3M (MMM) 10-K risk factor changes: FY2022 vs FY2021

Discussion of these factors is incorporated by reference into and considered an integral part of Part [removed: I,] [added: II,] Item [removed: 2,] [added: 7,] “Management’s Discussion and Analysis of Financial Conditions and Results of Operations.”

The Company’s results are impacted by the effects of, and changes in, worldwide economic, political, regulatory, international [removed: trade] [added: trade, geopolitical,] and other external conditions.*

The Company operates in more than 70 countries and derives approximately 60 percent of its revenues from outside the United States, and, accordingly, the Company’s [added: operations and the execution of its] business [removed: is] [added: strategies and plans are] subject to global competition and [added: economic and] geopolitical risks that are beyond its control, such [removed: as] [added: as, among other things,] disruptions in financial markets, economic downturns, [added: military conflicts, public health emergencies such as COVID-19, political changes and trends such as protectionism, economic nationalism resulting in] government actions impacting international trade [removed: agreements,] [added: agreements or] imposing trade restrictions such as [removed: tariffs,] [added: tariffs] and retaliatory counter measures, [removed: inflation,] [added: and] government deficit reduction and other austerity measures in [removed: specific countries or regions,] [added: locations] or [removed: in the various] industries in which the Company [removed: operates; social, political or labor conditions in specific countries or regions; or adverse changes in the availability and cost of capital, interest rates, or exchange control, ability to expatriate earnings and other regulations in the jurisdictions in which the Company] operates.

Climate change, as well as related environmental and social regulations, may negatively impact the Company or its customers and suppliers, in terms of availability and cost of natural resources, sources and supply of energy, product demand and manufacturing, and the health and well-being of individuals and communities in which we [added: or our suppliers or customers] operate.

As the pandemic evolves, demand for personal protection products such as disposable respirators [removed: may] [added: has experienced a] decline from prior levels.

[removed: Due to the speed and scope with which the COVID situation is developing and evolving and the uncertainty of its duration and the timing of recovery,] 3M is not able [removed: at this time] to predict the [removed: extent to which] [added: impact of unexpected events, such as] the COVID-19 [removed: pandemic] [added: pandemic, and unexpected events] may have a material [added: adverse] effect on [removed: its] [added: 3M's] consolidated results of operations or financial condition.

[removed: As previously reported, the] [added: The] Company has been voluntarily cooperating with various local, state, federal (primarily the U.S. Environmental Protection Agency (EPA)), and international agencies in their review of the environmental and health effects of [removed: a broad group of perfluoroalkyl and polyfluoroalkyl substances] [added: certain PFAS] produced by the [removed: Company, collectively known as “PFAS.” The PFAS group contains several categories and classes of durable chemicals and materials with properties that include oil, water, temperature, chemical and fire resistance, as well as electrical insulating properties.][added: Company.]

These characteristics have made PFAS [added: substances] critical to the manufacture of electronic devices such as cell phones, [removed: tablets] [added: tablets,] and semi-conductors.

They are also used to help prevent [removed: infections in] [added: contamination of medical] products like surgical gowns and drapes.

PFAS compounds are [removed: currently] manufactured by various companies, including 3M, and are used in everyday [removed: products.][added: products, including some manufactured by 3M.]

As science and technology evolve and advance, and in response to evolving knowledge and the understanding that [added: certain] PFAS compounds had the potential to build up over time, 3M announced in 2000 that we would voluntarily phase out production of [added: two PFAS substances,] perfluorooctanoate (PFOA) and perfluorooctane sulfonate (PFOS) globally as a precautionary measure.

Phased out products included Aqueous Film Forming Foam (AFFF) and [added: certain] coatings for food packaging, for example.

Governmental [removed: inquiries] [added: inquiries, lawsuits,] or [removed: lawsuits] [added: laws and regulations] involving PFAS could lead to our incurring liability for damages or other costs, civil or criminal proceedings, the imposition of fines and penalties, or other remedies, [added: including orders to conduct remediation,] as well as restrictions on or added costs for our business operations going forward, including in the form of restrictions on discharges at our manufacturing facilities, [added: requiring the installation of control technologies,] suspension [added: or shutdown] of [removed: their] [added: facility] operations, switching costs in seeking alternative sources of supply, potential customer damage claims due to supply disruptions or [removed: otherwise.][added: otherwise, and reporting requirements or bans on PFAS and PFAS-containing products manufactured by the Company.]

The [removed: Company’s future results may be affected by various asserted and unasserted legal] [added: Company is subject to risks related to international, federal, state,] and [removed: regulatory proceedings] [added: local treaties, laws,] and [removed: legal compliance risks,] [added: regulations,] including those involving product [removed: liability, antitrust,] [added: liability; antitrust;] intellectual [removed: property,] [added: property;] environmental, [removed: tax,] [added: health, and safety; tax;] the U.S. Foreign Corrupt Practices Act and other anti-bribery [removed: laws, U.S.] [added: laws; international import and export requirements and] trade sanctions [removed: compliance,] [added: compliance;] regulations of the U.S. Food and Drug Administration (FDA) and similar foreign [removed: agencies,] [added: agencies;] U.S. federal healthcare program-related laws and regulations including the False Claims Act, anti-kickback laws, [added: and] the Sunshine [removed: Act, or] [added: Act; and] other [removed: matters.* *Legal compliance risks also include third-party risks where the Company’s suppliers, vendors or channel partners have business practices that are inconsistent with 3M’s Supplier Responsibility Code, 3M performance requirements or with legal requirements.*][added: matters.]

Although the Company maintains general liability [removed: insurance,] [added: insurance to mitigate monetary exposure,] the amount of liability that may result from certain of these risks may not always be covered by, or could exceed, the applicable insurance coverage.

A future adverse ruling, [removed: settlement] [added: settlement,] or unfavorable development could result in future charges that could have a material adverse effect on the Company’s results of operations or cash [removed: flows in any particular period.][added: flows.]

In addition, negative publicity related to [removed: product liability, environmental, health and safety] [added: the matters noted above] or other matters [removed: referenced above] involving the Company may negatively impact the Company’s reputation.

[removed: ability to achieve incentive goals;] [added: Demand for the Company’s products, which impacts revenue and profit margins, is affected by, among other things, (i) the development and timing of the introduction of competitive products; (ii) the Company’s pricing strategies; (iii) changes in customer order patterns, such as changes in the levels of inventory maintained by customers, vendors, or channel partners;] (iv) changes in customers’ preferences for our products, including the success of products offered by our competitors, and changes in customer designs for their products that can affect the demand for some of the Company’s products; and (v) changes in the business environment related to disruptive technologies, such as artificial intelligence, block-chain, expanded [removed: analytics] [added: analytics,] and other enhanced learnings from increasing volume of available data.

The Company’s future results are subject to vulnerability with respect to materials and fluctuations in the costs and availability of purchased components, compounds, raw materials, energy, and labor due to shortages, increased demand and wages, logistics, supply chain interruptions, manufacturing site disruptions, [added: regulatory developments,] natural [removed: disasters] [added: disasters,] and other disruptive factors.*

Supplier relationships have been and could be interrupted in the future due to supplier material shortage, climate impacts, natural and other [removed: disasters] [added: disasters,] and other disruptive [removed: events,] [added: events such as military conflicts,] or be terminated.

In addition, [removed: while] [added: there can be no assurance that] the [removed: Company has a process] [added: Company's processes] to minimize volatility in component and material [removed: pricing, no assurance can be given that the Company] [added: pricing] will be [removed: able to successfully manage price fluctuations] [added: successful] or that future price fluctuations or shortages will not have a material adverse effect on the Company.

The Company employs information technology systems to support its [removed: business,] [added: business and collect, store, and use proprietary and confidential information,] including ongoing phased implementation of an enterprise resource planning (ERP) system as part of business transformation on a worldwide basis over the next several years.

Security [removed: breaches] and [added: data breaches, cyberattacks, and] other [removed: disruptions to] [added: cybersecurity incidents involving] the Company’s information technology [added: systems and] infrastructure could [added: disrupt or] interfere with the Company’s [removed: operations,] [added: operations; result in the] compromise [added: and misappropriation of proprietary and confidential] information belonging to the Company or its customers, suppliers, and [removed: employees, exposing] [added: employees; and expose] the Company to [removed: liability] [added: numerous expenses, liabilities, and other negative consequences, any or all of] which could adversely impact the Company’s [removed: business] [added: business, reputation,] and [removed: reputation.*][added: results of operations.*]

In the ordinary course of business, the Company relies on centralized and local information technology networks and systems, some of which are provided, [removed: hosted] [added: hosted,] or managed by vendors and other third parties, to process, [removed: transmit] [added: transmit,] and store electronic information, and to manage or support a variety of businesses.

Additionally, the Company collects and stores certain data, including proprietary business information, and has access to confidential or personal information in certain of our businesses that is subject to privacy and cybersecurity laws, [removed: regulations] [added: regulations,] and customer-imposed controls.

Despite our cybersecurity and business continuity measures (including employee and third-party training, monitoring of networks and systems, patching, maintenance, and backup of systems and data), the Company’s information technology networks and infrastructure are still potentially [removed: vulnerable] [added: susceptible] to [added: attack, compromise, damage, disruption, or shutdown, including as a result of] the [removed: security risks] [added: exploitation] of [added: known or unknown hardware or software vulnerabilities in] our [added: systems or in the systems of our] vendors and third-party service providers, [removed: security breaches, damage, disruptions or shutdowns due to attacks by threat actors including nation-state actors,] [added: the introduction of] computer [removed: viruses, hardware, software, and system vulnerabilities,] [added: viruses or] ransomware, service or cloud provider disruptions or security breaches, [added: phishing attempts,] employee error or malfeasance, power outages, telecommunication or utility failures, systems failures, natural [removed: disasters] [added: disasters,] or other catastrophic events.

The Company’s [added: increased] adoption of remote working, initially driven by the pandemic, [removed: may] also [removed: introduce] [added: introduces] additional threats [removed: or] [added: and risk of] disruptions to our information technology networks and infrastructure.

While we [added: and third parties we utilize] have experienced, and expect to continue to experience, [removed: threats] [added: cyberattacks on] and [added: breaches and] disruptions [removed: to] [added: of] the Company’s [added: and the third parties'] information technology [added: systems and] infrastructure, [removed: none of them] [added: we do not believe that any such incidents] to date [removed: has] [added: have] had a material impact [removed: to] [added: on] the Company.

Acquisitions, strategic alliances, divestitures, and other [removed: unusual] [added: strategic] events resulting from portfolio management actions and other evolving business strategies, and possible organizational [removed: restructuring] [added: restructuring,] could affect future results.*

The Company monitors its business portfolio and organizational structure and has made and may continue to make acquisitions, strategic alliances, [removed: divestitures] [added: divestitures,] and changes to its organizational structure.

With respect to [removed: acquisitions, including, for example, the acquisition of Acelity, Inc.] [added: acquisitions] and [removed: its KCI subsidiaries (a leading global medical technology company),] [added: strategic alliances,] future results will be affected [removed: by] [added: by, as applicable,] the Company’s ability to integrate acquired businesses quickly and obtain the anticipated [removed: synergies.][added: synergies and the Company's ability to operationalize and derive anticipated benefits from alliances.]

The Company’s future results may be affected by its operational execution, including scenarios where the Company generates fewer productivity improvements than [removed: estimated.*][added: planned.*]

In addition, the ability to adapt to business model and other [removed: changes and agility to respond] [added: changes, including responding] to [added: evolving] customer needs and service [removed: expectations] [added: expectations,] are important, [removed: which,] [added: and,] if not done successfully, could negatively impact the Company’s ability to win new business and enhance revenue and 3M’s brand.

[added: As of December 2022,] 3M [removed: currently] has [removed: an A1] [added: a] credit rating [removed: with a negative] [added: of A1, stable] outlook from [removed: Moody’s] [added: Moody's] Investors [removed: Service] [added: Service,] and [removed: an A+] [added: a] credit rating [removed: with a] [added: of A+, CreditWatch] negative [removed: outlook] from [removed: Standard & Poor’s.][added: S&P Global Ratings.]

Changes in tax rates, [removed: laws] [added: laws,] or regulations could adversely impact our financial results.*

The Company’s business is subject to tax-related external conditions, such as tax rates, tax laws and regulations, changing political environments in the U.S. and foreign jurisdictions that impact tax examination, [added: and] assessment and enforcement approaches.

In addition, changes in tax laws including further regulatory developments arising from U.S. [added: or international] tax reform legislation [removed: and/or regulations around the world] could result in a tax expense or benefit recorded to the Company’s Consolidated Statement of Earnings.

Further escalation of specific trade tensions, including those between the U.S. and China, or more broadly in global trade conflict, could adversely impact the Company's business and operations around the world.

The Company's business is also impacted by social, political, and labor conditions in locations in which the Company or its suppliers or customers operate; adverse changes in the availability and cost of capital; monetary policy; interest rates; inflation; recession; commodity prices; currency volatility or exchange control; ability to expatriate earnings; and other laws and regulations in the jurisdictions in which the Company or its suppliers or customers operate.

For example, changes in local economic condition or outlooks, such as lower economic growth rates in China, Europe, or other key markets, impact the demand or profitability of the Company's products.

The global economy has been impacted by the military conflict between Russia and Ukraine.

The U.S. and other governments have imposed export controls on certain products and financial and economic sanctions on certain industry sectors and parties in Russia.

3M suspended operations of its subsidiaries in Russia in March 2022 and, in September 2022, committed to a plan to exit the related net assets through an intended sale of the subsidiaries.

3M also has other operations that source certain raw materials from suppliers in Russia and has experienced related supply disruption due to the conflict.

These geopolitical tensions could result in, among other things, cyberattacks, further supply chain disruptions impacting downstream customers, higher energy costs, lower consumer demand, and changes to foreign exchange rates and financial markets, any of which may adversely affect the Company's business and supply chain.

Unexpected events, such as those related to the coronavirus (COVID-19) public health crisis, may increase the Company's cost of doing business and disrupt the Company's operations.*

3M, as a global company, is impacted by unexpected events, including war, acts of terrorism, public health crises (such as the COVID-19 pandemic), civil unrest, natural disasters, and severe weather in the locations in which the Company or its suppliers or customers operate, and these events have adversely affected, and could in the future adversely affect, the Company's operations and financial performance.

For example, the global pandemic associated with COVID-19, including related evolving governmental responses to the pandemic, has significantly increased economic and demand uncertainty, and has impacted and will continue to impact 3M’s operations, including its supply chain and its manufacturing and distribution capabilities.

Although COVID-19 increased demand for certain 3M products, it also resulted in decreased demand from certain end markets, made it more difficult for 3M to serve customers, and resulted in conditions that had the potential to damage 3M's reputation, including third-party price gouging, counterfeiting, and other illegal or fraudulent activities involving 3M's products.

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For a discussion of the impact of foreign currency exchange rates on the Company, see Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations."

As previously reported, governments in the United States and internationally have increasingly been regulating a broad group of perfluoroalkyl and polyfluoroalkyl substances produced by the Company, collectively known as “PFAS.” 3M has noticed several global regulatory trends related to PFAS, including declining emission standards and limits set as to the presence of certain compounds in various media, and the inclusion of a broadening group of PFAS.

Developments in these and other global regulatory trends may require additional actions by 3M, including investigation, remediation, and compliance, or may result in additional litigation and enforcement action costs.

The PFAS group contains several categories and classes of durable chemicals and materials with properties that include oil, water, temperature, chemical, and fire resistance, as well as electrical insulating properties.

The Company continues to review, control, or eliminate the presence of certain PFAS in purchased materials, as intended substances in products, or as byproducts of some of 3M’s current manufacturing processes, products, and waste streams.

3M announced in December 2022 it will take two actions: exiting all PFAS manufacturing by the end of 2025; and working to discontinue the use of PFAS across its product portfolio by the end of 2025.

3M’s decision is based on careful consideration and a thorough evaluation of the evolving external landscape, including multiple factors such as accelerating regulatory trends focused on reducing or eliminating the presence of PFAS in the environment and changing stakeholder expectations.

The Company recognized a $0.8 billion pre-tax charge in the fourth quarter of 2022 associated with this announcement related to asset impairments, and will incur additional expenses in connection with its exit activities.

In addition, these two announced actions (the “exit”) involve risks, including the actual timing, costs, and financial impact of such exit; the Company’s ability to complete such exit, on the anticipated timing or at all; potential governmental or regulatory actions relating to PFAS manufacturing and production, or the Company’s exit plans; the Company’s ability to identify and manufacture acceptable substitutes for the discontinued products, and the possibility that such substitutes will not achieve the anticipated or desired commercial or operational results; potential litigation relating to the Company’s exit plans; and the possibility that the planned exit will involve greater costs than anticipated, or otherwise have negative impacts on the Company’s relationships with its customers and other counterparties.

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3M has seen increased public and private lawsuits being filed on behalf of states, counties, cities, and utilities alleging, among other things, harm to the general public and damages to natural resources, some of which are pending in the Aqueous Film Forming Foam (AFFF) multi-district litigation and some of which are pending in other jurisdictions.

Various factors or developments in these and other disclosed actions could result in future charges that could have a material adverse effect on 3M.

The Company is subject to risks related to international, federal, state, and local treaties, laws, and regulations, as well as compliance risks related to legal or regulatory requirements, contract requirements, policies and practices, or other matters that require or encourage the Company or its suppliers, vendors, or channel partners to conduct business in a certain way.

The outcome of legal and regulatory proceedings related to compliance with these treaties, laws, regulations, and requirements could have a material adverse effect on the Company's ability to execute its strategy and its results of operations.*

The Company is also subject to compliance risks related to legal or regulatory requirements, contract requirements, policies and practices, or other matters that require or encourage the Company and its suppliers, vendors, or channel parties, to conduct business in a certain way.

Legal compliance risks also include third-party risks where the Company’s suppliers, vendors, or channel partners have business practices that are inconsistent with 3M’s Supplier Responsibility Code, 3M performance requirements, or with legal requirements.

The Company's results of operations could be adversely impacted if the costs to comply with these evolving treaties, laws, regulations, and requirements are greater than projected by the Company.

In addition, the outcome of legal and regulatory proceedings related to compliance with these treaties, laws, regulations, and requirements are difficult to reliably predict, may differ from the Company’s expectations, and can result in, among other things, criminal or civil sanctions, including fines; limitations on the extent to which the Company can conduct business; and private rights of action that result in litigation exposure, including expenses and costs incurred in connection with settlement or court proceedings, for the Company.

The Company also relies on patent and other intellectual property protection, and challenges to the Company’s intellectual property rights, or claims that the Company’s activities interfere with the intellectual property rights of a third party, could cause the Company to incur significant expenses to assert or defend against such claims, could result in reduced revenue, and could damage the Company’s reputation, any of which could have an adverse effect on the Company.

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Third parties and threat actors, including organized criminals, nation-state, or nation-state supported actors, regularly attempt to gain unauthorized access to the Company’s information technology networks and infrastructure, data, and other information, and many such attempts are increasingly sophisticated.

Despite our cybersecurity measures, it is possible for security vulnerabilities or a cyberattack to remain undetected for an extended time period, up to and including several years, and the prioritization of decisions with respect to security measures and remediation of known vulnerabilities that we and the vendors and other third parties upon which we rely make may prove inadequate to protect against attacks.

Any cybersecurity incident or information technology network disruption could result in numerous negative consequences, including the risk of legal claims or proceedings, investigations or enforcement actions by U.S., state, or foreign regulators; liabilities or penalties under applicable laws and regulations, including privacy laws and regulations in the U.S. and other jurisdictions; interference with the Company’s operations; the incurrence of remediation costs; loss of intellectual property protection; the loss of customer, supplier, or employee relationships; and damage to the Company’s reputation, any of which could adversely affect the Company’s business.

Divestitures may include continued financial involvement in the divested businesses, such as through guarantees or other financial arrangements, following the transaction, will result in the loss of revenue associated with the businesses that are divested, and may result in unexpected liabilities through indemnification or other risk-shifting mechanisms in the applicable divestiture agreement.

Any of the foregoing could adversely affect the Company’s future results.

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The Company is subject to risks related to public health crises such as the global pandemic associated with* *the coronavirus (COVID-19).*

3M, as a global company, is impacted by public health crises such as the global pandemic associated with COVID-19.

The outbreak has significantly increased economic and demand uncertainty.

In addition, public and private sector policies and initiatives to reduce the transmission of COVID-19, such as the imposition of travel restrictions, the adoption of remote working, and government-ordered vaccine mandates, have impacted and will continue to impact 3M’s operations.

In these challenging and dynamic circumstances, 3M continues to work to protect its employees and the public, maintain business continuity and sustain its operations, including ensuring the safety and protection of approximately 50,000 people who work in our plants and distribution centers across the world, many of whom support the manufacturing and delivery of products that are critical in response to the global pandemic.

COVID-19 has impacted 3M’s supply chains relative to global demand for products like respirators, surgical masks and commercial cleaning solutions.

Within individual regions and countries around the world, 3M is working with governments, distributors and others to prioritize supplies to the most critical customer and public health needs.

In addition, trade barriers, export restrictions and other similar measures imposed by national governments also negatively impact the supplies of personal protection equipment including those made by 3M going into the most needed areas.

COVID-19 has also affected the ability of suppliers and vendors to provide products and services to 3M.

Some of these COVID-related factors have increased demand for certain 3M products, while others have decreased demand from certain end markets or could make it more difficult for 3M to serve customers.

3M has received reports of price gouging, counterfeiting and other illegal or fraudulent activities involving its N95 respirators, has taken legal action in several states and continues to work with state, federal and international law enforcement to protect the public and 3M against those who seek to exploit 3M’s brand and reputation and defraud others.

For example, COVID-19 has led to disruption and volatility in the global capital markets, which increases the cost of capital and could adversely impact access to capital.

With increasing vaccinations and as economies start to reopen in certain parts of the world, workplace safety, for the Company and others, will increasingly become a focus of concern.

As part of the return to work process at the Company, the Company could face additional privacy and data security risks in various countries related to the collection of data regarding employees and contractors with respect to COVID-19 testing, temperature checks, contact tracing, and vaccination status.

An adverse outcome in any one or more of these matters could be material to our financial results.

The outcome of these legal proceedings may differ from the Company’s expectations because the outcomes of litigation, including regulatory matters, are often difficult to reliably predict.

Demand for the Company’s products, which impacts revenue and profit margins, is affected by (i) the development and timing of the introduction of competitive products; (ii) the Company’s response to downward pricing to stay competitive; (iii) changes in customer order patterns, such as changes in the levels of inventory maintained by customers and the timing of customer purchases which may be affected by announced price changes, changes in the Company’s incentive programs, or the customer’s

Despite our cybersecurity measures, it is possible for security vulnerabilities to remain undetected for an extended time period, up to and including several years.

Any such threats or disruptions could result in legal claims or proceedings, disclosures to regulators, liability or penalties under privacy laws, interference with the Company’s operations, and damage to the Company’s reputation, which could adversely affect the Company’s business.

The Company utilizes various tools, such as Lean Six Sigma, and engages in ongoing global business transformation.

Business transformation is defined as changes in processes and internal/external service delivery across 3M to move to more efficient business models to improve operational efficiency and productivity, while allowing 3M to serve customers with greater speed and efficiency.

There can be no assurance that all of the projected productivity improvements will be realized.

Due to uncertainty of the regulation changes and other tax-related factors stated above, it is currently not possible to assess the ultimate impact of these actions on our financial statements.

Additional information about results of operations and financial condition for [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections in [removed: the Company’s] [added: 3M's Current Report on Form 8-K dated April 26, 2022 (which updated 3M's 2021] Annual Report on Form [removed: 10-K for the year ended December 31, 2020.][added: 10-K).]

Effective in the first quarter of [removed: 2021,] [added: 2022,] 3M made the following [removed: changes.][added: changes:]

See [removed: detailed] [added: further] discussion in Note [removed: 1.][added: 16.]

- [removed: Change] [added: Changes] in measure of segment operating performance used by 3M’s chief operating decision maker—impacting 3M’s disclosed measure of segment profit/loss (business segment operating income).

See additional information in Note [removed: 19.][added: 2.]

References are made to organic sales [added: change] (which include both organic volume impacts and selling price [removed: impacts) that] [added: impacts), which] is defined as the change in net sales, absent the separate impacts on sales from foreign currency translation and acquisitions, net of divestitures.

Given the diversity of 3M’s businesses, some of the factors relative to COVID-19 [removed: have increased] [added: increase] the demand for 3M products, while others [removed: have decreased] [added: decrease] demand or [removed: made] [added: make] it more difficult for 3M to serve customers.

Refer to the [removed: Performance] [added: section entitled “Performance] by Business [removed: Segment section] [added: Segment”] later in MD&A for additional discussion [removed: of sales by segment.][added: concerning 2022 versus 2021 results, including Corporate and Unallocated.]

- [removed: Increased] [added: In 2021, 3M experienced higher] raw [removed: materials] [added: material, logistics,] and [removed: logistics] [added: outsourced manufacturing] costs from [added: strong end-market demand,] ongoing COVID-19 [added: and] related global supply chain challenges [added: that were] further magnified by extreme weather events, such as February 2021 winter storm Uri in the [removed: United States.][added: U.S.]

[removed: Due to the speed with which the COVID-19 situation is developing and evolving and the uncertainty of its duration and the timing of recovery,] 3M is not able [removed: at this time] to predict the extent to which the COVID-19 pandemic may have a material effect on its consolidated results of operations or financial condition.

The following table provides the [removed: increase (decrease)] [added: increases (decreases)] in operating income margins and diluted earnings per [removed: share for 2021 compared to the same period last year, in addition to 2020 compared to 2019.][added: share.]

| | | | | | | [removed: Percent of net sales] | | | | | | | | | | | | [added: | | | | | | | | | Percent of net sales | | | | | |] Earnings per diluted share | | | | | | [added: Percent of net sales] | | | [added: | | | Earnings per diluted share | | |]

| [removed: Year ended December 31,] | | | | | | [removed: 2021] | | | | | | [removed: 2020] | | | | | | [removed: 2021] | | | | | | [removed: 2020] | | | [added: Year ended December 31, | | | | | | | | | | | | | | | | | | | | |]

| Same period last year | | | | | | [removed: 22.3] | | [removed: %] | | | | [removed: 19.2] | | [removed: %] | | | | [added: | | | | | | | | | 20.8 | | % | | | |] $ | [removed: 9.36] [added: 10.12] | | | | | [added: 22.3 | | % | | | |] $ | [removed: 7.72] [added: 9.36] | |

| Divestiture-related restructuring actions | | | | | | [removed: 0.2] | | | | | | [removed: —] | | | | | | [removed: 0.08] | | | | | | [removed: —] | | | [added: — | | | | | | — | | | | | | 0.2 | | | | | | 0.08 | | |]

| Same period last year, excluding special items | | | | | | [removed: 21.3] | | [removed: %] | | | | [removed: 21.2] | | [removed: %] | | | | [removed: $] | [removed: 8.85] | | | | | [removed: $] | [removed: 8.79] | | [added: 22.2 | | | | | | 10.73 | | | | | | 22.3 | | | | | | 9.29 | | |]

| Increase/(decrease) due to: | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |]

| [removed: Selling price and raw] [added: Raw] material impact | | | | | | [removed: (0.8)] | | | | | | [removed: 0.7] | | | | | | [removed: (0.27)] | | | | | | [removed: 0.36] | | | [added: (2.4) | | | | | | (1.13) | | | | | | (0.8) | | | | | | (0.27) | | |]

| [removed: Acquisitions/divestitures] [added: Divestitures] | | | | | | [removed: —] | | | | | | [removed: (0.5)] | | | | | | [added: | | | | | | | | | — | | | | | |] (0.05) | | | | | | [removed: (0.10)] [added: —] | | | [added: | | | (0.05) | | |]

| Foreign exchange impacts | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |] — | | | | | | [removed: (0.1)] [added: (0.39)] | | | | | | [removed: 0.16] [added: —] | | | | | | [removed: (0.08)] [added: 0.16] | | |

| Other expense (income), net | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |] N/A | | | | | | [removed: N/A] [added: 0.02] | | | | | | [removed: 0.27] [added: N/A] | | | | | | [removed: 0.15] [added: 0.27] | | |

| Income tax rate | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |] N/A | | | | | | [removed: N/A] [added: 0.06] | | | | | | [removed: 0.32] [added: N/A] | | | | | | [removed: (0.04)] [added: 0.32] | | |

| Shares of common stock outstanding | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |] N/A | | | | | | [removed: N/A] [added: 0.30] | | | | | | [removed: (0.05)] [added: N/A] | | | | | | [removed: 0.04] [added: (0.06)] | | |

| Current period, excluding special items | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |] 20.8 | | [removed: %] | | | | [removed: 21.3] [added: 10.10] | | [removed: %] | | | | [removed: $] [added: 22.2] | [removed: 10.12] | | | | | [removed: $] [added: 10.73] | [removed: 8.85] | |

| Divestiture-related restructuring actions | | | | | | [removed: —] [added: —] | | | | | | [removed: (0.2)] | | | | | | [removed: —] [added: —] | | | | | | [removed: (0.08)] | | | [added: | | | 55 | | | | | | | | | | | | 55 | | | | | | 9 | | | | | | | | | | | | 46 | | | | | | 0.08 | | | | | | | | |]

| Current period | | | | | | [removed: 20.8] | | [removed: %] | | | | [removed: 22.3] | | [removed: %] | | | | [added: | | | | | | | | | 19.1 | | % | | | |] $ | [removed: 10.12] [added: 10.18] | | | | | [added: 20.8 | | % | | | |] $ | [removed: 9.36] [added: 10.12] | |

- In 2021, organic volume growth and ongoing cost management [added: increased operating income margins and earnings per diluted share year-on-year] offset by manufacturing headwinds from global supply chain [removed: challenges, increased compensation/benefit costs,] [added: challenges] and increased [removed: litigation-related costs increased operating income margins and earnings per diluted share year-on-year.][added: compensation/benefit costs.]

- 2021 benefit from [added: higher selling prices,] restructuring actions taken in 2020 and positive/negative impact of year-over-year change in non-divestiture-related restructuring charges, net of adjustments, for respective periods.

- [removed: On a combined basis,] [added: In 2021,] higher defined benefit pension and postretirement service cost increased expense [removed: year-on-year for both 2021 and 2020.][added: year-on-year.]

[removed: *Selling price and raw] [added: *Raw] material impact:*

- Divestiture impacts in 2021 [removed: and 2020] are primarily comprised of the lost income from the divestiture of the Company’s drug delivery business (sale completed in May 2020).

- Foreign currency impacts (net of hedging) [removed: increased] [added: decreased] operating income by approximately [removed: $103] [added: $271] million and [removed: decreased operating income by approximately $62] [added: $103] million (or [removed: an increase in pre-tax earnings of approximately $119 million and] a decrease in pre-tax earnings of approximately [removed: $57] [added: $280 million and $119] million) year-on-year for [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

[removed: -] Higher income related to non-service cost components of pension and postretirement expense decreased expense year-on-year for [removed: both 2021 and 2020.][added: 2021.]

- Interest expense (net of interest income) decreased in 2021 compared to the same [removed: periods year-on-year.][added: period year-on-year due in part to interest expense savings from early debt extinguishment actions in 2020.]

Overall, the effective tax rates for [added: 2022,] 2021, [removed: 2020,] and [removed: 2019] [added: 2020] were [removed: 17.8] [added: 9.6] percent, [removed: 19.7] [added: 17.8] percent, and 19.7 percent, respectively.

These reflect a decrease of [removed: 1.9] [added: 8.2] percentage points from [removed: 2020 to] 2021 [added: to 2022] and a [removed: flat comparison] [added: decrease of 1.9 percentage points] from [removed: 2019] [added: 2020] to [removed: 2020.][added: 2021.]

- On an adjusted basis (as discussed below), the effective tax rates for [added: 2022,] 2021, [removed: 2020,] and [removed: 2019] [added: 2020] were [removed: 17.8] [added: 17.7] percent, [removed: 20.3] [added: 18.1] percent, and [removed: 20.2] [added: 20.5] percent, respectively.

These reflect a decrease of [removed: 2.5] [added: 0.4 percent] percentage points from [removed: 2020 to] 2021 [added: to 2022] and [removed: an increase] [added: a decrease] of [removed: 0.1] [added: 2.4] percentage points from [removed: 2019] [added: 2020] to [removed: 2020.][added: 2021.]

[removed: -] The primary factors that decreased the Company's effective tax rate in 2021 were geographical income mix and favorable adjustments in 2021 related to impacts of U.S. international tax provisions.

Refer to Note [removed: 10] [added: 15] for [removed: additional] [added: further] details.

3M's disclosed disaggregated revenue was also updated as a result of the changes in segment reporting.

- Changes to non-GAAP measures - certain amounts adjusted for special items.

Refer to the *Certain amounts adjusted for special items - (non-GAAP measures)* section below for additional information.

Certain resulting impacts are referenced in various discussions within this Item 7.

In 2022, 3M's costs for significant litigation (see *Certain amounts adjusted for special items - (non-GAAP measures* section below) totaled approximately $2.3 billion pre-tax and included, among things, pre-tax charges associated with steps toward resolving Combat Arms Earplugs litigation and associated with additional commitments to address PFAS-related matters at its Zwijndrecht, Belgium site (approximately $1.3 billion and $355 million, respectively, in 2022).

In 2022, 3M also completed the split-off of its Food Safety Division business resulting in a pre-tax gain of $2.7 billion and committed to a plan to exit PFAS manufacturing by the end of 2025 resulting in a 2022 pre-tax charge of $0.8 billion related to impairment as discussed in Note 15.

See *Certain amounts adjusted for special items - (non-GAAP measures)* section below for additional discussion of these and other special items.

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3M Belgium has experienced interruptions to portions of the manufacturing at its site in Zwijndrecht, Belgium, as more fully discussed in Note 16.

As discussed in Note 16, 3M Belgium received agreement with authorities in June 2022 to begin the process toward restarting operations at the Zwijndrecht facility.

3M Belgium has provided information required by the Flemish environmental authorities to receive agreement from the authorities to restart operations, and has done so for production or sampling purposes.

Belgian government authorities continue to maintain oversight of these operations and compliance with applicable requirements.

In December 2022, 3M Belgium received an official infraction report from the Flemish Environmental Inspectorate and continues to work with the government authorities to comply with applicable legal requirements.

3M is also impacted by the Russia-Ukraine conflict.

In light of a number of factors, 3M suspended operations of its subsidiaries in Russia in March 2022, the net sales of which were less than one percent of 3M’s consolidated net sales for 2021.

Further, in September 2022, management committed to a plan to exit and dispose of the related net assets through an intended sale of the subsidiaries.

The associated charge in 2022 related to this action is further discussed in Note 15.

3M also has other operations that source certain raw materials from suppliers in Russia and have experienced related supply disruption due to the conflict.

Further supply disruption could lead to downstream customer impacts.

Though 3M monitors relevant factors as well as options to mitigate potential impacts, it is not able to predict the extent to which these circumstances may have a material effect on 3M’s consolidated results of operations or financial condition.

Relevant risk factors can be found in Item 1A “Risk Factors” in this Annual Report on Form 10-K.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | 2022 | | | | | | | | | | | | 2021 | | | | | | | | | | | | | | | | | | | | |

| Net costs for significant litigation | | | | | | | | | | | | | | | | | | | | | | | | | | | 1.4 | | | | | | 0.61 | | | | | | 1.0 | | | | | | 0.37 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Gain on business divestitures | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | (1.2) | | | | | | (0.52) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total special items | | | | | | | | | | | | | | | | | | | | | | | | | | | 1.4 | | | | | | 0.61 | | | | | | — | | | | | | (0.07) | | |

| Total organic growth/productivity and other | | | | | | | | | | | | | | | | | | | | | | | | | | | 1.0 | | | | | | 0.56 | | | | | | 0.7 | | | | | | 1.07 | | |

| Net costs for significant litigation | | | | | | | | | | | | | | | | | | | | | | | | | | | (6.7) | | | | | | (3.20) | | | | | | (1.4) | | | | | | (0.61) | | |

| Divestiture costs | | | | | | | | | | | | | | | | | | | | | | | | | | | (0.2) | | | | | | (0.08) | | | | | | — | | | | | | — | | |

| Gain on business divestitures | | | | | | | | | | | | | | | | | | | | | | | | | | | 8.0 | | | | | | 4.73 | | | | | | — | | | | | | — | | |

| Divestiture-related restructuring actions | | | | | | | | | | | | | | | | | | | | | | | | | | | (0.1) | | | | | | (0.05) | | | | | | — | | | | | | — | | |

| Russia exit charges | | | | | | | | | | | | | | | | | | | | | | | | | | | (0.3) | | | | | | (0.20) | | | | | | — | | | | | | — | | |

| PFAS manufacturing exit costs | | | | | | | | | | | | | | | | | | | | | | | | | | | (2.4) | | | | | | (1.12) | | | | | | — | | | | | | — | | |

| Total special items | | | | | | | | | | | | | | | | | | | | | | | | | | | (1.7) | | | | | | 0.08 | | | | | | (1.4) | | | | | | (0.61) | | |

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- In 2022, the following components impacted operating margins and earnings per diluted share year-on-year:

- Change in accounting principle for net periodic pension and postretirement plan cost.

- Change in alignment of certain products within 3M’s Consumer business segment—creating the Consumer Health and Safety Division.

Consideration of COVID-19:

Overall, 3M experienced broad-based organic growth across business segments and all geographies in 2021 despite global supply challenges.

3M’s total sales increased 9.9% for the full year 2021 when compared to 2020.

Organic sales increased 8.8% for the full year 2021 when compared to 2020.

In 2021, COVID-related respirator sales negatively impacted year-on-year organic sales growth by approximately 0.2% as they grew at a slower rate than the rest of the Company.

Given the diversity of 3M's businesses, the impact of COVID-19 varied across the Company.

In 2020, 3M experienced strong sales in personal safety, as well as in other areas such as home improvement, general cleaning, semiconductor, data center, and biopharma filtration while businesses aligned to general industrial applications with strength in abrasives and industrial adhesives and tapes.

At the same time, weakness in several end markets, while improving, contributed in part to sales declines in a number of 3M's businesses such as oral care, automotive and aerospace, advanced materials, commercial solutions, stationery and office,

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automotive aftermarket.

3M’s operating income margins decreased 1.5 percentage points year-on-year for the year ending December 31, 2021.

Factoring out the impact on operating income of special items as described in the *Certain amounts adjusted for special items -(non-GAAP measures)* section below, operating income margins decreased 0.5 percentage points to 20.8 percent for the year ending December 31, 2021 when compared to 2020.

Various COVID-19 implications contributed in part to these results.

While it is not feasible to identify or quantify all the other direct and indirect implications on 3M’s results of operations, below are factors that 3M believes have also affected its 2021 results when compared to 2020:

Factors contributing to charges or other impacts:

- Cost management in discretionary spending in areas such as travel, professional services, and advertising/merchandising resulting in lower spending in 2020.

- Government-sponsored COVID-response stimulus and relief initiatives in 2020, including certain employee retention benefits under the Coronavirus Aid, Relief and Economic Security (CARES) Act in the United States.

- Lower incentive compensation and self-insured medical visit/insurance expense in 2020.

Factors providing benefits or other impacts:

- Continued productivity efforts, including year-on-year savings from restructuring actions taken in 2020 and 2021.

- Period expenses of unabsorbed manufacturing costs and increased expected credit losses on customer receivables in 2020.

- Restructuring actions addressing structural enterprise costs and operations in certain end markets as a result of the COVID-19 pandemic and related economic impact resulting in a 2020 charge of $58 million.

- Committed financial support in 2020 to various COVID-relief and medical research initiatives.

- Charge of $22 million in 2020 related to equity securities as discussed in the “Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis” section of Note 15 that use the measurement alternative described therein in addition to an immaterial pre-tax charge related to impairment of certain indefinite lived tradenames.

Refer to the Financial Condition and Liquidity section below for more information on the Company’s liquidity position.

As applicable, certain items in the table reflect specific income tax rates associated therewith.

| Significant litigation-related charges/benefits | | | | | | — | | | | | | 2.4 | | | | | | (0.07) | | | | | | 1.01 | | |

| Gain/loss on sale of businesses | | | | | | (1.2) | | | | | | (0.4) | | | | | | (0.52) | | | | | | (0.22) | | |

| Loss on deconsolidation of Venezuelan subsidiary | | | | | | N/A | | | | | | N/A | | | | | | — | | | | | | 0.28 | | |

| Organic growth/productivity and other | | | | | | 0.3 | | | | | | — | | | | | | 0.89 | | | | | | (0.27) | | |

| Significant litigation-related charges/benefits | | | | | | — | | | | | | — | | | | | | — | | | | | | 0.07 | | |

| Gain/loss on sale of businesses | | | | | | — | | | | | | 1.2 | | | | | | — | | | | | | 0.52 | | |

- Certain changes in legal reserve charges year-over-year.

3M regularly reviews and updates its associated liabilities and is involved in various trials and defense preparation as discussed in Note 16.

- In 2020, lower organic volume growth as a result of significant COVID-19 related impacts, in addition to COVID-related net factors described in the preceding Overview—Consideration of COVID-19 section, decreased both earnings per diluted share and operating income margin year-on-year.

3M also experienced year-over-year increased costs as a result of the regular review of its respirator mask liabilities and certain follow-on accelerated depreciation

following some of the restructuring in 2019 and 2020.

Partially offsetting these increased costs were year-on-year net gains related to certain property sales (in 2020 within Safety and Industrial and in 2019 within Corporate and Unallocated), lower non divestiture-related restructuring charges year-on-year, in addition to benefits recognized in 2020 related to the restructuring and other actions taken in 2019 (and the adjustments thereto in 2020) along with continued cost management and productivity efforts.

The dollar equivalent gross notional amount of the Company’s foreign exchange forward and option contracts designated as either cash flow hedges or net investment hedges was [removed: $2.6] [added: $3.2] billion at December 31, [removed: 2021.][added: 2022.]

The dollar equivalent gross notional amount of the Company’s foreign exchange forward and option contracts not designated as hedging instruments was [removed: $3.7] [added: $2.8] billion at December 31, [removed: 2021.][added: 2022.]

In addition, as of December 31, [removed: 2021,] [added: 2022,] the Company had [removed: €2.9] [added: €2.4] billion in principal amount of foreign currency denominated debt designated as non-derivative hedging instruments in certain net investment hedges as discussed in Note 14 in the “Net Investment Hedges” section.

The dollar equivalent (based on inception date foreign currency exchange rates) gross notional amount of the Company’s interest rate swaps at December 31, [removed: 2021] [added: 2022] was $800 million.

A Monte Carlo simulation technique was used to test the impact on after-tax earnings related to debt instruments, interest rate derivatives and underlying foreign exchange and commodity exposures outstanding at December 31, [removed: 2021.][added: 2022.]

| (Millions) | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Foreign exchange rates | | | | | | $ | [removed: (140)] [added: (315)] | | | | | $ | [removed: (132)] [added: (140)] | | | | | $ | [removed: 147] [added: 314] | | | | | $ | [removed: 141] [added: 147] | |

| Interest rates | | | | | | [removed: (2)] [added: (18)] | | | | | | [removed: (1)] [added: (2)] | | | | | | [removed: 2] [added: 18] | | | | | | 2 | | |

| Commodity prices | | | | | | [removed: (21)] [added: (5)] | | | | | | [removed: (1)] [added: (21)] | | | | | | [removed: 14] [added: 7] | | | | | | [removed: (2)] [added: 14] | | |

A one percent price change would result in a pre-tax cost or savings of approximately [removed: $90] [added: $85] million per year.

The global energy exposure is such that a ten percent price change would result in a pre-tax cost or savings of approximately [removed: $40] [added: $45] million per year.

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The related mark-to-market gain or loss on qualifying hedges was included in other comprehensive income to the extent effective, and reclassified into cost of sales in the period during which the hedged transaction affected earnings.

In 2021, the model was expanded to cover all of 3M’s currencies and hedging activity versus previously including 3M’s nine primary currencies excluding hedges.

Prior period amounts have been updated to reflect the current period’s revised methodology.

The [removed: SEC] [added: Securities and Exchange Commission (SEC)] maintains a website that contains reports, proxy and information statements, and other information regarding issuers, including the Company, that file electronically with the SEC.

The Company files annual reports, quarterly reports, proxy statements and other documents with the [removed: Securities and Exchange Commission (SEC)] [added: SEC] under the Securities Exchange Act of 1934 (Exchange Act).

| Underlying divisions/businesses *Refer to Note 2 for disaggregated revenue information* | | | | | | •Abrasives •Automotive aftermarket •Closure and masking systems •Electrical markets •Industrial adhesives and tapes •Personal safety •Roofing granules [removed: •Other safety and industrial] | | | | | | •Advanced materials •Automotive and aerospace •Commercial solutions •Display materials and systems •Electronics materials solutions •Transportation safety [removed: •Other transportation and electronics] | | | | | | [removed: •Drug delivery (divested in 2020) •Food safety] •Health information systems •Medical solutions •Oral care •Separation and purification sciences [removed: •Other health care] [added: •Food safety (divested in 2022)] | | | | | | •Consumer health and safety •Home care •Home improvement •Stationery and office [removed: •Other consumer] | | |

| Representative revenue-generating activities, products or services | | | | | | •Industrial abrasives and finishing for metalworking applications •Autobody repair solutions •Closure systems for personal hygiene products, masking, and packaging materials •Electrical products and materials for construction and maintenance, power distribution and electrical original equipment manufacturers (OEMs) •Structural adhesives and tapes •Respiratory, hearing, eye and fall protection solutions •Natural and color-coated mineral granules for shingles | | | | | | •Advanced ceramic solutions •Attachment tapes, films, sound and temperature management for transportation vehicles •Premium large format graphic films for advertising and fleet signage •Light management films and electronics assembly solutions •Packaging and interconnection solutions •Reflective signage for highway, and vehicle safety | | | | | | [removed: •Food safety indicator solutions] •Health care procedure coding and reimbursement software •Skin, wound care, and infection prevention products and solutions •Dentistry and orthodontia solutions •Filtration and purification systems | | | | | | •Consumer bandages, braces, supports and consumer respirators •Cleaning products for the home •Retail abrasives, paint accessories, car care DIY products, picture hanging and consumer air quality solutions •Stationery products Some seasonality impacts this business segment related to back-to-school, generally in the third quarter of each year | | |

| Example brands/offerings | | | | | | •3M™ Cubitron™ II abrasives •Scotch-Brite™ Abrasives •Scotch & Temflex Vinyl Tapes, Scotchkote Coatings, Dynatel locators, Scotchcast resins •Collision repair and paint spray products •Reclosable fasteners; tapes and label materials for durable goods •Electrical infrastructure products; medium voltage cable accessories and insulation tapes •3M ™ VHB™ Bonding tapes; Scotch® masking, packaging and filament tapes •Disposable respirators and fall protection products •Scotchgard™ Protector for shingles | | | | | | •3M™ Nextel™ Ceramic fibers and textiles •Thinsulate™ Acoustic Insulation products and automotive components •3M™ Novec™ Engineered Fluids •3M™ Scotchlite™ graphic films, 3M™ Scotchcal™ and 3M™ Controltac™ Commercial graphics •Electronic display enhancement films and optically clear adhesives •Electronic interconnect products •3M™ Diamond Grade™ DG3 reflective sheeting for transportation safety | | | | | | •3M™ [removed: Petrifilm™ and 3M™ Allergen Testing •3M ™] 360 Encompass™ medical coding systems •3M ™ Tegaderm™ wound dressings, V.A.C.® Therapy Systems and disposable respirators in the health care channel •3M™ Filtek™ and 3M™ RelyX™ dental filing materials and cements; 3M™ Clarity™ aligners •Biopharma and other filtration systems, bags, capsules and components | | | | | | •ACE™ , FUTURO™ and Nexcare™ personal health care products •Scotch-Brite™ cleaning supplies, sponges, brushes, and scouring pads; Scotchgard™ products •Scotch® tapes and other products, Filtrete™ filters and Command™ adhesive products •Post-it® products | | |

On December 31, [removed: 2021,] [added: 2022,] the Company employed approximately [removed: 95,000] [added: 92,000] people (full-time equivalents), with approximately [removed: 38,000] [added: 37,000] employed in the United States and [removed: 57,000] [added: 55,000] employed internationally.

The Company [added: experienced raw material price inflation and constrained supply throughout the global marketplace and] continued to deploy productivity projects to minimize the [removed: impact of raw material inflation and market supply challenges, including input management, reformulations, and multi-sourcing activities.][added: impact.]

Overall, on a consolidated basis, 3M experienced net raw material price inflation in [removed: 2021.][added: 2022.]

To help manage disruption [removed: to] [added: in] its manufacturing operations, 3M [removed: deploys] [added: deployed] careful management of existing raw material inventories, strategic relationships with key suppliers, [removed: as well as] [added: and] qualification of additional supply sources.

The Company’s business operations are subject to various governmental regulations in the U.S. and internationally, including, among others, those related to product [removed: liability, antitrust,] [added: liability; antitrust;] intellectual [removed: property,] [added: property;] environmental, [removed: tax,] [added: health, and safety; tax;] the U.S. Foreign Corrupt Practices Act and other anti-bribery laws, [removed: U.S.] [added: international import and export requirements and] trade [removed: sanctions,] [added: sanctions compliance;] regulations of the U.S. Food and Drug Administration (FDA) and similar foreign agencies, U.S. federal healthcare program-related laws and regulations, such as the False Claims Act, anti-kickback laws and the Sunshine Act.

In [removed: 2021,] [added: 2022,] 3M expended approximately [removed: $157] [added: $317] million on capital projects for environmental purposes as defined below.

Capital expenditures for similar projects are presently expected to approach approximately [removed: $668] [added: $646] million for [removed: 2022 and] 2023 [added: and 2024] in aggregate.

This information is presented in the table below as of the date of the 10-K filing (February [removed: 9, 2022).][added: 8, 2023).]

| Name | | | | | | Age | | | | | | Present Position | | | | | | Year Elected to Present Position | | | | | | Other Positions Held during [removed: 2017] [added: 2018] - [removed: 2021] [added: 2022] | | |

| Michael F. Roman | | | | | | [removed: 62] [added: 63] | | | | | | Chairman of the Board and Chief Executive Officer | | | | | | 2019 | | | | | | Chief Executive Officer, 2018-2019 Chief Operating Officer and Executive Vice President, 2017-2018 Executive Vice President, Industrial Business Group, 2014-2017 | | |

| John P. Banovetz | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President, Chief Technology Officer and Environmental Responsibility | | | | | | 2021 | | | | | | Senior Vice President, Chief Technology Officer and Environmental Responsibility, 2021 Senior Vice President, Innovation and Stewardship and Chief Technology Officer, 2020 Senior Vice President of Research and Development and Chief Technology Officer, 2017-2019 | | |

| Karina Chavez | | | | | | [removed: 48] [added: 49] | | | | | | Senior Vice President and Chief Strategy Officer | | | | | | 2021 | | | | | | Senior Vice President, Customer Operations, 2020-2021 Global Business Director, Home Improvement Business, 2017-2020 | | |

| Zoe Dickson | | | | | | [removed: 48] [added: 49] | | | | | | Executive Vice President and Chief Human Resources Officer | | | | | | 2021 | | | | | | Senior Vice President, Talent, Learning and Insights, 2021 Vice President, Organization Effectiveness and Talent, Human Resources, 2020-2021 Vice President, Organization Effectiveness, Human Resources 2019-2020 Vice President, Global Human Resources Business Operations, Human Resources 2018-2019 HR Director, Consumer Business Group 2016-2018 | | |

| Peter D. Gibbons | | | | | | [removed: 60] [added: 61] | | | | | | Group President, Enterprise Operations | | | | | | 2021 | | | | | | Chief Executive Officer, Tirehub, 2018-2021 Executive Vice President, Global Development and Product Supply & CSCO, Mattel, Inc, 2013-2018 | | |

| Eric D. Hammes | | | | | | [removed: 47] [added: 48] | | | | | | Executive Vice President, Chief Country Governance and Services Officer | | | | | | 2021 | | | | | | Senior Vice President, Manufacturing & Supply Chain, 2019-2021 Senior Vice President, Business Transformation & Information Technology, 2017-2019 Vice President, Corporate Controller and Chief Accounting Officer, 2014-2017 | | |

| Ashish K. Khandpur | | | | | | [removed: 54] [added: 55] | | | | | | Group President, Transportation & Electronics | | | | | | 2021 | | | | | | Executive Vice President, Transportation & Electronic Business Group, 2019-2021 Executive Vice President, Electronics & Energy Business Group, 2017-2019 Senior Vice President, Research and Development, and Chief Technology Officer, 2014-2017 | | |

| Jeffrey R. Lavers | | | | | | [removed: 58] [added: 59] | | | | | | Group President, Consumer Business Group [added: and Interim Group President, Health Care Business Group] | | | | | | [removed: 2021] [added: 2022] | | | | | | Executive Vice President, Consumer Business Group, 2020-2021 Vice President and General Manager, Automotive and Aerospace Solutions Division, 2019-2020 Vice President and General Manager, Construction and Home Improvement Division, 2015-2019 | | |

| Mark Murphy | | | | | | [removed: 53] [added: 54] | | | | | | Executive Vice President, Chief Information and Digital Officer | | | | | | 2021 | | | | | | Chief Information Officer, Abbott Laboratories, 2020-2021 Global Chief Information Officer and Vice President, BTS, Abbott Laboratories, 2018-2020 Medical Devices Chief Information Officer and Divisional VP, Abbott Laboratories, 2017-2018 | | |

| Monish Patolawala | | | | | | [removed: 52] [added: 53] | | | | | | Executive Vice President, Chief Financial and Transformation Officer | | | | | | 2021 | | | | | | Senior Vice President and Chief Financial Officer 2020-2021 Chief Financial Officer, Health Care and Vice President, Operational Transformation, General Electric, 2019-2020 Chief Financial Officer, Health Care, General Electric, 2015-2019 | | |

| [removed: Mojdeh Poul] [added: Michael G. Vale] | | | | | | [removed: 59] [added: 56] | | | | | | Group President, [removed: Health Care] [added: Safety & Industrial] Business Group | | | | | | 2021 | | | | | | Executive Vice President, [removed: Health Care] [added: Safety & Industrial] Business Group, 2019-2021 Executive Vice President, [removed: Safety and Graphics] [added: Health Care] Business Group, [removed: 2018-2019 President and General Manager, 3M Canada, 2016-2018] [added: 2016-2019] | | |

| Kevin H. Rhodes | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President, Chief Legal Affairs Officer | | | | | | 2022 | | | | | | Senior Vice President and Deputy General Counsel, 2021 Vice President and Deputy General Counsel, 2019-2021 President and Chief Intellectual Property Counsel, Office of Intellectual Property Counsel and 3M Innovative Properties 2008-2019 | | |

This Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in [added: Part II,] Item 7, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

- worldwide economic, political, regulatory, international trade, [added: geopolitical,] capital markets and other external conditions, such as interest rates, [added: monetary policy,] financial conditions of our suppliers and customers, trade restrictions such as tariffs [removed: in addition to] [added: and] retaliatory counter measures, inflation, [added: recession, military conflicts,] and natural and other disasters or climate change affecting the operations of the Company or our suppliers and customers,

- risks related to [removed: public health crises] [added: unexpected events] such as the [removed: global pandemic] [added: public health crises] associated with the coronavirus [removed: (COVID-19),][added: (COVID-19) global pandemic,]

- liabilities [added: and the outcome of contingencies] related to certain fluorochemicals [removed: and] [added: known as "PFAS," as well as matters related to] the [removed: outcome] [added: Company's plans to discontinue the use] of [removed: contingencies,][added: PFAS,]

- new business opportunities, product [added: and service] development, and future performance or results of current or anticipated [removed: products,][added: products and services,]

- [removed: Information] [added: information] technology systems including [removed: ERP system roll-out and implementations,][added: implementation of an enterprise resource planning (ERP) system,]

- future [removed: availability of and] access to credit [removed: markets,][added: markets and the cost of credit,]

- tax liabilities and effects of changes in tax rates, laws or regulations, [removed: and]

- [removed: legal] [added: laws] and [removed: regulatory proceedings,] [added: regulations, as well as] legal compliance risks (including third-party [removed: risks)] [added: risks), and legal and regulatory proceedings related to the same, including] with regards to [removed: environmental, product liability and other laws] [added: environmental matters] and [removed: regulations] [added: product liability,] in the United States and other countries in which we operate.

Important information as to these factors can be found in this document, including, among others, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under the headings of “Overview,” “Financial Condition and [removed: Liquidity,”] [added: Liquidity”] and annually in “Critical Accounting Estimates.” Discussion of these factors is incorporated by reference from Part I, Item 1A, “Risk Factors,” of this document, and should be considered an integral part of Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” For additional information concerning factors that may cause actual results to vary materially from those stated in the forward-looking statements, see our reports on Form 10-K, 10-Q and 8-K filed with the SEC from time to time.

In July 2022, 3M announced its intention to spin off the Health Care business as a separate public company (see Note 3 for additional information).

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

| Representative market trends or opportunities | | | | | | •Personal safety •Connected bodyshop •Grid modernization •Robotics and automation | | | | | | •Automotive/mobility •Electronic materials •Semiconductor •Graphic and architectural films | | | | | | •Wound care •Healthcare IT •Biopharma filtration | | | | | | •Home improvement •Consumer safety & well-being •Package protection & shipping •Appearance auto care | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

In 2022, many geopolitical, logistics, and disruptive events caused imbalance in the global supply chain, similar to the past few years.

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

- the proposed spin-off of the Company's Health Care business to establish two separate public companies,

- the voluntary chapter 11 proceedings initiated by the Company's Aearo Entities, and

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Representative market trends or opportunities | | | | | | •Connected safety •Structural bonding •Surface finishing •Respiratory protection •Building components •Automation and robotics •Grid modernization •Automotive electrification •Sustainable packaging | | | | | | •Automotive electrification •Semiconductor fabrication and assembly •Datacenter thermal management | | | | | | •Advanced wound care •Population health clinical care improvement platform •Increased food safety •Biopharma industry expansion •Custom orthodontics | | | | | | •Air quality •Connected filters and other products | | |

In 2021, the coronavirus (COVID-19) pandemic caused imbalances within global supply markets.

As markets re-opened and demand increased following COVID lockdowns, the Company experienced raw material price inflation and constrained supply.

Multiple weather, logistics and other disruptive events worsened global supply chain imbalances and contributed to higher costs.

It is difficult to predict future shortages of raw materials or the impact any such shortages would have.

| Michael G. Vale | | | | | | 55 | | | | | | Group President, Safety & Industrial Business Group | | | | | | 2021 | | | | | | Executive Vice President, Safety & Industrial Business Group, 2019-2021 Executive Vice President, Health Care Business Group, 2016-2019 | | |

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF [removed: THE][added: THE SECURITIES EXCHANGE ACT OF 1934]

[removed: SECURITIES] [added: o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES] EXCHANGE ACT OF 1934

For the fiscal year ended December 31, [removed: 2021][added: 2022]

Note: The common stock of the registrant is also traded on the [removed: SWX] [added: SIX] Swiss Exchange.

The aggregate market value of voting stock held by nonaffiliates of the registrant, computed by reference to the closing price and shares outstanding, was approximately [removed: $94.8] [added: $63.3] billion as of January 31, [removed: 2022] [added: 2023] (approximately [removed: $114.9] [added: $73.7] billion as of June 30, [removed: 2021,] [added: 2022,] the last business day of the registrant’s most recently completed second quarter).

Shares of common stock outstanding at January 31, [removed: 2022: 571.1] [added: 2023: 550.5] million

Parts of the Company’s definitive proxy statement (to be filed pursuant to Regulation 14A within 120 days after Registrant’s fiscal year-end of December 31, [removed: 2021)] [added: 2022)] for its annual meeting to be held on May [removed: 10, 2022,] [added: 9, 2023,] are incorporated by reference in this Form 10-K in response to Part III, Items 10, 11, 12, 13 and 14.

For the Year Ended December 31, [removed: 2021][added: 2022]

| [ITEM [removed: 1](#i04254fc6fdb847859444e33430354842_13)] [added: 1](#i33486be8de144b99aa444b972b691100_404)] | | | | | | [removed: [Business](#i04254fc6fdb847859444e33430354842_13)] [added: [Business](#i33486be8de144b99aa444b972b691100_404)] | | | | | | [removed: [3](#i04254fc6fdb847859444e33430354842_13)] [added: [4](#i33486be8de144b99aa444b972b691100_404)] | | |

| [ITEM [removed: 1A](#i04254fc6fdb847859444e33430354842_16)] [added: 1A](#i33486be8de144b99aa444b972b691100_115)] | | | | | | [Risk [removed: Factors](#i04254fc6fdb847859444e33430354842_16)] [added: Factors](#i33486be8de144b99aa444b972b691100_115)] | | | | | | [removed: [9](#i04254fc6fdb847859444e33430354842_16)] [added: [10](#i33486be8de144b99aa444b972b691100_115)] | | |

| [ITEM [removed: 1B](#i04254fc6fdb847859444e33430354842_19)] [added: 1B](#i33486be8de144b99aa444b972b691100_416)] | | | | | | [Unresolved Staff [removed: Comments](#i04254fc6fdb847859444e33430354842_19)] [added: Comments](#i33486be8de144b99aa444b972b691100_416)] | | | | | | [removed: [13](#i04254fc6fdb847859444e33430354842_19)] [added: [16](#i33486be8de144b99aa444b972b691100_416)] | | |

| [ITEM [removed: 2](#i04254fc6fdb847859444e33430354842_22)] [added: 2](#i33486be8de144b99aa444b972b691100_428)] | | | | | | [removed: [Properties](#i04254fc6fdb847859444e33430354842_22)] [added: [Properties](#i33486be8de144b99aa444b972b691100_428)] | | | | | | [removed: [14](#i04254fc6fdb847859444e33430354842_22)] [added: [16](#i33486be8de144b99aa444b972b691100_428)] | | |

| [ITEM [removed: 3](#i04254fc6fdb847859444e33430354842_25)] [added: 3](#i33486be8de144b99aa444b972b691100_463)] | | | | | | [Legal [removed: Proceedings](#i04254fc6fdb847859444e33430354842_25)] [added: Proceedings](#i33486be8de144b99aa444b972b691100_463)] | | | | | | [removed: [14](#i04254fc6fdb847859444e33430354842_25)] [added: [17](#i33486be8de144b99aa444b972b691100_463)] | | |

| [ITEM [removed: 4](#i04254fc6fdb847859444e33430354842_28)] [added: 4](#i33486be8de144b99aa444b972b691100_479)] | | | | | | [Mine Safety [removed: Disclosures](#i04254fc6fdb847859444e33430354842_28)] [added: Disclosures](#i33486be8de144b99aa444b972b691100_479)] | | | | | | [removed: [14](#i04254fc6fdb847859444e33430354842_28)] [added: [17](#i33486be8de144b99aa444b972b691100_479)] | | |

| [ITEM [removed: 5](#i04254fc6fdb847859444e33430354842_34)] [added: 5](#i33486be8de144b99aa444b972b691100_537)] | | | | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i04254fc6fdb847859444e33430354842_34)] [added: Securities](#i33486be8de144b99aa444b972b691100_537)] | | | | | | [removed: [14](#i04254fc6fdb847859444e33430354842_34)] [added: [18](#i33486be8de144b99aa444b972b691100_537)] | | |

| [ITEM [removed: 7](#i04254fc6fdb847859444e33430354842_40)] [added: 7](#i33486be8de144b99aa444b972b691100_570)] | | | | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i04254fc6fdb847859444e33430354842_40)] [added: Operations](#i33486be8de144b99aa444b972b691100_537)] | | | | | | [removed: [16](#i04254fc6fdb847859444e33430354842_40)] [added: [19](#i33486be8de144b99aa444b972b691100_570)] | | |

| | | | | | | [Results of [removed: Operations](#i04254fc6fdb847859444e33430354842_46)] [added: Operations](#i33486be8de144b99aa444b972b691100_91)] | | | | | | [removed: [23](#i04254fc6fdb847859444e33430354842_46)] [added: [27](#i33486be8de144b99aa444b972b691100_91)] | | |

| | | | | | | [Performance by Business [removed: Segment](#i04254fc6fdb847859444e33430354842_49)] [added: Segment](#i33486be8de144b99aa444b972b691100_94)] | | | | | | [removed: [25](#i04254fc6fdb847859444e33430354842_49)] [added: [28](#i33486be8de144b99aa444b972b691100_94)] | | |

| | | | | | | [Performance by Geographic [removed: Area](#i04254fc6fdb847859444e33430354842_52)] [added: Area](#i33486be8de144b99aa444b972b691100_594)] | | | | | | [removed: [30](#i04254fc6fdb847859444e33430354842_52)] [added: [33](#i33486be8de144b99aa444b972b691100_594)] | | |

| | | | | | | [Critical Accounting [removed: Estimates](#i04254fc6fdb847859444e33430354842_55)] [added: Estimates](#i33486be8de144b99aa444b972b691100_609)] | | | | | | [removed: [30](#i04254fc6fdb847859444e33430354842_55)] [added: [34](#i33486be8de144b99aa444b972b691100_609)] | | |

| | | | | | | [New Accounting [removed: Pronouncements](#i04254fc6fdb847859444e33430354842_58)] [added: Pronouncements](#i33486be8de144b99aa444b972b691100_624)] | | | | | | [removed: [33](#i04254fc6fdb847859444e33430354842_58)] [added: [36](#i33486be8de144b99aa444b972b691100_624)] | | |

| | | | | | | [Financial Condition and [removed: Liquidity](#i04254fc6fdb847859444e33430354842_61)] [added: Liquidity](#i33486be8de144b99aa444b972b691100_97)] | | | | | | [removed: [33](#i04254fc6fdb847859444e33430354842_61)] [added: [37](#i33486be8de144b99aa444b972b691100_97)] | | |

| | | | | | | [Financial [removed: Instruments](#i04254fc6fdb847859444e33430354842_64)] [added: Instruments](#i33486be8de144b99aa444b972b691100_2600)] | | | | | | [removed: [40](#i04254fc6fdb847859444e33430354842_64)] [added: [42](#i33486be8de144b99aa444b972b691100_2600)] | | |

| [ITEM [removed: 7A](#i04254fc6fdb847859444e33430354842_67)] [added: 7A](#i33486be8de144b99aa444b972b691100_673)] | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i04254fc6fdb847859444e33430354842_67)] [added: Risk](#i33486be8de144b99aa444b972b691100_673)] | | | | | | [removed: [40](#i04254fc6fdb847859444e33430354842_67)] [added: [42](#i33486be8de144b99aa444b972b691100_673)] | | |

| [ITEM [removed: 8](#i04254fc6fdb847859444e33430354842_70)] [added: 8](#i33486be8de144b99aa444b972b691100_696)] | | | | | | [Financial Statements and Supplementary [removed: Data](#i04254fc6fdb847859444e33430354842_70)] [added: Data](#i33486be8de144b99aa444b972b691100_696)] | | | | | | [removed: [41](#i04254fc6fdb847859444e33430354842_70)] [added: [43](#i33486be8de144b99aa444b972b691100_696)] | | |

| | | | | | | [Index to Financial [removed: Statements](#i04254fc6fdb847859444e33430354842_73)] [added: Statements](#i33486be8de144b99aa444b972b691100_715)] | | | | | | [removed: [41](#i04254fc6fdb847859444e33430354842_73)] [added: [43](#i33486be8de144b99aa444b972b691100_715)] | | |

| | | | | | | [Management’s Responsibility for Financial [removed: Reporting](#i04254fc6fdb847859444e33430354842_76)] [added: Reporting](#i33486be8de144b99aa444b972b691100_727)] | | | | | | [removed: [41](#i04254fc6fdb847859444e33430354842_76)] [added: [44](#i33486be8de144b99aa444b972b691100_727)] | | |

| | | | | | | [Management’s Report on Internal Control Over Financial [removed: Reporting](#i04254fc6fdb847859444e33430354842_79)] [added: Reporting](#i33486be8de144b99aa444b972b691100_739)] | | | | | | [removed: [42](#i04254fc6fdb847859444e33430354842_79)] [added: [44](#i33486be8de144b99aa444b972b691100_739)] | | |

| | | | | | | [Report of Independent Registered Public Accounting [removed: Firm](#i04254fc6fdb847859444e33430354842_82)] [added: Firm](#i33486be8de144b99aa444b972b691100_751)] | | | | | | [removed: [43](#i04254fc6fdb847859444e33430354842_82)] [added: [45](#i33486be8de144b99aa444b972b691100_751)] | | |

| | | | | | | [Consolidated Statement of [added: Comprehensive] Income for the years ended December [removed: 31,](#i04254fc6fdb847859444e33430354842_85) 2021, 2020] [added: 31,](#i33486be8de144b99aa444b972b691100_22) 2022, 2021] and [removed: 2019] [added: 2020] | | | | | | [removed: [45](#i04254fc6fdb847859444e33430354842_85)] [added: [49](#i33486be8de144b99aa444b972b691100_22)] | | |

| | | | | | | [Consolidated Statement of [removed: Comprehensive] Income for [removed: the] years ended December [removed: 31,](#i04254fc6fdb847859444e33430354842_88) 2021,] [added: 31,](#i33486be8de144b99aa444b972b691100_19) 2022[,](#i33486be8de144b99aa444b972b691100_19) 2021 [and](#i33486be8de144b99aa444b972b691100_19)] 2020 [removed: and 2019] | | | | | | [removed: [46](#i04254fc6fdb847859444e33430354842_88)] [added: [48](#i33486be8de144b99aa444b972b691100_19)] | | |

| | | | | | | [Consolidated Balance Sheet at December [removed: 31,](#i04254fc6fdb847859444e33430354842_91)] [added: 31,](#i33486be8de144b99aa444b972b691100_25) 2022 [and](#i33486be8de144b99aa444b972b691100_91)] 2021 [removed: [and](#i04254fc6fdb847859444e33430354842_91) 2020] | | | | | | [removed: [47](#i04254fc6fdb847859444e33430354842_91)] [added: [50](#i33486be8de144b99aa444b972b691100_25)] | | |

| | | | | | | [Consolidated Statement of Changes in Equity for the years ended December [removed: 31,](#i04254fc6fdb847859444e33430354842_97) 2021, 2020] [added: 31,](#i33486be8de144b99aa444b972b691100_829) 2022, 2021] and [removed: 2019] [added: 2020] | | | | | | [removed: [48](#i04254fc6fdb847859444e33430354842_97)] [added: [51](#i33486be8de144b99aa444b972b691100_829)] | | |

| | | | | | | [Consolidated Statement of Cash Flows for the years ended December [removed: 31,](#i04254fc6fdb847859444e33430354842_103) 2021, 2020] [added: 31,](#i33486be8de144b99aa444b972b691100_28) 2022, 2021] and [removed: 2019] [added: 2020] | | | | | | [removed: [49](#i04254fc6fdb847859444e33430354842_103)] [added: [52](#i33486be8de144b99aa444b972b691100_28)] | | |

| | | | | | | [Notes to Consolidated Financial [removed: Statements](#i04254fc6fdb847859444e33430354842_106)] [added: Statements](#i33486be8de144b99aa444b972b691100_860)] | | | | | | [removed: [50](#i04254fc6fdb847859444e33430354842_106)] [added: [53](#i33486be8de144b99aa444b972b691100_860)] | | |

| | | | | | | [Note 1. Significant Accounting [removed: Policies](#i04254fc6fdb847859444e33430354842_109)] [added: Policies](#i33486be8de144b99aa444b972b691100_891)] | | | | | | [removed: [50](#i04254fc6fdb847859444e33430354842_109)] [added: [53](#i33486be8de144b99aa444b972b691100_891)] | | |

| | | | | | | [Note 3. Acquisitions and [removed: Divestitures](#i04254fc6fdb847859444e33430354842_121)] [added: Divestitures](#i33486be8de144b99aa444b972b691100_1081)] | | | | | | [removed: [61](#i04254fc6fdb847859444e33430354842_121)] [added: [61](#i33486be8de144b99aa444b972b691100_1081)] | | |

| | | | | | | [Note 4. Goodwill and Intangible [removed: Assets](#i04254fc6fdb847859444e33430354842_124)] [added: Assets](#i33486be8de144b99aa444b972b691100_1159)] | | | | | | [removed: [63](#i04254fc6fdb847859444e33430354842_124)] [added: [63](#i33486be8de144b99aa444b972b691100_1159)] | | |

| | | | | | | [Note 5. Restructuring [removed: Actions](#i04254fc6fdb847859444e33430354842_130)] [added: Actions](#i33486be8de144b99aa444b972b691100_46)] | | | | | | [removed: [65](#i04254fc6fdb847859444e33430354842_130)] [added: [64](#i33486be8de144b99aa444b972b691100_46)] | | |

| | | | | | | [Note 6. Supplemental Income Statement [removed: Information](#i04254fc6fdb847859444e33430354842_133)] [added: Information](#i33486be8de144b99aa444b972b691100_49)] | | | | | | [removed: [68](#i04254fc6fdb847859444e33430354842_133)] [added: [67](#i33486be8de144b99aa444b972b691100_49)] | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

or

For the transition period from __________ to __________

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b) o

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

| [PART I](#i33486be8de144b99aa444b972b691100_392) | | | | | | | | | | | | | | |

| [PART II](#i33486be8de144b99aa444b972b691100_516) | | | | | | | | | | | | | | |

| | | | | | | [Overview](#i33486be8de144b99aa444b972b691100_88) | | | | | | [19](#i33486be8de144b99aa444b972b691100_88) | | |

| | | | | | | [Note 2. Revenue](#i33486be8de144b99aa444b972b691100_1030) | | | | | | [59](#i33486be8de144b99aa444b972b691100_1030) | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

| | | | | | | [Note 17. Leases](#i33486be8de144b99aa444b972b691100_1678) | | | | | | [116](#i33486be8de144b99aa444b972b691100_1678) | | |

| [PART III](#i33486be8de144b99aa444b972b691100_1883) | | | | | | | | | | | | | | |

| [PART IV](#i33486be8de144b99aa444b972b691100_1955) | | | | | | | | | | | | | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

For the Year Ended December 31, 2022

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

| | | | | | | | | | | | | | | |

| 0.375% Notes due 2022 | | | | | | MMM22A | | | | | | New York Stock Exchange | | |

| [PART I](#i04254fc6fdb847859444e33430354842_10) | | | | | | | | | | | | | | |

| [PART II](#i04254fc6fdb847859444e33430354842_31) | | | | | | | | | | | | | | |

| | | | | | | [Overview](#i04254fc6fdb847859444e33430354842_43) | | | | | | [16](#i04254fc6fdb847859444e33430354842_43) | | |

| | | | | | | [Note 2. Revenue](#i04254fc6fdb847859444e33430354842_115) | | | | | | [59](#i04254fc6fdb847859444e33430354842_115) | | |

| | | | | | | [Note 17. Leases](#i04254fc6fdb847859444e33430354842_190) | | | | | | [117](#i04254fc6fdb847859444e33430354842_190) | | |

| [PART III](#i04254fc6fdb847859444e33430354842_217) | | | | | | | | | | | | | | |

| [PART IV](#i04254fc6fdb847859444e33430354842_235) | | | | | | | | | | | | | | |

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

Internationally, the Company operates [removed: 89] [added: 83] manufacturing and converting facilities in [removed: 30] [added: 28] countries.

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[removed: For the year 2021, the] [added: The] information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Act is included in Exhibit 95 to this annual report.

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At January 31, [removed: 2022,] [added: 2023,] there were [removed: 65,295] [added: 62,488] shareholders of record.

3M’s stock ticker symbol is MMM and is listed on the New York Stock Exchange, Inc. (NYSE), the Chicago Stock Exchange, Inc., and the [removed: SWX] [added: SIX] Swiss Exchange.

Cash dividends declared and paid totaled [removed: $1.48] [added: $1.49] and [removed: $1.47] [added: $1.48] per share for each quarter in [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

Issuer Purchases of [removed: Equity Securities][added: Equity]

[removed: (registered pursuant to Section] [added: Section] 12 of the Exchange Act)

Securities (registered pursuant to

| January 1 - 31, 2022 | | | | | | 1,458,623 | | | | | | $ | 176.61 | | | | | 1,458,623 | | | | | | $ | 5,329 | |

| February 1 - 28, 2022 | | | | | | 1,445,206 | | | | | | 147.03 | | | | | | 1,441,534 | | | | | | 5,117 | | |

| March 1 - 31, 2022 | | | | | | 1,871,301 | | | | | | 145.61 | | | | | | 1,871,301 | | | | | | 4,845 | | |

| January 1 - March 31, 2022 | | | | | | 4,775,130 | | | | | | 155.51 | | | | | | 4,771,458 | | | | | | | | |

| April 1 - 30, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,845 | | |

| May 1 - 31, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,845 | | |

| June 1 - 30, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,845 | | |

| April 1 - June 30, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| July 1 - 31, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,845 | | |

| August 1 - 31, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,845 | | |

| September 1 - 30, 2022 | | | | | | 1,665,747 | | | | | | 114.10 | | | | | | 1,665,747 | | | | | | 4,655 | | |

| July 1 - September 30, 2022 | | | | | | 1,665,747 | | | | | | 114.10 | | | | | | 1,665,747 | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| October 1 - 31, 2022 | | | | | | 2,831,831 | | | | | | 114.21 | | | | | | 2,831,831 | | | | | | 4,331 | | |

| November 1 - 30, 2022 | | | | | | 1,002,117 | | | | | | 126.87 | | | | | | 1,002,117 | | | | | | 4,204 | | |

| December 1 - 31, 2022 | | | | | | 378,006 | | | | | | 125.91 | | | | | | 378,006 | | | | | | 4,157 | | |

| October 1 - December 31, 2022 | | | | | | 4,211,954 | | | | | | 118.27 | | | | | | 4,211,954 | | | | | | | | |

| January 1 - December 31, 2022 | | | | | | 10,652,831 | | | | | | 134.31 | | | | | | 10,649,159 | | | | | | | | |

____________________

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

| January 1 - 31, 2021 | | | | | | 582 | | | | | | $ | 176.96 | | | | | — | | | | | | $ | 7,753 | |

| February 1 - 28, 2021 | | | | | | 494,988 | | | | | | 177.92 | | | | | | 493,702 | | | | | | 7,665 | | |

| March 1 - 31, 2021 | | | | | | 669,754 | | | | | | 187.05 | | | | | | 669,754 | | | | | | 7,540 | | |

| January 1 - March 31, 2021 | | | | | | 1,165,324 | | | | | | 183.17 | | | | | | 1,163,456 | | | | | | | | |

| April 1 - 30, 2021 | | | | | | 556,060 | | | | | | 197.41 | | | | | | 556,060 | | | | | | $ | 7,430 | |

| May 1 - 31, 2021 | | | | | | 844,500 | | | | | | 202.50 | | | | | | 844,500 | | | | | | 7,259 | | |

| June 1 - 30, 2021 | | | | | | 1,097,327 | | | | | | 199.03 | | | | | | 1,097,327 | | | | | | 7,041 | | |

| April 1 - June 30, 2021 | | | | | | 2,497,887 | | | | | | 199.84 | | | | | | 2,497,887 | | | | | | | | |

| July 1 - 31, 2021 | | | | | | 387,011 | | | | | | 199.54 | | | | | | 387,011 | | | | | | $ | 6,964 | |

| August 1 - 31, 2021 | | | | | | 444,821 | | | | | | 197.32 | | | | | | 444,821 | | | | | | 6,876 | | |

| September 1 - 30, 2021 | | | | | | 2,180,441 | | | | | | 181.88 | | | | | | 2,180,441 | | | | | | 6,479 | | |

| July 1 - September 30, 2021 | | | | | | 3,012,273 | | | | | | 186.43 | | | | | | 3,012,273 | | | | | | | | |

| October 1 - 31, 2021 | | | | | | 2,377,664 | | | | | | 179.42 | | | | | | 2,377,664 | | | | | | $ | 6,053 | |

| November 1 - 30, 2021 | | | | | | 2,019,599 | | | | | | 180.25 | | | | | | 2,019,599 | | | | | | 5,689 | | |

| December 1 - 31, 2021 | | | | | | 580,634 | | | | | | 175.19 | | | | | | 580,634 | | | | | | 5,587 | | |

| October 1 - December 31, 2021 | | | | | | 4,977,897 | | | | | | 179.26 | | | | | | 4,977,897 | | | | | | | | |

| January 1 - December 31, 2021 | | | | | | 11,653,381 | | | | | | 185.92 | | | | | | 11,651,513 | | | | | | | | |

___________________________________________________

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[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

Based on the assessment, management concluded that, as of December 31, [removed: 2021,] [added: 2022,] the Company’s internal control over financial reporting is effective.

The Company’s internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein, which expresses an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]

We have audited the accompanying consolidated balance sheet of 3M Company and its subsidiaries (the “Company”) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the related consolidated statements of income, of comprehensive [removed: income,] [added: income (loss),] of changes in equity and of cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.

The critical audit [removed: matter] [added: matters] communicated below [removed: is a matter] [added: are matters] arising from the current period audit of the consolidated financial statements that [removed: was] [added: were] communicated or required to be communicated to the audit committee and that (i) [removed: relates] [added: relate] to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matter] [added: matters] below, providing [removed: a] separate [removed: opinion] [added: opinions] on the critical audit [removed: matter] [added: matters] or on the accounts or disclosures to which [removed: it relates.][added: they relate.]

As described in Note 16 to the consolidated financial statements, management records liabilities for legal proceedings in those instances where it can reasonably estimate the amount of the loss and when [added: the] loss is probable.

These procedures also included, among others, obtaining and evaluating the letters of audit inquiry with internal and external legal counsel, [added: obtaining and] evaluating [added: contracts and agreements, evaluating] the reasonableness of management’s assessment regarding whether an unfavorable outcome is reasonably possible or probable and reasonably estimable, and evaluating the sufficiency of the Company’s disclosures related to legal proceedings.

| (Millions, except per share amounts) | | | | | | [removed: 2021] | | | | | | [removed: 2020] | | | | | | [removed: 2019] | | | [added: | | | | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |]

| Net sales | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |] $ | [removed: 35,355] [added: 34,229] | | | | | $ | [removed: 32,184] [added: 35,355] | | | | | $ | [removed: 32,136] [added: 32,184] | |

| Operating expenses | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |]

| Cost of sales | | | | | | [removed: 18,795] | | | | | | [removed: 16,605] | | | | | | [removed: 17,136] | | | [added: | | | | | | | | | 19,232 | | | | | | 18,795 | | | | | | 16,605 | | |]

| Selling, general and administrative expenses | | | | | | [removed: 7,197] | | | | | | [removed: 6,929] | | | | | | [removed: 7,029] | | | [added: | | | | | | | | | 9,049 | | | | | | 7,197 | | | | | | 6,929 | | |]

| Research, development and related expenses | | | | | | [removed: 1,994] | | | | | | [removed: 1,878] | | | | | | [removed: 1,911] | | | [added: | | | | | | | | | 1,862 | | | | | | 1,994 | | | | | | 1,878 | | |]

| Total operating expenses | | | | | | [removed: 27,986] | | | | | | [removed: 25,023] | | | | | | [removed: 25,962] | | | [added: | | | | | | | | | 27,690 | | | | | | 27,986 | | | | | | 25,023 | | |]

| Operating income | | | | | | [removed: 7,369] | | | | | | [removed: 7,161] | | | | | | [removed: 6,174] | | | [added: | | | | | | | | | 6,539 | | | | | | 7,369 | | | | | | 7,161 | | |]

| Other expense (income), net | | | | | | [removed: 165] | | | | | | [removed: 366] | | | | | | [removed: 531] | | | [added: | | | | | | | | | 147 | | | | | | 165 | | | | | | 366 | | |]

| Income before income taxes | | | | | | [removed: 7,204] | | | | | | [removed: 6,795] | | | | | | [removed: 5,643] | | | [added: | | | | | | | | | 6,392 | | | | | | 7,204 | | | | | | 6,795 | | |]

| Provision for income taxes | | | | | | [removed: 1,285] | | | | | | [removed: 1,337] | | | | | | [removed: 1,114] | | | [added: | | | | | | | | | 612 | | | | | | 1,285 | | | | | | 1,337 | | |]

| Income of consolidated group | | | | | | [removed: 5,919] | | | | | | [removed: 5,458] | | | | | | [removed: 4,529] | | | [added: | | | | | | | | | 5,780 | | | | | | 5,919 | | | | | | 5,458 | | |]

| Income (loss) from unconsolidated subsidiaries, net of taxes | | | | | | [removed: 10] | | | | | | [removed: (5)] | | | | | | [removed: —] | | | [added: | | | | | | | | | 11 | | | | | | 10 | | | | | | (5) | | |]

| Net income including noncontrolling interest | | | | | | [removed: 5,929] | | | | | | [removed: 5,453] | | | | | | [removed: 4,529] | | | [added: | | | | | | | | | 5,791 | | | | | | 5,929 | | | | | | 5,453 | | |]

| Less: Net income (loss) attributable to noncontrolling interest | | | | | | [removed: 8] | | | | | | [removed: 4] | | | | | | [removed: 12] | | | [added: | | | | | | | | | 14 | | | | | | 8 | | | | | | 4 | | |]

| Net income attributable to 3M | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |] $ | [removed: 5,921] [added: 5,777] | | | | | $ | [removed: 5,449] [added: 5,921] | | | | | $ | [removed: 4,517] [added: 5,449] | |

| Weighted average 3M common shares outstanding — basic | | | | | | [removed: 579.0] | | | | | | [removed: 577.6] | | | | | | [removed: 577.0] | | | [added: | | | | | | | | | 566.0 | | | | | | 579.0 | | | | | | 577.6 | | |]

| Earnings per share attributable to 3M common shareholders — basic | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |] $ | [removed: 10.23] [added: 10.21] | | | | | $ | [removed: 9.43] [added: 10.23] | | | | | $ | [removed: 7.83] [added: 9.43] | |

| Weighted average 3M common shares outstanding — diluted | | | | | | [removed: 585.3] | | | | | | [removed: 582.2] | | | | | | [removed: 585.1] | | | [added: | | | | | | | | | 567.6 | | | | | | 585.3 | | | | | | 582.2 | | |]

| Earnings per share attributable to 3M common shareholders — diluted | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |] $ | [removed: 10.12] [added: 10.18] | | | | | $ | [removed: 9.36] [added: 10.12] | | | | | $ | [removed: 7.72] [added: 9.36] | |

Consolidated Statement of Comprehensive [removed: Income][added: Income (Loss)]

| (Millions) | | | | | | [removed: 2021] | | | | | | [removed: 2020] | | | | | | [removed: 2019] | | | [added: | | | | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |]

| Net income including noncontrolling interest | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |] $ | [removed: 5,929] [added: 5,791] | | | | | $ | [removed: 5,453] [added: 5,929] | | | | | $ | [removed: 4,529] [added: 5,453] | |

| Other comprehensive income (loss), net of tax: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |]

| Cumulative translation adjustment | | | | | | [removed: (494)] | | | | | | [removed: 447] | | | | | | [removed: 211] | | | [added: | | | | | | | | | (893) | | | | | | (494) | | | | | | 447 | | |]

| Defined benefit pension and postretirement plans adjustment | | | | | | [removed: 1,345] | | | | | | [removed: 106] | | | | | | [removed: (507)] | | | [added: | | | | | | | | | 915 | | | | | | 1,345 | | | | | | 106 | | |]

| Cash flow hedging instruments | | | | | | [removed: 119] | | | | | | [removed: (142)] | | | | | | [removed: (72)] | | | [added: | | | | | | | | | 47 | | | | | | 119 | | | | | | (142) | | |]

| Total other comprehensive income (loss), net of tax | | | | | | [removed: 970] | | | | | | [removed: 411] | | | | | | [removed: (368)] | | | [added: | | | | | | | | | 69 | | | | | | 970 | | | | | | 411 | | |]

| Comprehensive income (loss) including noncontrolling interest | | | | | | [removed: 6,899] | | | | | | [removed: 5,864] | | | | | | [removed: 4,161] | | | [added: | | | | | | | | | 5,860 | | | | | | 6,899 | | | | | | 5,864 | | |]

| Comprehensive (income) loss attributable to noncontrolling interest | | | | | | [removed: (7)] | | | | | | [removed: (2)] | | | | | | [removed: (11)] | | | [added: | | | | | | | | | (6) | | | | | | (7) | | | | | | (2) | | |]

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[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

*Tax-free Determination of the Split-Off of the Food Safety Division*

As described in Note 3 to the consolidated financial statements, the Company completed the split-off of the Food Safety Division business in a transaction that involved a Reverse Morris Trust structure.

Management has determined that the Food Safety Division split-off involving the Reverse Morris Trust structure and certain internal business separation transactions (the split-off and certain internal business separation transactions referred to together as the “Transactions”) qualify as tax-free for U.S. federal income tax purposes.

In making these determinations, management applied U.S. federal tax law to relevant facts and circumstances and obtained a favorable private letter ruling from the Internal Revenue Service, third party tax opinions, and other external tax advice related to the concluded tax treatment.

The applicable facts and circumstances that existed at the time of the Transactions may be reviewed as part of an audit by the Internal Revenue Service.

If the completed Transactions were later determined to fail to qualify for tax-free treatment for U.S. federal income tax purposes, the Company could be subject to significant liabilities, and there could be material adverse impacts on the Company’s business, financial condition, results of operations and cash flows in future reporting periods.

The principal considerations for our determination that performing procedures relating to the tax-free determination of the Transactions is a critical audit matter are (i) the significant judgment by management in applying relevant tax laws and regulations in determining the Transactions qualify as tax-free, and (ii) the significant impact to the financial statements if these tax-free determinations were determined to be inappropriate by the relevant taxing authorities.

This in turn led to significant auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence relating to the tax-free determination of the Transactions.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s determination of the tax-free treatment of the Transactions.

These procedures also included, among others, the involvement of professionals with specialized skill and knowledge to assist in evaluating the information, including the private letter ruling from the Internal Revenue Service, third party tax opinions, U.S. federal tax law, other external tax advice, certain representations from management, and other relevant evidence used by management, as well as the application of relevant U.S. federal tax law to support management’s determination that the Transactions qualify as tax-free.

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*Property, Plant and Equipment and Goodwill Impairment Assessments for the Advanced Materials Division*

As described in Notes 1, 4, and 15 to the consolidated financial statements, the Company’s consolidated property, plant and equipment balance was $9.2 billion and goodwill balance was $12.8 billion as of December 31, 2022, and the Advanced Materials Division makes up a portion of these balances.

Management tests property, plant and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset (asset group) may not be recoverable.

Management also tests goodwill for impairment annually in the fourth quarter of each year, and tests for impairment between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired.

In December 2022, the Company committed to a plan to exit per- and polyfluoroalkyl substance (PFAS) manufacturing by the end of 2025.

As a result, the Company recorded a pre-tax charge of $0.8 billion in the fourth quarter of 2022, related to the impairment of long-lived assets ($0.5 billion - primarily associated with property, plant and equipment) and impairment of goodwill ($0.3 billion) for the Advanced Materials Division.

Underlying fair values were determined primarily using discounted cash flow models based on assumptions of projected sales, EBITDA margins, capital expenditures, discount rate and other applicable items.

The principal considerations for our determination that performing procedures relating to the property, plant and equipment and goodwill impairment assessments for the Advanced Materials Division is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the Advanced Materials Division asset group and reporting unit, which in turn led to significant auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence relating to the appropriateness of management’s discounted cash flow models and reasonableness of management’s significant assumptions related to projected sales, EBITDA margins, capital expenditures, and discount rate and (ii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s property, plant and equipment and goodwill impairment assessments for the Advanced Materials Division, including controls over management’s identification of events or changes in circumstances that indicate an impairment of an asset group or reporting unit has occurred and controls over the determination of the fair value estimates of the Advanced Materials Division asset group and reporting unit.

These procedures also included, among others, testing management’s process for determining the fair value estimates of the Advanced Materials Division asset group and reporting unit, evaluating the appropriateness of the discounted cash flow models, and evaluating the reasonableness of management’s significant assumptions related to projected sales, EBITDA margins, capital expenditures, and discount rate.

Evaluating management’s assumptions related to projected sales, EBITDA margins, and capital expenditures involved evaluating whether the assumptions used were reasonable considering the current and past performance of the Advanced Materials Division, external market and industry data, evidence obtained in other areas of the audit and the Company’s objectives and strategies.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the discounted cash flow models and evaluating the reasonableness of the discount rate.

February 8, 2023

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| Gain on business divestitures | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (2,724) | | | | | | — | | | | | | (389) | | |

| Goodwill impairment expense | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 271 | | | | | | — | | | | | | — | | |

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*Changes in Accounting Principles*

As discussed in Notes 1 and 8 to the consolidated financial statements, the Company changed the manner in which it accounts for net periodic pension and postretirement plan cost in 2021 and the manner in which it accounts for leases in 2019, respectively.

February 9, 2022

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Gain on sale of businesses | | | | | | — | | | | | | (389) | | | | | | (114) | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Shares outstanding - December 31, 2020: 577,749,638 | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2018 | | | | | | $ | 9,848 | | | | | $ | 5,652 | | | | | $ | 40,684 | | | | | $ | (29,626) | | | | | $ | (6,914) | | | | | $ | 52 | |

| Impact of adoption of ASU No. 2018-02 | | | | | | — | | | | | | | | | | | | 853 | | | | | | | | | | | | (853) | | | | | | | | |

| Impact of adoption of ASU No. 2016-02 | | | | | | 14 | | | | | | | | | | | | 14 | | | | | | | | | | | | | | | | | | | | |

| Net income | | | | | | 4,529 | | | | | | | | | | | | 4,517 | | | | | | | | | | | | | | | | | | 12 | | |

| Gain on sale of businesses | | | | | | — | | | | | | (389) | | | | | | (111) | | |

| Loss on deconsolidation of Venezuelan subsidiary | | | | | | — | | | | | | — | | | | | | 162 | | |

- Change in accounting principle for net periodic pension and postretirement plan cost.

See below for additional information.

- Change in alignment of certain products within 3M’s Consumer business segment—creating the Consumer Health and Safety Division.

*Foreign currency translation:* Local currencies generally are considered the functional currencies outside the United States with the exception of 3M’s subsidiaries in Argentina, the economy of which was considered highly inflationary beginning in 2018, and accordingly, the financial statements of these subsidiaries are remeasured as if their functional currency is that of their parent.

3M had a consolidating subsidiary in Venezuela, the financial statements of which were remeasured as if its functional currency were that of its parent because Venezuela’s economic environment is considered highly inflationary.

The operating income of this subsidiary was immaterial as a percent of 3M’s consolidated operating income for the periods presented.

In light of circumstances, including the country’s unstable environment and heightened unrest leading to sustained lack of demand, and expectation that these circumstances will continue for the foreseeable future, during May 2019, 3M concluded it no longer met the criteria of control in order to continue consolidating its Venezuelan operations.

As a result, as of May 31, 2019, the Company began reflecting its interest in the Venezuelan subsidiary as an equity investment that does not have a readily determinable fair value.

This resulted in a pre-tax charge of $162 million within other expense (income) in the second quarter of 2019.

The charge primarily relates to $144 million of foreign currency translation losses associated with foreign currency movements before Venezuela was accounted for as a highly inflationary economy and pension elements previously included in accumulated other comprehensive loss along with write-down of intercompany receivable and investment balances associated with this subsidiary.

Beginning May 31, 2019, 3M’s consolidated balance sheets and statements of operations no longer include the Venezuelan entity’s operations other than an immaterial equity investment and associated loss or income thereon largely only to the extent, that 3M provides support or materials and receives funding or dividends.

for-Sale Debt Securities, when determining whether a decline in fair value below the amortized cost basis has resulted from a credit loss or other factors.

experience, trend analysis, and projected market conditions in the various markets served.

Change in Accounting Principle for Determining Net Periodic Pension and Postretirement Plan Cost

In the first quarter of 2021, 3M changed the method it uses to calculate the market-related value of fixed income securities included in its pension and other postretirement plan assets.

The market-related value is used to determine the expected return on plan assets and the amortization of net unamortized actuarial gains or losses expense components of net periodic benefit cost.

The Company previously used the calculated value approach for all plan assets, deferring over three years the impact on these amounts of asset gains or losses that differed from expected returns.

3M changed to the fair value approach for calculating market-related value for the fixed income class of plan assets, which does not involve deferring the impact of excess plan asset gains or losses in the determination of these two components of net periodic benefit cost.

3M considers the use of the fair value approach preferable to the calculated value approach as it results in a more current reflection of impacts of changes in value of these plan assets in the determination of net periodic benefit cost.

Additionally, given the plans’ liability-driven investment strategy whereby the changes in value of the fixed income plan assets should offset changes in the value of the plans’ liabilities, this approach more closely aligns the expected return on plan assets expense component with the value reflected in the plans’ funded status.

This change was applied retrospectively to all periods presented within 3M’s financial statements.

The change did not impact consolidated operating income or net cash provided by operating activities but did impact the previously reported portion of pension and postretirement net periodic benefit cost (benefit) that was included within non-operating other expense (income) along with related consolidated income items such as net income and earnings per share.

Other impacts included related changes to previously reported consolidated other comprehensive income, retained earnings, accumulated other comprehensive income (loss), and associated line items within the determination of net cash provided by operating activities.

Management conducted an assessment of the Company’s internal control over financial reporting based on the framework established by the Committee of Sponsoring Organizations of the Treadway Commission in *Internal Control — Integrated Framework (2013).* Based on the assessment, management concluded that, as of December 31, [removed: 2021,] [added: 2022,] the Company’s internal control over financial reporting is effective.

The Company’s internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein, which expresses an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]

On January [removed: 15, 2020, OFAC] [added: 26, 2022, the Office of Foreign Assets Control (“OFAC”)] granted [added: to] 3M a specific license to make payments to IIPO at its account in Bank Melli, which was designated on November 5, 2018 by OFAC under its counter terrorism authority pursuant to Executive Order 13224.

As authorized by OFAC’s specific license, in the [removed: period] [added: quarter] ended December 31, [removed: 2021,] [added: 2022,] 3M paid [removed: $307 to IIPO] [added: $354] as part of its intellectual property protection efforts in Iran.

In response to Part III, Items 10, 11, 12, 13 and 14, parts of the Company’s definitive proxy statement (to be filed pursuant to Regulation 14A within 120 days after Registrant’s fiscal year-end of December 31, [removed: 2021)] [added: 2022)] for its annual meeting to be held on May [removed: 10, 2022,] [added: 9, 2023,] are incorporated by reference in this Form 10-K.

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The information relating to directors and nominees of 3M is set forth under the caption “Proposal No. 1” in 3M’s proxy statement for its annual meeting of stockholders to be held on May [removed: 10, 2022] [added: 9, 2023] (“3M Proxy Statement”) and is incorporated by reference herein.

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Equity compensation plans information as of December 31, [removed: 2021] [added: 2022] follows:

| Restricted stock units | | | | | | [removed: 1,987] [added: 2,375] | | | | | | | | | | | | — | | |

| Performance shares | | | | | | [removed: 481] [added: 391] | | | | | | | | | | | | — | | |

| Non-employee director deferred stock units | | | | | | [removed: 226] [added: 235] | | | | | | | | | | | | — | | |

| Employee stock purchase plan | | | | | | — | | | | | | | | | | | | [removed: 21,733] [added: 20,258] | | |

| Stock options | | | | | | 35,506 | | | | | | $ | 166.97 | | | | | — | | |

| Total | | | | | | 38,507 | | | | | | | | | | | | 32,377 | | |

| Subtotal | | | | | | 38,507 | | | | | | | | | | | | 52,635 | | |

| Total | | | | | | 38,507 | | | | | | | | | | | | 52,635 | | |

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

| Stock options | | | | | | 34,560 | | | | | | $ | 163.52 | | | | | — | | |

| Total | | | | | | 37,254 | | | | | | | | | | | | 37,423 | | |

| Subtotal | | | | | | 37,254 | | | | | | | | | | | | 59,156 | | |

| Total | | | | | | 37,254 | | | | | | | | | | | | 59,156 | | |

__________________________________

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| (3.2) | | | [Amended and Restated Bylaws, as adopted as of February [removed: 2, 2021,] [added: 7, 2023,] are incorporated by reference from our Form 8-K dated February [removed: 3, 2021.](https://www.sec.gov/Archives/edgar/data/66740/000110465915077663/a15-22689_1ex3dii.htm)] [added: 8, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000066740/000006674023000011/mmm-20230207.htm)] | | |

| (10.1)* | | | [3M Company 2016 Long-Term Incentive [removed: Plan](https://www.sec.gov/Archives/edgar/data/66740/000110465921065958/tm2116090d1_ex10-1.htm)[,] [added: Plan,] as amended and restated effective May 11, 2021, is incorporated by reference from our Form 8-K dated May 13, [removed: 2021](https://www.sec.gov/Archives/edgar/data/66740/000110465921065958/tm2116090d1_ex10-1.htm)[.](https://www.sec.gov/Archives/edgar/data/66740/000110465921065958/tm2116090d1_ex10-1.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/66740/000110465921065958/tm2116090d1_ex10-1.htm)] | | |

| (10.6)* | | | [Form of Performance Share Award Agreement for performance share awards granted under the 3M Company 2016 Long-Term Incentive Plan on or after February 1, [removed: 2021](https://www.sec.gov/Archives/edgar/data/66740/000155837021000737/mmm-20201231xex10d6.htm) [is] [added: 2021 is] incorporated by reference from our Form 10-K for the year ended December 31, [removed: 202](https://www.sec.gov/Archives/edgar/data/66740/000155837021000737/mmm-20201231xex10d6.htm)[0](https://www.sec.gov/Archives/edgar/data/66740/000155837021000737/mmm-20201231xex10d6.htm)[.](https://www.sec.gov/Archives/edgar/data/66740/000155837021000737/mmm-20201231xex10d6.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/66740/000155837021000737/mmm-20201231xex10d6.htm)] | | |

| (10.12)* | | | [Amended and Restated 3M VIP Excess Plan, as amended and restated effective December 1, 2021, is [removed: filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1012.htm)] [added: incorporated by reference from our Form 10-K for the year ended December 31, 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1012.htm)] | | |

| [removed: (10.13)*] [added: (10.23)*] | | | [Amended and Restated 3M [removed: VIP (Voluntary Investment Plan) Plus] [added: Nonqualified Pension] Plan [added: I] is incorporated by reference from our Form 10-K for the year ended December 31, [removed: 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex1016168c8.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex102958e2d.htm)] | | |

| [removed: (10.14)*] [added: (10.13)*] | | | [Amended and Restated 3M Deferred [removed: Compensation](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1014.htm) [Excess] [added: Compensation Excess] Plan, as amended and restated effective December 1, 2021, is [removed: filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1014.htm)] [added: is incorporated by reference from our Form 10-K for the year ended December 31, 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1014.htm)] | | |

| [removed: (10.15)*] [added: (10.14)*] | | | [3M Performance Awards Deferred Compensation Plan is incorporated by reference from our Form 10-K for the year ended December 31, 2009.](https://www.sec.gov/Archives/edgar/data/66740/000110465910007295/a09-35783_1ex10d25.htm) | | |

| (10.16)* | | | [3M [removed: Annual Incentive] [added: Executive Severance] Plan [removed: (including amendments through February 3, 2020)](https://www.sec.gov/Archives/edgar/data/66740/000155837020000581/ex-10d18.htm) [is](https://www.sec.gov/Archives/edgar/data/66740/000155837020000581/ex-10d18.htm) [incorporated] [added: is incorporated] by reference from our Form 10-K for the year ended December 31, [removed: 2019.](https://www.sec.gov/Archives/edgar/data/66740/000155837020000581/ex-10d18.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/66740/000155837020000581/ex-10d20.htm)] | | |

| [removed: (10.17)*] [added: (10.15)*] | | | [3M Annual Incentive Plan, as amended and restated effective January 1, 2022, is incorporated by reference from our Form 8-K dated November 12, 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674021000018/a111221ex101.htm) | | |

| [removed: (10.18)*] [added: (10.21)*] | | | [3M Executive [removed: Severance Plan] [added: Life Insurance Plan, as amended,] is incorporated by reference from our Form 10-K for the year ended December 31, [removed: 2019.](https://www.sec.gov/Archives/edgar/data/66740/000155837020000581/ex-10d20.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/66740/000155837018000535/mmm-20171231ex1022fd468.htm)] | | |

| [removed: (10.19)*] [added: (10.17)*] | | | [3M Compensation Plan for Non-Employee Directors, as amended, through November 8, 2004, is incorporated by reference from our Form 10-K for the year ended December 31, 2004.](https://www.sec.gov/Archives/edgar/data/66740/000110465905008057/a05-3853_1ex10d10.htm) | | |

| [removed: (10.20)*] [added: (10.18)*] | | | [Amendment of 3M Compensation Plan for Non-Employee Directors is incorporated by reference from our Form 8-K dated November 14, 2008.](https://www.sec.gov/Archives/edgar/data/66740/000110465908071086/a08-28444_2ex10d8.htm) | | |

| [removed: (10.21)*] [added: (10.19)*] | | | [Amendment of 3M Compensation Plan for Non-Employee Directors as of August 12, 2013, is incorporated by reference from our Form 10-Q for the quarter ended September 30, 2013.](https://www.sec.gov/Archives/edgar/data/66740/000110465913079583/a13-19634_1ex10d31.htm) | | |

| [removed: (10.22)*] [added: (10.20)*] | | | [Amendment and Restatement of 3M Compensation Plan for Non-Employee Directors as of January 1, 2019, is incorporated by reference from our Form 10-K for the year ended December 31, 2018.](https://www.sec.gov/Archives/edgar/data/66740/000155837019000470/mmm-20181231ex1024baeb2.htm) | | |

| [removed: (10.23)*] [added: (10.24)*] | | | [removed: [3M Executive Life Insurance Plan, as amended,] [added: [Amended and Restated 3M Nonqualified Pension Plan II] is incorporated by reference from our Form 10-K for the year ended December 31, [removed: 2017.](https://www.sec.gov/Archives/edgar/data/66740/000155837018000535/mmm-20171231ex1022fd468.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex10309a2c3.htm)] | | |

| [removed: (10.24)*] [added: (10.22)*] | | | [Policy on Reimbursement of Incentive Payments is incorporated by reference from our Form 10-Q for the quarter ended June 30, [removed: 2018.](https://www.sec.gov/Archives/edgar/data/66740/000110465910041912/a10-10544_1ex10d49.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/66740/000155837018005773/mmm-20180630ex1023f6cc6.htm)] | | |

| (10.25)* | | | [Amended and Restated 3M Nonqualified Pension Plan [removed: I] [added: III] is incorporated by reference from our Form 10-K for the year ended December 31, [removed: 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex102958e2d.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex10313ce21.htm)] | | |

| [removed: (10.26)*] [added: (10.28)] | | | [removed: [Amended] [added: [Amendment No.1, dated November 1, 2022, to the Amended] and Restated [removed: 3M Nonqualified Pension Plan II] [added: Five-Year Credit Agreement,] is incorporated by reference from our Form [removed: 10-K for the year ended December 31, 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex10309a2c3.htm)] [added: 8-K dated November 14, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000080/a111422exhibit102-8xk.htm)] | | |

| [removed: (10.27)*] [added: (10.27)] | | | [Amended and Restated [removed: 3M Nonqualified Pension Plan III] [added: Five-Year Credit Agreement as of November 15, 2019,] is incorporated by reference from our Form [removed: 10-K for the year ended December 31, 2016.](https://www.sec.gov/Archives/edgar/data/66740/000155837017000479/mmm-20161231ex10313ce21.htm)] [added: 8-K dated November 19, 2019.](https://www.sec.gov/Archives/edgar/data/66740/000110465919065493/tm1923333d1_ex10-1.htm)] | | |

| [removed: (10.28)*] [added: (10.26)*] | | | [Offer [removed: letter] [added: Letter] of Employment of Monish Patolawala, dated May 19, 2020 is incorporated by reference from our Form 8-K dated June 3, 2020.](https://www.sec.gov/Archives/edgar/data/66740/000110465920069216/tm2021663d1_ex99-1.htm) | | |

| (10.29) | | | [removed: [Amended and restated five-year credit agreement] [added: [364-day Credit Agreement] as of November [removed: 15, 2019,] [added: 12, 2021,] is incorporated by reference from our Form 8-K dated November [removed: 19, 2019.](https://www.sec.gov/Archives/edgar/data/66740/000110465919065493/tm1923333d1_ex10-1.htm)] [added: 15, 2021.](https://www.sec.gov/Archives/edgar/data/0000066740/000006674021000021/a111521exhibit101.htm)] | | |

| (10.30) | | | [364-day [removed: credit agreement] [added: Credit Agreement] as of November [removed: 12, 2021,] [added: 10, 2022,] is incorporated by reference from our Form 8-K dated November [removed: 15, 2021.](https://www.sec.gov/Archives/edgar/data/0000066740/000006674021000021/a111521exhibit101.htm)] [added: 14, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000080/a111422exhibit101-8xk.htm)] | | |

| (21) | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/a2021q4exhibit21.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022exhibit2110k.htm)] | | |

| (23) | | | [Consent of independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx23.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022exhibit2310k.htm)] | | |

| (24) | | | [Power of [removed: attorney.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-2021x12x31xexx24.htm)] [added: attorney.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022exhibit2410k.htm)] | | |

| (31.1) | | | [Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx311.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022q4exhibit311.htm)] | | |

| (31.2) | | | [Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx312.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022q4exhibit312.htm)] | | |

| (32.1) | | | [Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx321.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022q4exhibit321.htm)] | | |

| (32.2) | | | [Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx322.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022q4exhibit322.htm)] | | |

| (95) | | | [Mine Safety [removed: Disclosures.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/a2021q4exhibit95.htm)] [added: Disclosures.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/a2022q4exhibit95.htm)] | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

| (10.32)* | | | [Form of Performance Share Award Agreement for performance share awards granted under the 3M Company 2016 Long-Term Incentive Plan on or after February 6, 2023, is filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1032-2016ltipxformp.htm) | | |

| (10.33)* | | | [Form of Stock Option Award Agreement for stock options granted under the 3M Company 2016 Long-Term Incentive Plan on or after February 6, 2023, is filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1033-2016ltipxforms.htm) | | |

| (10.34)* | | | [Form of Restricted Stock Unit Award Agreement for restricted stock unit awards granted under the 3M Company 2016 Long-Term Incentive Plan on or after February 6, 2023, is filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1034-2016ltipxformr.htm) | | |

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on February [removed: 9, 2022.][added: 8, 2023.]

[T](#i33486be8de144b99aa444b972b691100_366)[able of](#i33486be8de144b99aa444b972b691100_366) [Contents](#i33486be8de144b99aa444b972b691100_366)

| | | | | | | February 8, 2023 | | | | | |

| Suzan Kereere | | | | | | Director | | |

| | | | | | | | | |

[Table of](#i04254fc6fdb847859444e33430354842_7) [Contents](#i04254fc6fdb847859444e33430354842_7)

| | | | | | | February 9, 2022 | | | | | |

| Herbert L. Henkel | | | | | | Director | | |

| Patricia A. Woertz | | | | | | Director | | |