Weighted average common shares outstanding for diluted computations 277.3 280.6 278.5 281.3


	Quarters Ended		Six Months Ended
	June 26, 2022	June 27, 2021	June 26, 2022	June 27, 2021
Weighted average common shares outstanding for basic computations	265.8	277.4	267.0	278.1
Weighted average dilutive effect of equity awards	0.9	1.0	0.9	1.0
Weighted average common shares outstanding for diluted computations	266.7	278.4	267.9	279.1

We compute basic and diluted earnings per common share by dividing net earnings by the respective weighted average number of common shares outstanding for the periods presented. Our calculation of diluted earnings per common share also includes the dilutive effects for the assumed vesting of outstanding restricted stock units (RSUs) and performance stock units (PSUs) ~~and exercise of outstanding stock options~~ based on the treasury stock method. There were no significant anti-dilutive equity awards during the quarters and ~~nine~~six months ended ~~September~~June 26, 2022 and June 27, 2021. Basic and diluted weighted average common shares outstanding have decreased in 2022 and 2021 ~~or September 27, 2020.~~due to share repurchases. See “Note 9 - Stockholders’ Equity” for more information.

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

NOTE 43 - INFORMATION ON BUSINESS SEGMENTS

Overview

We operate in 4 business segments: Aeronautics, Missiles and Fire Control (MFC), Rotary and Mission Systems (RMS) and Space. We organize our business segments based on the nature of products and services offered.

Selected Financial Data by Business Segment

Net sales and operating profit of our business segments exclude intersegment sales, cost of sales, and profit as these activities are eliminated in ~~consolidation.~~consolidation and not included in management’s evaluation of performance of each segment. Business segment operating profit includes our share of earnings or losses from equity method investees as the operating activities of the equity method investees are closely aligned with the operations of our business segments.

Summary Operating Results

Summary operating results for each of our business segments were as follows (in millions):



	Quarters Ended				Six Months Ended
	June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net sales
Aeronautics	$	5,862	$	6,666	$	12,263	$	13,053
Missiles and Fire Control	2,747		2,944		5,199		5,693
Rotary and Mission Systems	4,012		4,242		7,564		8,349
Space	2,825		3,177		5,384		6,192
Total net sales	$	15,446	$	17,029	$	30,410	$	33,287
Operating profit
Aeronautics	$	612	$	572	$	1,291	$	1,265
Missiles and Fire Control	418		401		802		797
Rotary and Mission Systems	403		458		751		891
Space	268		335		513		562
Total business segment operating profit	1,701		1,766		3,357		3,515
Unallocated items
FAS/CAS pension operating adjustment	425		489		851		978


Severance and restructuring charges	—		—		—		(36)
Other, net	(163)		(63)		(312)		(83)
Total unallocated items	262		426		539		859
Total consolidated operating profit	$	1,963	$	2,192	$	3,896	$	4,374
Intersegment sales
Aeronautics	$	58	$	52	$	118	$	105
Missiles and Fire Control	161		167		317		296
Rotary and Mission Systems	453		448		908		926
Space	99		92		182		174
Total intersegment sales	$	771	$	759	$	1,525	$	1,501
Amortization of purchased intangibles
Aeronautics	$	(1)	$	(1)	$	(1)	$	(1)
Missiles and Fire Control	—		—		(1)		(1)
Rotary and Mission Systems	(58)		(58)		(116)		(116)
Space	(3)		(22)		(6)		(44)
Total amortization of purchased intangibles	$	(62)	$	(81)	$	(124)	$	(162)

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

Unallocated Items

Business segment operating profit ~~also~~ excludes the FAS/CAS pension operating adjustment described below, a portion of corporate costs not considered allowable or allocable to contracts with the U.S. Government under the applicable U.S. Government cost accounting standards (CAS) or federal acquisition regulations (FAR), and other items not considered part of management’s evaluation of segment operating performance such as a portion of management and administration costs, legal fees and settlements, environmental costs, changes in the fair value of strategic investments in companies made by our Lockheed Martin Ventures Fund, stock-based compensation expense, changes in the fair value of investments held in a trust for deferred compensation plans, retiree benefits, significant severance actions, significant asset impairments, gains or losses from divestitures, and other miscellaneous corporate activities. Excluded items are included in the reconciling item “Unallocated items” between operating profit from our business segments and our consolidated operating profit. See “Note 1110 - Other” for a discussion related to certain factors that may impact the comparability of net sales and operating profit of our business segments.

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~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

~~Summary operating results for each of our business segments were as follows (in millions):~~
Quarters Ended Nine Months Ended
September 26,
2021 September 27,
2020 September 26,
2021 September 27,
2020
Net sales
Aeronautics $ 6,568 $ 6,680 $ 19,621 $ 19,552
Missiles and Fire Control 2,781 2,971 8,474 8,391
Rotary and Mission Systems 3,980 3,998 12,329 11,783
Space 2,699 2,846 8,891 8,640
Total net sales $ 16,028 $ 16,495 $ 49,315 $ 48,366
Operating profit
Aeronautics $ 714 $ 705 $ 1,979 $ 2,116
Missiles and Fire Control 413 405 1,210 1,171
Rotary and Mission Systems 459 404 1,350 1,209
Space 264 248 826 781
Total business segment operating profit 1,850 1,762 5,365 5,277
Unallocated items
FAS/CAS operating adjustment 491 469 1,469 1,407
Stock-based compensation (62) (67) (189) (182)
Severance and restructuring charges — — (36) —
Other, net 15 (17) 59 (147)
Total unallocated items 444 385 1,303 1,078
Total consolidated operating profit $ 2,294 $ 2,147 $ 6,668 $ 6,355
Intersegment sales
Aeronautics $ 60 $ 59 $ 165 $ 179
Missiles and Fire Control 153 129 449 405
Rotary and Mission Systems 455 438 1,381 1,438
Space 95 83 269 296
Total intersegment sales $ 763 $ 709 $ 2,264 $ 2,318
Amortization of purchased intangibles
Aeronautics $ — $ — $ (1) $ —
Missiles and Fire Control (1) (1) (2) (2)
Rotary and Mission Systems (58) (58) (174) (174)
Space (2) (7) (46) (21)
Total amortization of purchased intangibles $ (61) $ (66) $ (223) $ (197)

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

FAS/CAS Pension Operating Adjustment

We recover CAS pension and other postretirement benefit plan cost through the pricing of our products and services on U.S. Government contracts and, therefore, recognize CAS pension cost in each of our business segment’s net sales and cost of sales. Our consolidated financial statements must present ~~FAS~~ pension and other postretirement benefit plan income calculated in accordance with FAS requirements under U.S. GAAP. The operating portion of the net FAS/CAS pension adjustment represents the difference between the service cost component of FAS pension (expense) income and total CAS pension cost. The non-service FAS pension (expense) income components are included in non-service FAS pension (expense) income in our consolidated statements of earnings. As a result, to the extent that CAS pension cost exceeds the service cost component of FAS pension (expense) income, we have a favorable FAS/CAS pension operating adjustment.

~~Our~~The total ~~net~~ FAS/CAS pension adjustment for the quarters and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020,~~2021, including the service and non-service cost components of FAS pension (expense) income for our qualified defined benefit pension plans, were as follows (in millions):
Quarters Ended Nine Months Ended
September 26,
2021 September 27,
2020 September 26,
2021 September 27,
2020
Total FAS (expense) income and CAS costs
FAS pension (expense) income $ (1,598) $ 29 $ (1,465) $ 88
Less: CAS pension cost 517 494 1,549 1,483
Net FAS/CAS pension adjustment $ (1,081) $ 523 $ 84 $ 1,571
Service and non-service cost reconciliation
FAS pension service cost $ (26) $ (25) $ (80) $ (76)
Less: CAS pension cost 517 494 1,549 1,483
FAS/CAS operating adjustment 491 469 1,469 1,407
Non-service FAS pension (expense) income (1,572) 54 (1,385) 164
Net FAS/CAS pension adjustment $ (1,081) $ 523 $ 84 $ 1,571


	Quarters Ended				Six Months Ended
	June 26, 2022		June 27, 2021		June 26, 2022			June 27, 2021
Total FAS (expense) income and CAS cost
Total FAS pension (expense) income	$	(1,355)	$	67		$	(1,239)	$	133
Less: CAS pension cost	449		516			899		1,032
Total FAS/CAS pension adjustment	$	(906)	$	583		$	(340)	$	1,165

Service and non-service cost reconciliation
FAS pension service cost	$	(24)	$	(27)		$	(48)	$	(54)
Less: CAS pension cost	449		516			899		1,032
Total FAS/CAS pension operating adjustment	425		489			851		978
Non-service FAS pension (expense) income	(1,331)		94			(1,191)		187
Total FAS/CAS pension adjustment	$	(906)	$	583		$	(340)	$	1,165

The decrease in the ~~net~~total FAS/CAS pension adjustment during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 as compared to ~~2020~~2021 was principally driven by a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, ~~after-tax~~after-tax) recognized in connection with the transfer of ~~$4.9~~$4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on ~~August 3, 2021.~~June 24, 2022. See “Note ~~7 -Postretirement~~6 - Postretirement Benefit Plans”.

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

Disaggregation of Net Sales

Net sales by products and services, contract type, customer, and geographic region were as follows (in millions):


		Quarter Ended September 26, 2021											Quarter Ended June 26, 2022
		Aeronautics		MFC		RMS		Space		Total			Aeronautics		MFC		RMS		Space		Total
Net sales	Net sales											Net sales
Products	Products	$	5,573	$	2,429	$	3,201	$	2,272	$	13,475	Products	$	4,804	$	2,444	$	3,150	$	2,363	$	12,761
Services	Services	995		352		779		427		2,553		Services	1,058		303		862		462		2,685
Total net sales	Total net sales	$	6,568	$	2,781	$	3,980	$	2,699	$	16,028	Total net sales	$	5,862	$	2,747	$	4,012	$	2,825	$	15,446
Net sales by contract type	Net sales by contract type											Net sales by contract type
Fixed-price	Fixed-price	$	4,819	$	1,900	$	2,617	$	631	$	9,967	Fixed-price	$	3,916	$	1,943	$	2,589	$	753	$	9,201
Cost-reimbursable	Cost-reimbursable	1,749		881		1,363		2,068		6,061		Cost-reimbursable	1,946		804		1,423		2,072		6,245
Total net sales	Total net sales	$	6,568	$	2,781	$	3,980	$	2,699	$	16,028	Total net sales	$	5,862	$	2,747	$	4,012	$	2,825	$	15,446
Net sales by customer	Net sales by customer											Net sales by customer
U.S. Government	U.S. Government	$	4,312	$	1,938	$	2,838	$	2,671	$	11,759	U.S. Government	$	3,963	$	1,924	$	2,785	$	2,786	$	11,458
International (a)	International (a)	2,229		847		1,047		22		4,145		International (a)	1,868		823		1,129		29		3,849
U.S. commercial and other	U.S. commercial and other	27		(4)		95		6		124		U.S. commercial and other	31		—		98		10		139
Total net sales	Total net sales	$	6,568	$	2,781	$	3,980	$	2,699	$	16,028	Total net sales	$	5,862	$	2,747	$	4,012	$	2,825	$	15,446
Net sales by geographic region	Net sales by geographic region											Net sales by geographic region
United States	United States	$	4,339	$	1,934	$	2,933	$	2,677	$	11,883	United States	$	3,994	$	1,924	$	2,883	$	2,796	$	11,597
Europe												Europe	845		262		178		20		1,305
Asia Pacific	Asia Pacific	890		81		409		(14)		1,366		Asia Pacific	705		107		553		6		1,371
Europe		910		226		213		32		1,381
Middle East	Middle East	360		527		246		4		1,137		Middle East	222		417		201		3		843
Other	Other	69		13		179		—		261		Other	96		37		197		—		330
Total net sales	Total net sales	$	6,568	$	2,781	$	3,980	$	2,699	$	16,028	Total net sales	$	5,862	$	2,747	$	4,012	$	2,825	$	15,446


	Six Months Ended June 26, 2022
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	10,221	$	4,617	$	5,938	$	4,479	$	25,255
Services	2,042		582		1,626		905		5,155
Total net sales	$	12,263	$	5,199	$	7,564	$	5,384	$	30,410
Net sales by contract type
Fixed-price	$	8,602	$	3,656	$	4,807	$	1,390	$	18,455
Cost-reimbursable	3,661		1,543		2,757		3,994		11,955
Total net sales	$	12,263	$	5,199	$	7,564	$	5,384	$	30,410
Net sales by customer
U.S. Government	$	8,176	$	3,519	$	5,296	$	5,302	$	22,293
International (a)	4,018		1,675		2,100		63		7,856
U.S. commercial and other	69		5		168		19		261
Total net sales	$	12,263	$	5,199	$	7,564	$	5,384	$	30,410
Net sales by geographic region
United States	$	8,245	$	3,524	$	5,464	$	5,321	$	22,554
Europe	1,868		518		365		44		2,795
Asia Pacific	1,426		213		985		13		2,637
Middle East	484		882		377		6		1,749
Other	240		62		373		—		675
Total net sales	$	12,263	$	5,199	$	7,564	$	5,384	$	30,410

Nine Months Ended September 26, 2021
Aeronautics MFC RMS Space Total
Net sales
Products $ 16,635 $ 7,410 $ 9,870 $ 7,571 $ 41,486
Services 2,986 1,064 2,459 1,320 7,829
Total net sales $ 19,621 $ 8,474 $ 12,329 $ 8,891 $ 49,315
Net sales by contract type
Fixed-price $ 14,473 $ 5,769 $ 8,096 $ 1,890 $ 30,228
Cost-reimbursable 5,148 2,705 4,233 7,001 19,087
Total net sales $ 19,621 $ 8,474 $ 12,329 $ 8,891 $ 49,315
Net sales by customer
U.S. Government $ 12,952 $ 6,155 $ 8,711 $ 7,941 $ 35,759
International (a)
6,611 2,316 3,384 926 13,237
U.S. commercial and other 58 3 234 24 319
Total net sales $ 19,621 $ 8,474 $ 12,329 $ 8,891 $ 49,315
Net sales by geographic region
United States $ 13,010 $ 6,158 $ 8,945 $ 7,965 $ 36,078
Asia Pacific 2,697 188 1,593 (10) 4,468
Europe 2,708 640 637 931 4,916
Middle East 955 1,452 593 5 3,005
Other 251 36 561 — 848
Total net sales $ 19,621 $ 8,474 $ 12,329 $ 8,891 $ 49,315

Table of Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)


	Quarter Ended June 27, 2021
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	5,583	$	2,571	$	3,369	$	2,735	$	14,258
Services	1,083		373		873		442		2,771
Total net sales	$	6,666	$	2,944	$	4,242	$	3,177	$	17,029
Net sales by contract type
Fixed-price	$	4,920	$	1,991	$	2,802	$	645	$	10,358
Cost-reimbursable	1,746		953		1,440		2,532		6,671
Total net sales	$	6,666	$	2,944	$	4,242	$	3,177	$	17,029
Net sales by customer
U.S. Government	$	4,367	$	2,176	$	3,063	$	2,719	$	12,325
International (a)	2,283		766		1,117		447		4,613
U.S. commercial and other	16		2		62		11		91
Total net sales	$	6,666	$	2,944	$	4,242	$	3,177	$	17,029
Net sales by geographic region
United States	$	4,383	$	2,178	$	3,125	$	2,730	$	12,416
Europe	944		232		223		444		1,843
Asia Pacific	914		56		534		2		1,506
Middle East	311		467		177		1		956
Other	114		11		183		—		308
Total net sales	$	6,666	$	2,944	$	4,242	$	3,177	$	17,029


	Six Months Ended June 27, 2021
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	11,062	$	4,981	$	6,669	$	5,299	$	28,011
Services	1,991		712		1,680		893		5,276
Total net sales	$	13,053	$	5,693	$	8,349	$	6,192	$	33,287
Net sales by contract type
Fixed-price	$	9,654	$	3,869	$	5,479	$	1,259	$	20,261
Cost-reimbursable	3,399		1,824		2,870		4,933		13,026
Total net sales	$	13,053	$	5,693	$	8,349	$	6,192	$	33,287
Net sales by customer
U.S. Government	$	8,640	$	4,217	$	5,873	$	5,270	$	24,000
International (a)	4,382		1,469		2,337		904		9,092
U.S. commercial and other	31		7		139		18		195
Total net sales	$	13,053	$	5,693	$	8,349	$	6,192	$	33,287
Net sales by geographic region
United States	$	8,671	$	4,224	$	6,012	$	5,288	$	24,195
Europe	1,798		414		424		899		3,535
Asia Pacific	1,807		107		1,184		4		3,102
Middle East	595		925		347		1		1,868
Other	182		23		382		—		587
Total net sales	$	13,053	$	5,693	$	8,349	$	6,192	$	33,287

(a)International sales include ~~FMS~~foreign military sales (FMS) contracted through the U.S. Government and direct commercial sales to international governments and other international customers.

Table of ~~Contents~~Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

Quarter Ended September 27, 2020
Aeronautics MFC RMS Space Total
Net sales
Products $ 5,742 $ 2,614 $ 3,120 $ 2,393 $ 13,869
Services 938 357 878 453 2,626
Total net sales $ 6,680 $ 2,971 $ 3,998 $ 2,846 $ 16,495
Net sales by contract type
Fixed-price $ 4,718 $ 2,034 $ 2,666 $ 516 $ 9,934
Cost-reimbursable 1,962 937 1,332 2,330 6,561
Total net sales $ 6,680 $ 2,971 $ 3,998 $ 2,846 $ 16,495
Net sales by customer
U.S. Government $ 3,930 $ 2,206 $ 2,971 $ 2,463 $ 11,570
International (a)
2,729 764 914 381 4,788
U.S. commercial and other 21 1 113 2 137
Total net sales $ 6,680 $ 2,971 $ 3,998 $ 2,846 $ 16,495
Net sales by geographic region
United States $ 3,951 $ 2,207 $ 3,084 $ 2,465 $ 11,707
Asia Pacific 1,099 70 383 21 1,573
Europe 1,141 208 191 360 1,900
Middle East 440 475 206 — 1,121
Other 49 11 134 — 194
Total net sales $ 6,680 $ 2,971 $ 3,998 $ 2,846 $ 16,495

Nine Months Ended September 27, 2020
Aeronautics MFC RMS Space Total
Net sales
Products $ 16,671 $ 7,311 $ 9,365 $ 7,260 $ 40,607
Services 2,881 1,080 2,418 1,380 7,759
Total net sales $ 19,552 $ 8,391 $ 11,783 $ 8,640 $ 48,366
Net sales by contract type
Fixed-price $ 13,769 $ 5,629 $ 7,787 $ 1,518 $ 28,703
Cost-reimbursable 5,783 2,762 3,996 7,122 19,663
Total net sales $ 19,552 $ 8,391 $ 11,783 $ 8,640 $ 48,366
Net sales by customer
U.S. Government $ 13,315 $ 6,259 $ 8,685 $ 7,479 $ 35,738
International (a)
6,182 2,123 2,780 1,131 12,216
U.S. commercial and other 55 9 318 30 412
Total net sales $ 19,552 $ 8,391 $ 11,783 $ 8,640 $ 48,366
Net sales by geographic region
United States $ 13,370 $ 6,268 $ 9,003 $ 7,509 $ 36,150
Asia Pacific 2,447 217 1,165 65 3,894
Europe 2,595 546 528 1,072 4,741
Middle East 981 1,324 626 (6) 2,925
Other 159 36 461 — 656
Total net sales $ 19,552 $ 8,391 $ 11,783 $ 8,640 $ 48,366

~~(a)International sales include FMS contracted through the U.S. Government and direct commercial sales to international governments and other international customers.~~

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

Our Aeronautics business segment includes our largest program, the F-35 Lightning II Joint Strike Fighter, an international multi-role, multi-variant, stealth fighter aircraft. Net sales for the F-35 program represented approximately ~~28%~~23% and ~~27%~~26% of our total consolidated net sales for the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~28%~~27% of our total consolidated net sales for both the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020.~~2021.

Assets

Total assets for each of our business segments were as follows (in millions):


		September 26, 2021		December 31, 2020			June 26, 2022		December 31, 2021
Assets	Assets					Assets
Aeronautics	Aeronautics	$	12,369	$	9,903	Aeronautics	$	12,168	$	10,756
Missiles and Fire Control	Missiles and Fire Control	5,056		4,966		Missiles and Fire Control	5,795		5,243
Rotary and Mission Systems	Rotary and Mission Systems	17,807		18,035		Rotary and Mission Systems	18,092		17,664
Space	Space	6,551		6,451		Space	6,527		6,199
Total business segment assets	Total business segment assets	41,783		39,355		Total business segment assets	42,582		39,862
Corporate assets (a)	Corporate assets (a)	10,060		11,355		Corporate assets (a)	9,176		11,011
Total assets	Total assets	$	51,843	$	50,710	Total assets	$	51,758	$	50,873

(a)Corporate assets primarily include cash and cash equivalents, deferred income taxes, assets for the portion of environmental costs that are probable of future recovery, ~~and~~ investments held in a separate ~~trust.~~trust and investments held in the Lockheed Martin Ventures Fund.

NOTE 54 - CONTRACT ASSETS AND LIABILITIES

Contract assets include unbilled amounts typically resulting from sales under contracts when the percentage-of-completion cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. Contract liabilities include advance payments and billings in excess of revenue recognized. Contract assets and contract liabilities were as follows (in millions):


		September 26, 2021		December 31, 2020			June 26, 2022		December 31, 2021
Contract assets	Contract assets	$	12,697	$	9,545	Contract assets	$	11,753	$	10,579
Contract liabilities	Contract liabilities	7,515		7,545		Contract liabilities	8,077		8,107

Contract assets increased ~~$3.2~~$1.2 billion during the ~~nine~~six months ended ~~September~~June 26, ~~2021, primarily~~2022, due to the recognition of revenue related to the satisfaction or partial satisfaction of performance obligations during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 for which we have not yet billed our ~~customers.~~customers (primarily on the F-35 program at Aeronautics). There were no significant credit or impairment losses related to our contract assets during the quarters and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020.~~2021.

Contract liabilities decreased $30 million during the ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, primarily due to revenue recognized in excess of payments received on these performance obligations. During the quarter and ~~nine~~six months ended ~~September~~June 26, 2022, we recognized $1.4 billion and $3.5 billion of our contract liabilities at December 31, 2021 as revenue. During the quarter and six months ended June 27, 2021, we recognized ~~$700~~$900 million and ~~$3.9~~$3.2 billion of our contract liabilities at December 31, 2020 as revenue. ~~During the quarter and nine months ended September 27, 2020, we recognized $919 million and $3.5 billion of our contract liabilities at December 31, 2019 as revenue.~~

1514

Table of ~~Contents~~Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

NOTE 65 - INVENTORIES

Inventories consisted of the following (in millions):


		September 26, 2021		December 31, 2020			June 26, 2022		December 31, 2021
Materials, spares and supplies	Materials, spares and supplies	$	627	$	612	Materials, spares and supplies	$	614	$	624
Work-in-process	Work-in-process	2,079		2,693		Work-in-process	2,622		2,163
Finished goods	Finished goods	197		240		Finished goods	195		194
Total inventories	Total inventories	$	2,903	$	3,545	Total inventories	$	3,431	$	2,981

Costs incurred to fulfill a contract in advance of the contract being awarded are included in inventories as work-in-process if we determine that those costs relate directly to a contract or to an anticipated contract that we can specifically identify and contract award is probable, the costs generate or enhance resources that will be used in satisfying performance obligations, and the costs are recoverable (referred to as pre-contract costs). Pre-contract costs that are initially capitalized in inventory are generally recognized as cost of sales consistent with the transfer of products and services to the customer upon the receipt of the anticipated contract. All other pre-contract costs, including start-up costs, are expensed as incurred. As of ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020, $767 million~~2021, $1.1 billion and ~~$583~~$634 million of pre-contract costs were included in inventories.

The increase in pre-contract costs as of June 26, 2022 is primarily driven by delays in receiving additional contractual authorization and funding of the Lots 15-17 contract of the F-35 program.

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

NOTE 76 - POSTRETIREMENT BENEFIT PLANS

FAS ~~Expense (Income)~~(expense) income

~~Our~~The pretax FAS ~~expense (income)~~(expense) income related to our qualified defined benefit pension plans and retiree medical and life insurance plans consisted of the following (in millions):


		Quarters Ended				Nine Months Ended					Quarters Ended				Six Months Ended
		September 26, 2021		September 27, 2020		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Qualified defined benefit pension plans	Qualified defined benefit pension plans									Qualified defined benefit pension plans
Operating:	Operating:									Operating:
Service cost	Service cost	$	26	$	25	$	80	$	76	Service cost	$	(24)	$	(27)	$	(48)	$	(54)
Non-operating:	Non-operating:									Non-operating:
Interest cost	Interest cost	302		385		923		1,154		Interest cost	(303)		(310)		(605)		(621)
Expected return on plan assets	Expected return on plan assets	(517)		(566)		(1,655)		(1,698)		Expected return on plan assets	503		569		1,005		1,138
Recognized net actuarial losses	Recognized net actuarial losses	210		213		714		637		Recognized net actuarial losses	(151)		(252)		(301)		(504)
Amortization of prior service credits	Amortization of prior service credits	(88)		(86)		(262)		(257)		Amortization of prior service credits	90		87		180		174
Pension settlement charge	Pension settlement charge	1,665		—		1,665		—		Pension settlement charge	(1,470)		—		(1,470)		—
Non-service FAS pension expense (income)		1,572		(54)		1,385		(164)
Total FAS pension expense (income)		$	1,598	$	(29)	$	1,465	$	(88)
Non-service FAS pension (expense) income										Non-service FAS pension (expense) income	(1,331)		94		(1,191)		187
Total FAS pension (expense) income										Total FAS pension (expense) income	$	(1,355)	$	67	$	(1,239)	$	133
Retiree medical and life insurance plans	Retiree medical and life insurance plans									Retiree medical and life insurance plans
Operating:	Operating:									Operating:
Service cost	Service cost	$	3	$	3	$	10	$	10	Service cost	$	(2)	$	(4)	$	(4)	$	(7)
Non-operating:	Non-operating:									Non-operating:
Interest cost	Interest cost	13		18		39		53		Interest cost	(12)		(13)		(24)		(26)
Expected return on plan assets	Expected return on plan assets	(35)		(32)		(105)		(96)		Expected return on plan assets	34		35		68		70
Recognized net actuarial gains	Recognized net actuarial gains	—		(1)		—		(3)		Recognized net actuarial gains	12		—		23		—
Amortization of prior service costs	Amortization of prior service costs	9		10		27		29		Amortization of prior service costs	(7)		(9)		(14)		(18)
Non-service FAS retiree medical and life (income)		(13)		(5)		(39)		(17)
Total FAS retiree medical and life (income)		$	(10)	$	(2)	$	(29)	$	(7)
Non-service FAS retiree medical and life income										Non-service FAS retiree medical and life income	27		13		53		26
Total FAS retiree medical and life income										Total FAS retiree medical and life income	$	25	$	9	$	49	$	19

Table of Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

We record the service cost component of FAS ~~pension expense (income) as part of~~(expense) income for our qualified defined benefit plans and retiree medical and life insurance plans in the cost of ~~sales;~~sales accounts; the non-service ~~cost~~ components of our FAS (expense) income for our qualified defined benefit pension plans ~~as part of~~in the non-service FAS pension (expense) ~~income;~~income account; and the non-service components of our FAS (expense) income for our retiree medical and life insurance plans as part of the other non-operating (expense) income, ~~(expense),~~ net ~~in the~~account on our consolidated statements of earnings.

The recognized net actuarial losses or gains and amortization of prior service credits or costs in the table above, along with similar costs related to our other postretirement benefit plans ($6 million and ~~$13~~$11 million for the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and $4$3 million and ~~$14~~$7 million for the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020)~~2021) were reclassified from ~~Accumulated Other Comprehensive Loss~~accumulated other comprehensive loss (AOCL) and recorded as a component of ~~net periodic benefit cost (income)~~FAS (expense) income for the periods presented. These costs totaled ~~$137~~$62 million ($~~107~~47 million, net of tax) and ~~$492~~$123 million ($~~387~~95 million, net of tax) during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, and ~~$140~~$177 million ($~~110~~140 million, net of tax) and ~~$420~~$355 million ($~~330~~280 million, net of tax) during the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020~~2021 and were recorded on our consolidated statements of comprehensive income as an increase to other comprehensive income.

Purchase of Group Annuity Contracts and Pension Remeasurement

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

monthly retirement benefit payments to the affected retirees and beneficiaries. In connection with this transaction, we recognized a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, ~~after tax)~~after-tax) for the affected plans in the quarter ended ~~September~~June 26, ~~2021,~~2022, which represents the accelerated recognition of actuarial losses that were included in the AOCL account within stockholders’ equity.

As a result of this transaction, we were required to remeasure the benefit obligations and plan assets for the affected defined benefit pension plans as of the ~~August 3, 2021~~June 24, 2022 close date. The remeasurement reflects the use of an updated ~~actuarial assumptions as of the remeasurement date, primarily the~~ discount rate and actual return on plan assets.

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

The following table provides a reconciliation of the benefit obligations, plan assets and net unfunded status related to all of our qualified defined benefit pension plans, inclusive of the plans affected by the interim remeasurement and plans that were not affected, for the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 (in millions):

Change in benefit obligation

Beginning balance at December 31, ~~2020~~2021

~~51,352~~43,447

Service cost

8048

Interest cost

~~923~~605

Benefits paid

~~(1,611)~~(776)

Settlements(a)

~~(4,885)~~(4,309)

Plan amendments

~~Change in benefit obligation due to remeasurement~~Actuarial (gains) losses(b)

~~(1,253)~~(7,928)

Ending balance at ~~September~~June 26, ~~2021~~2022

~~44,606~~31,117

Change in plan assets

Beginning balance at December 31, ~~2020~~2021

~~38,481~~35,192

~~Expected~~Actual return on plan assets(c)

~~1,655~~(4,734)

~~Incremental return on plan assets recognized in remeasurement(c)~~

~~1,618~~

Benefits paid

~~(1,611)~~(776)

Settlements(a)

~~(4,885)~~(4,309)

~~Company contributions~~

—

Ending balance at ~~September~~June 26, ~~2021~~2022

~~35,258~~25,373

Net ~~Unfunded~~unfunded status of the plans(d)

~~(9,348)~~(5,744)

(a)Represents the transfer of gross defined benefit pension obligations and related plan assets to an insurance company pursuant to the group annuity contracts purchased on ~~August 3, 2021.~~June 24, 2022, as described above.

(b)Primarily reflects an increase in the discount rate from ~~2.50%~~2.875% at December 31, ~~2020~~2021 to ~~2.75%~~4.75% at the remeasurement date.

(c)The actual return on plan assets for the period January 1, 2022 through the June 24, 2022 remeasurement date for the affected plans was approximately (16%), or $(4.7) billion which was approximately $5.7 billion lower (the incremental loss) than our expected return on plan assets ~~represents approximately 4.00%~~of 3.25% for the period, ~~January 1, 2021 through August 3, 2021~~or $1.0 billion (the proportional effect, or approximately ~~seven twelfths,~~half of our ~~previously~~ expected ~~7.00%~~6.50% annual long-term rate of return on plan assets assumption). The incremental return on plan assets recognized in remeasurement represents the difference between our actual return on plan assets of approximately 8.00% and our expected return of approximately 4.00%, for the ~~period January 1, 2021 through August 3, 2021.~~period.

(d)For plans where the benefit obligation is in excess of plan assets, we report the net obligation (which was ~~$9,351~~$5,808 million as of ~~September~~June 26, ~~2021)~~2022) as part of accrued pension liabilities on our consolidated balance sheet. Conversely, for plans where the assets exceed the benefit obligation, we include the net asset (which was $3$64 million as of ~~September~~June 26, ~~2021)~~2022) as part of other noncurrent assets on our consolidated balance sheet. The net unfunded status of the plans of ~~$9,348~~$5,744 million in the table above represents the net total of these two amounts.

~~In connection with the plan remeasurements, we lowered our expected long-term rate of return on plan assets from 7.00% to 6.50%, which reflects recent changes in our asset allocation targets.~~

The plan remeasurement resulted in a decrease of ~~$2.9~~$2.2 billion to our net unfunded pension obligations (which includes the change in benefit obligation due to remeasurement of ~~$1.3~~$7.9 billion and the incremental ~~return~~loss on plan assets recognized in remeasurement of ~~$1.6 billion in the table above)~~$5.7 billion) with a corresponding increase of ~~$2.3~~$1.7 billion after taxes in stockholders’ equity. The change in stockholders’ equity reflects the decrease in deferred actuarial losses, which will be recognized as an increase in net FAS pension income (or a decrease in net FAS pension expense) over the estimated remaining life expectancy of the covered employees beginning in the third quarter of ~~2021. However, deferred net actuarial gains or losses~~2022.

We now expect FAS pension expense of approximately $1.1 billion in ~~stockholders’ equity are adjusted annually when~~2022, inclusive of the ~~funded status~~noncash, non-operating pension settlement charge of $1.5 billion (pretax) described above. Excluding the noncash, non-operating pension settlement charge, our ~~postretirement benefit plans are measured, which will result in additional changes to our~~expected FAS pension income ~~or expense~~will be approximately $410 million in ~~future periods.~~

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

~~The purchase of the group annuity contracts and the pension remeasurement did not have an impact on~~2022, which is $50 million lower than our ~~CAS pension cost and did not significantly impact our total~~prior 2022 FAS pension expense or net FAS/CAS pension adjustment for the quarter ended September 26, 2021 or expected full year 2021, except for the noncash pension settlement charge. The increase in the discount rate, incremental return on plan assets, and settlement charge reduced FAS pension expense in future periods, which was offset by the impactincome estimate of ~~the lower expected long-term rate of return on plan assets.~~$460 million.

Funding ~~Requirements~~requirements

The required funding of our qualified defined benefit pension plans is determined in accordance with the Employee Retirement Income Security Act of 1974 (ERISA), as amended, along with consideration of CAS and Internal Revenue Code rules. We made no contributions to our qualified defined benefit pension plans during the quarters and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020.~~2021.

Table of Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

NOTE 87 - LEGAL PROCEEDINGS AND CONTINGENCIES

We are a party to litigation and other proceedings that arise in the ordinary course of our business, including matters arising under provisions relating to the protection of the environment, and are subject to contingencies related to certain businesses we previously owned. These types of matters could result in fines, penalties, cost reimbursements or contributions, compensatory or treble damages or non-monetary sanctions or relief. We believe the probability is remote that the outcome of each of these matters, including the legal proceedings described below, will have a material adverse effect on the corporation as a whole, notwithstanding that the unfavorable resolution of any matter may have a material effect on our net earnings and cash flows in any particular interim reporting period. Among the factors that we consider in this assessment are the nature of existing legal proceedings and claims, the asserted or possible damages or loss contingency (if estimable), the progress of the case, existing law and precedent, the opinions or views of legal counsel and other advisers, our experience in similar cases and the experience of other companies, the facts available to us at the time of assessment and how we intend to respond to the proceeding or claim. Our assessment of these factors may change over time as individual proceedings or claims progress.

Although we cannot predict the outcome of legal or other proceedings with certainty, where there is at least a reasonable possibility that a loss may have been incurred, GAAP requires us to disclose an estimate of the reasonably possible loss or range of loss or make a statement that such an estimate cannot be made. We follow a thorough process in which we seek to estimate the reasonably possible loss or range of loss, and only if we are unable to make such an estimate do we conclude and disclose that an estimate cannot be made. Accordingly, unless otherwise indicated below in our discussion of legal proceedings, a reasonably possible loss or range of loss associated with any individual legal proceeding cannot be estimated.

Legal Proceedings

United States of America, ex rel. Patzer; Cimma v. Sikorsky Aircraft Corp., et alal.

As a result of our acquisition of Sikorsky Aircraft Corporation (Sikorsky), we assumed the defense of and any potential liability for 2 civil False Claims Act lawsuits pending in the U.S. District Court for the Eastern District of Wisconsin. In October 2014, the U.S. Government filed a complaint in intervention in the first suit, which was brought by qui tam relator Mary Patzer, a former Derco Aerospace (Derco) employee. In May 2017, the U.S. Government filed a complaint in intervention in a second suit, which was brought by qui tam relator Peter Cimma, a former Sikorsky Support Services, Inc. (SSSI) employee. In November 2017, the Court consolidated the cases into a single action for discovery and trial.

The U.S. Government alleges that Sikorsky and 2 of its wholly-owned subsidiaries, Derco and SSSI, violated the civil False Claims Act and the Truth in Negotiations Act in connection with a contract the U.S. Navy awarded to SSSI in June 2006 to support the Navy’s T-34 and T-44 fixed-wing turboprop training aircraft. SSSI subcontracted with Derco, primarily to procure and manage spare parts for the training aircraft. The U.S. Government contends that SSSI overbilled the Navy on the contract as the result of Derco’s use of prohibited cost-plus-percentage-of-cost (CPPC) pricing to add profit and overhead costs as a percentage of the price of the spare parts that Derco procured and then sold to SSSI. The U.S. Government also alleges that Derco’s claims to SSSI, SSSI’s claims to the Navy, and SSSI’s yearly Certificates of Final Indirect Costs from 2006 through 2012 were false and that SSSI submitted inaccurate cost or pricing data in violation of

~~Table of Contents~~

~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

the Truth in Negotiations Act for a sole-sourced, follow-on “bridge” contract. The U.S. Government’s complaints assert common law claims for breach of contract and unjust enrichment.

~~The U.S. Government further alleged violations of~~ On November 29, 2021, the Anti-Kickback Act and False Claims Act based on a monthly “chargeback,” through which SSSI billed Derco for the cost of certain SSSI personnel, allegedly in exchange for SSSI’s permitting a pricing arrangement that was “highly favorable” to Derco. On January 12, 2018, the Corporation filed a partial motion to dismiss intended to narrowDistrict Court granted the U.S. Government’s ~~claims, including by seeking dismissal of~~motion for partial summary judgment, finding that the ~~Anti-Kickback Act allegations. The Corporation also moved to dismiss Cimma as~~Derco-SSSI agreement was a party under the False Claims Act’s first-to-file rule, which permits only the first relator to recover in a pending case. The District Court granted these motions, in part, on July 20, 2018, dismissing the Government’s claims under the Anti-Kickback ActCPPC contract.

We believe that we have legal and ~~dismissing Cimma as a party~~factual defenses to the ~~litigation.~~

U.S. Government’s remaining claims. The U.S. Government seeks damages of approximately $52 million, subject to trebling, plus statutory penalties. ~~We believe that we have legal and factual defenses to the U.S. Government’s remaining claims.~~ Although we continue to evaluate our liability and exposure, we do not currently believe that it is probable that we will incur a material loss. If, contrary to our expectations, the U.S. Government prevails on the remaining issues in this matter and proves damages at or near $52 million and is successful in having such damages trebled, the outcome could have an adverse effect on our results of operations in the period in which a liability is recognized and on our cash flows for the period in which any damages are paid.

Table of Contents

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

Lockheed Martin v. Metropolitan Transportation Authority

On April 24, 2009, we filed a declaratory judgment action against the New York Metropolitan Transportation Authority and its Capital Construction Company (collectively, the MTA) asking the U.S. District Court for the Southern District of New York to find that the MTA is in material breach of our agreement based on the MTA’s failure to provide access to sites where work must be performed and the customer-furnished equipment necessary to complete the contract. The MTA filed an answer and counterclaim alleging that we breached the contract and subsequently terminated the contract for alleged default. The primary damages sought by the MTA are the costs to complete the contract and potential re-procurement costs. While we are unable to estimate the cost of another contractor to complete the contract and the costs of re-procurement, we note that our contract with the MTA had a total value of $323 million, of which $241 million was paid to us, and that the MTA is seeking damages of approximately $190 million. We dispute the MTA’s allegations and are defending against them. Additionally, following an investigation, our sureties on a performance bond related to this matter, who were represented by independent counsel, concluded that the MTA’s termination of the contract was improper. Finally, our declaratory judgment action was later amended to include claims for monetary damages against the MTA of approximately $95 million. This matter was taken under submission by the District Court in December 2014, after a five-week bench trial and the filing of post-trial pleadings by the parties. We continue to await a decision from the District Court. Although this matter relates to our former Information Systems & Global Solutions (IS&GS) business, we retained responsibility for the litigation when we divested IS&GS in 2016.

Environmental Matters

We are involved in proceedings and potential proceedings relating to soil, sediment, surface water, and groundwater contamination, disposal of hazardous substances, and other environmental matters at several of our current or former facilities, facilities for which we may have contractual responsibility, and at third-party sites where we have been designated as a potentially responsible party (PRP). A substantial portion of environmental costs will be included in our net sales and cost of sales in future periods pursuant to U.S. Government regulations. At the time a liability is recorded for future environmental costs, we record assets for estimated future recovery considered probable through the pricing of products and services to agencies of the U.S. Government, regardless of the contract form (e.g., cost-reimbursable, fixed-price). We continually evaluate the recoverability of our assets for the portion of environmental costs that are probable of future recovery by assessing, among other factors, U.S. Government regulations, our U.S. Government business base and contract mix, our history of receiving reimbursement of such costs, and efforts by some U.S. Government representatives to limit such reimbursement. We include the portions of those environmental costs expected to be allocated to our non-U.S. Government contracts, or determined not to be recoverable under U.S. Government contracts, in our cost of sales at the time the liability is established or adjusted.

At ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020,~~2021, the aggregate amount of liabilities recorded relative to environmental matters was ~~$771~~$726 million and ~~$789~~$742 million, most of which are recorded in other noncurrent liabilities on our consolidated balance sheets. We have recorded assets for the portion of environmental costs that are probable of future

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~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

recovery ~~under U.S. Government contracts~~ totaling ~~$669~~$630 million and ~~$685~~$645 million at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020,~~2021, most of which are recorded in other noncurrent assets on our consolidated balance sheets.

Environmental remediation activities usually span many years, which makes estimating liabilities a matter of judgment because of uncertainties with respect to assessing the extent of the contamination as well as such factors as changing remediation technologies and changing regulatory environmental standards. We are monitoring or investigating a number of former and present operating facilities for potential future remediation. We perform quarterly reviews of the status of our environmental remediation sites and the related liabilities and receivables. Additionally, in our quarterly reviews, we consider these and other factors in estimating the timing and amount of any future costs that may be required for remediation activities, and we record a liability when it is probable that a loss has occurred or will occur for a particular site and the loss can be reasonably estimated. The amount of liability recorded is based on our estimate of the costs to be incurred for remediation for that site. We do not discount the recorded liabilities, as the amount and timing of future cash payments are not fixed or cannot be reliably determined. We cannot reasonably determine the extent of our financial exposure in all cases as, although a loss may be probable or reasonably possible, in some cases it is not possible at this time to estimate the reasonably possible loss or range of loss. We project costs and recovery of costs over approximately 20 years.

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Notes to Consolidated Financial Statements (unaudited) (continued)

We also pursue claims for recovery of costs incurred or for contribution to site remediation costs against other PRPs, including the U.S. Government, and are conducting remediation activities under various consent decrees, orders, and agreements relating to soil, groundwater, sediment, or surface water contamination at certain sites of former or current operations. Under agreements related to certain sites in California, New York, United States Virgin Islands and Washington, the U.S. Government and/or a private party reimburses us an amount equal to a percentage, specific to each site, of expenditures for certain remediation activities in their capacity as PRPs under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA).

In addition to the proceedings and potential proceedings discussed above, potential new regulations of perchlorate and hexavalent chromium at the federal and state level could adversely affect us. In particular, the U.S. Environmental Protection Agency (EPA) is considering whether to regulate hexavalent chromium at the federal level and the California State Water Resources Control Board ~~a branch of the California Environmental Protection Agency, has indicated it will work~~continues to ~~re-establish a maximum level of the contaminant hexavalent chromium in drinking water after a prior standard of 10 parts per billion (ppb)~~ ~~was challenged and withdrawn, and is also reevaluating~~reevaluate its existing drinking water standard of 6 ppb for perchlorate. The U.S. Environmental Protection Agency decided in June 2020 not to regulate perchlorate in drinking water at the federal level, although this decision has been challenged, and is considering whether to regulate ~~hexavalent chromium~~.

If substantially lower standards are adopted for perchlorate ~~(in California)~~in California or for hexavalent chromium ~~(in California or~~ at the federal ~~level),~~level, we expect a material increase in our estimates for environmental liabilities and the related assets for the portion of the increased costs that are probable of future recovery in the pricing of our products and services for the U.S. Government. The amount that would be allocable to our non-U.S. Government contracts or that is determined not to be recoverable under U.S. Government contracts would be expensed, which may have a material effect on our earnings in any particular interim reporting period.

We also are evaluating the potential impact of existing and contemplated legal requirements addressing a class of chemicals known generally as per- and polyfluoroalkyl substances (PFAS). PFAS have been used ubiquitously, such as in fire-fighting foams, manufacturing processes, and stain- and stick-resistant products (e.g., Teflon, stain-resistant fabrics). Because we have used products and processes over the years containing some of those compounds, they likely exist as contaminants at many of our environmental remediation sites. Governmental authorities have announced plans, and in some instances have begun, to regulate certain of these compounds at extremely low concentrations in drinking water, which could lead to increased cleanup costs at many of our environmental remediation sites.

Letters of Credit, Surety Bonds and Third-Party Guarantees

We have entered into standby letters of credit and surety bonds issued on our behalf by financial institutions, and we have directly issued guarantees to third parties primarily relating to advances received from customers and the guarantee of future performance on certain contracts. Letters of credit and surety bonds generally are available for draw down in the event we do not perform. In some cases, we may guarantee the contractual performance of third parties such as joint venture partners. We had total outstanding letters of credit, surety bonds and third-party guarantees aggregating ~~$3.4~~$3.6 billion at both ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. Third-party guarantees do not include guarantees issued on behalf of subsidiaries and other consolidated entities.

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~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

At ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020,~~2021, third-party guarantees totaled ~~$842~~$865 million and ~~$871~~$838 million, of which approximately ~~69% and 71%~~70% related to guarantees of contractual performance of joint ventures to which we currently are or previously were a party. These amounts represent our estimate of the maximum amounts we would expect to incur upon the contractual non-performance of the joint venture, joint venture partners or divested businesses. Generally, we also have cross-indemnities in place that may enable us to recover amounts that may be paid on behalf of a joint venture partner.

In determining our exposures, we evaluate the reputation, performance on contractual obligations, technical capabilities and credit quality of our current and former joint venture partners and the transferee under novation agreements all of which include a guarantee as required by the FAR. At ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020,~~2021, there were no material amounts recorded in our financial statements related to third-party guarantees or novation agreements.

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Notes to Consolidated Financial Statements (unaudited) (continued)

privileges. Suspension or debarment could have a material adverse effect on us because of our dependence on contracts with the U.S. Government. U.S. Government investigations often take years to complete and many result in no adverse action against us. We also provide products and services to customers outside of the U.S., which are subject to U.S. and foreign laws and regulations and foreign procurement policies and practices. Our compliance with local regulations or applicable U.S. Government regulations also may be audited or investigated.

In the normal course of business, we provide warranties to our customers associated with certain product sales. We record estimated warranty costs in the period in which the related products are delivered. The warranty liability is generally based on the number of months of warranty coverage remaining for the products delivered and the average historical monthly warranty payments. Warranty obligations incurred in connection with long-term production contracts are accounted for within the contract estimates at completion.

NOTE 98 - FAIR VALUE MEASUREMENTS

Assets and liabilities measured and recorded at fair value on a recurring basis consisted of the following (in millions):


		September 26, 2021						December 31, 2020							June 26, 2022						December 31, 2021
		Total		Level 1		Level 2		Total		Level 1		Level 2			Total		Level 1		Level 2		Total		Level 1		Level 2
Assets	Assets													Assets
Mutual funds	Mutual funds	$	1,377	$	1,377	$	—	$	1,335	$	1,335	$	—	Mutual funds	$	1,108	$	1,108	$	—	$	1,434	$	1,434	$	—
U.S. Government securities	U.S. Government securities	102		—		102		92		—		92		U.S. Government securities	101		—		101		121		—		121
Other securities	Other securities	649		436		213		555		341		214		Other securities	627		415		212		684		492		192
Derivatives	Derivatives	19		—		19		52		—		52		Derivatives	58		—		58		15		—		15
Liabilities	Liabilities													Liabilities
Derivatives	Derivatives	40		—		40		22		—		22		Derivatives	183		—		183		60		—		60
Assets measured at NAV (a)	Assets measured at NAV (a)													Assets measured at NAV (a)
Other commingled funds	Other commingled funds	21						20						Other commingled funds	—						20

(a)Net Asset Value (NAV) is the total value of the fund divided by the number of the fund’s shares outstanding.

Substantially all assets measured at fair value, other than derivatives, represent investments held in a separate trust to fund certain of our non-qualified deferred compensation plans and are recorded in other noncurrent assets on our consolidated balance sheets. The fair values of mutual funds and certain other securities are determined by reference to the quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs. The fair values of U.S. Government and certain other securities are determined using pricing models that use observable inputs (e.g., interest rates and yield curves observable at commonly quoted intervals), bids provided by brokers or dealers or quoted prices of securities with similar characteristics. The fair values of derivative instruments, which consist of foreign currency forward contracts and option contracts, including embedded derivatives, and interest rate swap contracts, are primarily determined based on the present value of future cash flows using model-derived valuations that use observable inputs such as interest rates, credit spreads and foreign currency exchange rates.

We use derivative instruments principally to reduce our exposure to market risks from changes in foreign currency exchange rates and interest rates. We do not enter into or hold derivative instruments for speculative trading purposes. We transact business globally and are subject to risks associated with changing foreign currency exchange rates. We enter into foreign currency hedges such as forward and option contracts that change in value as foreign currency exchange rates change. Our most significant foreign currency exposures relate to the British pound sterling, the euro, the Canadian dollar, the Australian dollar, the Norwegian kroner and the ~~Australian dollar.~~Polish zloty. These contracts hedge forecasted foreign currency transactions in order to ~~mitigate~~minimize fluctuations in our earnings and cash flows associated with changes in foreign currency exchange rates. We designate foreign currency hedges as cash flow hedges. We also are exposed to the impact of interest rate changes primarily through our borrowing activities. For fixed rate borrowings, we may use variable interest rate swaps, effectively converting fixed rate borrowings to variable rate borrowings in order to hedge changes in the fair value of the debt. These swaps are designated as fair value hedges. For variable rate borrowings, we may use fixed interest rate swaps, effectively converting variable rate borrowings to fixed rate borrowings in order to mitigate the impact of interest rate changes on earnings. These swaps are designated as cash flow hedges. We also may enter into ~~derivative instruments that are not~~

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Notes to Consolidated Financial Statements (unaudited) (continued)

derivative instruments that are not designated as hedges and do not qualify for hedge accounting, which are intended to mitigate certain economic exposures.

The aggregate notional amount of our outstanding ~~foreign currency hedges~~interest rate swaps was ~~$3.4~~$1.3 billion and $500 million at ~~both September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. The aggregate notional amount of our outstanding ~~interest rate swaps~~foreign currency hedges was ~~$500 million~~$5.5 billion and ~~$572 million~~$4.0 billion at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. The fair values of our outstanding interest rate swaps and foreign currency hedges ~~and interest rate swaps~~ at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020~~2021 were not significant. Derivative instruments did not have a material impact on net earnings and comprehensive income during the quarters and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020.~~2021. The impact of derivative instruments on our consolidated statements of cash flows is included in net cash provided by operating activities. Substantially all of our derivatives are designated for hedge accounting.

We also hold investments in public companies, primarily as a result of investments in early-stage companies through our Lockheed Martin Ventures Fund. These investments have quoted market prices in active markets (Level 1) and are recorded at fair value and reflected in other securities in the table above. See “Note 10 - Other - Lockheed Martin Ventures Fund” for more information on Lockheed Martin Ventures investments.

In addition to the financial instruments listed in the table above, we hold other financial instruments, including cash and cash equivalents, receivables, accounts payable and debt. The carrying amounts for cash and cash equivalents, receivables and accounts payable approximated their fair values. The estimated fair value of our outstanding debt was ~~$15.6~~$12.5 billion and ~~$16.9~~$15.4 billion at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. The outstanding principal amount of debt was $12.8 billion at ~~September~~both June 26, ~~2021~~2022 and ~~$13.3 billion at~~ December 31, ~~2020,~~2021, excluding $1.2 billion and $1.1 billion of unamortized discounts and issuance costs at ~~both September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. The estimated fair values of our outstanding debt were determined based on the present value of future cash flows using model-derived valuations that use observable inputs such as interest rates and credit spreads (Level 2). We also hold investments in early stage companies. Most of these investments are in equity securities without readily determinable fair values. Investments with quoted market prices in active markets (Level 1) are recorded at fair value at the end of each reporting period and reflected in other securities in the table above. See “Note 11 - Other - Lockheed Martin Ventures Fund”.

NOTE 109 - STOCKHOLDERS’ EQUITY

Repurchases of Common Stock

During the ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, we repurchased ~~5.6~~7.7 million shares of our common stock for ~~$2.0~~$2.4 billion, ~~under~~including pursuant to accelerated share repurchase (ASR) ~~agreements pursuant to Rule 10b5-1~~agreements. As previously disclosed, in January 2022, we received 2.2 million shares of our common stock for no additional consideration upon final settlement of the ~~Securities Exchange Act~~ASR we entered into in the fourth quarter of ~~1934.~~ 2021. In addition, we repurchased 4.7 million shares for $2.0 billion under an ASR agreement that we entered into in the first quarter of 2022 and that settled in the second quarter of 2022. Some of the shares repurchased during the second quarter of 2022 were settled subsequent to the end of the quarter.

The total remaining authorization for future common share repurchases under our share repurchase program was ~~$6.0~~$1.6 billion as of ~~September~~June 26, ~~2021, including a $5.0 billion increase to the program authorized by our Board of Directors on September 23, 2021.~~2022. As we repurchase our common shares, we reduce common stock for the $1 of par value of the shares repurchased, with the excess purchase price over par value recorded as a reduction of additional paid-in capital. If additional paid-in capital is reduced to zero, we record the remainder of the excess purchase price over par value as a reduction of retained earnings.

Dividends

We declared cash dividends totaling ~~$775~~$2.2 billion ($8.40 per share) during the six months ended June 26, 2022. In June 2022, we declared our 2022 third quarter dividend totaling approximately $743 million ($2.80 per share) and $3.0 billion ($10.60 per share) during the quarter and nine months ended September 26, 2021. Dividends declared in the quarter ended September 26, 2021 represent our 2021 fourth quarter dividend payment, a per share increase of $0.20 over our 2021 third quarter dividend of $2.60 per share,, which ~~we declared in the second quarter of 2021. Our fourth quarter dividend~~ will be paid in ~~December 2021. We declared dividends totaling $730 million ($2.60 per share) and $2.8 billion ($9.80 per share) during the quarter and nine months ended~~ September ~~27, 2020.~~2022. The total amount declared may differ from the total amount of dividends paid during a period due to the timing of dividend-equivalents paid on RSUs and PSUs. These dividend-equivalents are accrued during the vesting period and are paid upon the vesting of the RSUs and PSUs, which primarily occurs in the first quarter each year.

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Accumulated Other Comprehensive Loss

Changes in the balance of AOCL, net of tax, consisted of the following (in millions):


		Postretirement Benefit Plans		Other, net		AOCL			Postretirement Benefit Plans		Other, net		AOCL
Balance at December 31, 2020		$	(16,155)	$	34	$	(16,121)
Balance at December 31, 2021								Balance at December 31, 2021	$	(10,964)	$	(42)	$	(11,006)
Other comprehensive income (loss) before reclassifications (a)	Other comprehensive income (loss) before reclassifications (a)	2,258		(55)		2,203		Other comprehensive income (loss) before reclassifications (a)	1,698		(121)		1,577

Amounts reclassified from AOCL	Amounts reclassified from AOCL							Amounts reclassified from AOCL
Pension settlement charge ~~(b)~~(a)	Pension settlement charge ~~(b)~~(a)	1,310		—		1,310		Pension settlement charge ~~(b)~~(a)	1,156		—		1,156
Recognition of net actuarial losses (c)		579		—		579
Amortization of net prior service credits (c)		(192)		—		(192)
Recognition of net actuarial losses (b)								Recognition of net actuarial losses (b)	230		—		230
Amortization of net prior service credits (b)								Amortization of net prior service credits (b)	(135)		—		(135)
Other	Other	—		4		4		Other	—		10		10
Total reclassified from AOCL	Total reclassified from AOCL	1,697		4		1,701		Total reclassified from AOCL	1,251		10		1,261
Total other comprehensive income (loss)	Total other comprehensive income (loss)	3,955		(51)		3,904		Total other comprehensive income (loss)	2,949		(111)		2,838
Balance at September 26, 2021		$	(12,200)	$	(17)	$	(12,217)
Balance at June 26, 2022								Balance at June 26, 2022	$	(8,015)	$	(153)	$	(8,168)

Balance at December 31, 2019		$	(15,528)	$	(26)	$	(15,554)
Other comprehensive loss before reclassifications		—		(40)		(40)
Balance at December 31, 2020								Balance at December 31, 2020	$	(16,155)	$	34	$	(16,121)
Other comprehensive income (loss) before reclassifications								Other comprehensive income (loss) before reclassifications	—		2		2
Amounts reclassified from AOCL	Amounts reclassified from AOCL							Amounts reclassified from AOCL
Recognition of net actuarial losses (c)		517		—		517
Amortization of net prior service credits (c)		(187)		—		(187)
Recognition of net actuarial losses (b)								Recognition of net actuarial losses (b)	408		—		408
Amortization of net prior service credits (b)								Amortization of net prior service credits (b)	(128)		—		(128)
Other	Other			5		5		Other	—		2		2
Total reclassified from AOCL	Total reclassified from AOCL	330		5		335		Total reclassified from AOCL	280		2		282
Total other comprehensive income (loss)	Total other comprehensive income (loss)	330		(35)		295		Total other comprehensive income (loss)	280		4		284
Balance at September 27, 2020		$	(15,198)	$	(61)	$	(15,259)
Balance at June 27, 2021								Balance at June 27, 2021	$	(15,875)	$	38	$	(15,837)

(a)Changes in AOCL before reclassifications related to our postretirement benefit plans represent the net actuarial gains from the interim remeasurement of certain defined benefit pension plans required as a result of the purchase of group annuity contracts to transfer ~~$4.9~~$4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on ~~August 3, 2021.~~June 24, 2022. See “Note 76 - Postretirement Benefit Plans”.

~~(b)During~~ Also as a result, during the quarter ended ~~September~~June 26, ~~2021,~~2022, we recognized a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, after-tax) in connection with the purchase of group annuity contracts to transfer $4.9 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on August 3, 2021. See “Note 7 - Postretirement Benefit Plans”.

~~(c)~~(b)Reclassifications from AOCL related to our postretirement benefit plans were recorded as a component of FAS expense (income) for each period presented. See “Note 7 - Postretirement Benefit Plans”. These amounts include ~~$107~~$47 million and ~~$110~~$140 million, net of tax, for the quarters ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020,~~2021, which are comprised of the recognition of net actuarial losses of ~~$171~~$115 million and ~~$173~~$204 million for the quarters ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020,~~2021, and the amortization of net prior service credits of ~~$64~~$68 million and ~~$63~~$64 million for the quarters ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020.~~2021.

NOTE 1110 - OTHER

Changes in Estimates

Significant estimates and assumptions are made in estimating contract sales and costs, including the profit booking rate. At the outset of a long-term contract, we identify and monitor risks to the achievement of the technical, schedule and cost aspects of the contract, as well as variable consideration, and assess the effects of those risks on our estimates of ~~sales and~~ total costs to complete the contract. The estimates consider the technical requirements (e.g., a newly-developed product versus a mature product), the schedule and associated tasks (e.g., the number and type of milestone events) and costs (e.g., material, labor, subcontractor, overhead ~~general and administrative~~ and the estimated costs to fulfill our industrial cooperation agreements, sometimes referred to as offset ~~or localization~~ agreements, required under certain contracts with international customers). The initial profit booking rate of each contract considers risks surrounding

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~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

the ability to achieve the technical requirements, schedule and costs in the initial estimated total costs to complete the contract. Profit booking rates may increase during the performance of the contract if we successfully retire risks ~~surrounding the~~related to technical, schedule and cost aspects of the contract, which decreases the estimated total costs to complete the contract or may increase the variable consideration we expect to receive on the contract. Conversely, our profit booking rates may decrease if the estimated total costs to complete the contract increase or our estimates of variable consideration we expect to receive decrease. All of the estimates are

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Notes to Consolidated Financial Statements (unaudited) (continued)

subject to change during the performance of the contract and may affect the profit booking rate. When estimates of total costs to be incurred on a contract exceed total estimates of the transaction price, a provision for the entire loss is determined at the contract level and is recorded in the period in which the loss is determined.

In addition, comparability of our segment sales, operating profit and operating margin may be impacted favorably or unfavorably by changes in profit booking rates on our contracts for which we recognize revenue over time using the percentage-of-completion cost-to-cost method to measure progress towards completion. Increases in the profit booking rates, typically referred to as ~~risk retirements,~~favorable profit adjustments, usually relate to revisions in the estimated total costs to fulfill the performance obligations that reflect improved conditions on a particular contract. Conversely, conditions on a particular contract may deteriorate, for example COVID-19 impacts or supply chain disruptions, resulting in an increase in the estimated total costs to fulfill the performance obligations and a reduction in the profit booking ~~rate.~~rate and are typically referred to as unfavorable profit adjustments. Increases or decreases in profit booking rates are recognized in the current period and reflect the inception-to-date effect of such changes. Segment operating profit and margin may also be impacted favorably or unfavorably by other items, which may or may not impact sales. Favorable items may include the positive resolution of contractual matters, cost recoveries on severance and restructuring charges, insurance recoveries and gains on sales of assets. Unfavorable items may include the adverse resolution of contractual matters; restructuring charges, except for significant severance actions, which are excluded from segment operating results; reserves for disputes; certain asset impairments; and losses on sales of certain assets.

Our consolidated net adjustments not related to volume, including net profit booking rate adjustments and other matters, increased segment operating profit by approximately ~~$580~~$455 million and ~~$1.5 billion~~$860 million during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~$415~~$385 million and ~~$1.4 billion~~$880 million during the ~~quarters~~quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020.~~2021. These adjustments increased net earnings by approximately ~~$458~~$359 million ($~~1.65~~1.35 per share) and ~~$1.2 billion~~$679 million ($~~4.14~~2.53 per share) during the quarter and ~~nine~~six months ended ~~September~~ June 26, ~~2021~~2022 and ~~$328~~$304 million ($~~1.17~~1.09 per share) and ~~$1.1 billion~~$695 million ($~~3.82~~2.49 per share) during the quarter and ~~nine~~six months ended ~~September~~ June 27, ~~2020.~~2021. We recognized net sales from performance obligations satisfied in prior periods of approximately ~~$616~~$481 million and ~~$1.6 billion~~$897 million during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, and ~~$487~~$492 million and ~~$1.5 billion~~$984 million during the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020,~~2021, which primarily relate to changes in profit booking rates that impacted revenue.

~~As previously disclosed, we~~We have experienced performance issues on a classified fixed-price incentive fee contract that involves highly complex design and systems integration at our Aeronautics business segment. ~~During the second quarter~~As of 2021, we completed a comprehensive review and negotiation of scope of the program with our customer, including the technical requirements, performance to date, remaining work, schedule, and estimated costs to complete the program. At the conclusion of the review, we determined that the total costs to complete the current phase of the program will exceed the contract price. Accordingly, during the second quarter of 2021, we recognized a loss of $225 million ($169 million, or $0.61 per share, after tax) on the programJune 26, 2022, cumulative losses remained at our Aeronautics business segment, which represented our estimated total losses on the current phase of the program. During the third quarter of 2021, we signed a Memorandum of Agreement (MOA) with the customer to modify the contract scope and price. We are working with the customer to incorporate the MOA updates into the contract, which we currently expect to complete by the end of 2021. The terms of the MOA are consistent with the assumptions used to estimate the loss recognized in the second quarter of 2021. Therefore, our current estimated loss remains atapproximately $225 million. We will continue to monitor our performance, any future changes in scope, and estimated costs to complete the program and may have to record additional losses in future periods if we experience further performance issues, increases in scope, or cost growth, which could be material to our operating results. In addition, we and our industry team will incur advanced procurement costs (also referred to as precontract costs) in order to enhance our ability to achieve the revised schedule and certain milestones. We will monitor the recoverability of precontract costs, which could be impacted by the customer’s decision regarding future phases of the program.

~~As previously disclosed, we~~We are responsible for a program to design, develop and construct a ground-based radar at our RMS business segment. The program has experienced performance issues for which we have periodically accrued reserves. ~~During the quarter ended September~~As of June 26, ~~2021, we revised our estimated costs to complete the program by reviewing the technical requirements, performance to date, remaining work, and schedule and recorded a charge of~~

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~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

~~approximately $45 million ($34 million, or $0.12 per share, after-tax) at our RMS business segment, which resulted in~~2022, cumulative losses ofremained at approximately $280 ~~million on this program as of September 26, 2021.~~million. We will continue to monitor our performance, any future changes in scope, and estimated costs to complete the program and may have to record additional losses in future periods if we experience further performance issues, increases in scope, or cost growth. However, based on the losses previously recorded and our current estimate of the sales and costs to complete the program, at this time we do not anticipate that additional losses, if any, would be material to our operating results or financial condition.

~~As previously disclosed, we~~We have a program, EADGE-T, to design, integrate and install an air missile defense command, control, communications, computers - intelligence (C4I) system for an international customer that has experienced performance issues and for which we have periodically accrued reserves at our RMS business segment. ~~As of September 26, 2021, cumulative losses remained at approximately $260 million.~~ We ~~continue to monitor~~last recorded a charge and accrued reserves for this program ~~requirements and our performance. At this time, we do not anticipate additional charges that would be material to our operating results or financial condition.~~

As previously disclosed, we had a program to design, develop and install an upgraded turret for the Warrior Capability Sustainment Program (“Warrior”) at our MFC business segment. In March 2021, we received notification from our customer that it had made a decision to not proceed with the demonstration and manufacturing phases of the program and we were directed to suspend work on the program. We worked with our customer to develop a plan to wind down the program and entered into negotiations about final scope, milestones, remaining costs, and price duringin 2017. During the second quarter of ~~2021. These negotiations were~~2022, the program was completed ~~during the third quarter of 2021 along~~ with ~~the final~~a settlement of ~~substantially~~ all ~~of our claims. Upon completion of final settlements,~~claims between the parties and, as such, we determined that ~~future~~additional losses will not be incurred. As a result, we reversed previously recognized losses of approximately $25 million ($19 million, or $0.07 per share, after-tax) during the quarter ended September 26, 2021 to reflect the removal of terminated scope on this program, net of incremental close-out costs, and the settlement of the claims. Total cumulative losses on this program were approximately ~~$75~~$260 million at ~~September~~June 26, ~~2021.~~2022.

Backlog

Backlog (i.e., unfulfilled or remaining performance obligations) represents the sales we expect to recognize for our products and services for which control has not yet transferred to the customer. Our backlog includes both funded (firm

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Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

orders for our products and services for which funding has been both authorized and appropriated by the customer) and unfunded (firm orders for which funding has not been appropriated) amounts. We do not include unexercised options or potential orders under indefinite-delivery, indefinite-quantity agreements in our backlog. For our cost-reimbursable and fixed-priced-incentive contracts, the estimated consideration we expect to receive pursuant to the terms of the contract may exceed the contractual award amount. The estimated consideration is determined at the outset of the contract and is continuously reviewed throughout the contract period. In determining the estimated consideration, we consider the risks related to the technical, schedule and cost impacts to complete the contract and an estimate of any variable consideration. Periodically, we review these risks and may increase or decrease backlog accordingly. As the risks on such contracts are successfully retired, the estimated consideration from customers may be reduced, resulting in a reduction of backlog without a corresponding recognition of sales. As of ~~September~~June 26, ~~2021,~~2022, our ending backlog was ~~$134.8~~$134.6 billion. We expect to recognize approximately ~~38%~~36% of our backlog over the next 12 months and approximately ~~60%~~59% over the next 24 months as revenue with the remainder recognized thereafter.

Lockheed Martin Ventures Fund

Through our Lockheed Martin Ventures Fund, we make strategic investments in ~~certain early stage~~ companies that we believe are advancing or developing new technologies applicable to our business. These investments may be in the form of common or preferred stock, warrants, convertible debt securities or investments in funds. Most of the investments are in equity securities without readily determinable fair values (privately held securities), which are measured initially at cost and are then adjusted to fair value only if there is an observable price change or reduced for impairment, if applicable. Investments with quoted market prices in active markets (Level 1) (publicly held securities) are recorded at fair ~~value at the end of each reporting period.~~value. The carrying amounts of investments held in our Lockheed Martin Ventures Fund were ~~$355~~$451 million and ~~$173~~$465 million at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020. During the~~ ~~quarter and nine months ended~~ ~~September 26, 2021, we recorded $98 million ($74 million, or $0.27 per share, after-tax) and $180 million ($135 million, or $0.49 per share, after-tax) of net gains due~~2021. Due to

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~~Lockheed Martin Corporation~~

~~Notes to Consolidated Financial Statements (unaudited) (continued)~~

changes in fair value and/or sales of investments, ~~which~~we recorded net losses of $143 million ($107 million, or $0.40 per share, after-tax) and $40 million ($30 million, or $0.11 per share, after-tax) during the quarter and six months ended June 26, 2022; and net gains of $14 million ($11 million, or $0.04 per share, after-tax) and $82 million ($62 million, or $0.22 per share, after-tax) during the quarter and six months ended June 27, 2021. These gains and losses are reflected in the other non-operating (expense) income, net account on our consolidated statements of earnings.

~~Investment in Advanced Military Maintenance, Repair and Overhaul Center LLC (AMMROC)~~Income Taxes

~~In July 2020, we entered into an agreement~~Our effective income tax rates were 6.4% and 14.6% and 16.4% and 16.6% for the quarters and six months ended June 26, 2022 and June 27, 2021. The rate for the second quarter of 2022 is lower than the second quarter of 2021 primarily due to ~~sell our ownership interest in AMMROC to our joint venture partner~~lower earnings before income taxes resulting from a noncash, non-operating pension settlement charge of $1.5 billion, which reduced the tax expense by approximately $314 million. The rates for ~~$307 million. As a result, we adjusted~~all periods benefited from the ~~carrying value of our investment~~research and development tax credit, tax deductions for foreign derived intangible income and dividends paid to the selling price of $307 million, which resulted in the recognition of a noncash impairment charge of $128 million ($96 million, or $0.34 per share, after-tax) in our results of operations during the nine months ended ~~September 27, 2020. The sale was completed on November 25, 2020. The purchase price was paid in cash installments in 2021, of which we received $231 million as of~~ ~~September 26, 2021 (the end of our third quarter).~~ ~~The final installment payment of $76 million was received on September 30, 2021 (subsequent to our third quarter).~~corporation's defined contribution plans with an employee stock ownership plan feature.

Severance and Restructuring Charges

During the first quarter of 2021, we recorded severance and restructuring charges of $36 million ($28 million, or $0.10 per share, after-tax) ~~associated with plans~~related to ~~close~~workforce reductions and ~~consolidate certain facilities and reduce total workforce~~facility exit costs within our RMS business segment. ~~The~~These actions were taken to ~~better align RMS' organization and cost structure~~consolidate certain operations in order to improve the efficiency of ~~its~~RMS’ manufacturing operations and affordability of its products and services. ~~Upon separation,~~Employees terminated ~~employees~~as part of these actions were to receive lump-sum severance payments upon separation primarily based on years of ~~service, the majority of which will be paid over the next several quarters.~~service.

~~Income Taxes~~

~~Our effective income tax rate was~~ ~~9.6%~~Debt Issuance and ~~15.7%~~ for the quarters and nine months ended September 26, 2021, and 14.7% and 15.7% for the quarters and nine months ended September 27, 2020. The rate for the third quarter of 2021 is lower than the third quarter of 2020 primarily due to lower pretax earnings resulting from a noncash pension settlement charge of $1.7 billion, which reduced the tax expense by approximately $355 million. The rates for both periods benefited from tax deductions for foreign derived intangible income, the research and development tax credit, and dividends paid to the corporation's defined contribution plans with an employee stock ownership plan feature.

~~Net Loss on Discontinued Operations~~

During the third quarter of 2020, we recognized a $55 million ($0.20 per share) non-cash charge resulting from the resolution of certain tax matters related to the former IS&GS business divested in 2016.

~~Revolving Credit Facility~~Redemption

On ~~August 24, 2021,~~May 5, 2022, we ~~entered into~~issued a ~~new $3.0~~total of $2.3 billion revolving credit facility (the Revolving Credit Facility) with various banks that is available for general corporate purposes including supporting commercial paper borrowings and which has an expiration date of August 24, 2026. We concurrently terminated our existing $2.5 billion revolving credit facility. We may request and the banks may grant, at their discretion, an increase in the borrowing capacity under the Revolving Credit Facility of up to an additional $500 million. There were no borrowings outstanding under the Revolving Credit Facility at September 26, 2021.

~~Long-Term Debt~~

~~In September 2021, we repaid $500 million of long-term notes with a fixed interest rate of 3.35% according to their scheduled maturities.~~

~~In May 2020, we received net cash proceeds of $1.1 billion from issuance~~ of senior unsecured ~~notes. In~~notes, consisting of $800 million aggregate principal amount of 3.90% Notes due June ~~2020, we used~~15, 2032 (the “2032 Notes”), $850 million aggregate principal amount of 4.15% Notes due June 15, 2053 (the “2053 Notes”) and $650 million aggregate principal amount of 4.30% Notes due June 15, 2062 (the “2062 Notes” and, together with the ~~net~~2032 Notes and 2053 Notes, the “Notes”) in a registered public offering. Net proceeds received from the offering were after deducting pricing discounts and debt issuance costs, which are being amortized and recorded as interest expense over the term of the Notes. We will pay interest on the Notes semi-annually in arrears on June 15 and December 15 of each year with the first payment made on June 15, 2022. We may, at our option, redeem the Notes of any series in whole or in part at any time and from time to time at a redemption price equal to the greater of 100% of the principal amount of the Notes to be redeemed or an applicable make-whole amount, plus ~~cash on hand to redeem $750 million of notes due in 2020 and $400 million of notes due in 2021, each at their redemption price.~~accrued

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and unpaid interest to the date of redemption. The Notes rank equally in right of payment with all of our existing unsecured and unsubordinated indebtedness.

On May 11, 2022, we used the net proceeds from the offering of the Notes to redeem all of the outstanding $500 million in aggregate principal amount of our 3.10% Notes due 2023, $750 million in aggregate principal amount of our 2.90% Notes due 2025, and the remaining balance of the net proceeds to redeem $1.0 billion of our outstanding $2.0 billion in aggregate principal amount of our 3.55% Notes due 2026 at their redemption price. We paid make-whole premiums of $13.9 million in connection with the early extinguishments of debt. We incurred losses of $34 million ($26 million, or $0.10 per share, after tax) on these transactions related to early extinguishments of debt, additional interest expense and other related charges, which was recorded in other non-operating (expense) income, net in our consolidated statements of earnings.

NOTE 1211 - RECENT ACCOUNTING PRONOUNCEMENTS

Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

In 2017, the United Kingdom’s Financial Conduct Authority (FCA) announced that after 2021 it would no longer compel banks to submit the rates required to calculate the London Interbank Offered Rate (LIBOR), which have been widely used as reference rates for various securities and financial contracts, including loans, debt and derivatives. This announcement indicates that the continuation of LIBOR on the current basis is not guaranteed after 2021. Subsequently in March 2021, the FCA announced some USD LIBOR tenors (overnight, 1 month, 3 month, 6 month and 12 month) will continue to be published until June 30, 2023. Regulators in the U.S. and other jurisdictions have been working to replace these rates with alternative reference interest rates that are supported by transactions in liquid and observable markets, such as the Secured Overnight Financing Rate (SOFR) for USD LIBOR. Currently, our credit facility and certain of our derivative instruments reference LIBOR-based rates. Our credit facility contains provisions specifying alternative interest rate calculations to be employed when LIBOR ceases to be available as a ~~benchmark;~~benchmark and we have adhered to the ISDA 2020 IBOR Fallbacks Protocol, which will govern our derivatives upon the final cessation of USD LIBOR. ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, as amended, ~~helps limit~~limits the accounting impact from contract modifications, including hedging relationships, due to the transition from LIBOR to alternative reference rates that are completed by December 31, 2022. The Financial Accounting Standards Board (FASB) is currently working on a project to extend the date to December 31, 2024. We do not expect a significant impact to our ~~operating~~financial results, financial position or cash flows from the transition from LIBOR to alternative reference interest rates, but we will continue to monitor the impact of this transition until it is completed.

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Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders

Lockheed Martin Corporation

Results of Review of Interim Financial Statements

We have reviewed the accompanying consolidated balance sheet of Lockheed Martin Corporation (the Corporation) as of ~~September~~June 26, ~~2021~~2022, the related consolidated statements of earnings, comprehensive income and equity for the quarters and ~~nine~~six months ended ~~months ended September~~June 26, 2022 and June 27, 2021, and ~~September 27, 2020, and~~ consolidated statements of cash flows for the six months ended June 26, 2022 and ~~nine~~ ~~months ended September 26,~~June 27, 2021, and the ~~September 27, 2020, and~~ ~~the~~ related notes (collectively referred to as the “consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Corporation as of December 31, ~~2020,~~2021, the related consolidated statements of earnings, comprehensive income, cash flows and equity for the year then ended, and the related notes (not presented herein); and in our report dated January ~~28, 2021,~~25, 2022, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 31, ~~2020,~~2021, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Corporation’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Corporation in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Ernst & Young LLP

Tysons, Virginia

~~October 26, 2021~~July 19, 2022

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is intended to help the reader understand our results of operations and financial condition. The MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and notes to consolidated financial statements.

BUSINESS OVERVIEW

We are a global security and aerospace company principally engaged in the research, design, development, manufacture, integration and sustainment of advanced technology systems, products and services. We also provide a broad range of management, engineering, technical, scientific, logistics, system integration and cybersecurity services. We serve both U.S. and international customers with products and services that have defense, civil and commercial applications, with our principal customers being agencies of the U.S. Government. During the ~~nine~~six months ended ~~September~~June 26, ~~2021, 72%~~2022, 73% of our ~~$49.3~~$30.4 billion in net sales were from the U.S. Government, either as a prime contractor or as a subcontractor (including ~~63%~~64% from the Department of Defense (DoD)), ~~27%~~26% were from international customers (including foreign military sales (FMS) contracted through the U.S. Government) and 1% were from U.S. commercial and other customers. Our main areas of focus are in defense, space, intelligence, homeland security and information technology, including cybersecurity.

The following discussion is a supplement to and should be read in conjunction with the accompanying consolidated financial statements and notes thereto and with our ~~2020~~Annual Report on Form ~~10-K.~~

~~Renationalization of the Atomic Weapons Establishment Program~~

COVID-19

The coronavirus disease 2019 (COVID-19) pandemic continued to cause business impacts in ~~the company’s financial results for the quarter ended September 26, 2021. However, during~~ the first six months of ~~2021, AWE generated sales of~~ ~~$865 million~~ ~~and operating profit of~~ ~~$15 million, which are included in~~2022 primarily driven by the ~~company’s financial results for the nine months ended September 26, 2021. During the quarter and nine months ended September 26, 2020, AWE generated sales of~~ ~~$350 million~~ ~~and~~ ~~$1.0 billion~~ ~~and operating profit of~~ ~~$10 million~~ ~~and~~ ~~$30 million~~ ~~which are included in the company’s financial results for 2020.~~

~~Pending Acquisition Of Aerojet Rocketdyne~~

On December 20, 2020, we entered into an agreement to acquire Aerojet Rocketdyne Holdings, Inc. (“Aerojet Rocketdyne”) for $51.00 per share, which is net of a $5.00 per share special cash dividend Aerojet Rocketdyne paid to its stockholders on March 24, 2021. At the time of announcement, this represented a post-dividend equity value of approximately $4.6 billion, on a fully diluted as-converted basis, and a transaction value of approximately $4.4 billion after the assumption of Aerojet Rocketdyne’s then-projected net cash. We expect to finance the acquisition primarily through new debt issuances. The transaction was approved by Aerojet Rocketdyne’s stockholders on March 9, 2021, which was a closing condition. As partemergence of the ~~regulatory review process of the transaction, on September 24,~~Omicron variant in late 2021 ~~we and Aerojet Rocketdyne each certified substantial compliance~~ with ~~the Federal Trade Commission’s (FTC) requests for additional information, known as~~ a ~~“second request”, and the parties continue to engage with the FTC. Subject to satisfactory completion of the regulatory review process and satisfaction of the other closing conditions specified~~resulting increase in ~~the acquisition agreement, we anticipate closing the transaction~~COVID cases in ~~the first quarter of~~early 2022. As previously disclosed, under the acquisition agreement, the “outside” date that gives rise to certain termination rights will automatically be extended from December 21, 2021 to March 21, 2022 in circumstances where all conditions have been satisfied but for the receipt of regulatory approvals. Our financial results will not include Aerojet Rocketdyne’s results until the acquisition is closed.

~~COVID-19~~

~~The COVID-19 pandemic continues to present business challenges in 2021.~~ During the first ~~nine~~six months of ~~2021, we continued to experience impacts in each of~~2022, our ~~business areas related to COVID-19, primarily in continued increased coronavirus-related costs,~~performance was adversely affected by supply chain disruptions and delays, ~~in supplier deliveries,~~as well as labor challenges associated with employee absences, travel restrictions, site access, ~~and~~ quarantine restrictions, ~~and the~~ remote work, and adjusted work schedules. ~~In the second quarter of 2021, we had initiated a plan~~Attendance for employees required to reintroduce employees that had been working remotely to the workplace, however, we paused the reintroduction as COVID-19 cases rose in the third quarter of 2021. Although we have not yet returned to pre-pandemic operations, webe onsite has fluctuated based on pandemic developments. We are ~~experiencing stabilization of~~actively engaging with our ~~employee attendance. We continued~~customers and are continuing to take measures to protect the health and safety of our ~~employees, including measures~~employees. In our on-going effort to ~~facilitate the provision~~mitigate supply chain risks, we accelerated payments of ~~vaccines to our employees in line with state and local guidelines. We also continued to work with our customers and suppliers to minimize disruptions, including using~~

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~~accelerated progress payments from the U.S. Government and cash on hand to accelerate $1.5~~$1.0 billion ~~of payments~~ to our suppliers as of ~~September~~June 26, ~~2021~~2022, that are due ~~by their~~according to contractual terms in future ~~periods. We will continue to monitor risk driven by the pandemic and, based on~~periods, while consistently prioritizing small businesses, which make up over half of our current assessment, we expect to continue to accelerate payments to our suppliers based on risk assessed need through the end of 2022. Consistent to our current acceleration approach, we will prioritize small and COVID-19 impactedactive supply base, as well as at-risk businesses.

We are closely tracking developments regarding the Administration’s Path Out Of The Pandemic: COVID-19 Action Plan, announced by President Biden on September 9, 2021, including Executive Order 14042, the Safer Federal Workforce Task Force guidance issued September 24, 2021, and the DoD’s Force Health Protection Guidance. As of September 13, 2021, all personnel working at DoD facilities, including Lockheed Martin employees, must comply with DoD’s process to attest to vaccination status. Pursuant to the DoD mandate, this is required for physical access to DoD buildings and leased spaces in non-DoD buildings where official agency business is performed. Additionally, pursuant to Executive Order 14042, all U.S. based employees of Lockheed Martin and most of its suppliers, industry partners and contractors working directly or indirectly on covered government contracts, or working at a facility where those contracts are performed, administered, or otherwise supported, must be fully vaccinated, or have an approved medical or religious accommodation. This includes employees who telework. Contractors that are not working directly or indirectly on covered government contracts but who work at a facility where covered contracts are performed, administered, or otherwise supported are strongly encouraged to be fully vaccinated. We have determined the December 8, 2021 deadline for vaccination will apply to all U.S. sites. We are in the process of executing this executive order across our workforce. It is uncertain to what extent compliance with the vaccine mandate may result in workforce attrition for us or our suppliers. If attrition is significant, our operations and ability to execute on our contracts could be adversely affected.

The ultimate impact of COVID-19 on our operations and financial performance in future periods, including our ability to execute our programs in the expected timeframe, remains uncertain and will depend on future ~~COVID-19 related~~pandemic-related developments, including the duration of the pandemic, ~~any~~ potential subsequent waves of COVID-19 infection or potential new variants, the effectiveness and adoption of COVID-19 vaccines and ~~the~~therapeutics, supplier impacts ~~of implementation of the vaccine mandates,~~ and related government actions to prevent and manage disease spread, including the implementation of any federal, state, local or foreign vaccine mandates, all of which are uncertain and cannot be predicted. The long-term impacts of COVID-19 on government budgets and other funding priorities, including international priorities, that impact demand for our products and services are also difficult to predict, but could negatively affect our future results and ~~business operations.~~performance.

For additional risks to the corporation related to the COVID-19 pandemic, see Item 1A, Risk Factors of our ~~Annual Report on~~2021 Form ~~10-K for the year ended December 31, 2020 (2020 Form 10-K).~~10-K.

~~2021 Financial Outlook~~Inflation

We now expect our 2021 net sales to increase from 2020 to approximately $67 billion. The projected growth is driven by F-16 and classified programs at Aeronautics, increased volume within integrated air and missile defense programs at MFC, increased volume on Sikorsky helicopter programs and training and logistics solutions programs at RMS, and hypersonics development volume at Space. WeHeightened levels of inflation continue to ~~expect total business segment operating profit margin in 2021~~present risk for Lockheed Martin and the broader industrial base. We have experienced impacts to ~~be approximately 11.0%. Cash~~our labor rates and suppliers have signaled inflation related cost pressures, which will flow through to our costs and pricing. Although we have not seen a significant impact from ~~operations in 2021 is now expected~~inflation to ~~be greater than or equal to $8.3 billion, with no pension contributions.~~

~~It is our practice not to incorporate adjustments into~~ our financial outlook for proposed acquisitions, divestitures, ventures, pension risk transfer transactions, changes in law, or new accounting standards until such items have been consummated, enacted or adopted. The outlook for 2021 assumes continued support and funding of our programs, known impacts of COVID-19, no additional impact to Lockheed Martin operations or the supply chain due to continued COVID-19 disruption or implementation of the vaccine executive order, continued accelerated payments to suppliers at current levels, and a statutory tax rate of 21%. Our 2021 outlook also reflects the supply chain impacts experienced in the third quarter of 2021 and the impact of net gains from investments held by the Lockheed Martin Ventures Fund recognizedresults in the first ~~nine months~~half of 2021, but does not include any future gains or losses related to market volatility and changes in valuations of our investment holdings. Additionally, it assumes that there will not be significant reductions in customer budgets, changes in funding priorities and that the U.S. Government will not operate under a continuing resolution2022, if inflation remains at current levels for an extended period, or increases, and we are unable to successfully mitigate the impact, our costs could increase, resulting in ~~which~~pressure on our profits and margins, particularly for existing fixed-price contracts. For new contract proposals, we are factoring into our pricing heightened levels of inflation based on accepted DoD escalation indices and ~~program starts are restricted.~~

~~Changes~~other assumptions, and in ~~circumstances may require us~~some cases seeking the inclusion of economic price adjustment (EPA) clauses, which would permit, subject to ~~revise our assumptions, which could materially change our current estimate of 2021 net sales, segment operating margin and cash from operations.~~the particular contractual terms, cost adjustments in fixed price

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~~2022 Financial Trends~~contracts for unexpected inflation. Overall, inflation and the potential worsening of macro-economic conditions are a risk to our operations, suppliers and the stability of the defense industrial base. In addition, inflation and the increases in the cost of borrowing from rising interest rates could constrain the overall purchasing power of our customers for our products and services. Rising interest rates also will increase our borrowing costs on new debt and could affect the fair value of our investments. We remain committed to our ongoing efforts to increase the efficiency of our operations and improve the cost competitiveness and affordability of our products and services, which may, in part, offset cost increases from inflation.

Conflict in Ukraine

Russia’s invasion of Ukraine has elevated global geopolitical tensions and security concerns. As a result, we have received increased interest for our products and services as countries seek to improve their security posture, particularly in Europe. We expect ~~2022 net~~this interest will result in new contracts, however, given the long-cycle nature of our business, it is hard to predict when any resulting sales ~~to decline~~would occur from ~~expected 2021 levels to approximately $66 billion~~potential new contracts and ~~2022 total business segment operating margin to be approximately 11.0%. Cash from operations~~we do not expect a significant increase in 2022 ~~is expected~~sales from new contracts in response to ~~be greater than or equal to $8.4 billion, which excludes a potential decrease in 2022 cash from~~the conflict. We are evaluating capacity at our operations of up to $2 billion if the provisions in the Tax Cuts and Jobs Act of 2017 that eliminate the option to immediately deduct research and development expenditures in the period incurred and requires companies to amortize such expenditures over five years is not modified or repealed by Congress before it takes effect on January 1, 2022. Although we continue to have ongoing discussions with members of Congress, both on our own and with other industries through coalitions, we have no assurance that these provisions will be modified or repealed. See “Income Tax Expense” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for additional information regarding potential impacts of changes in tax laws and regulations, including the treatment of research and development costs.

~~The preliminary outlook for 2022 also assumes continued support and funding of our programs, a statutory tax rate of 21%, known impacts of COVID-19,~~ and the ~~continued acceleration of supplier payments at current levels. No additional~~supply chain to anticipate potential demand and enable us to deliver critical capabilities. In addition, the U.S. Government and other nations have implemented broad economic sanctions and export controls targeting Russia, which, combined with the conflict, have the potential to indirectly disrupt our supply chain and access to certain resources. We have not, however, experienced significant adverse impacts to the company’s operations, supply chain, or financial results as a result of continued COVID-19 disruption or implementation of the vaccine executive order have been incorporated into our preliminary outlook for 2022 as the company cannot predict how the pandemic will evolve or what impact itdate and will continue to ~~have.~~monitor for any impacts and seek to mitigate disruption that may arise. The ~~ultimate impacts~~conflict also has increased the threat of ~~COVID-19 on~~malicious cyber activity from nation states and other actors. We have taken steps designed to enhance our ~~financial results remains uncertain~~defensive posture against tactics and there can be no assurance that our underlying assumptions are correct. Additionally, the company’s preliminary outlook for 2022 assumes that there will not be significant reductions in customer budgets, changes in funding priorities and that the U.S. Government will not operate under a continuing resolution for an extended period in which new contract and program starts are restricted. It also does not incorporate the pending acquisition of Aerojet Rocketdyne Holdings, Inc. Changes in circumstances may require us to revise our assumptions, which could materially change our current estimate of 2022 net sales, business segment operating margin, and cash flows.

We currently expect a total net FAS/CAS pension benefit of approximately $2.2 billion in 2022, which includes total expected U.S. Government cost accounting standards (CAS) pension cost of approximately $1.8 billion and total expected financial accounting standards (FAS) pension income of approximately $400 million. The estimated FAS pension income amount assumes a 2.75% discount rate (the same rate used for the remeasurement of the defined benefit pension plans impacted by the pension risk transfer transaction in the third quarter of 2021), a 10.0% return on plan assets in 2021, and a 6.5% expected long-term rate of return on plan assets in future years, among other assumptions. A change of plus or minus 25 basis points to the assumed discount rate,techniques associated with all other assumptions held constant, would result in an incremental increase or decrease of approximately $10 million to the estimated net 2022 FAS/CAS pension benefit. A change of plus or minus 100 basis points to the return on plan assets in 2021 only, with all other assumptions held constant, would result in an incremental increase or decrease of approximately $15 million to the estimated net 2022 FAS/CAS pension benefit. We do not expect to make required contributions to our qualified defined benefit pension plans in 2022. We will complete the annual remeasurement of our postretirement benefit plans and update our estimated 2022 net FAS/CAS pension adjustment on December 31, 2021. The final assumptions, including the actual investment return for 2021 may differ materially from those discussed above.this increased threat.

INDUSTRY CONSIDERATIONS

U.S. Government Funding

On March 15, 2022, the President signed the Consolidated Appropriations Act, 2022, providing annual funding for the Department of Defense (DoD) and other government departments and agencies. The appropriation provided $781 billion for national defense, which includes the DoD, Department of Energy (DoE) nuclear weapons-related activities, and the national security activities of the Coast Guard, Federal Bureau of Investigation, and others. The DoD portion was $742.3 billion, $25 billion more than the President’s Fiscal Year (FY) 2022 request. Additionally, the legislation included $13.6 billion in supplemental funding to support Ukraine, including $3.5 billion for defense articles and $650 million in Foreign Military Financing (FMF) for Ukraine and other Eastern European allies. Our programs continued to be well supported and funded through the FY 2022 budget process. On May 21, 2022, the President signed the Additional Ukraine Supplemental Appropriations Act, 2022, providing an additional $40 billion to support Ukraine. This included $6 billion in security assistance, $9 billion to replenish U.S. stocks, and $4 billion for Foreign Military Financing (FMF).

On March 28, ~~2021,~~2022, the Administration submitted to Congress the President’s ~~fiscal year (FY) 2022~~FY 2023 budget request, which proposes ~~$753~~$813 billion for ~~total~~ national ~~defense spending including $715~~defense. The DoD portion of this request is $773 billion, ~~for the DoD,~~ a ~~1.6%~~4% increase above the FY ~~2021~~2022 enacted ~~amounts for both total national defense~~amount. In June 2022, the Senate Armed Services Committee (SASC) and House Armed Services Committee (HASC) reported their versions of the FY 2023 National Defense Authorizations Act (NDAA), and the House Appropriations Committee (HAC) reported their version of the FY 2023 Defense Appropriations Act. As anticipated, the SASC and the HASC provided additional funds for DoD, ~~(a U.S. Government fiscal year starts on October 1~~$45 billion and ~~ends on September 30). This is~~$37 billion, respectively. The HAC marked to the ~~first~~President’s budget ~~over~~request. On July 14, 2022, the ~~past decade that is not restricted~~full House passed the FY 2023 NDAA, maintaining the additional $37 billion provided by the ~~discretionary spending caps under the Budget Control Act of 2011.~~HASC. The ~~budget also proposes to end the use of Overseas Contingency Operations (OCO) as a separate fund to finance overseas operations.~~

~~However, the U.S. Government~~Senate Appropriations Committee (SAC) has not yet ~~enacted an annual budget for~~announced when it will consider its version of the FY ~~2022. To avert a government shutdown, on September 30, 2021, a continuing resolution~~2023 Defense Appropriations Act. The continued expectation is that final FY 2023 DoD funding measure was enacted to finance all U.S. Government activities through December 3, 2021. Under the continuing resolution, partial-year funding at amounts consistent with appropriated levels for FY 2021 are available, subject to certain restrictions, but new spending initiatives arewill be higher than requested. Final legislation is not ~~authorized. Importantly, our key programs continue~~expected to be ~~supported and funded despite the continuing resolution financing mechanism. However, during periods covered by continuing resolutions~~enacted until late in calendar year 2022 or, possibly, in ~~the event of a government shutdown, we may experience delays in procurement of products and services due to lack of funding, and those delays may affect our~~

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results of operations. In the coming months, Congress will need to approve or revise the President’s FY 2022 budget proposal through enactment of appropriations bills and other policy legislation, which would then require final approval from the President in order for the FY 2022 budget to become law and complete the budget process.

In addition to finalizing the FY 2022 budget, the U.S. Government continues to face a variety of fiscal and monetary policy issues, including rising debt levels. The legal limit on U.S. debt, commonly known as the debt ceiling, was reinstated on August 1, 2021 at the amount of U.S. Government debt outstanding on that date, after a two-year suspension in accordance with the Bipartisan Budget Act of 2019 (BBA-19). To avoid exceeding the new debt limit, the U.S. Department of the Treasury began to employ extraordinary measures to continue financing the U.S. Government. On October 15, 2021, the President signed legislation raising the debt limit by $480 billion to $28.9 trillion, which is estimated to provide federal borrowing authority until early December 2021. It is uncertain exactly when the debt ceiling will again become critical, and whether the Department of Treasury will again be able to use “extraordinary measures” to delay the point at which the limit would be exceeded beyond year-end to early 2022. If the debt ceiling is not raised, the U.S. Government may not be able to pay for expenditures or fulfill its funding obligations and there could be significant disruption to discretionary programs and wider financial and economic repercussions. Although we believe that key defense, intelligence and homeland security programs would receive priority in these circumstances, the effect on individual programs or Lockheed Martin cannot be predicted at this time.calendar year 2023.

See also the discussion of U.S. Government funding risks within “Item 1A, Risk Factors” included in our ~~2020~~2021 Form 10-K.

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CONSOLIDATED RESULTS OF OPERATIONS

Our operating cycle is primarily long-term and involves many types of contracts for the design, development and manufacture of products and related activities with varying delivery schedules. Consequently, the results of operations of a particular period, or period-to-period comparisons of sales and profits, may not be indicative of future operating results. The following discussions of comparative results among periods should be reviewed in this context. All per share amounts cited in these discussions are presented on a “per diluted share” basis, unless otherwise noted. Our consolidated results of operations were as follows (in millions, except per share data):


		Quarters Ended				Nine Months Ended					Quarters Ended				Six Months Ended
		September 26, 2021		September 27, 2020		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net sales	Net sales	$	16,028	$	16,495	$	49,315	$	48,366	Net sales	$	15,446	$	17,029	$	30,410	$	33,287
Cost of sales	Cost of sales	(13,726)		(14,359)		(42,676)		(41,926)		Cost of sales	(13,490)		(14,878)		(26,545)		(28,950)
Gross profit	Gross profit	2,302		2,136		6,639		6,440		Gross profit	1,956		2,151		3,865		4,337
Other (expense) income, net		(8)		11		29		(85)
Other income, net										Other income, net	7		41		31		37
Operating profit	Operating profit	2,294		2,147		6,668		6,355		Operating profit	1,963		2,192		3,896		4,374
Interest expense	Interest expense	(141)		(145)		(423)		(442)		Interest expense	(141)		(142)		(276)		(282)

Non-service FAS pension (expense) income	Non-service FAS pension (expense) income	(1,572)		54		(1,385)		164		Non-service FAS pension (expense) income	(1,331)		94		(1,191)		187
Other non-operating income (expense), net		98		—		200		(29)
Earnings from continuing operations before income taxes		679		2,056		5,060		6,048
Other non-operating (expense) income, net										Other non-operating (expense) income, net	(161)		26		(38)		102
Earnings before income taxes										Earnings before income taxes	330		2,170		2,391		4,381
Income tax expense	Income tax expense	(65)		(303)		(794)		(952)		Income tax expense	(21)		(355)		(349)		(729)
Net earnings from continuing operations		614		1,753		4,266		5,096
Net loss from discontinued operations		—		(55)		—		(55)

Net earnings	Net earnings	$	614	$	1,698	$	4,266	$	5,041	Net earnings	$	309	$	1,815	$	2,042	$	3,652
Diluted earnings per common share	Diluted earnings per common share									Diluted earnings per common share	$	1.16	$	6.52	$	7.62	$	13.08
Continuing operations		$	2.21	$	6.25	$	15.32	$	18.12
Discontinued operations		—		(0.20)		—		(0.20)
Total diluted earnings per common share		$	2.21	$	6.05	$	15.32	$	17.92

Certain amounts reported in other ~~(expense)~~ income, net, including our share of earnings or losses from equity method investees, are included in the operating profit of our business segments. Accordingly, such amounts are included in the discussion of our business segment results of operations.

Net Sales

We generate sales from the delivery of products and services to our customers. Our consolidated net sales were as follows (in millions):
Quarters Ended Nine Months Ended
September 26,
2021 September 27,
2020 September 26,
2021 September 27,
2020
Products $ 13,475 $ 13,869 $ 41,486 $ 40,607
% of total net sales 84.1 % 84.1 % 84.1 % 84.0 %
Services 2,553 2,626 7,829 7,759
% of total net sales 15.9 % 15.9 % 15.9 % 16.0 %
Total net sales $ 16,028 $ 16,495 $ 49,315 $ 48,366


	Quarters Ended						Six Months Ended
	June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Products	$	12,761		$	14,258		$	25,255		$	28,011
% of total net sales	82.6		%	83.7		%	83.0		%	84.1		%
Services	2,685			2,771			5,155			5,276
% of total net sales	17.4		%	16.3		%	17.0		%	15.9		%
Total net sales	$	15,446		$	17,029		$	30,410		$	33,287

Substantially all of our contracts are accounted for using the percentage-of-completion cost-to-cost method. Under the percentage-of-completion cost-to-cost method, we record net sales on contracts over time based upon our progress towards completion on a particular contract, as well as our estimate of the profit to be earned at completion. The following discussion of material changes in our consolidated net sales should be read in tandem with the subsequent discussion of

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changes in our consolidated cost of sales and our business segment results of operations because changes in our sales are typically accompanied by a corresponding change in our cost of sales due to the nature of the percentage-of-completion cost-to-cost method. Overall, our sales were negatively affected in the ~~third quarter~~first six months of ~~2021~~2022 because of supply chain ~~impacts at Aeronautics, MFC and Space.~~impacts.

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Product Sales

Product sales decreased ~~$394 million,~~$1.5 billion, or 3%10%, during the quarter ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The decrease ~~was~~is primarily attributable to lower product sales of approximately ~~$185~~$780 million at ~~MFC due to lower volume on tactical and strike missile programs (Guided Multiple Launch Rocket Systems (GMLRS) and Hellfire); $170 million at~~ Aeronautics mostly due to lower volume on F-35 ~~development contracts and lower volume and risk retirements on F-35 production~~ contracts; ~~and $120~~about $370 million at Space primarily due to the previously announced renationalization of ~~AWE~~the Atomic Weapons Establishment (AWE) program on June 30, 2021, which iswas no longer included in our financial results beginning in the third quarter of ~~2021. These decreases were partially offset by higher product sales of~~2021; approximately ~~$80~~$220 million at RMS mostly due to ~~higher~~lower production volume on Black Hawk; and ~~risk retirements~~about $130 million at MFC primarily due to lower volume on ~~various Sikorsky helicopter programs.~~air dominance weapon systems and close out activities in the second quarter of 2021 related to the Warrior Capability Sustainment Program (Warrior).

Product sales ~~increased $879 million,~~decreased $2.8 billion, or 2%10%, during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The ~~increase~~decrease is primarily attributable to ~~higher~~lower product sales of approximately ~~$505~~$840 million at Aeronautics mostly due to lower volume on F-35 contracts; about $820 million at Space primarily due to the renationalization of AWE; approximately $730 million at RMS mostly due to lower~~higher~~ net sales for training and logistics solutions (TLS) programs due to the delivery of an international pilot training system in the first quarter of 2021 and lower production volume on Black Hawk; and ~~risk retirements on various Sikorsky helicopter programs; and~~ ~~$310~~about $365 million at ~~Space~~MFC primarily due to ~~higher~~lower volume on ~~Next Generation Overhead Persistent Infrared (Next Gen OPIR)~~Terminal High Altitude Area Defense (THAAD) and ~~hypersonic development programs, partially offset by the renationalization of AWE.~~air dominance weapon systems.

Service Sales

Service sales decreased ~~$73~~$86 million, or 3%, during the quarter ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The decrease in service sales was primarily attributable to lower sales of approximately ~~$100~~$70 million at ~~RMS~~MFC primarily due to lower ~~sustainment~~ volume ~~for various Sikorsky helicopter programs~~on Special Operations Forces Global Logistics Support Services (SOF GLSS).

Service sales ~~increased $70~~decreased $121 million, or 1%2%, during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The ~~increase~~decrease in service sales was primarily ~~attributable~~due to ~~higher~~lower sales of approximately ~~$105~~$130 million at ~~Aeronautics~~MFC primarily due to ~~higher sustainment~~lower volume ~~for the F-35 and C-130 programs,~~ ~~partially offset by lower sales of $60 million at Space due to~~ ~~various national security space programs.~~on SOF GLSS.

Cost of Sales

Cost of sales, for both products and services, consist of materials, labor, subcontracting costs and an allocation of indirect costs (overhead and general and administrative), as well as the costs to fulfill our industrial cooperation agreements, sometimes referred to as offset agreements, required under certain contracts with international customers. For each of our contracts, we monitor the nature and amount of costs at the contract level, which form the basis for estimating our total costs to complete the contract. Our consolidated cost of sales were as follows (in millions):


		Quarters Ended						Nine Months Ended							Quarters Ended						Six Months Ended
		September 26, 2021			September 27, 2020			September 26, 2021			September 27, 2020				June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Cost of sales – products	Cost of sales – products	$	(11,838)		$	(12,370)		$	(36,985)		$	(36,204)		Cost of sales – products	$	(11,395)		$	(12,866)		$	(22,556)		$	(25,147)
% of product sales	% of product sales	87.9		%	89.2		%	89.2		%	89.2		%	% of product sales	89.3		%	90.2		%	89.3		%	89.8		%
Cost of sales – services	Cost of sales – services	(2,332)			(2,363)			(7,000)			(6,915)			Cost of sales – services	(2,362)			(2,438)			(4,537)			(4,668)
% of service sales	% of service sales	91.3		%	90.0		%	89.4		%	89.1		%	% of service sales	88.0		%	88.0		%	88.0		%	88.5		%
Severance and restructuring charges	Severance and restructuring charges	—			—			(36)			—			Severance and restructuring charges	—			—			—			(36)
Other unallocated, net	Other unallocated, net	444			374			1,345			1,193			Other unallocated, net	267			426			548			901
Total cost of sales	Total cost of sales	$	(13,726)		$	(14,359)		$	(42,676)		$	(41,926)		Total cost of sales	$	(13,490)		$	(14,878)		$	(26,545)		$	(28,950)

The following discussion of material changes in our consolidated cost of sales for products and services should be read in tandem with the preceding discussion of changes in our consolidated net sales and our business segment results of operations. ~~Overall, our cost of sales in the third quarter of 2021 were reduced by the supply chain impacts discussed above that negatively affected sales.~~ Except for potential impacts to our programs resulting from COVID-19, supply chain disruptions and inflation, we have not

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identified any additional developing trends in cost of sales for products and services that would have a material impact on our future operations.

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Product Costs

Product costs decreased ~~$532 million,~~$1.5 billion, or 4%11%, during the quarter ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The decrease was primarily attributable to lower product costs of approximately ~~$205~~$835 million at MFC due to lower volume on tactical and strike missile programs (GMLRS and Hellfire); approximately $185 million at Space due to the renationalization of AWE program; and approximately $170 million at Aeronautics primarily due to lower volume on F-35 ~~development~~contracts; about $330 million at Space mostly due to the renationalization of AWE; approximately $175 million at RMS primarily due to lower production volume on Black Hawk; and ~~production contracts.~~about $130 million at MFC mostly due to lower volume on air dominance weapon systems and close out of the Warrior program in 2021.

Product costs ~~increased $781 million,~~decreased $2.6 billion, or 2%10%, during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 compared to the same period in 2020. The decrease was primarily attributable to higher product costs of approximately $360 million at RMS due to higher production volume for various Sikorsky helicopter programs and higher net sales for training and logistics solutions programs; about $220 million at Space due to higher volume for hypersonic development and Next Gen OPIR programs, partially offset by a lower product costs due to the renationalization of the AWE program; and approximately $165 million at Aeronautics due to higher volume on classified contracts, higher production volume on the F-16, partially offset by lower development volume on the F-35 program.

~~Service Costs~~

~~Service costs decreased $31 million, or 1%, during the quarter ended September 26, 2021 compared to the same period in 2020.~~2021. The decrease was primarily attributable to lower ~~sustainment~~product costs of approximately $860 million at Aeronautics mostly due to lower volume ~~for Sikorsky helicopter programs~~on F-35 contracts; about $750 million at ~~RMS.~~Space primarily due to the renationalization of AWE; approximately $625 million at RMS mostly due to the delivery of an international pilot training system in the first quarter of 2021 and lower production volume on Black Hawk; and about $355 million at MFC primarily due to lower volume on THAAD and air dominance weapon systems.

Service Costs

Service costs ~~increased $85~~decreased $76 million, or 1%3%, during the ~~nine months~~quarter ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021. The ~~increase~~decrease was primarily attributable to ~~higher~~lower service costs of approximately ~~$60~~$65 million at ~~RMS~~MFC primarily due to ~~higher~~lower volume ~~for various integrated warfare systems and sensors (IWSS) programs; and about $45~~on SOF GLSS.

Service costs decreased $131 million, or 3%, during the six months ended June 26, 2022 compared to the same period in 2021. The decrease was primarily attributable to lower service costs of approximately $125 million at ~~Aeronautics~~MFC primarily due to ~~higher sustainment~~lower volume ~~for the F-35 and C-130 programs.~~

~~Severance and Restructuring Charges~~

~~During the first quarter of 2021, we recorded severance and restructuring charges of $36 million~~ ($~~28 million, or~~ $0.10 per share, after-tax) associated with plans to close and consolidate certain facilities and reduce total workforce within our RMS business segment. See “Note 11 - Other” included in our Notes to Consolidated Financial Statements for additional information.on SOF GLSS.

Other Unallocated, Net

Other unallocated, net primarily includes the FAS/CAS pension operating adjustment (which represents the difference between CAS pension cost recorded in our business segment’s results of operations and the service cost component of FAS pension (expense) ~~income,~~income), stock-based compensation expense, changes in the fair value of investments held in a trust for deferred compensation plans and other corporate costs. These items are not allocated to the business segments and, therefore, are not allocated to cost of sales for products or services. Other unallocated, net reduced cost of sales by ~~$444~~$267 million and ~~$1.3 billion~~$548 million during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, compared to ~~$374~~$426 million and ~~$1.2 billion~~$901 million during the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020.~~2021. Other unallocated, net during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 was ~~higher~~lower primarily due to ~~an increase~~declines in the fair value of investments held in a trust for deferred compensation plans during the quarter and six months ended June 26, 2022 compared to the same periods in 2021, a decrease in our FAS/CAS pension operating adjustment due to lower CAS cost from the American Rescue Plan Act of 2021 (ARPA) legislation, and fluctuations in costs associated with various corporate items, none of which were individually significant.

Severance and Restructuring Charges

During the first quarter of 2021, we recorded severance and restructuring charges of $36 million ($28 million, or $0.10 per share, after-tax) associated with plans to close and consolidate certain facilities and reduce total workforce within our RMS business segment. See “Note 10 - Other” included in our Notes to Consolidated Financial Statements for additional information.

Other ~~(Expense)~~ Income, Net

Other ~~(expense)~~ income, net ~~generally~~primarily includes earnings generated by equity method investees. Other ~~expense,~~income, net was $8$7 million and $31 million during the quarter and six months ended ~~September~~June 26, ~~2021,~~2022, compared to ~~other income, net of $11~~$41 million and $37 million during the quarter ~~ended September 27, 2020. Other income, net was $29 million during the nine~~and six months ended ~~September 26, 2021, compared to other expense, net of $85 million during the nine months ended September~~June 27, ~~2020.~~2021. Other ~~(expense)~~ income, net during the quarter ~~and nine months~~

ended ~~September~~June 26, ~~2021~~2022 included lower earnings generated by our equity method ~~investments. Additionally, other~~investment in ULA due to lower launch volume and launch vehicle mix.

Interest Expense

Interest expense ~~net~~ during the ~~nine~~quarter and six months ended ~~September~~June 26, 2022 was $141 million and $276 million, compared to $142 million and $282 million during the quarter and six months ended June 27, ~~2020 included a noncash impairment charge of~~ ~~$128 million ($96 million, or $0.34~~ ~~per share, after-tax) related to our previous investment~~2021. See “Capital

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~~in AMMROC, which was sold in 2020. See~~Resources” included within “Liquidity and Cash Flows” discussion below and “Note 1110 - Other” included in our Notes to Consolidated Financial Statements for additional information.

Non-Service FAS Pension (Expense) Income

Non-service FAS pension ~~(expense) income~~expense was $1.3 billion and $1.2 billion for the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022, compared to FAS pension income of $94 million and $187 million during the quarter and six months ended June 27, 2021. Non-service FAS pension expense for the quarter and six months ended June 26, 2022 includes a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, after-tax), related to the transfer of ~~$4.9~~$4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company. See “Note ~~7 -Postretirement~~6 - Postretirement Benefit Plans” included in our Notes to Consolidated Financial Statements for additional information.

Other Non-operating (Expense) Income, ~~(Expense),~~ Net

Other non-operating (expense) income, ~~(expense),~~ net primarily includes gains or losses related to changes in the fair value of strategic investments in ~~early stage~~ companies made by our Lockheed Martin Ventures Fund. During the quarter ended June 26, 2022, other non-operating expense, net was $161 million compared to other non-operating income, net of $26 million during the quarter ended June 27, 2021. During the six months ended June 26, 2022, other non-operating expense, net was $38 million compared to other non-operating income, net of $102 million during the six months ended June 27, 2021. The decrease during the quarter and six months ended June 26, 2022 was primarily due to decreases in the fair value of investments held in this fund and losses related to early extinguishments of debt. See “Note 1110 - Other” included in our Notes to Consolidated Financial Statements for additional information. During the quarter and nine months ended September 26, 2021, other non-operating income, net was $98 million and $200 million. Other non-operating expense was not significant during the quarter ended September 27, 2020 and $29 million during nine months ended September 27, 2020. The increase during the quarter and nine months ended September 26, 2021 was primarily due to increases in the fair value of investments held in our Lockheed Martin Ventures Fund.

Income Tax Expense

Our effective income tax ~~rate was~~ ~~9.6%~~ rates were 6.4% and ~~15.7%~~ ~~for the~~ ~~quarter and nine months endedSeptember 26, 2021 and 14.7% and 15.7%~~14.6% for the quarter and ~~nine~~six months ended~~September~~ June 26, 2022 and 16.4% and 16.6% for the quarter and six months ended June 27, ~~2020~~.2021. The rate for the ~~third~~second quarter of ~~2021~~2022 is lower than the ~~third~~second quarter of ~~2020~~2021 primarily due to lower ~~pretax~~ earnings before income taxes resulting from a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion, which reduced the tax expense by approximately ~~$355~~$314 million. The rates for ~~both~~all periods benefited from the research and development tax credit, tax deductions for foreign derived intangible income ~~the research and development tax credit,~~ and dividends paid to the corporation's defined contribution plans with an employee stock ownership plan feature.

Changes in U.S. (federal or state) or foreign tax laws and regulations, or their interpretation and application, including those with retroactive effect, including the amortization for research or experimental expenditures, could significantly impact our provision for income taxes, the amount of taxes payable, our deferred tax asset and liability balances, and stockholders’ equity. ~~Recent proposals~~Proposals to increase the U.S. corporate income tax rate would require us to increase our net deferred tax assets upon enactment of new tax legislation, with a corresponding material, one-time, noncash decrease in income tax expense, but our income tax expense and payments would likely be materially increased in subsequent years. Our net deferred tax assets were $2.7 billion and ~~$3.5~~$2.3 billion at ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020,~~2021, based on a 21% federal statutory income tax rate, and primarily relate to our postretirement benefit plans. If legislation increasing the federal statutory income tax rate to 26.5% or 28% had been enacted at September 26, 2021, our net deferred tax assets would have been increased by approximately $700 million or $900 million and we would have recorded a corresponding one-time, noncash increase in income tax benefit of approximately $700 million or $900 million. In addition to future changes in tax laws, the amount of net deferred tax assets will change periodically based on several factors, including the measurement of our postretirement benefit plan obligations, ~~and~~ actual cash contributions to our postretirement benefit ~~plans.~~plans and the reevaluation of uncertain tax positions.

Beginning in 2022, the Tax Cuts and Jobs Act of 2017 eliminates the option to deduct research and development expenditures immediately in the year incurred and requires taxpayers to amortize such expenditures over five years. While it is possible that Congress may defer, modify, or repeal this provision, ~~before it takes~~potentially with retroactive effect, and we continue to have ongoing discussions with members of Congress, both on our own and with other industries through coalitions, we have no assurance that ~~these provisions~~this provision will be deferred, modified, or repealed. Furthermore, in anticipation of the new provision taking effect, we ~~are continuing to work~~analyzed the provision and worked with our advisors to ~~refine~~evaluate its application to our ~~legal interpretation of this provision prior to implementation in 2022. If these provisions are not repealed, they would materially decrease~~business. We anticipate our ~~expected~~ cash from operations in 2022 will be negatively impacted by ~~up to $2.0 billion~~approximately $500 million and ~~increase~~ our net deferred tax assets will increase by a similar ~~amount.~~amount provided this provision is not deferred, modified, or repealed. The ~~largest~~actual impact ~~would be to~~on 2022 cash from operations ~~which would~~will depend on the amount of research and development expenses paid or incurred in 2022 among other factors. ~~The~~While the largest impact ~~however,~~of this provision will be to 2022 cash from operations, the impact would continue over the ~~five year~~five-year amortization period, but would decrease over the period and be immaterial in year six.

We are regularly under audit or examination by tax authorities, including foreign tax authorities (including in, amongst others, Australia, Canada, India, Italy, Japan, Poland, and the United Kingdom). The final determination of tax audits and

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any related litigation could similarly result in unanticipated increases in our tax expense and affect profitability and cash flows.

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Net Earnings ~~from Continuing Operations~~

We reported net earnings ~~from continuing operations~~ of ~~$614~~$309 million ($~~2.21~~1.16 per share) and ~~$4.3~~$2.0 billion ($~~15.32~~7.62 per share) during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, compared to $1.8 billion ($~~6.25~~6.52 per share) and ~~$5.1~~$3.7 billion ($~~18.12~~13.08 per share) during the quarter and ~~nine~~six months ended ~~September~~June 27, ~~2020.~~2021. Net earnings ~~from continuing operations~~ and earnings per share for both the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 were affected by factors mentioned above, including the noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, after-tax) related to the transfer of ~~$4.9~~$4.3 billion of gross defined benefit pension obligations and related plan assets to an insurance company. Additionally, both net earnings and earnings per share for the nine months ended September 26, 2021 were affected by the $225 million ($169 million, or $0.61 per share, after-tax) loss for performance issues experienced on a classified program at our Aeronautics business segment. Earnings per share also benefited from a net decrease of approximately ~~3.3~~11.7 million and ~~2.8~~11.2 million weighted average common shares outstanding during the quarter and ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, compared to the same periods in ~~2020. Weighted~~2021. The reduction in weighted average common shares ~~include~~was a result of share repurchases, partially offset by share issuance under our stock-based awards and certain defined contribution plans.

~~Net Loss on Discontinued Operations~~

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BUSINESS SEGMENT RESULTS OF OPERATIONS

We operate in four business segments: Aeronautics, MFC, RMS and Space. We organize our business segments based on the nature of products and services offered.

Excluded items are included in the reconciling item “Unallocated items” between operating profit from our business segments and our consolidated operating profit. See “Note 11 - Other” (under the caption “Changes in Estimates”) included in our Notes to Consolidated Financial Statements for a discussion related to certain factors that may impact the comparability of net sales and operating profit of our business segments.

Summary operating results for each of our business segments were as follows (in millions):


		Quarters Ended				Nine Months Ended					Quarters Ended				Six Months Ended
		September 26, 2021		September 27, 2020		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net sales	Net sales									Net sales
Aeronautics	Aeronautics	$	6,568	$	6,680	$	19,621	$	19,552	Aeronautics	$	5,862	$	6,666	$	12,263	$	13,053
Missiles and Fire Control	Missiles and Fire Control	2,781		2,971		8,474		8,391		Missiles and Fire Control	2,747		2,944		5,199		5,693
Rotary and Mission Systems	Rotary and Mission Systems	3,980		3,998		12,329		11,783		Rotary and Mission Systems	4,012		4,242		7,564		8,349
Space	Space	2,699		2,846		8,891		8,640		Space	2,825		3,177		5,384		6,192
Total net sales	Total net sales	$	16,028	$	16,495	$	49,315	$	48,366	Total net sales	$	15,446	$	17,029	$	30,410	$	33,287
Operating profit	Operating profit									Operating profit
Aeronautics	Aeronautics	$	714	$	705	$	1,979	$	2,116	Aeronautics	$	612	$	572	$	1,291	$	1,265
Missiles and Fire Control	Missiles and Fire Control	413		405		1,210		1,171		Missiles and Fire Control	418		401		802		797
Rotary and Mission Systems	Rotary and Mission Systems	459		404		1,350		1,209		Rotary and Mission Systems	403		458		751		891
Space	Space	264		248		826		781		Space	268		335		513		562
Total business segment operating profit	Total business segment operating profit	1,850		1,762		5,365		5,277		Total business segment operating profit	1,701		1,766		3,357		3,515
Unallocated items	Unallocated items									Unallocated items
FAS/CAS operating adjustment		491		469		1,469		1,407
Stock-based compensation		(62)		(67)		(189)		(182)
FAS/CAS pension operating adjustment										FAS/CAS pension operating adjustment	425		489		851		978

Severance and restructuring charges	Severance and restructuring charges	—		—		(36)		—		Severance and restructuring charges	—		—		—		(36)
Other, net	Other, net	15		(17)		59		(147)		Other, net	(163)		(63)		(312)		(83)
Total unallocated items	Total unallocated items	444		385		1,303		1,078		Total unallocated items	262		426		539		859
Total consolidated operating profit	Total consolidated operating profit	$	2,294	$	2,147	$	6,668	$	6,355	Total consolidated operating profit	$	1,963	$	2,192	$	3,896	$	4,374

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Our business segments’ results of operations include pension expense only as calculated under U.S. Government Cost Accounting Standards (CAS), which we refer to as CAS pension cost. We recover CAS pension and other postretirement benefit plan cost through the pricing of our products and services on U.S. Government contracts and, therefore, recognize CAS pension cost in each of our business segment’s net sales and cost of sales. Our consolidated financial statements must present ~~FAS~~ pension and other postretirement benefit plan income calculated in accordance with FAS requirements under U.S. GAAP. The operating portion of the net FAS/CAS pension adjustment represents the difference between the service cost component of FAS pension (expense) income and total CAS pension cost. The non-service FAS pension (expense) income components are included in ~~non-~~

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~~service~~non-service FAS pension (expense) income in our consolidated statements of earnings. As a result, to the extent that CAS pension cost exceeds the service cost component of FAS pension (expense) income, we have a favorable FAS/CAS pension operating adjustment.


	Quarters Ended				Six Months Ended
	June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Total FAS (expense) income and CAS cost
Total FAS pension (expense) income	$	(1,355)	$	67	$	(1,239)	$	133
Less: CAS pension cost	449		516		899		1,032
Total FAS/CAS pension adjustment	$	(906)	$	583	$	(340)	$	1,165

Service and non-service cost reconciliation
FAS pension service cost	$	(24)	$	(27)	$	(48)	$	(54)
Less: CAS pension cost	449		516		899		1,032
Total FAS/CAS pension operating adjustment	425		489		851		978
Non-service FAS pension (expense) income	(1,331)		94		(1,191)		187
Total FAS/CAS pension adjustment	$	(906)	$	583	$	(340)	$	1,165

The decrease in the net FAS/CAS pension adjustment during the quarter and ~~nine~~six months ended ~~September~~June 26, 2022 as compared to 2021 was principally driven by a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, after-tax) recognized in connection with the transfer of ~~$4.9~~$4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on ~~August 3, 2021.~~June 24, 2022. See “Note 76 - Postretirement Benefit Plans”~~included in our Notes to Consolidated Financial Statements.~~.

Management evaluates performance on our contracts by focusing on net sales and operating profit and not by type or amount of operating expense. Consequently, our discussion of business segment performance focuses on net sales and operating profit, consistent with our approach for managing the business. This approach is consistent throughout the life cycle of our contracts, as management assesses the bidding of each contract by focusing on net sales and operating profit and monitors performance on our contracts in a similar manner through their completion.

We regularly provide customers with reports of our costs as the contract progresses. The cost information in the reports is accumulated in a manner specified by the requirements of each contract. For example, cost data provided to a customer for a product would typically align to the subcomponents of that product (such as a wing-box on an aircraft) and for services would align to the type of work being performed (such as aircraft sustainment). Our contracts generally allow for the recovery of costs in the pricing of our products and services. Most of our contracts are bid and negotiated with our customers under circumstances in which we are required to disclose our estimated total costs to provide the product or service. This approach for negotiating contracts with our U.S. Government customers generally allows for recovery of our actual costs plus a reasonable profit margin. We also may enter into long-term supply contracts for certain materials or components to coincide with the production schedule of certain products and to ensure their availability at known unit prices.

Many of our contracts span several years and include highly complex technical requirements. At the outset of a contract, we identify and monitor risks to the achievement of the technical, schedule and cost aspects of the contract and assess the effects of those risks on our estimates of total costs to complete the contract. The estimates consider the

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technical requirements (e.g., a newly-developed product versus a mature product), the schedule and associated tasks (e.g., the number and type of milestone events) and costs (e.g., material, labor, subcontractor, overhead and the estimated costs to fulfill our industrial cooperation agreements, sometimes referred to as offset agreements, required under certain contracts with international customers). The initial profit booking rate of each contract considers risks surrounding the ability to achieve the technical requirements, schedule and costs in the initial estimated total costs to complete the contract. Profit booking rates may increase during the performance of the contract if we successfully retire risks related to the technical, schedule and cost aspects of the contract, which decreases the estimated total costs to

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complete the contract. Conversely, our profit booking rates may decrease if the estimated total costs to complete the contract increase. All of the estimates are subject to change during the performance of the contract and may affect the profit booking rate.

We have a number of programs that are designated as classified by the U.S. Government which cannot be specifically described. The operating results of these classified programs are included in our consolidated and business segment results and are subjected to the same oversight and internal controls as our other programs.

Our net sales are primarily derived from long-term contracts for products and services provided to the U.S. Government as well as FMS contracted through the U.S. Government. We recognize revenue as performance obligations are satisfied and the customer obtains control of the products and services. For performance obligations to deliver products with continuous transfer of control to the customer, revenue is recognized based on the extent of progress towards completion of the performance obligation, generally using the percentage-of-completion cost-to-cost measure of progress for our contracts because it best depicts the transfer of control to the customer as we incur costs on our contracts. For performance obligations in which control does not continuously transfer to the customer, we recognize revenue at the point in time in which each performance obligation is fully satisfied. ~~In the third quarter of 2021, lower supply chain activity negatively affected our net sales for the period.~~

Changes in net sales and operating profit generally are expressed in terms of volume. Changes in volume refer to increases or decreases in sales or operating profit resulting from varying production activity levels, deliveries or service levels on individual contracts. Volume changes in segment operating profit are typically based on the current profit booking rate for a particular contract.

We periodically experience performance issues and record losses for certain programs. For further discussion on the programs at Aeronautics ~~RMS~~ and ~~MFC,~~RMS, see “Note 1110 - Other” included in our Notes to Consolidated Financial Statements.

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Aeronautics

Summary operating results for our Aeronautics business segment were as follows (in millions):


		Quarters Ended						Nine Months Ended							Quarters Ended						Six Months Ended
		September 26, 2021			September 27, 2020			September 26, 2021			September 27, 2020				June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Net sales	Net sales	$	6,568		$	6,680		$	19,621		$	19,552		Net sales	$	5,862		$	6,666		$	12,263		$	13,053
Operating profit	Operating profit	714			705			1,979			2,116			Operating profit	612			572			1,291			1,265
Operating margin	Operating margin	10.9		%	10.6		%	10.1		%	10.8		%	Operating margin	10.4		%	8.6		%	10.5		%	9.7		%

Aeronautics’ net sales during the quarter ended ~~September~~June 26, ~~2021~~2022 decreased ~~$112~~$804 million,, or 2%12%, compared to the same period in ~~2020. The decrease was primarily attributable to lower net~~2021. Net sales ofdecreased by approximately ~~$220~~$945 million for the F-35 program due to lower volume on ~~development~~production contracts as a result of supply chain performance delays and ~~lower volume~~delays in receiving additional contractual authorization and ~~risk retirements~~funding under the Lots 15-17 contract, and about $50 million on ~~production contracts. This decrease was partially offset by an increase in sales of about $35 million for~~ the F-16 program due to ~~higher~~lower volume on sustainment contracts and an unfavorable profit adjustment on a production ~~volume that was~~contract in the second quarter of 2022 as a result of manufacturing line ramp up delays, partially offset by ~~lower sustainment volume; and~~higher volume on production contracts. These decreases were partially offset by an increase of approximately ~~$30~~$210 million ~~for~~on classified ~~development~~ contracts primarily due to higher ~~risk retirements.~~volume.

Aeronautics’ operating profit during the quarter ended ~~September~~June 26, ~~2021~~2022 increased $9$40 million, or ~~1%,~~ 7%compared to the same period in ~~2020. The increase was primarily attributable to higher operating~~2021. Operating profit ofincreased approximately ~~$45~~$220 million ~~for~~on classified ~~development~~ contracts due to ~~higher risk retirements; about~~ ~~$25~~a $225 million loss in the second quarter of 2021 on a classified program; and approximately $40 million for the ~~C-130 program primarily due to higher risk retirements on sustainment activities; and about $15 million for the F-16~~F-22 program due to higher ~~risk retirements on sustainment contracts and higher production volume.~~ net favorable profit adjustments. These increases were partially offset by lower operating profit of approximately ~~$75~~$145 million for the F-35 program due to lower ~~risk retirements and~~ volume on production contracts as described above; and ~~development contracts that were partially offset by higher risk retirements~~about $55 million for the F-16 program due to an unfavorable profit adjustment on ~~sustainment contracts.~~a production contract in the second quarter of 2022 as described above. Adjustments not related to volume, including net profit booking rate adjustments, were ~~$15~~$120 million higher in the ~~third~~second quarter of ~~2021~~2022 compared to the same period in ~~2020.~~2021.

Aeronautics’ net sales during the ~~nine~~six months ended ~~September~~June 26, ~~2021 were comparable~~2022 decreased $790 million, or 6%, compared to the same period in ~~2020.~~ 2021. Net sales ~~increased~~ decreased by approximately $1.0 billion for the F-35 program due to lower volume as described above and lower net favorable profit adjustments on production contracts. This decrease was partially offset by increases of approximately ~~$180~~$220 million on classified ~~development~~ contracts primarily due to higher volume; and about ~~$155~~$30 million for the F-16 program due to higher volume ~~and risk retirements~~ on production contracts that was partially offset by ~~lower sustainment volume. These increases were offset by~~unfavorable profit adjustments on a ~~decrease of approximately $195 million for the F-35 program primarily due to lower volume~~production contract and risk retirements on development contracts that was partially offset by higher risk retirements and volume on sustainment contracts and higher volume on production contracts; and about $135 million for lower sustainment volume for the F-22 program.a modernization contract.

Aeronautics’ operating profit during the ~~nine~~six months ended ~~September~~June 26, ~~2021 decreased $137~~2022 increased $26 million, or 6%2%, compared ~~with~~to the same period in ~~2020.~~2021. Operating profit ~~decreased~~ increased approximately ~~$175~~$240 million ~~for~~on classified contracts ~~primarily~~ due to a $225 million loss in the second quarter of 2021 for ~~performance issues experienced on~~ a classified program for performance issues; and about $70 million for the F-22 program due to higher net favorable profit adjustments. These increases were partially offset by ~~higher risk retirements in the third quarter~~lower operating profit of ~~2021; and about $75~~approximately $195 million for the F-35 program due to lower ~~risk retirements~~volume as described above and ~~volume~~lower net favorable profit adjustments on ~~development and~~ production ~~contracts that was offset by higher risk retirements and volume on sustainment contracts. These decreases were partially offset by an increase of~~ ~~approximately $55 million for the C-130 program due to higher risk retirements on sustainment~~ contracts; and about ~~$50~~ $80 million for the F-16 program due to ~~higher risk retirements~~unfavorable profit adjustments on ~~sustainment contracts~~a production contract and ~~higher production volume.~~modernization contracts. Adjustments not related to volume, including net profit booking rate adjustments, were ~~$140~~$95 million ~~lower during~~higher in the ~~nine~~six months ended ~~September~~June 26, ~~2021~~ 2022 compared to the same period in ~~2020~~.

We currently expect Aeronautics’ 2021 net sales to increase in the low-single digit percentage range from 2020 levels driven by increased volume on F-16 and classified programs. Operating profit is expected to be slightly lower than 2020 levels. Operating profit margin for 2021 is expected to be lower than 2020 levels.2021.

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Missiles and Fire Control

Summary operating results for our MFC business segment were as follows (in millions):


		Quarters Ended						Nine Months Ended							Quarters Ended						Six Months Ended
		September 26, 2021			September 27, 2020			September 26, 2021			September 27, 2020				June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Net sales	Net sales	$	2,781		$	2,971		$	8,474		$	8,391		Net sales	$	2,747		$	2,944		$	5,199		$	5,693
Operating profit	Operating profit	413			405			1,210			1,171			Operating profit	418			401			802			797
Operating margin	Operating margin	14.9		%	13.6		%	14.3		%	14.0		%	Operating margin	15.2		%	13.6		%	15.4		%	14.0		%

MFC’s net sales during the quarter ended ~~September~~June 26, ~~2021~~ 2022 decreased ~~$190~~$197 million, or 6%7%, compared to the same period in ~~2020.~~2021. The decrease was primarily attributable to lower net sales of approximately ~~$130~~$155 million for sensors and global sustainment programs primarily due to lower volume on SOF GLSS as a result of troop withdrawals from Afghanistan and lower net favorable profit adjustments due to close out activities in the second quarter of 2021 related to the Warrior; and about $45 million for tactical and strike missile programs due to lower volume ~~(GMLRS~~(air dominance weapon systems).

MFC’s operating profit during the quarter ended June 26, 2022 increased $17 million, or 4%, compared to the same period in 2021.The increase was primarily attributable to higher operating profit of approximately $40 million for tactical and strike missile programs due to higher net favorable profit adjustments (Joint Air-to-Surface Standoff Missile (JASSM), High Mobility Artillery Rocket System (HIMARS), and Hellfire); and about $10 million for integrated air and missile defense programs due to higher net favorable profit adjustments (Patriot Advanced Capability-3 (PAC-3)). These increases were partially offset by a ~~net~~ decrease of about ~~$50~~$40 million for sensors and global sustainment programs primarily due to lower net favorable profit adjustments as a result of the closeout of the Warrior program in 2021. In addition, operating margin was positively impacted when compared to the second quarter of 2021 due to contract mix (lower SOF GLSS volume and lower development volume for tactical and strike missiles). Adjustments not related to volume, including net profit booking rate adjustments in the second quarter of 2022 were comparable to the same period in 2021.

MFC’s net sales during the six months ended June 26, 2022 decreased $494 million, or 9%, compared to the same period in 2021. The decrease was primarily attributable to lower net sales of approximately $230 million for sensors and global sustainment programs due to lower volume ~~(primarily~~on SOF GLSS as described above and lower volume and net favorable profit adjustments on Sniper Advanced Targeting Pod (SNIPER®) ~~and Infrared Search and Track (IRST)) that was~~, partially offset by ~~higher risk retirements~~the net effect of favorable profit adjustments on an international program as a result of a requirements modification in the first quarter of 2022 and the termination of the Warrior program in 2021; about $125 million for tactical and strike missile programs due to ~~close out activities related to the Warrior Capability Sustainment Program (Warrior) that was terminated by the customer in March 2021.~~

~~MFC’s operating profit during the quarter ended September 26, 2021 increased $8~~lower volume (air dominance weapon systems and hypersonics); and approximately $105 million ~~or 2% compared to the same period in 2020. Operating profit increased approximately $20 million on~~for integrated air and missile defense programs due to lower volume (THAAD) and lower net favorable profit adjustments (PAC-3).

MFC’s operating profit during the six months ended June 26, 2022 was comparable to the same period in 2021. Operating profit increased by approximately $30 million for tactical and strike missile programs due to higher ~~risk retirements (primarily PAC-3),~~net favorable profit adjustments (HIMARS, GMLRS and JASSM); and about ~~$15~~$10 million for sensors and global sustainment programs primarily due to the ~~reversal~~net effect of ~~a portion~~favorable profit adjustments on an international program in the first quarter of ~~previously recorded losses on~~2022 and the termination of the Warrior program in ~~the third quarter of~~ 2021, ~~that are no longer expected to be incurred as a result of the program being terminated that was~~ partially offset by lower ~~volume (primarily IRST and SNIPER)~~net favorable profit adjustments (SNIPER). These increases were offset by ~~charges of~~ approximately ~~$25~~$35 million for ~~performance issues on an energy program. Operating~~integrated air and missile defense programs due to volume (THAAD) and lower net favorable profit ~~for~~adjustments (PAC-3). In addition, operating margin was positively impacted when compared to the six months ended June 27, 2021 due to contract mix (lower SOF GLSS volume and lower development volume at tactical and strike ~~missile programs was comparable as lower volume (primarily GMLRS and Hellfire) was offset by higher risk retirements (primarily Hellfire)~~missiles). Adjustments not related to volume, including net profit booking rate adjustments, were ~~approximately $70~~$20 million higher in the ~~third quarter of 2021~~six months ended June 26, 2022 compared to the same period in ~~2020.~~

MFC’s net sales during the nine months ended September 26, 2021 increased $83 million, or 1%, compared to the same period in 2020. The increase was primarily attributable to higher net sales of approximately $140 million for integrated air and missile defense programs due to higher volume and risk retirements (primarily PAC-3). This increase in net sales was partially offset by approximately $50 million for sensors and global sustainment programs due to lower volume (primarily SNIPER, IRST and Apache) that was partially offset by higher risk retirements due to close out activities related to Warrior and higher volume (primarily SOF GLSS).

MFC’s operating profit during the nine months ended September 26, 2021 increased $39 million, or 3%, compared to the same period in 2020. Operating profit increased approximately $40 million for integrated air and missile defense programs due to higher risk retirements and volume (primarily PAC-3) that was offset by lower risk retirements (primarily THAAD); and about $20 million for sensors and global sustainment programs due to the reversal of a portion of previously recorded losses on the Warrior program in the second and third quarters of 2021 that are no longer expected to be incurred as a result of the program being terminated that was partially offset by lower volume and risk retirements (SNIPER and Apache). These increases were partially offset by approximately $25 million of charges due to performance issues on an energy program. Adjustments not related to volume, including net profit booking rate adjustments, were approximately $80 million higher during the nine months ended September 26, 2021 compared to the same period in 2020.

We expect MFC’s 2021 net sales to increase in the low-single digit percentage range from 2020 levels driven by higher volume in the integrated air and missile defense business, primarily PAC-3. Operating profit is expected to increase in the low-to-mid-single digit percentage range above 2020 levels. Operating profit margin for 2021 is expected to be higher than 2020 levels.2021.

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Rotary and Mission Systems

Summary operating results for our RMS business segment were as follows (in millions):


		Quarters Ended						Nine Months Ended							Quarters Ended						Six Months Ended
		September 26, 2021			September 27, 2020			September 26, 2021			September 27, 2020				June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Net sales	Net sales	$	3,980		$	3,998		$	12,329		$	11,783		Net sales	$	4,012		$	4,242		$	7,564		$	8,349
Operating profit	Operating profit	459			404			1,350			1,209			Operating profit	403			458			751			891
Operating margin	Operating margin	11.5		%	10.1		%	10.9		%	10.3		%	Operating margin	10.0		%	10.8		%	9.9		%	10.7		%

RMS’ net sales during the quarter ended ~~September~~June 26, ~~2021 were comparable with~~2022 decreased $230 million, or 5%, compared to the same period in ~~2020. Net~~2021. The decrease was primarily attributable to lower net sales ~~decreased by~~of approximately ~~$50~~$100 million for ~~IWSS~~Sikorsky helicopter programs due to lower production volume (Black Hawk); about $80 million for integrated warfare systems and sensors (IWSS) programs due to lower volume ~~on radar surveillance systems (primarily TPQ-53) and the Littoral~~(Littoral Combat Ship (LCS) ~~program;about $45~~and Advanced Hawkeye); and approximately $55 million for various C6ISR (command, control, communications, computers, cyber, combat systems, intelligence, surveillance, and reconnaissance) programs due to lower ~~volume; and about $30 million for various training and logistics solutions programs primarily due to lower risk retirements and~~ volume. These decreases were offset by higher net sales of approximately $120 million for Sikorsky helicopter programs due to higher risk retirements (Black Hawk, Seahawk and CH-53-K) and higher production volume (Combat Rescue Helicopter (CRH) and Seahawk).

RMS’ operating profit during the quarter ended ~~September~~June 26, ~~2021 increased~~2022 decreased $55 million, or ~~14%~~12%, compared to the same period in ~~2020.~~2021. The ~~increase~~decrease was primarily attributable to ~~higher operating~~approximately $20 million for IWSS programs due to lower net favorable profit ofadjustments (Aegis and ground-based radar), about $10 million for various C6ISR programs due to lower volume; and approximately ~~$75~~$10 million for Sikorsky helicopter programs due to ~~higher risk retirements (Black Hawk, Seahawk and CH-53K) and higher~~lower production volume (CRH). This increase was partially offset by a decrease of approximately $20 million for training and logistics solutions programs primarily due to lower risk retirements and volume; and about $15 million for IWSS programs due to charges that were $30 million higher on a ground-based radar program partially offset by higher risk retirements on Vertical Launching System (VLS) programs. Operating profit for C6ISR programs was comparable as lower volume was offset by lower charges on certain programs (primarily undersea combat systems programs)(Black Hawk). Adjustments not related to volume, including net profit booking rate adjustments, were ~~$50~~$25 million ~~higher~~lower in the ~~third~~second quarter of ~~2021~~2022 compared to the same period in ~~2020.~~2021.

RMS’ net sales during the ~~nine~~six months ended ~~September~~June 26, ~~2021 increased $546~~2022 decreased $785 million, or 5%9%, compared to the same period in ~~2020.~~2021. The ~~increase~~decrease was primarily attributable to ~~higher~~lower net sales of ~~$520~~approximately $310 million for Sikorsky helicopter programs due to higher production volume (CH-53K, Black Hawk, CRH, and VH-92A) and higher risk retirements (Black Hawk and CRH); and about $270 million for training and logistics solutionsTLS programs primarily due to the delivery of an international pilot training system in the first quarter of ~~2021. These increases were partially offset by~~2021 that did not recur in 2022; about $230 million for IWSS programs due to lower ~~net sales of~~volume (LCS, TPQ-53 and Advanced Hawkeye); approximately $140 million for Sikorsky helicopter programs due to lower production volume (Black Hawk); and about ~~$135~~$105 million for various C6ISR programs due to lower ~~volume; and about $110~~volume.

RMS’ operating profit during the six months ended June 26, 2022 decreased $140 million, or 16%, compared to the same period in 2021. The decrease was primarily attributable to approximately $50 million for IWSS programs due to lower net favorable profit adjustments (Aegis and ground-based radar); $45 million for various C6ISR programs due to lower net favorable profit adjustments and volume, ~~on the LCS~~ and ~~TPQ-53 programs that were partially offset by higher volume on the Canadian Surface Combatant (CSC) and Aegis programs.~~

~~RMS’ operating profit during the nine months ended September 26, 2021 increased $141 million, or 12%, compared to the same period in 2020. Operating profit increased~~ approximately ~~$110~~$25 million for Sikorsky helicopter programs due to ~~higher~~lower production volume and ~~risk retirements~~net favorable profit adjustments (Black Hawk), ~~and higher production volume (CH-53K and CRH); and about $10 million for IWSS programs due to charges that were lower on a ground-based radar program and higher volume on the CSC program,~~ partially offset by ~~lower~~higher net favorable profit adjustments and volume ~~and risk retirements on the LCS program.~~(CRH). Operating profit for ~~C6ISR~~TLS programs was comparable due to ~~lower volume was~~the delivery of an international pilot training system in the first quarter of 2021 that did not recur in 2022, offset by ~~lower charges~~higher net favorable profit adjustments on certain programs (primarily undersea combat systems programs). Operating profit for training and logistics solutions programs was comparable due to higher volume being offset by lower risk retirements.various other programs. Adjustments not related to volume, including net profit booking rate adjustments, were ~~$70~~$80 million ~~higher during~~lower in the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~

We currently expect RMS’ 2021 net sales to increase in the mid-single digit percentage range from 2020 levels driven by higher volume on Sikorsky helicopter programs and TLS programs. Operating profit is expected to increase in the low-double digit percentage range above 2020 levels. Operating profit margin for 2021 is expected to be higher than 2020 levels.

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2021.

Space

Summary operating results for our Space business segment were as follows (in millions):


		Quarters Ended						Nine Months Ended							Quarters Ended						Six Months Ended
		September 26, 2021			September 27, 2020			September 26, 2021			September 27, 2020				June 26, 2022			June 27, 2021			June 26, 2022			June 27, 2021
Net sales	Net sales	$	2,699		$	2,846		$	8,891		$	8,640		Net sales	$	2,825		$	3,177		$	5,384		$	6,192
Operating profit	Operating profit	264			248			826			781			Operating profit	268			335			513			562
Operating margin	Operating margin	9.8		%	8.7		%	9.3		%	9.0		%	Operating margin	9.5		%	10.5		%	9.5		%	9.1		%

Space’s net sales during the quarter ended ~~September~~June 26, ~~2021~~2022 decreased ~~$147~~$352 million, or 5%11%, compared to the same period in ~~2020.~~2021. The decrease was primarily attributable to lower net sales of approximately ~~$340~~$425 million due to the previously announced renationalization of the ~~Atomic Weapons Establishment (AWE)~~AWE program on June 30, 2021, which iswas no longer included in ~~the company's~~our financial results beginning in the third quarter of ~~2021. This decrease was~~2021; and about $55 million for commercial civil space programs due to

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lower volume (Orion). These decreases were partially offset by higher net sales of about ~~$140~~$130 million for strategic and missile defense programs due to higher development volume ~~(hypersonic development, Fleet Ballistic Missile (FBM) and Next~~(Next Generation Interceptor (NGI) ~~programs); and about $70 million for national security space programs due to higher risk retirements and volume (primarily Next Gen OPIR)~~).

Space’s operating profit during the quarter ended ~~September~~June 26, ~~2021 increased $16~~2022 decreased $67 million, or 6%20%, compared to the same period in ~~2020.~~2021. The ~~increase~~decrease was primarily attributable to ~~higher operating~~approximately $55 million for national security space programs primarily due to lower net favorable profit adjustments (primarily Space-Based Infrared System (SBIRS) and classified programs); and about $40 million of lower equity earnings from our investment in United Launch Alliance (ULA). These decreases were partially offset by an increase of approximately $30 million for strategic and missile defense programs due to higher ~~risk retirements~~net favorable profit adjustments (primarily ~~FBM~~Fleet Ballistic Missile (FBM) programs) ~~and higher volume (primarily hypersonic development)~~. ~~This increase was partially offset by a decrease of approximately $10 million due to the renationalization of the AWE program.~~ Operating profit for ~~national security space programs~~the AWE program was comparable as ~~higher volume and risk retirements (primarily Next Gen OPIR) were~~its operating profit in the second quarter of 2021 was mostly offset by accelerated amortization expense for intangible assets as a ~~charge~~result of ~~$45 million on a commercial ground solutions program.~~the renationalization. Adjustments not related to volume, including net profit booking rate adjustments, were $30 million ~~higher~~lower in the ~~third~~second quarter of ~~2021~~2022 compared to the same period in ~~2020.~~2021.

Space’s net sales during the ~~nine~~six months ended ~~September~~June 26, ~~2021 increased $251~~2022 decreased $808 million, or 3%13%, compared to the same period in ~~2020.~~2021. The ~~increase~~decrease was primarily attributable to lower net sales of approximately $865 million due to the renationalization of the AWE program on June 30, 2021, which was no longer included in our financial results beginning in the third quarter of 2021; and about $150 million for commercial civil space programs due to lower volume (Orion and Human Lander System (HLS) programs). These decreases were partially offset by higher net sales of ~~approximately $235~~about $230 million for strategic and missile defense programs due to higher development volume ~~(primarily hypersonic development and NGI programs); and about $170 million for national security space programs due to higher volume and risk retirements (primarily Next Gen OPIR)~~(NGI). ~~These increases were partially offset by a decrease of approximately $155 million as a result of the renationalization of the AWE program.~~

Space’s operating profit during the ~~nine~~six months ended ~~September~~June 26, ~~2021 increased $45~~2022 decreased $49 million, or 6%9%, compared to the same period in ~~2020. Operating~~2021. The decrease was primarily attributable to approximately $45 million for national security space programs primarily due to lower net favorable profit ~~increased approximately $25~~adjustments (primarily SBIRS and classified programs); and about $35 million for commercial civil space programs due to ~~higher risk retirements (primarily space transportation~~lower net favorable profit adjustments and lower volume (the Orion and HLS programs)~~; about $25~~. These decreases were partially offset by an increase of approximately $30 million for strategic and missile defense programs due to higher ~~volume~~net favorable profit adjustments (primarily ~~hypersonic development~~FBM programs)~~; and about $15 million~~. Operating profit for ~~national security space programs to higher risk retirements (primarily SBIRS) and higher volume (primarily Next Gen OPIR),~~the AWE program was comparable as its operating profit in the first six months of 2021 was mostly offset by ~~charges of $70 million on~~accelerated amortization expense for intangible assets as a commercial ground solutions program and lower risk retirements (primarily Advanced Extremely High Frequency (AEHF). These increases were partially offset by a decrease of approximately $15 million due to the renationalizationresult of the ~~AWE program.~~renationalization. Adjustments not related to volume, including net profit booking rate adjustments, were ~~$90~~$55 million ~~higher during~~lower in the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 compared to the same period in ~~2020.~~2021.

Total equity earnings (primarily ~~United Launch Alliance (ULA)) recognized in Space's operating profit were not significant during the quarter ended September 26, 2021~~ULA) represented approximately $5 million, or 2%, and ~~2020; and represented~~ $35 million, or 4%7%, of ~~Space’s~~Space's operating profit during the ~~nine~~quarter and six months ended ~~September~~June 26, ~~2021,~~2022, compared to approximately $45 million, or 6%13%, and $40 million, or 7% during the ~~nine~~quarter and six months ended ~~September 26, 2020.~~June 27, 2021.

We currently expect Space’s 2021 net sales to be comparable to 2020 levels driven by higher volume on strategic and missile defense programs (primarily hypersonics development and NGI programs) and on national security space programs (primarily Next Gen OPIR), offset by lower volume at AWE due to the UK Ministry of Defence’s renationalization of the program on June 30, 2021. Operating profit is expected to be slightly lower than 2020 levels driven by lower equity earnings from the company’s investment in ULA. Operating profit margin for 2021 is also expected to be slightly lower than 2020 levels.

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FINANCIAL CONDITION

Liquidity and Cash Flows

At ~~September~~June 26, ~~2021,~~2022, we had cash and cash equivalents of ~~$2.7~~$1.8 billion. Our principal source of liquidity is our cash from operations. However, we also have access to ~~additional financial resources~~credit markets, if needed, for liquidity or general corporate purposes, including our revolving credit facility or the ability to issue commercial paper, and letters of credit to support customer advance payments and for other trade finance purposes such as ~~described~~guaranteeing our performance on particular contracts. We believe our cash and cash equivalents, our expected cash flow generated from operations and our access to credit markets will be sufficient to meet our cash requirements and cash deployment plans over the next twelve months and beyond based on our current business plans.

Cash received from customers, either from the payment of invoices for work performed or for advances from non-U.S. Government customers in excess of costs incurred, is our primary source of cash from operations. We generally do not begin work on contracts until funding is appropriated by the customer. However, from time to time, we fund customer programs ourselves pending government appropriations. If we incur costs in excess of funds obligated on the contract or in advance of a contract award, this negatively affects our cash flows and we may be at risk for reimbursement of the excess costs. For example, due to the prolonged negotiation of the F-35 Low Rate Initial Production (LRIP) Lots 15-17 production contract, beginning in the ~~“Capital Resources” section below.~~second quarter our costs to continue production to meet our customer’s desired aircraft delivery dates began to exceed the contract value and available funding which prevented us from invoicing and

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receiving cash of approximately $465 million for costs incurred in the second quarter of 2022. See “Other Matters” below and Item 1A, Risk Factors, for additional information.

Billing timetables and payment terms on our contracts vary based on a number of factors, including the contract type. We generally bill and collect cash more frequently under cost-reimbursable contracts, which represented approximately 39% of the sales we recorded during the six months ended June 26, 2022, as we are authorized to bill as the costs are incurred. A number of our fixed-price contracts may provide for performance-based payments, which allow us to bill and collect cash as we perform on the contract. The amount of performance-based payments and the related milestones are encompassed in the negotiation of each contract. The timing of such payments may differ from the timing of the costs incurred related to our contract performance, thereby affecting our cash flows.

The U.S. Government has indicated that it would consider progress payments as the baseline for negotiating payment terms on fixed-price contracts, rather than performance-based payments. In contrast to negotiated performance-based payment terms, progress payment provisions correspond to a percentage of the amount of costs incurred during the performance of the contract and are invoiced regularly as costs are incurred. Our cash flows may be affected if the U.S. Government changes its payment policies or decides to withhold payments on our billings. While the impact of policy changes or withholding payments may delay the receipt of cash, the cumulative amount of cash collected during the life of the contract should not vary.

To date, the effects of COVID-19 have resulted in some negative impacts on our cash flows, partially due to supplier delays. The U.S. Government has taken certain actions and enacted legislation to mitigate the impacts of COVID-19 on public health, the economy, state and local governments, individuals, and businesses. Since the pandemic began, Lockheed Martin has remained committed to accelerating payments to the supply chain with a focus on small and at risk businesses. As of June 26, 2022, we have accelerated $1.0 billion of payments to our suppliers that are due by their terms in future periods. We will continue to monitor risk driven by the pandemic and, based on our current assessment, we will continue to accelerate payments to our suppliers based on risk assessed need through the end of 2022.

In addition, we have a balanced cash deployment strategy to invest in our business and key technologies to provide our customers with enhanced capabilities, enhance stockholder value, and position ourselves to take advantage of new business opportunities when they arise. Consistent with that strategy, we have continued to invest in our business and technologies through capital expenditures, independent research and development, and selective business acquisitions and investments. We have returned cash to stockholders through dividends and share repurchases. Our total remaining authorization for future common share repurchases under our program was $1.6 billionat June 26, 2022.

We also continue to actively manage our debt levels, including maturities and interest rates, as evidenced by the debt transaction in the second quarter of 2022 and our pension obligations. We expect to continue to opportunistically manage our pension liabilities through the purchase of group annuity contracts for portions of our outstanding defined benefit pension obligations using assets from the pension ~~trust.~~

~~On August 3, 2021,~~trust as we purchased group annuity contracts to transfer $4.9 billion of gross defined benefit pension obligations and related plan assets to an insurance company for approximately 18,000 U.S. retirees and beneficiaries. The group annuity contracts were purchased using assets from Lockheed Martin’s master retirement trust and no additional funding contribution was required by us.did on June 24, 2022. See “Note 76 - Postretirement Benefit Plans” included in our Notes to Consolidated Financial ~~Statements.~~Statements for additional information. Future pension risk transfer transactions could also be significant and result in us making additional contributions to the pension trust and/or require us to recognize noncash, non-operating pension settlement charges in earnings in the applicable reporting period.

~~To date,~~There were no material changes during the effects of COVID-19 have resulted in some negative impact on our cash flows, partially due to supplier delays. The U.S. Government has taken certain actions and enacted legislation to mitigate the impacts of COVID-19 on public health, the economy, state and local governments, individuals, and businesses. In March 2020, the U.S. Department of Defense (DoD) increased the rate for certain progress payments from 80% to 90% for costs incurred and work performed on relevant contracts. Since the pandemic began, Lockheed Martin has remained committed to flowing down the benefits received from the DoD’s modification of the progress payment ratequarter or six months ended June 26, 2022 to our ~~supply chain partners. As~~contractual commitments as presented in “Management’s Discussion and Analysis of ~~September 26,~~Financial Condition and Results of Operations” of our 2021 ~~we have received approximately $1.5 billion~~Form 10-K that were outside the ordinary course of ~~net accelerated progress payments, the majority of which were in 2020. We continue to use accelerated progress payments and cash on hand to accelerate payments to~~ our suppliers. As of September 26, 2021, we have accelerated $1.5 billion of payments to our suppliers that are due by their terms in future periods. We will continue to monitor risk driven by the pandemic and, based on our current assessment, we will continue to accelerate payments to our suppliers based on risk assessed need through the end of 2022. Consistent to our current acceleration approach, we will prioritize small and COVID-19 impacted businesses.business.

On March 27, 2020, the President signed the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) into law. Pursuant to the CARES Act, U.S. companies could defer the employer’s portion of social security taxes between March 27, 2020 and December 31, 2020, which allowed us to defer cash outlays of $460 million in 2020, of which approximately half will be paid in the fourth quarter of 2021 and approximately half will be paid in the fourth quarter of 2022. Section 3610 of the CARES Act also authorized the U.S. Government to reimburse qualifying contractors for any paid leave, including sick leave, provided to employees during the pandemic to keep its workforce in a ready state. Section 3610 of the CARES Act expired on September 30, 2021 and has not been extended. While that option is currently unavailable, we continue to monitor other legislation that may reinstate Section 3610 and work with our government customers to seek recovery of COVID-19-related costs through other contract provisions.

On March 11, 2021, the President signed the American Rescue Plan Act of 2021 (ARPA) into law. ARPA eased funding rules for single-employer defined benefit pension plans by extending the amortization of funding shortfalls and enhancing interest rate stabilization, which has the effect of reducing the funding requirements for our single-employer defined benefit pension plans beginning in 2021 and reducing the amount of CAS pension costs allocated to our U.S. Government contracts beginning in 2022. The lower pension contributions will be partially offset by lower tax deductions.

As disclosed in the “Business Overview” section above, on December 20, 2020, we entered into an agreement to acquire Aerojet Rocketdyne for approximately $4.4 billion after the assumption of Aerojet Rocketdyne’s then-projected net cash. Subject to satisfactory completion of the regulatory review process and satisfaction of the other closing conditions specified in the acquisition agreement, we anticipate closing the transaction in the first quarter of 2022. We expect to finance the acquisition primarily through new debt issuances.

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Currently, we expect our cash from operations will continue to be sufficient to support our operations and anticipated capital expenditures and independent research and development for the foreseeable future. We also have access to credit markets, if needed, for liquidity or general corporate purposes, including our revolving credit facility or the ability to issue commercial paper, and letters of credit to support customer advance payments and for other trade finance purposes such as guaranteeing our performance on particular contracts.

The following table provides a summary of our cash flow information followed by a discussion of the key elements (in millions):


		Nine Months Ended					Six Months Ended
		September 26, 2021		September 27, 2020			June 26, 2022		June 27, 2021
Cash and cash equivalents at beginning of year	Cash and cash equivalents at beginning of year	$	3,160	$	1,514	Cash and cash equivalents at beginning of year	$	3,604	$	3,160
Operating activities	Operating activities					Operating activities
Net earnings	Net earnings	4,266		5,041		Net earnings	2,042		3,652
Noncash adjustments	Noncash adjustments	2,889		1,292		Noncash adjustments	1,104		857
Changes in working capital	Changes in working capital	(2,176)		(564)		Changes in working capital	(1,570)		(1,510)
Other, net	Other, net	(26)		607		Other, net	1,165		17
Net cash provided by operating activities	Net cash provided by operating activities	4,953		6,376		Net cash provided by operating activities	2,741		3,016
Net cash used for investing activities	Net cash used for investing activities	(619)		(1,017)		Net cash used for investing activities	(583)		(389)
Net cash used for financing activities	Net cash used for financing activities	(4,767)		(3,288)		Net cash used for financing activities	(3,987)		(3,042)
Net change in cash and cash equivalents	Net change in cash and cash equivalents	(433)		2,071		Net change in cash and cash equivalents	(1,829)		(415)
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	2,727	$	3,585	Cash and cash equivalents at end of period	$	1,775	$	2,745

Operating Activities

Net cash provided by operating activities during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 decreased ~~$1.4 billion~~$275 million compared to the same period in ~~2020.~~2021. The decrease was primarily due to ~~lower working capital, higher tax payments~~cash impacts for the lack of additional contractual authorization and ~~a decrease in net earnings. The $1.6 billion decrease in cash flows related~~funding from the U.S. Government prior to ~~working capital (defined as receivables,~~the end of the second quarter of 2022 on the Lots 15-17 contract ~~assets, and inventories less accounts payable and contract liabilities) was primarily attributable to timing~~ of ~~production and billing cycles affecting contract assets and contract liabilities (primarily~~ the F-35 program.

Non-GAAP Financial Measure - Free Cash Flow

Free cash flow is a non-GAAP financial measure that we define as cash from operations less capital expenditures. Our capital expenditures are comprised of equipment and ~~F-16 programs~~facilities infrastructure and information technology (inclusive of costs for the development or purchase of internal-use software that are capitalized). We use free cash flow to evaluate our business performance and overall liquidity, as well as a performance goal in our ~~Aeronautics business segment~~annual and ~~Sikorsky helicopter programs in our RMS business segment), partially offset by timing~~long-term incentive plans. We believe free cash flow is a useful measure for investors because it represents the amount of cash payments for accounts payable and liquidation of inventories (primarily the delivery of an international pilot training system in our RMS business segment). During the nine months ended September 26, 2021, we paid federal and foreign income taxes and employer portion of payroll taxes of $974 million and $578 million, compared to $865 million and $236 million during the nine months ended September 27, 2020. The increasegenerated from operations after reinvesting in the ~~employer portion~~business and that may be available to return to stockholders and creditors (through dividends, stock repurchase and debt repayments) or available to fund acquisitions. The entire amount of ~~payroll taxes was due~~free cash flow is not necessarily available for discretionary expenditures, however, because it does not account for certain mandatory expenditures, such as the repayment of maturing debt. While management believes that free cash flow as a non-GAAP financial measure may be useful in evaluating our financial performance, it should be considered supplemental to, ~~the deferral of $315 million of payments~~and not a substitute for, financial information prepared in accordance with GAAP and may not be comparable to ~~the fourth quarters of 2021 and 2022 pursuant~~similarly titled measures used by other companies.

The following table reconciles net cash provided by operating activities to the CARES Act during the nine months ended September 27, 2020. In addition, we accelerated $1.5 billion of payments to suppliers as of September 26, 2021 that were due in the fourth quarter of 2021, compared to $1.8 billion of payments to suppliers as of September 27, 2020 that were due in the fourth quarter of 2020.free cash flow (in millions):


	Six Months Ended
	June 26, 2022		June 27, 2021
Cash from operations	$	2,741	$	3,016
Capital expenditures	(572)		(599)
Free cash flow	$	2,169	$	2,417

Investing Activities

Net cash used for investing activities during the ~~nine~~six months ended ~~September~~June 26, ~~2021 decreased $398~~2022 increased $194 million compared to the same period in ~~2020.~~2021. The ~~decrease~~increase in cash used for investing activities is due to the receipt of ~~the first two installment payments totaling~~ $231 million in the first ~~nine~~six months of 2021 from the sale of our ownership interest in the Advanced Military Maintenance, Repair and Overhaul Center (AMMROC) joint venture. Capital expenditures totaled ~~$915~~$572 million and ~~$1.0 billion~~$599 million during the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020.~~2021. The majority of our capital expenditures were for equipment and

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facilities infrastructure that generally are incurred to support new and existing programs across all of our business segments. We also incur capital expenditures for information technology to support programs and general enterprise information technology infrastructure, inclusive of costs for the development or purchase of internal-use software.

Financing Activities

Net cash used for financing activities was ~~$4.8~~$4.0 billion during the ~~nine~~six months ended ~~September~~June 26, ~~2021,~~2022, compared to ~~$3.3~~$3.0 billion during the same period in ~~2020.~~

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2021.

During the ~~nine~~six months ended ~~September~~June 26, ~~2021~~2022 and ~~September~~June 27, ~~2020,~~2021, we paid dividends totaling ~~$2.2~~$1.5 billion ($~~7.80~~5.60 per share) and ~~$2.0~~$1.5 billion ($~~7.20~~5.20 per share).

~~We repurchased 5.6~~During the six months ended June 26, 2022, we paid $2.4 billion to repurchase 7.7 million shares of our common stock, some of which were settled subsequent to the end of the second quarter. See “Note 9 - Stockholders’ Equity” included in our Notes to Consolidated Financial Statements for ~~$2.0 billion during~~additional information. During the ~~nine~~six months ended ~~September 26,~~June 27, 2021, ~~compared~~we paid $1.5 billion to ~~3.0~~repurchase 4.2 million shares of our common ~~stock for $1.1 billion during~~stock.

During the ~~nine months~~quarter ended ~~September 27, 2020.~~

~~In September 2021, we repaid $500 million of long-term notes with a fixed interest rate of 3.35% according to their scheduled maturities.~~

~~In May 2020,~~June 26, 2022, we received net ~~cash~~ proceeds of ~~$1.1~~$2.3 billion from issuance of senior unsecured ~~notes. In June 2020, we~~notes and used the net proceeds from the offering ~~plus cash on hand~~ to redeem all of the outstanding $500 million Notes due 2023, $750 million Notes due 2025 and used the remaining balance of ~~notes~~the net proceeds to redeem $1.0 billion of our outstanding $2.0 billion Notes due 2026. See “Note 10 - Other” included in ~~2020 and $400 million of notes due in 2021, each at their redemption price.~~our Notes to Consolidated Financial Statements for additional information.

Capital Resources

At ~~September~~June 26, ~~2021,~~2022, we held cash and cash equivalents of ~~$2.7~~$1.8 billion that was generally available to fund ordinary business operations without significant legal, regulatory, or other restrictions.

At ~~September~~June 26, ~~2021,~~2022, we had a $3.0 billion revolving credit facility (the Revolving Credit Facility) with various banks with an expiration date of August 24, 2026 that is available for general corporate purposes including supporting commercial paper borrowings. ~~We entered into this Revolving Credit Facility effective August 24, 2021 and concurrently terminated our existing~~ ~~$2.5 billion~~ ~~revolving credit facility.~~ We may request and the banks may grant, at their discretion, an increase in the borrowing capacity under the Revolving Credit Facility of up to an additional $500 million. There were no borrowings outstanding under the Revolving Credit Facility at ~~September~~June 26, ~~2021.~~2022.

We have agreements in place with financial institutions to provide for the issuance of commercial paper. The outstanding balance of commercial paper can fluctuate daily and the amount outstanding during the period may be greater than or less than the amount reported at the end of the period. There were no commercial paper borrowings outstanding as of ~~September~~June 26, ~~2021~~2022 and December 31, ~~2020.~~2021. We may, as conditions warrant, from time to time issue commercial paper backed by our Revolving Credit Facility to manage the timing of cash flows. However, ~~as described under Item 1A, Risk Factors of our~~ ~~2020~~ ~~Form 10-K,~~ depending on market conditions, commercial paper may not be available on favorable terms or at all.

Our outstanding debt, net of unamortized discounts and issuance costs was ~~$11.7~~$11.6 billion as of ~~September~~June 26, ~~2021~~2022 and is in the form of publicly-issued notes that bear interest at fixed rates. ~~In September 2021, we repaid~~The outstanding debt at June 26, 2022 is inclusive of the second quarter 2022 issuance of $2.3 billion in aggregate principal amount of senior unsecured notes and redemption of outstanding $500 million in aggregate principal amount of ~~long-term notes with a fixed interest rate~~our 3.10% Notes due 2023, $750 million in aggregate principal amount of ~~3.35% according~~our 2.90% Notes due 2025, and $1.0 billion of our outstanding $2.0 billion in aggregate principal amount of our 3.55% Notes due 2026 at their redemption price.

For further discussion on the outstanding debt at June 26, 2022, see “Note 10 - Other” included in our Notes to ~~their scheduled maturities.~~ Consolidated Financial Statements. As of ~~September~~June 26, ~~2021,~~2022, we were in compliance with all covenants contained in our debt and credit agreements. Other than the $500 million debt redemption in September 2021 and the new Revolving Credit Facility in August 2021, there were no material changes during the quarter or nine months ended September 26, 2021 to our contractual commitments as presented in “Management’s Discussion and Analysis

Table of ~~Financial Condition and Results of Operations” of our 2020 Form 10-K that were outside the ordinary course of our business.~~Contents

OTHER MATTERS

Status of the F-35 Program

The F-35 program primarily consists of production contracts, sustainment activities, and new development efforts. Production of the aircraft is expected to continue for many years given the U.S. Government’s current inventory objective of 2,456 aircraft for the U.S. Air Force, U.S. Marine Corps, and U.S. Navy; commitments from our seven international partner countries and ~~six international~~seven Foreign Military Sales (FMS) customers; as well as ~~expressions of~~ interest from other countries. During the first quarter of 2022, Finland became the seventh FMS customer to join the program, and Germany announced its intention to purchase 35 F-35 aircraft. On March 28, 2022, the Government of Canada selected the F-35 as the preferred bidder to move into the Finalization Phase of the competitive process to replace their fighter fleet. In the Finalization Phase, they will collaborate with the F-35 team to deliver unique requirements and a delivery profile before moving forward with contracting with the U.S. Government for the procurement of 88 aircraft.

We recently reached an agreement in principle with the U.S. Government on the F-35 Low Rate Initial Production (LRIP) Lots 15-17 production contract and we continue to engage with the U.S. Government to definitize the contract. We have been performing work on the Lots 15-17 production under customer authorization and initial funding to begin work under an advance acquisition contract received in December 2019. Our costs began to exceed the contract value and available funding on the Lots 15-17 advance acquisition contract in the second quarter of ~~2021, Switzerland's Federal Council announced its decision~~2022. As a result, this prevented the recognition of approximately $325 million of sales and associated operating profit in the second quarter. Additionally, it prevented us from invoicing and receiving cash of approximately $465 million for costs incurred in the second quarter of 2022. At the end of the second quarter of 2022, we also had approximately $1 billion in potential termination liability exposure to ~~purchase~~third parties related to LRIP Lots 15-17. We expect to recover the ~~F-35A Conventional Takeoff~~unrecognized sales and ~~Landing (CTOL) aircraft along~~resume invoicing costs incurred upon receiving contractual authorization and funding on the production contract with ~~sustainment~~the U.S. Government, which we expect to occur in the third quarter of 2022. However, until a final agreement is reached or the U.S. Government otherwise provides additional contractual authorization and ~~training services,~~funding, our results of operations, cash flows, and financial condition will continue to be negatively impacted and the impacts could be material.

During the second quarter of 2022, we encountered supplier delays due to COVID-19 that negatively impacted F-35 net sales and operating profit in the second quarter due to lower volume and we expect the timing of F-35 net sales and operating profit will continue to be impacted in future periods. We are working closely with our supply base to develop plans that minimize the impacts to the F-35 partners and FMS customers, however, as a result we now expect a flat delivery profile in 2023. Additionally, as part of ~~their Air 2030 modernization program.~~the Lots 15-17 production contract, the U.S. Government reduced the acquisition quantities based on budget availability. While we expect the LRIP Lots 15-17 contract to support our long-term objective to produce 156 aircraft a year, COVID-19 and other impacts experienced by the F-35 enterprise have required us to modify our near-term production plan. Deliveries are expected to remain in the range of 147-153 aircraft per year in 2023 and 2024, before we achieve our 156 aircraft delivery target in 2025. We continue to anticipate annual deliveries of 156 aircraft beyond 2025 for the foreseeable future.

During the second quarter ~~ended September 26, 2021,~~of 2022, we delivered 3635 production aircraft to our U.S. and international partner countries, and ~~international~~FMS customers, resulting in total deliveries of ~~701~~814 production aircraft. We have ~~282~~169 production aircraft in backlog, including orders from our international partner customers and countries.

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~~In response to COVID-19 F-35 supplier delays and in conjunction~~We successfully negotiated a new four-year contract with the International Association of Machinists and Aerospace Workers covering approximately 5,000 represented employees that primarily work on F-35 ~~Joint Program Office, we tapered our~~ production ~~rate~~ in ~~2020. In 2021, we continue to be impacted by COVID-19 but expect~~Fort Worth, Texas in the production rate to improve from its 2020 levels and deliver 133-139 aircraft in 2021. As agreed with the F-35 Joint Program Office in September 2021, we anticipate delivering 151-153 aircraft in 2022 and 156 aircraft in 2023 and stabilizing at that rate for future yearssecond quarter of ~~the program. See the discussion in Business Overview - COVID-19.~~2022.

Given the size and complexity of the F-35 program, we anticipate that there will be continual reviews related to aircraft performance, program schedule, delivery schedule, cost, and requirements as part of the DoD, Congressional, and international ~~partner~~ countries’ oversight, and budgeting processes. ~~Current~~In addition to the contract negotiation and funding challenges described above, current program challenges include ~~but are not limited to~~ supplier, Lockheed Martin and partner performance (including COVID-19 performance-related challenges), software development, ~~receiving funding for contracts on a timely basis,~~execution of future flight tests and findings resulting from testing and operating the aircraft, the level of cost associated with life cycle operations, sustainment and ~~warranties,~~potential contractual obligations, inflation-related cost pressures, and ~~executing future flight tests~~the ability to continue to reduce the unit production costs and ~~supporting the resulting findings from testing and operating the aircraft.~~improve affordability.

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Contingencies

See “Note 87 - Legal Proceedings and Contingencies” included in our Notes to Consolidated Financial Statements for information regarding our contingent obligations, including off-balance sheet arrangements.

Critical Accounting Policies

There have been no significant changes to the critical accounting policies disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our ~~2020~~2021 Form 10-K, except for, an update related to our postretirement benefit plans to describe changes to our funding requirements and the amount of pension costs recoverable under contracts with the U.S. Government as a result of the American Rescue Plan Act of 2021 in our Form 10-Q for the quarter ended March 28, 2021. Additionally, as set forth below, ~~we have~~ updated ~~our~~ defined benefit pension plan disclosures to reflect the impact of the purchase of group annuity contracts on ~~August 3, 2021.~~

June 24, 2022.

Postretirement Benefit Plans

Overview

On ~~August 3, 2021,~~June 24, 2022, we purchased group annuity contracts to transfer ~~$4.9~~$4.3 billion of gross defined benefit pension obligations and related plan assets to an insurance company for approximately ~~18,000~~13,600 U.S. retirees and beneficiaries. The group annuity contracts were purchased using assets from Lockheed Martin’s master retirement trust and no additional funding contribution was ~~required by us. This transaction has no impact on the amount, timing, or form of the monthly retirement benefit payments to the affected retirees and beneficiaries.~~required. In connection with this transaction, we recognized a noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion ($~~1.3~~1.2 billion, or ~~$4.72~~$4.33 per share, ~~after tax)~~after-tax) for the affected defined benefit pension plans (the Affected Plans) in the quarter ended ~~September~~June 26, ~~2021,~~2022, which represents the accelerated recognition of actuarial losses that were included in the accumulated other comprehensive loss account within stockholders’ equity.

As a result of this transaction, we were required to remeasure the benefit obligations and assets related to the Affected Plans as of the ~~August 3, 2021~~June 24, 2022 close date (the Remeasurement Date). The remeasurement reflects the use of an updated ~~actuarial assumptions, primarily the~~ discount rate and actual return on plan assets described in further detail below. For more information on the transaction and remeasurement, see “Note 6 - Postretirement Benefit Plans” included in our Notes to Consolidated Financial Statements.

Actuarial Assumptions

The benefit obligations and assets of our postretirement benefit plans are measured at the end of each year, or more frequently, upon the occurrence of certain events such as a significant plan amendment, settlement or curtailment. The amounts we record are measured using actuarial valuations, which are dependent upon key assumptions such as discount rates, the expected long-term rate of return on plan assets, participant longevity, and employee turnover. The assumptions we make affect both the calculation of the benefit obligations as of the measurement date and the calculation of FAS pension ~~expense~~(expense) income in subsequent periods.

As described above, we remeasured the benefit obligations and assets related to the Affected Plans as of the ~~August 3, 2021~~June 24, 2022 close date. When calculating the benefit obligations related to the Affected Plans, we utilized a discount rate of ~~2.75%~~4.75% as of the Remeasurement Date, compared to ~~2.50%~~2.875% as of December 31, ~~2020.~~2021. The increase in the discount rate resulted in a decrease of approximately ~~$1.3~~$7.9 billion in the projected benefit obligations.

~~Table~~ The discount rate we select is based on our best estimates and judgment. A change of ~~Contents~~plus or minus 25 basis points in the 4.75% discount rate assumption used in the remeasurement for the Affected Plans would have decreased or increased the amount of the benefit obligation we recorded by approximately $0.8 billion, with an after-tax increase or decrease in stockholders’ equity of approximately $0.6 billion.

The actual return on plan assets for the period January 1, ~~2021~~2022 through ~~August 3, 2021~~the June 24, 2022 remeasurement date for the Affected Plans was approximately ~~8.00%~~(16)%, or ~~$3.2~~$(4.7) billion, which was approximately ~~$1.6~~$5.7 billion ~~higher~~lower (the incremental ~~return)~~loss) than our expected return on plan assets of approximately ~~4.00%,~~3.25% for the period, or ~~$1.6~~$1.0 billion (the proportional effect, or approximately ~~seven twelfths,~~half of our ~~previously~~ expected ~~7.00%~~6.50% annual long-term rate of return on plan assets assumption), for the ~~period January 1, 2021 through August 3, 2021.~~period. The incremental ~~return~~loss of ~~$1.6~~$5.7 billion on plan assets was recognized in the remeasurement of the assets related to the Affected Plans.

When calculating FAS pension expense for periods subsequent to the Remeasurement Date, we lowered our expected long-term rate of return on plan assets from 7.00% utilized as of December 31, 2020 to 6.50% as of the Remeasurement Date, which reflects recent changes in our asset allocation targets.

Longevity assumptions are used to estimate the life expectancy of plan participants during which they are expected to receive benefit payments. The longevity assumptions utilized to calculate the benefit obligations at the Remeasurement Date were unchanged from December 31, 2020.

The plan remeasurements resulted in a decrease of ~~$2.9~~$2.2 billion to our net unfunded pension obligations (which includes the change in benefit obligation primarily related to the higher discount rate utilized in the remeasurement of ~~$1.3~~$7.9 billion and the incremental ~~return~~loss on plan assets recognized in remeasurement of ~~$1.6~~$5.7 billion) with a corresponding increase of ~~$2.3~~$1.7 billion after taxes in stockholders’ equity. The change in stockholders’ equity reflects the decrease in deferred

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actuarial losses, which will be recognized as an increase in net FAS pension income (or a decrease in net FAS pension expense) over the estimated remaining life expectancy of the covered employees beginning in the third quarter of ~~2021.~~2022. However, deferred net actuarial gains or losses in stockholders’ equity are adjusted annually when the funded status of our postretirement benefit plans are measured, which will result in additional changes to our FAS pension income or expense in future periods.

The purchase of the group annuity contracts and the remeasurement did not have an impact on our CAS pension cost and did not significantly impact our total FAS pension expense or net FAS/CAS pension adjustment for the quarter ended September 26, 2021 or expected full year 2021, except for the noncash pension settlement charge. The increase in the discount rate, incremental return on plan assets, and settlement charge reduced FAS pension expense in future periods, which was offset by the impact of the lower expected long-term rate of return on plan assets.

Funding Considerations

Contributions to our defined benefit pension plans are recovered over time through the pricing of our products and services on U.S. Government contracts, including FMS, and are recognized in our cost of sales and net sales. CAS govern the extent to which our pension costs are allocable to and recoverable under contracts with the U.S. Government, including FMS. Pension cost recoveries under CAS occur in different periods from when pension contributions are made ~~under the Pension Protection Act of 2006.~~

As previously disclosed, on March 11, 2021, President Biden signed the American Rescue Plan Act of 2021 into law, which eased funding requirements for single-employer defined benefit pension plans under the ERISA, as amended, by restarting and extending the amortization of funding shortfalls and extending and enhancing interest rate stabilization percentages, among many other stimulus measures. These changes have the effect of lowering our minimum funding requirements and CAS pension costs from what they otherwise would have been had the measures not been enacted. As permitted under the law, we will adopt the funding amortization change by 2020 and the interest rate stabilization in ~~2022.~~accordance with ERISA.

We made no contributions to our qualified defined benefit pension plans during the quarters and ~~nine~~six months ended ~~September~~June 26, ~~2021.~~2022.

Trends

We now expect FAS pension expense of approximately ~~$1.4~~$1.1 billion in ~~2021,~~2022, inclusive of the noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion (pretax) described ~~above, compared to our prior estimate of FAS pension income of $265~~

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~~million in 2021.~~above. Excluding the noncash, non-operating pension settlement charge, our ~~adjusted~~expected FAS pension income will be approximately ~~$265~~$410 million in ~~2021,~~2022, which is ~~consistent with~~$50 million lower than our prior ~~2021~~2022 FAS pension income ~~estimate.~~estimate of $460 million.

Our 2022 CAS cost was not impacted by the purchase of the group annuity contracts or the remeasurement of the benefit pension obligations and related assets related to the Affected Plans described above. Therefore, we continue to expect our CAS pension cost will be approximately ~~$2.1~~$1.8 billion in ~~2021,~~2022, which is consistent with our prior ~~2021~~2022 CAS pension cost estimate.

We now expect a total FAS/CAS pension ~~income~~adjustment of approximately ~~$665~~$740 million in ~~2021,~~2022, inclusive of the noncash, non-operating pension settlement charge of ~~$1.7~~$1.5 billion (pretax) described above, compared to our prior estimate of ~~FAS/CAS pension income of~~ $2.3 billion in ~~2021.~~2022. Excluding the noncash, non-operating pension settlement charge, our ~~adjusted~~expected total FAS/CAS pension ~~income~~adjustment will be approximately ~~$2.3~~$2.2 billion in ~~2021,~~2022, which is ~~consistent with~~$50 million lower than our prior ~~2021 FAS/CAS pension income~~2022 estimate.

We do not plan to make contributions to our qualified defined benefit pension plans in ~~2021, consistent with our 2021 financial outlook provided in July 2021.~~

For 2022 financial trending information related to our qualified defined benefit pension plans, see “2022 Financial Trends” in Management’s Discussion and Analysis of Financial Condition and Results of Operations.2022.

Goodwill and Intangible Assets

The carrying value of our goodwill balance was $10.8 billion at ~~September~~June 26, ~~2021,~~2022, including $2.7 billion of goodwill at our Sikorsky reporting unit. The carrying value of our Sikorsky reporting unit also included an indefinite-lived trademark intangible asset of $887 million as of June 26, 2022. In the fourth quarter of ~~2020,~~2021, we performed our annual impairment test for goodwill and indefinite-lived trademark intangible asset, and the results of that test indicated no impairment existed. As of the date of our ~~2020~~2021 annual impairment test, we estimated that the fair value of our Sikorsky reporting unit exceeded its carrying value for goodwill by a margin of approximately 30% and the fair value of the intangible asset exceeded its carrying value by a margin of approximately 15%. We will perform our next annual goodwill and intangible asset impairment test during the fourth quarter of ~~2021~~2022 and will perform a quantitative assessment of the fair value of our Sikorsky reporting unit.

The fair ~~value~~values of our goodwill and indefinite-lived trademark intangible asset at our Sikorsky reporting unit can be significantly impacted by its performance, the amount and timing of expected future cash flows, contract terminations, changes in expected future orders, general market pressures, including U.S. Government budgetary constraints, discount rates, long term growth rates, and changes in U.S. (federal or state) or foreign tax laws and regulations, or their interpretation and application, including those with retroactive effect, along with other significant judgments. Based on our assessment of these circumstances, we have determined that goodwill and indefinite-lived trademark intangible asset at

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our Sikorsky reporting unit isare at risk for impairment should there be a deterioration of projected cash flows of the reporting unit.

We do not currently anticipate any material impairments on our assets as a result of ~~COVID-19.~~COVID-19 or inflation. See Item 1A, Risk Factors of our ~~2020~~2021 Form 10-K for a discussion of the potential impacts of COVID-19 on the fair value of our assets.

Recent Accounting Pronouncements

See “Note 1211 - Recent Accounting Pronouncements” included in our Notes to Consolidated Financial Statements for information related to new accounting standards.

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

As disclosed in “Item 7A, Quantitative and Qualitative Disclosures About Market Risk” of our ~~2020~~2021 Form 10-K, we transact business globally and are subject to risks associated with changing foreign currency exchange rates. We enter into foreign currency hedges such as forward and option contracts that change in value as foreign currency exchange rates change. Our exposures to market risk have not changed materially since December 31, ~~2020.~~2021. See “Note 98 - Fair Value Measurements” included in our Notes to Consolidated Financial Statements for additional discussion.

ITEM 4. Controls and Procedures

We performed an evaluation of the effectiveness of our disclosure controls and procedures as of ~~September~~June 26, ~~2021.~~2022. The evaluation was performed with the participation of senior management of each business segment and key corporate functions, under the supervision of the Chief Executive Officer (CEO) and Chief Financial Officer (CFO). Based on this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were operating and effective as of ~~September~~June 26, ~~2021.~~

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2022.

There were no changes in our internal control over financial reporting during the quarter ended ~~September~~June 26, ~~2021~~2022 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Forward-Looking Statements

This Form 10-Q contains statements that, to the extent they are not recitations of historical fact, constitute forward-looking statements within the meaning of the federal securities laws, and are based on our current expectations and assumptions. The words “believe,” “estimate,” “anticipate,” “project,” “intend,” “expect,” “plan,” “outlook,” “scheduled,” “forecast” and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks and uncertainties. Actual results may differ materially due to factors such as:

•the impact of COVID-19 or future epidemics on our business and financial results, including ~~potential~~ supply chain disruptions ~~facility closures, work stoppages,~~and delays, labor challenges associated with employee absences, quarantine restrictions, travel restrictions, site access, program delays, changes in customer payment policies ~~and regulations, our ability to recover our costs under contracts~~ and the impacts of ~~implementation of~~potential vaccine mandates ~~on our workforce and business;~~or other requirements;

•budget uncertainty, the risk of future budget cuts and the impacts of inflation, the debt ceiling and the potential for government shutdowns and changing funding and acquisition priorities;

•our reliance on contracts with the U.S. Government, which are dependent on U.S. Government funding and can be terminated for convenience, and our ability to negotiate favorable contract terms;

•risks related to the development, production, sustainment, performance, schedule, cost and requirements of complex and technologically advanced programs, including ~~our largest,~~ the F-35 program;

•the continued delay of the definitization and funding of the Lots 15-17 F-35 production contract;

•planned production rates and orders for significant ~~programs;~~programs, compliance with stringent performance and reliability ~~standards;~~standards, and materials availability;

•performance and financial viability of key suppliers, teammates, joint ventures and partners, subcontractors and customers;

•economic, industry, business and political conditions including their effects on governmental policy and government actions that disrupt our supply chain or prevent the sale or delivery of our products (such as delays in approvals for exports requiring Congressional notification);

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•trade policies or sanctions (including potential Chinese sanctions on us or our suppliers, teammates or ~~partners;~~partners, U.S. Government sanctions on Turkey and its removal from the F-35 program, and potential ~~U.S. Government actions~~indirect effects of sanctions on Russia to ~~restrict sales to the Kingdom of Saudi Arabia and the United Arab Emirates)~~our supply chain);

•our success expanding into and doing business in adjacent markets and internationally and the differing risks posed by international sales;

•changes in foreign national priorities and foreign government budgets and planned orders;

•the competitive environment for our products and services, including ~~increased pricing pressures, aggressive pricing in the absence of cost realism evaluation criteria,~~ competition from emerging competitors including startups and non-traditional defense ~~contractors, and bid protests;~~contractors;

•the timing of contract awards as well as the timing and customer acceptance of product deliveries and performance milestones;

•our ability to develop new technologies and products, including emerging digital and network technologies and capabilities;

•our ability to attract and retain a highly skilled ~~workforce;~~workforce, the impact of work stoppages or other labor disruptions;

•cyber or other security threats or other disruptions faced by us or our suppliers;

•our ability to implement and continue, and the timing and impact of, capitalization changes such as share repurchases and dividend payments;

•our ability to recover costs under U.S. Government contracts, ~~our~~the mix of fixed-price and cost-reimbursable contracts, risks related to losses on fixed-price development programs, and the impacts of cost overruns and ~~significant increases in~~ inflation;

•the accuracy of our estimates and projections;

•the impact of pension risk transfers, including potential noncash settlement ~~charges;~~charges, timing and estimates regarding pension funding and movements in interest rates and other changes that may affect pension plan assumptions, stockholders’ equity, the level of the FAS/CAS ~~adjustment;~~adjustment, and actual returns on pension plan ~~assets and the impact of pension related legislation;~~

•~~the successful operation of joint ventures that we do not control;~~assets;

•realizing the anticipated benefits of acquisitions or divestitures, investments, joint ventures, teaming arrangements or internal reorganizations, and market volatility inaffecting the fair value of investments in our Lockheed Martin Ventures Fund that are marked to market;

•risks related to our proposed acquisition of Aerojet Rocketdyne, including the failure to obtain, delays in obtaining or adverse conditions contained in any required regulatory approvals and our ability to successfully and timely integrate the business and realize synergies and other expected benefits of the transaction;

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•our efforts to increase the efficiency of our operations and improve the affordability of our products and services;

•the risk of an impairment of our assets, including the potential impairment of goodwill recorded ~~as a result of the acquisition of~~at the Sikorsky line of business;

•the availability and adequacy of our insurance and indemnities;

•our ability to benefit fully from or adequately protect our intellectual property rights;

•procurement and other regulations and policies affecting our industry, export of ~~our~~its products, cost allowability or recovery, preferred contract type, and performance and progress payments ~~policy, including a reversal or modification~~policy;

•climate change and changes to ~~the DoD’s increase to the progress payment rate~~laws, regulations, policies, markets and customer requirements in response to ~~COVID-19;~~climate change concerns;

•changes in accounting, U.S. or foreign tax, export or other laws, regulations, and policies and their interpretation or application; and

•the outcome of legal proceedings, bid protests, environmental remediation efforts, audits, government investigations or government allegations that we have failed to comply with law, other contingencies and U.S. Government identification of deficiencies in our business systems.

These are only some of the factors that may affect the forward-looking statements contained in this Form 10-Q. For a discussion identifying additional important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, see our filings with the U.S. Securities and Exchange Commission (SEC) including, but not limited to, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, ~~2020~~2021 and subsequent Quarterly Reports on Form 10-Q. Our filings may be accessed through the Investor Relations page of our website, www.lockheedmartin.com/investor, or through the website maintained by the SEC at www.sec.gov.

Our actual financial results likely will be different from those projected due to the inherent nature of projections. Given these uncertainties, forward-looking statements should not be relied on in making investment decisions. The forward-looking statements contained in this Form 10-Q speak only as of the date of its filing. Except where required by applicable law, we expressly disclaim a duty to provide updates to forward-looking statements after the date of this Form 10-Q to reflect subsequent events, changed circumstances, changes in expectations, or the estimates and assumptions associated with them. The forward-looking statements in this Form 10-Q are intended to be subject to the safe harbor protection provided by the federal securities laws.

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PART II. OTHER INFORMATION

ITEM 1. Legal Proceedings

We are a party to litigation and other proceedings that arise in the ordinary course of our business, including matters arising under provisions relating to the protection of the environment, and are subject to contingencies related to certain businesses we previously owned. These types of matters could result in fines, penalties, cost reimbursements or contributions, compensatory or treble damages or non-monetary sanctions or relief. We believe the probability is remote that the outcome of each of these matters will have a material adverse effect on the corporation as a whole, notwithstanding that the unfavorable resolution of any matter may have a material effect on our net earnings and cash flows in any particular interim reporting period. We cannot predict the outcome of legal or other proceedings with certainty. These matters include the proceedings summarized in “Note 87 - Legal Proceedings and Contingencies” included in our Notes to Consolidated Financial Statements in this Form 10-Q and “Note 15 – Legal Proceedings, Commitments and Contingencies” in our Annual Report on Form 10-K for the year ended December 31, ~~2020 (2020~~2021 (2021 Form 10-K) filed with the U.S. Securities and Exchange Commission.

We are subject to federal, state, local and foreign requirements for the protection of the environment, including those for discharge of hazardous materials and remediation of contaminated sites. Due in part to the complexity and pervasiveness of these requirements, we are a party to or have property subject to various lawsuits, proceedings and remediation obligations. The extent of our financial exposure cannot in all cases be reasonably estimated at this time. For information regarding the matters discussed above, including current estimates of the amounts that we believe are required for remediation or clean-up to the extent estimable, see “Note 87 - Legal Proceedings and Contingencies” included in our Notes to Consolidated Financial Statements. See also “Critical Accounting Policies – Environmental Matters” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Note 15 – Legal Proceedings, Commitments and Contingencies”, each in our ~~2020~~2021 Form 10-K, for a description of previously reported matters.

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As a U.S. Government contractor, we are subject to various audits and investigations by the U.S. Government to determine whether our operations are being conducted in accordance with applicable regulatory requirements. U.S. Government investigations of us, whether relating to government contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties being imposed upon us, suspension, proposed debarment, debarment from eligibility for future U.S. Government contracting or suspension of export privileges. Suspension or debarment could have a material adverse effect on us because of our dependence on contracts with the U.S. Government. U.S. Government investigations often take years to complete and many result in no adverse action against us. We also provide products and services to customers outside of the U.S., which are subject to U.S. and foreign laws and regulations and foreign procurement policies and practices. Our compliance with local regulations or applicable U.S. Government regulations also may be audited or investigated.

ITEM 1A. Risk Factors

While we attempt to identify, manage and mitigate risks and uncertainties associated with our business to the extent practical under the circumstances, some level of risk and uncertainty will always be present. “Item 1A. Risk Factors” of our 2020 Form 10-K describes some of the risks and uncertainties associated with our business, including U.S. Government funding, as further described in the “Industry Considerations” section of “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Form 10-Q. These risks and uncertainties have the potential to materially affect our business, results of operations, financial condition, cash flows, projected results and future prospects. Except for the risk factors discussed below, we do not believe that there have been any material changes to the risk factors disclosed in “Item 1A, Risk Factors” of our ~~2020~~2021 Form 10-K.

~~U.S. Government sanctions on Turkey could adversely impact~~ These risks and uncertainties described in our risk factors have the potential to materially affect our business, results of operations, financial condition, cash flows, projected results and ~~cash flows.~~future prospects. These risks are not exclusive and additional risks to which we are subject include the factors mentioned under “Forward-Looking Statements” and the risks described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report on Form 10-Q.

AsThe F-35 program comprises a ~~result~~material portion of ~~Turkey accepting delivery~~our revenue and reductions or delays in funding for this program and risks related to the development, production, sustainment, performance, schedule, cost, and requirements of the ~~Russian S-400 air~~program could adversely affect our performance.

The F-35 program, which consists of multiple development, production, and ~~missile defense system,~~sustainment contracts, is our largest program and represented 27% and 26% of our total consolidated net sales in 2021 and the first six months of 2022. A decision by the U.S. Government ~~removed Turkey from~~or other governments to cut or delay spending on this program or reduce or delay planned orders would have an adverse impact on our business and results of operations. Given the ~~F-35 program in 2019~~size and in December 2020 imposed sanctions on Turkey’s defense procurement agency (SSB) and certain of the agency’s officers under the Countering America’s Adversaries Through Sanctions Act (CAATSA). The primary sanction imposed was a restriction on all new U.S. export licenses and authorizations for any goods or technology transferred to the SSB. This sanction does not apply to current, valid export licenses and authorizations, however, it does apply to any modifications or extensions thereof. We expect the U.S. Government to continue to engage Turkey on these issues, but we have no indication that the sanctions will be removed, that additional sanctions will not be imposed or that Turkey will not issue reciprocal sanctions.

Turkish suppliers continue to produce component parts for the F-35 program, some of which are single-sourced. We have made significant progress transitioning to non-Turkish suppliers, but due to the procedure to qualify new parts and suppliers, this collaborative process between DoD and Lockheed Martin is ongoing. During 2020, the DoD publicly confirmed that Turkish suppliers would be permitted to provide certain components for the F-35 through 2022. Efforts to date to re-establish our replacement capacity have significantly reduced our risk, but final resolution on a limited number of remaining components could affect F-35 deliveries, and any accelerated work stoppage would impact cost. We will continue to follow official U.S. Government guidance as it relates to completed Turkish aircraft and the export and import of component parts from the Turkish supply chain. The effects on the F-35 program of the U.S. Government sanctions on the SSB and Turkey’s removal from the F-35 program do not appear to be significant at this time. However, unforeseen actions could impact the timing of orders, disrupt the production of aircraft, delay delivery of aircraft, disrupt delivery of sustainment components produced in Turkey and impact funding on the F-35 program to include the result of any reprogramming of funds that may be necessary to mitigate the impact of alternate sources for component parts made in Turkey. While, in the casecomplexity of the F-35 program, we ~~expect~~anticipate that ~~these costs ultimately would~~there will be ~~recovered from the U.S. Government, the availability or timing of any recovery could adversely affect our cash flows~~continual reviews related to aircraft performance, program schedule, delivery schedule, cost, and ~~results of operations.~~

We have a number of contracts with Turkish industry for the Turkish Utility Helicopter Program (TUHP), which anticipates the co-production program with Turkish industry for production of T70 helicopters for use in Turkey,requirements as well as the related provision of Turkish goods and services under buy-back or offset obligations, to include the future sales of helicopters built in Turkey for sale globally. Although existing export licenses should not be subject to the current sanctions, we continue to expect pending and future export licensing applications and any required modifications, extensions or changes in scope to the existing licenses, where SSB is a party to the underlying transaction to be denied, adversely affecting our ability to perform the affected contracts. For example, since April 2021, we have received multiple denials from the U.S. Department of State for export, import and manufacturing licenses pertaining to TUHP. These denials prevent us from performing certain significant obligations under contracts for the TUHP, which has and will affect our sales and impact our ability to recover certain costs. As a resultpart of the ~~denials we have provided force majeure notices under the affected~~DoD, Congressional, and international countries’ oversight and budgeting processes. Current program challenges include supplier, Lockheed Martin and partner performance (including COVID-19 performance-related challenges), software development, definitizing and receiving funding for contracts ~~and these contracts may be restructured or terminated, which could result in~~on a ~~further~~

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reduction in sales, the imposition of penalties or assessment of damages, and increased unrecoverable costs. In addition, we have other programs where we work with Turkish industry, including for domestic U.S. Black Hawk® helicopter production, that rely on components from Turkish suppliers. While these commercial relationships are not affected by the current sanctions, they could be adversely affected by the imposition of additional sanctions.

~~Although the existing sanctions adversely affect our participation in TUHP as~~timely basis (as described ~~above, they are not currently expected to have a material effect on our overall business, however, they may result in the loss~~below), execution of future ~~sales opportunities~~flight tests and findings resulting from testing and operating the aircraft, the level of cost associated with life cycle operations, sustainment and potential contractual obligations, inflation related cost pressures, and the ability to ~~Turkey,~~continue to reduce the unit production costs and ~~any future sanctions by~~improve affordability.

We recently reached an agreement in principle with the U.S. Government on the F-35 Low Rate Initial Production (LRIP) Lots 15-17 production contract and we continue to engage with the U.S. Government to definitize the contract. We have been performing work on the Lots 15-17 production under customer authorization and initial funding to begin work under an advance acquisition contract received in December 2019. Our costs began to exceed the contract value and available funding on the Lots 15-17 advance acquisition contract in the second quarter of 2022. As a result, this prevented the recognition of approximately $325 million of sales and associated operating profit in the second quarter. Additionally, it prevented us from invoicing and receiving cash of approximately $465 million for costs incurred in the second quarter of 2022. At the end of the second quarter of 2022, we also had approximately $1 billion in potential termination liability exposure to third parties related to LRIP Lots 15-17. We expect to recover the unrecognized sales and resume invoicing costs incurred upon receiving contractual authorization and funding on the production contract with the U.S. Government, which we expect to occur in the third quarter of 2022. However, there can be no assurance that the existing agreement in principle will be converted to a definitive contract in a timely manner, on acceptable terms, or ~~reciprocal actions~~at all. Until a final agreement is reached or the U.S. Government otherwise provides additional contractual authorization and funding, our results of operations, cash flows, and financial condition will continue to be negatively impacted and the impacts could be material.

Our planned production rates and deliveries have been affected and could continue to be affected by ~~Turkey~~COVID-19 or ~~Turkish industry could result~~supplier delays which affect our results of operations. During the second quarter of 2022, we encountered supplier delays due to COVID-19 that negatively impacted F-35 net sales and operating profit in ~~further restrictions on exports or imports, reductions~~the second quarter due to lower volume and we expect the timing of F-35 net sales and operating profit will continue to be impacted in ~~backlog, return of advance payments, costs~~future periods. We are working closely with our supply base to develop ~~alternate supply sources, restrictions~~plans that minimize the impacts to the F-35 partners and FMS customers, however, as a result we now expect a flat delivery profile in 2023. Although we expect deliveries to be in the range of 147-153 aircraft per year in 2023 and 2024 with a target of 156 deliveries in 2025 and beyond, this delivery profile is subject to risks, including additional supplier delays or budget constraints. If we were unable to achieve our expected delivery profile, our results of operations could be negatively affected.

We also may not be successful in making hardware and software upgrades and other modernization capabilities in a timely manner, including as a result of dependencies on ~~payments, force majeure events or contract restructurings or terminations. Such activity also could result in claims from our customers and~~ suppliers, which ~~may include both~~could increase costs and create schedule delays. Our ability to capture and retain future F-35 growth in development, production and sustainment is dependent on the ~~amount established in any settlement agreements, the costs~~success of ~~evaluating settlement proposals~~our efforts to achieve F-35 sustainment performance, customer affordability, supply chain improvements, continued reliability improvements and ~~the costs~~other efficiencies, some of ~~negotiating settlement agreements. These effects could have a material impact on~~which are outside our ~~operating results, financial position and cash flows.~~control.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered equity securities during the quarter ended ~~September~~June 26, ~~2021.~~2022.

The following table provides information about our repurchases of our common stock that is registered pursuant to Section 12 of the Securities Exchange Act of 1934 during the quarter ended ~~September~~June 26, ~~2021.~~2022.
Period (a)
Total Number
of Shares
Purchased Average
Price Paid
Per Share
Total Number of
Shares
Purchased as
Part of Publicly
Announced Plans
or Programs (b)
Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs (b)
(in millions)
June 28, 2021 – July 25, 2021 1,643 $ 380.77 — $ 1,511
July 26, 2021 – August 29, 2021 (c)
832,745 $ 374.46 828,615 $ 1,011
August 30, 2021 – September 26, 2021 (c)
582,120 $ — 582,120 $ 6,011
Total(c)(d)
1,416,508 $ 376.26 1,410,735


Period (a)	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b)	Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs (b)
					(in millions)
March 28, 2022 – April 24, 2022(c)(d)	550,437	$	445.95	550,270	$	1,923
April 25, 2022 – May 29, 2022(d)	353,278	$	436.15	351,937	$	1,770
May 30, 2022 – June 26, 2022	519,197	$	422.71	519,197	$	1,550
Total(c)(d)	1,422,912	$	428.16	1,421,404

(a)We close our books and records on the last Sunday of each month to align our financial closing with our business processes, except for the month of December, as our fiscal year ends on December 31. As a result, our fiscal months often differ from the calendar months. For example, ~~September~~June 26, ~~2021~~2022 was the last day of our ~~September 2021~~June 2022 fiscal month.

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(b)In October 2010, our Board of Directors approved a share repurchase program pursuant to which we are authorized to repurchase our common stock in privately negotiated transactions or in the open market at prices per share not exceeding the then-current market prices. From time to time, our Board of Directors authorizes increases to our share repurchase program. The total remaining authorization for future common share repurchases under our share repurchase program was ~~$6.0~~$1.6 billion as of ~~September~~June 26, ~~2021, including a $5.0 billion increase to the program authorized by our Board of Directors on September 23, 2021.~~2022. Under the program, management has discretion to determine the dollar amount of shares to be repurchased and the timing of any repurchases in compliance with applicable law and regulation. This includes purchases pursuant to Rule 10b5-1 plans, including accelerated share repurchases. The program does not have an expiration date.

(c)During the ~~third~~first quarter of ~~2021,~~2022, we entered into an accelerated share repurchase (ASR) agreement to repurchase ~~$500 million~~$2.0 billion of our common ~~stock.~~stock that settled in the second quarter of 2022. Under the terms of the ASR agreement, we paid ~~$500 million~~$2.0 billion and received an initial delivery of ~~828,615~~4,130,738 shares of our common stock in ~~August 2021.~~February 2022. Upon final settlement of the ASR agreement in ~~September 2021,~~April 2022, we received an additional ~~582,120~~550,270 shares of our common stock ~~based on the~~for no additional consideration. The average price paid per share ~~of $354.43,~~under the ASR agreement was $427.26, calculated with reference to the volume-weighted average price (VWAP) of our common stock over the term of the agreement, less a negotiated discount.Average Price Paid Per Share in the table above does not include ASR shares.

(d)During the quarter ended ~~September~~June 26, ~~2021,~~2022, the total number of shares purchased included ~~5,773~~1,508 shares that were transferred to us by employees in satisfaction of tax withholding obligations associated with the vesting of restricted stock units. These purchases were made pursuant to a separate authorization by our Board of Directors and are not included within the program.

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ITEM 6. Exhibits


Exhibit No.						Description

4.1						Supplemental Indenture, dated as of April 21, 2022, between Lockheed Martin Corporation and U.S. Bank Trust Company, National Association, to the Indenture dated September 6, 2011 (incorporated by reference to Exhibit 4.1 to Lockheed Martin Corporation’s Current Report on Form 8-K filed with the SEC on April 21, 2022)













~~10.1~~						Revolving Credit Agreement dated as of August 24, 2021, among Lockheed Martin Corporation, the lenders listed therein, and Bank of America, N.A., as administrative agent (incorporated by reference to Lockheed Martin Corporation’s Current Report on Form 8-K filed with the SEC on August 24, 2021).



15						Acknowledgment of Independent Registered Public Accounting Firm

31.1						Certification of James D. Taiclet pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2						Certification of ~~John W. Mollard~~Jesus Malave pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32						Certification of James D. Taiclet and ~~John W. Mollard~~Jesus Malave pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


						Lockheed Martin Corporation
						(Registrant)

Date: ~~October 26, 2021~~July 19, 2022						By: /s/ ~~Brian P. Colan~~H. Edward Paul III
						~~Brian P. Colan~~H. Edward Paul III
						Vice President and Controller
						(Duly Authorized Officer and Chief Accounting Officer)

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	Nine Months Ended September 26, 2021
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	16,635	$	7,410	$	9,870	$	7,571	$	41,486
Services	2,986		1,064		2,459		1,320		7,829
Total net sales	$	19,621	$	8,474	$	12,329	$	8,891	$	49,315
Net sales by contract type
Fixed-price	$	14,473	$	5,769	$	8,096	$	1,890	$	30,228
Cost-reimbursable	5,148		2,705		4,233		7,001		19,087
Total net sales	$	19,621	$	8,474	$	12,329	$	8,891	$	49,315
Net sales by customer
U.S. Government	$	12,952	$	6,155	$	8,711	$	7,941	$	35,759
International (a)	6,611		2,316		3,384		926		13,237
U.S. commercial and other	58		3		234		24		319
Total net sales	$	19,621	$	8,474	$	12,329	$	8,891	$	49,315
Net sales by geographic region
United States	$	13,010	$	6,158	$	8,945	$	7,965	$	36,078
Asia Pacific	2,697		188		1,593		(10)		4,468
Europe	2,708		640		637		931		4,916
Middle East	955		1,452		593		5		3,005
Other	251		36		561		—		848
Total net sales	$	19,621	$	8,474	$	12,329	$	8,891	$	49,315


	Quarter Ended September 27, 2020
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	5,742	$	2,614	$	3,120	$	2,393	$	13,869
Services	938		357		878		453		2,626
Total net sales	$	6,680	$	2,971	$	3,998	$	2,846	$	16,495
Net sales by contract type
Fixed-price	$	4,718	$	2,034	$	2,666	$	516	$	9,934
Cost-reimbursable	1,962		937		1,332		2,330		6,561
Total net sales	$	6,680	$	2,971	$	3,998	$	2,846	$	16,495
Net sales by customer
U.S. Government	$	3,930	$	2,206	$	2,971	$	2,463	$	11,570
International (a)	2,729		764		914		381		4,788
U.S. commercial and other	21		1		113		2		137
Total net sales	$	6,680	$	2,971	$	3,998	$	2,846	$	16,495
Net sales by geographic region
United States	$	3,951	$	2,207	$	3,084	$	2,465	$	11,707
Asia Pacific	1,099		70		383		21		1,573
Europe	1,141		208		191		360		1,900
Middle East	440		475		206		—		1,121
Other	49		11		134		—		194
Total net sales	$	6,680	$	2,971	$	3,998	$	2,846	$	16,495


	Nine Months Ended September 27, 2020
	Aeronautics		MFC		RMS		Space		Total
Net sales
Products	$	16,671	$	7,311	$	9,365	$	7,260	$	40,607
Services	2,881		1,080		2,418		1,380		7,759
Total net sales	$	19,552	$	8,391	$	11,783	$	8,640	$	48,366
Net sales by contract type
Fixed-price	$	13,769	$	5,629	$	7,787	$	1,518	$	28,703
Cost-reimbursable	5,783		2,762		3,996		7,122		19,663
Total net sales	$	19,552	$	8,391	$	11,783	$	8,640	$	48,366
Net sales by customer
U.S. Government	$	13,315	$	6,259	$	8,685	$	7,479	$	35,738
International (a)	6,182		2,123		2,780		1,131		12,216
U.S. commercial and other	55		9		318		30		412
Total net sales	$	19,552	$	8,391	$	11,783	$	8,640	$	48,366
Net sales by geographic region
United States	$	13,370	$	6,268	$	9,003	$	7,509	$	36,150
Asia Pacific	2,447		217		1,165		65		3,894
Europe	2,595		546		528		1,072		4,741
Middle East	981		1,324		626		(6)		2,925
Other	159		36		461		—		656
Total net sales	$	19,552	$	8,391	$	11,783	$	8,640	$	48,366