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Cover and table of contents

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

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

For the fiscal year ended December 31, 2023

or

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

For the transition period from __________ to __________

Commission file number 1-3285

3M COMPANY

State of Incorporation: Delaware

I.R.S. Employer Identification No. 41-0417775

Principal executive offices: 3M Center, St. Paul, Minnesota 55144

Telephone number: (651) 733-1110

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $.01 Per ShareMMMNew York Stock Exchange
MMMChicago Stock Exchange, Inc.
1.500% Notes due 2026MMM26New York Stock Exchange
1.750% Notes due 2030MMM30New York Stock Exchange
1.500% Notes due 2031MMM31New York Stock Exchange

Note: The common stock of the registrant is also traded on the SIX Swiss Exchange.

Securities registered pursuant to section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

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

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

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

Large accelerated filerxAccelerated fileroNon-accelerated fileroSmaller reporting company☐Emerging growth company☐

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

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes ☒ No o

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. o

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

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

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 $52.2 billion as of January 31, 2024 (approximately $55.2 billion as of June 30, 2023, the last business day of the registrant’s most recently completed second quarter).

Shares of common stock outstanding at January 31, 2024: 552.7 million

DOCUMENTS INCORPORATED BY REFERENCE

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, 2023) for its annual meeting to be held on May 14, 2024, are incorporated by reference in this Form 10-K in response to Part III, Items 10, 11, 12, 13 and 14.

Table of Contents

3M COMPANY

FORM 10-K

For the Year Ended December 31, 2023

TABLE OF CONTENTSPAGE
PART I4
Item 1. Business4
Item 1A. Risk Factors10
Item 1B. Unresolved Staff Comments16
Item 1C. Cybersecurity17
Item 2. Properties18
Item 3. Legal Proceedings18
Item 4. Mine Safety Disclosures18
PART II18
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities18
Item 6. [Reserved]19
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations19
Overview19
Results of Operations27
Performance by Business Segment28
Performance by Geographic Area33
Critical Accounting Estimates34
New Accounting Pronouncements36
Financial Condition and Liquidity36
Financial Instruments40
Item 7A. Quantitative and Qualitative Disclosures About Market Risk40
Item 8. Financial Statements and Supplementary Data41
Index to Financial Statements41
Management’s Responsibility for Financial Reporting41
Management’s Report on Internal Control Over Financial Reporting41
Report of Independent Registered Public Accounting Firm42
Consolidated Statement of Income (Loss)44
Consolidated Statement of Comprehensive Income (Loss)45
Consolidated Balance Sheet46
Consolidated Statement of Changes in Equity47
Consolidated Statement of Cash Flows48
Notes to Consolidated Financial Statements49
NOTE 1. Significant Accounting Policies49
NOTE 2. Revenue54
NOTE 3. Divestitures55
NOTE 4. Goodwill and Intangible Assets56
NOTE 5. Restructuring Actions57
NOTE 6. Supplemental Income (Loss) Statement Information58
NOTE 7. Supplemental Balance Sheet Information59
NOTE 8. Supplemental Equity and Comprehensive Income (Loss) Information60
NOTE 9. Supplemental Cash Flow Information61
NOTE 10. Income Taxes61
NOTE 11. Earnings (Loss) Per Share64
NOTE 12. Marketable Securities64
NOTE 13. Long-Term Debt and Short-Term Borrowings65
NOTE 14. Pension and Postretirement Benefit Plans67
NOTE 15. Supplier Finance Program Obligations74
NOTE 16. Derivatives74

Table of Contents

TABLE OF CONTENTSPAGE
NOTE 17. Fair Value Measurements77
NOTE 18. Commitments and Contingencies79
NOTE 19. Leases103
NOTE 20. Stock-Based Compensation103
NOTE 21. Business Segments and Geographic Information106
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure110
Item 9A. Controls and Procedures110
Item 9B. Other Information110
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections110
PART III111
Item 10. Directors, Executive Officers and Corporate Governance111
Item 11. Executive Compensation111
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters112
Item 13. Certain Relationships and Related Transactions, and Director Independence112
Item 14. Principal Accounting Fees and Services112
PART IV113
Item 15. Exhibits, Financial Statement Schedules113
Item 16. Form 10-K Summary115

Table of Contents

3M COMPANY

ANNUAL REPORT ON FORM 10-K

For the Year Ended December 31, 2023

PART I

Next: Item 1. Business