洛克希德马丁美股招股说明书(2025-07-24版)

We are offering $500,000,000 aggregate principal amount of our 4.150% Notes due 2028 (the “2028 notes”), $750,000,000 aggregate principal amount of our4.400% Notes due 2030 (the “2030 notes”) and $750,000,000 aggregate principal amount of our 5.000% Notes due 2035 (the “2035 notes” and, together with the 2028notes and the 2030 notes, the “notes”). option to redeem all or a portion of the notes at any time prior to maturity at the redemption prices set forth in this prospectus supplement. See “Description of the Notes—Optional Redemption” in this prospectus supplement. We will pay interest on the 2028 notes semi-annually in arrears on February 15 and August 15 of each year,beginning on February 15, 2026. We will pay interest on the 2030 notes semi-annually in arrears on February 15 and August 15 of each year, beginning on February 15,2026. We will pay interest on the 2035 notes semi-annually in arrears on February 15 and August 15 of each year, beginning on February 15, 2026. The notes will be The notes will be our general unsecured obligations and will rank equally in right of payment with our other current and future unsecured and unsubordinateddebt, but effectively will be junior to any current and future secured debt to the extent of the assets securing that debt. The notes also effectively will be subordinated toall indebtedness and other liabilities of our subsidiaries to the extent of our subsidiaries’ assets. See “Description of the Notes.” Investing in the notes involves risk. See “Risk Factors” onpageS-6of this prospectus supplement and in our Annual Report onForm10-Kfor the yearended December31, 2024 and in our subsequent Quarterly Reports onForm10-Q,which are incorporated by reference herein, as may be amended,supplemented or superseded from time to time by other reports that we subsequently file with the Securities and Exchange Commission (the “SEC”).Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon theaccuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense. Underwriting discount0.250%$1,250,0000.350%$2,625,0000.450%Proceeds to us, before expenses99.623%$498,115,00099.527%$746,452,50099.313%$744,847,500The initial public offering prices set forth above do not include accrued interest, if any. Interest on the notes will accrue from July 28, 2025, and must be paid by participants, including Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV, as operator of the Euroclear System (“Euroclear”), against payment inNew York, New York on or about July 28, 2025.Joint Book-Running ManagersCitigroupCredit Agricole CIBJ.P. Morgan Senior Joint Lead ManagersGoldman Sachs & Co. LLCSMBC Nikko Fifth Third Securities and information technology, including cybersecurity. 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.We operate in four business segments: Aeronautics, Missiles and Fire Control (MFC), Rotary and Mission Systems (RMS) and Space. Wegenerally organize our business segments based on the nature of products and services offered. The following is a brief description of the activitiesof each of our business segments:Aeronautics—Engaged in the research, design, development, manufacture, integration, sustainment, support and upgrade of advanced Rotary and Mission Systems—Designs, manufactures, services and supports various military and commercial helicopters, sea- and land-based missile defense systems, radar systems, laser systems, sea- and air-based mission and combat systems, command and control missionsolutions, cyber solutions, simulation and training solutions, and services and supports surface ships. classified systems and services in support of vital national security systems. Corporate InformationWe are a Maryland corporation formed in 1995 by combining the businesses of Lockheed Corporation and Martin Marietta Corporation. Ourprincipal executive offices are located at 6801 Rockledge Drive, Bethesda, Maryland 20817. Our telephone number is (301)897-6000 and our •our reliance on contracts with the U.S. Government, which are dependent on U.S. Government funding and can be terminated forconvenience, and our ability to negotiate favorable contract terms; •budget uncertainty, the risk of future budget cuts, the impact of continuing resolution funding mechanisms, the debt ceiling and thepotential for government shutdowns, and changing funding and acquisition priorities;•risks related to the development, production, sustainment, performance, schedule, cost and requirements of complex and technologicallyadvanced programs, including the F-35 program; •the timing of contract awards or contract definitization, decisions by government customers to impose contract terms f