3M (MMM) 10-K risk factor changes: FY2024 vs FY2023

[removed: The Company derives approximately 54 percent of its revenues from outside the United States, and, accordingly,] [added: Accordingly,] the Company’s operations and the execution of its business strategies and plans are subject to global competition and economic and geopolitical risks that are beyond its control, such as, among other things, disruptions in financial markets, economic downturns, military conflicts, terrorism, public health emergencies, political changes and trends such as protectionism, economic nationalism resulting in government actions impacting international trade agreements or imposing trade restrictions such as tariffs and retaliatory counter measures, and government deficit reduction and other austerity measures in locations or industries in which the Company operates.

Further escalation of specific trade tensions, including those between the U.S. and China, or more broadly in global trade conflict, could [removed: adversely impact] [added: have a material adverse effect on] the Company's business and operations around the world.

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 [removed: Russia.][added: certain conflict zones.]

These geopolitical tensions could result in, among other things, cyberattacks, supply chain disruptions, higher energy and other commodity costs, lower consumer demand, and changes to foreign exchange rates and financial markets, any of which may [removed: adversely affect] [added: have a material adverse effect] the Company's business and supply chain.

[removed: Because the Company’s financial statements are denominated in U.S. dollars and approximately 54 percent of the Company’s revenues are derived from outside the United States,] [added: As a result,] the Company’s results of operations and its ability to realize projected growth rates in sales and earnings could be [added: materially] adversely [removed: affected] [added: impacted] if the U.S. dollar strengthens significantly against foreign [removed: currencies.][added: currencies, and the Company's results of operations may experience volatility related to changes in exchange rates.]

The Company faces liabilities related to certain fluorochemicals, which could [removed: adversely impact] [added: have a material adverse effect on] our results.*

[removed: 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 [removed: declining] [added: decreasing] emission standards and limits set [removed: as to] [added: for] the presence of certain [removed: compounds] [added: PFAS] in various media, and the inclusion [added: in regulatory activity] of a broadening group of PFAS.

Developments in these and other global regulatory trends may require additional actions by 3M, including investigation, [removed: remediation,] [added: remediation] and [removed: compliance, or] [added: compliance actions, and] may result in additional litigation and enforcement [removed: action] [added: action-related] costs.

The Company has been voluntarily cooperating with various local, state, federal (primarily the U.S. Environmental Protection Agency (EPA)), and international agencies in their [removed: review] [added: reviews] of the environmental and health effects of certain PFAS produced by the Company.

The PFAS group [added: of substances] 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.

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

3M announced in December 2022 it will take two actions with respect to PFAS (2022 PFAS Announcement): exiting all PFAS manufacturing by the end of [removed: 2025;] [added: 2025,] and working to discontinue the use of PFAS across its product portfolio by the end of 2025.

The Company recognized a $0.8 billion pre-tax charge in the fourth quarter of 2022 associated with [removed: this announcement] [added: the 2022 PFAS Announcement] related to asset impairments, and will incur additional expenses in connection with the 2022 PFAS Announcement.

In addition, the 2022 PFAS Announcement involves 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 or the Company’s exit plans; the Company’s ability to identify and manufacture, or procure from third parties if possible, acceptable [removed: options] [added: substitutes] for PFAS-containing materials in 3M's supply chain; the possibility that such non-PFAS options are not available or that such substitutes may not achieve the anticipated or desired commercial, financial or operational results; potential litigation relating to the Company’s exit plans or to any products that include third-party manufactured materials containing PFAS that are incorporated into the products the Company sells; and the possibility that the planned exit will involve greater costs than anticipated, may not be feasible, may not be feasible on the timeframe initially predicted, or may otherwise have negative impacts on the Company’s relationships with its customers and other [removed: counterparties.][added: parties.]

As stated above, 3M is progressing toward [removed: exiting] [added: the exit of] all PFAS manufacturing by the end of 2025.

3M is also working to discontinue the use of PFAS across its product portfolio by the end of [removed: 2025.][added: 2025 and has made progress in eliminating the use of PFAS across its product portfolio in a variety of applications.]

With respect to PFAS-containing products not manufactured by 3M [removed: but manufactured by companies other than 3M] in the Company's supply chains, the Company continues to evaluate the availability [added: and feasibility] of third-party products that do not contain PFAS.

Depending on the availability and feasibility of such third-party products not containing PFAS, the Company continues to evaluate [removed: whether there may be some] circumstances in which the use of PFAS-containing [removed: materials] [added: products] manufactured by third parties and used in certain applications in 3M’s product portfolios, such as lithium ion [removed: batteries and] [added: batteries,] printed circuit boards [added: and certain seals and gaskets, all] widely used in commerce across a variety of industries, [added: and in some cases required by regulatory or industry standards,] may [added: or are expected to, depending on applications,] continue beyond 2025.

[removed: In such instances,] [added: With respect to PFAS-containing products manufactured by third parties,] the Company intends to continue to evaluate [added: beyond] the [added: end of 2025 the] adoption of third-party products that do not contain PFAS to the extent such products are available and such adoption is feasible.

3M currently is defending lawsuits concerning various PFAS-related products and chemistries, and is subject to unasserted and asserted claims and governmental regulatory proceedings and inquiries related to the production and use of PFAS in a variety of jurisdictions, as discussed in Note [removed: 18,] [added: 19,] “Commitments and Contingencies,” within the Notes to Consolidated Financial Statements.

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 [removed: Aqueous Film Forming Foam (AFFF)] [added: AFFF] multi-district litigation and some of which are pending in other jurisdictions.

For example, [removed: we] [added: the Company] recorded a pre-tax charge of $897 million, inclusive of legal fees and other related obligations, in the first quarter of 2018 with respect to the settlement of a matter brought by the State of Minnesota involving the presence of PFAS in the groundwater, surface water, fish or other aquatic life, and sediments in the state.

In addition, as described in greater detail in Note [removed: 18,] [added: 19,] “Commitments and Contingencies,” within the Notes to Consolidated Financial Statements, in June 2023, the Company entered into a [removed: proposed] class-action settlement (“PWS Settlement”) to resolve a wide range of drinking water claims by public water [removed: systems] [added: suppliers] in the United States regarding [removed: any PFAS, subject to court approval.][added: PFAS.]

[removed: If the court approves the PWS Settlement and all conditions in the PWS Settlement are met,] 3M will pay $10.5 billion to $12.5 billion in total to resolve the claims released by the PWS Settlement, with payments to be made from [removed: 2023] [added: 2024] through 2036, in exchange for a release of certain claims, as described further in Note [removed: 18.][added: 19.]

Unexpected events related to the PWS Settlement, including [removed: whether court approval of] the [removed: PWS Settlement will be obtained, whether the number of plaintiffs that opt out of the PWS Settlement will exceed current expectations or will exceed the level that would permit 3M to terminate the PWS Settlement (and whether 3M will elect to terminate the PWS Settlement if this occurs), whether the PWS Settlement is appealed, and the] [added: potential] impact of the PWS Settlement on other PFAS-related [removed: matters] [added: matters,] could have a material adverse effect on the Company’s results of operations, cash flows or [removed: its] consolidated financial position.

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

Any of the foregoing could have a material adverse effect on the Company’s results of operations, cash flows or [removed: its] consolidated financial position.

The Company operates globally, including in some jurisdictions that pose potentially elevated risks of fraud or corruption or increased risk of internal control issues, and is subject to risks related to international, federal, state, and local treaties, laws, and regulations, including those involving product liability; securities and corporate [removed: laws;] [added: governance;] antitrust and [removed: competition laws;] [added: competition;] intellectual property; environmental, health, and safety; tax; the [removed: U.S. Foreign Corrupt Practices Act (FCPA)] [added: FCPA] and other [removed: anti-bribery,] [added: anti-bribery and] anti-corruption laws; international import and export requirements and trade sanctions compliance; [removed: regulations of the U.S. Food and Drug Administration (FDA) and similar foreign agencies; U.S. federal healthcare program-related] laws and regulations [added: that apply to industries served by the Company,] including the False Claims Act, anti-kickback laws, and the Sunshine Act; and other matters.

The Company's results of operations could [removed: be adversely impacted] [added: experience a material adverse effect] if the costs to comply with these evolving treaties, laws, regulations, and requirements are greater than projected by the Company.

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

Various factors or developments can lead the Company to change current estimates of liabilities and related insurance [removed: receivables where applicable,] [added: receivables,] or make such estimates for matters previously not susceptible of reasonable estimates, such as a significant judicial ruling or judgment, a significant settlement, significant regulatory developments or changes in applicable law.

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 [removed: an] [added: a material] adverse effect on the Company.

For a more detailed discussion of the legal proceedings involving the Company and the associated accounting estimates, see the discussion in Note [removed: 18,] [added: 19,] “Commitments and Contingencies,” within the Notes to Consolidated Financial Statements.

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 [added: preferences for products that do not contain PFAS,] 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 and machine learning technologies, block-chain, expanded 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, [added: strikes or other labor disruptions,] logistics, supply chain interruptions, manufacturing site disruptions, regulatory developments, natural disasters, and other disruptive factors.*

Any sustained interruption in the Company’s receipt of adequate supplies, supply chain disruptions impacting the distribution of products, or disruption to key manufacturing sites’ operations due to natural and other disasters or events, such as government actions relating to discharge or emission [removed: permits] [added: permits, strikes] or other [added: labor disruptions, or other] legal or regulatory requirements, could have a material adverse effect on the Company and its ability to fulfill supply obligations to its customers.

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

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 [added: artificial intelligence,] privacy and cybersecurity laws, regulations, and customer-imposed controls.

Despite our cybersecurity and business continuity counter measures (including employee and third-party training, monitoring of networks and systems, patching, maintenance, and backup of systems and data), the Company’s information and operational technology systems, networks and infrastructure [added: have experienced and] are [removed: still potentially] [added: expected to experience cyberattacks of various degrees of sophistication, and are] susceptible to [removed: cyber-attack,] insider threat, compromise, damage, disruption, or shutdown, including as a result of the exploitation of known or unknown hardware or software vulnerabilities, or zero day attacks, in our systems or the systems of our vendors and third-party service providers, the introduction of computer viruses, malware or ransomware, service or cloud provider disruptions or security breaches, phishing attempts, employee error or malfeasance, power outages, telecommunication or utility failures, systems failures, natural disasters, or other catastrophic events.

Despite [removed: our] [added: the Company's] cybersecurity counter measures, it is possible for security vulnerabilities or a cyberattack to remain undetected for an extended [removed: time period,] [added: time,] up to and including several months, 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 these attacks.

During 2024, the Company derived approximately 56 percent of its revenues from outside the United States.

The global economy has been impacted by geopolitical tensions.

The Company’s financial statements are denominated in U.S. dollars and, as noted above, the Company derives a significant percentage of its revenues from outside the United States.

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,” including some presently or historically produced by the Company.

3M is just one of a number of companies that manufacture PFAS compounds.

3M is progressing toward the exit of all PFAS manufacturing by the end of 2025.

The Company continues to discuss its PFAS manufacturing exit, and related issues involving the disposition of manufacturing assets, with customers, government authorities, and other stakeholders, and the Company remains focused on completing the exit in a timely and orderly fashion.

In other cases, sales of products manufactured before the end of 2025, regulatory approval, or customer re-certification or re-qualification of substitutes or replacements to eliminate the use of PFAS manufactured by third parties may not be completed, or, depending on circumstances, are not expected to be completed, by the end of 2025.

Under certain environmental laws, including the United States Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”) and similar state laws, the Company may be jointly and severally liable, sometimes with other potentially responsible parties, for the costs of investigation and remediation of environmental contamination at current or former facilities and at off-site locations where substances designated as “hazardous substances” have been released or disposed of.

The Company has identified numerous locations, many of which are in the United States, at which it may have some liability for remediation of contamination under applicable environmental laws.

As a result of the CERCLA designation of PFOA and PFOS as hazardous substances in 2024, and to the extent EPA finalizes additional proposals related to PFAS, 3M may be required to undertake additional investigative or remediation activities, including where 3M conducts operations or where 3M has disposed of waste.

3M may also face additional litigation from other entities that have liability under these laws for claims seeking contribution for clean-up costs other entities might have.

The court approved that settlement in March 2024.

In addition, as previously disclosed, in connection with the separation of Solventum, the Company agreed to retain liabilities related to PFAS for certain products sold by the Company's health care businesses prior to the separation and by Solventum for a limited period of time following the separation.

The Company may also record asset retirement obligations, some of which may be material, depending in part on how the Company manages related assets in connection with these activities.

The Company or its third-party vendors may develop or incorporate artificial intelligence technology in certain business processes, services or products.

The development and use of artificial intelligence may present risks to the Company’s business.

Also, the rapidly evolving legal and regulatory environment relating to artificial intelligence, in the United States and internationally, could impact the Company’s implementation of artificial intelligence technology, and increase compliance costs and the risk of non-compliance.

While the Company will seek to develop and use artificial intelligence responsibly, and will attempt to identify and mitigate ethical, privacy, legal or other issues presented by its use, there can be no assurance that the Company will be fully successful in doing so, and may be subject to data breaches, allegations of unauthorized access to, or use of, third party data, information, or intellectual property rights, or other risks, which may lead to financial losses, legal liability, regulatory scrutiny and reputational damage.

Any cybersecurity incident or information or operational technology network disruption could result in numerous negative consequences,

For example, in connection with the separation of Solventum, the Company and Solventum entered into various agreements that provide for the performance of certain services or provision of goods by each company for the benefit of the other and that may result in unexpected liabilities related to indemnification obligations or non-performance by Solventum.

A summary of the material terms of these agreements can be found in the section entitled “Certain Relationships and Related Party Transactions—Agreements with 3M” in Solventum’s Information Statement, dated March 13, 2024, which was included as Exhibit 99.1 to Solventum’s Current Report on 8-K filed with the SEC on March 13, 2024.

Payments to claimants are subject to certain conditions, including providing 3M with a full release of any and all claims involving the CAE.

As of the final registration date for the CAE Settlement, more than 99% of claimants are participating in the settlement.

These and other events related to the CAE Settlement, including the potential impact of the CAE Settlement on related matters, could have a material adverse effect on the Company’s results of operations, cash flows or consolidated financial position.

On April 1, 2024, the Company completed the planned spin-off of its health care business, which is known as Solventum Corporation, as an independent company.

The separation may also impose challenges on the Company and its business, including potential impacts on the Company’s relationships with its customers, employees, regulators, and other counterparties; and the risk that any consents or approvals required will not be obtained or will be obtained subject to material modifications to the terms of the underlying arrangement.

In connection with the separation, the Company and Solventum entered into various agreements that provide for the performance of certain services or provision of goods by each company for the benefit of the other, including a separation and distribution agreement, a transition services agreement, a tax matters agreement, an employee matters agreement, a transition distribution services agreement, a transition contract manufacturing agreement, a stockholder’s and registration rights agreement, an intellectual property cross license agreement, a master supply agreement, and a reverse master supply agreement.

Performance under these agreement or other related conditions outside of the Company’s control could materially affect our operations and future financial results.

Following the separation, the Company is a smaller, less diversified company than it was prior to the separation, which could make the Company more vulnerable to factors impacting its performance, such as changing market conditions and market volatility.

In addition, the Company may be unable to find suitable alternatives for goods and services that Solventum temporarily provides to the Company pursuant to the agreements noted above, or such alternative goods and services may be more expensive than provided by Solventum to the Company.

The Company retained an equity interest in Solventum in connection with the spin-off.

The Company cannot predict the trading price of shares of Solventum’s common stock and the market value of the Solventum shares is subject to market volatility and other factors outside of the Company’s control.

The Company intends to divest its ownership interest in Solventum within five years from the spin-off, but there can be no assurance regarding the timing of, or timeframe over which, such divestiture or divestitures may occur, or the amount of proceeds received by the Company in connection with any such divestitures.

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

3M suspended operations of its subsidiaries in Russia in March 2022 and completed a sale of the related assets in June 2023.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

PFAS compounds are manufactured by various companies, including 3M, and are used in everyday products, including some manufactured by 3M.

3M continues to make progress toward these goals, as discussed further below.

3M has already eliminated the PFAS use in certain product categories, and has made progress across its product portfolio in a variety of applications.

The PWS Settlement gives 3M the option to terminate the PWS Settlement if the numbers of eligible class members opting out of the PWS Settlement exceed specified levels.

Since the Company’s announcements of the PWS Settlement and CAE Settlements, Moody’s Investor Service downgraded 3M's’s credit rating twice from A1 to A3 (and downgraded 3M's short-term credit rating from P-1 to P-2).

Similarly, S&P Global Ratings downgraded the Company’s credit rating twice from A to BBB+ (and downgraded the Company’s short-term credit rating from A-1 to A-2).

The actual amount, payment terms, and dates are subject to satisfaction of certain participation thresholds claimants must meet, including that at least 98% of individuals with actual or potential litigation claims involving the CAE (calculated as described in the CAE Settlement) must have enrolled in the CAE Settlement and provided 3M with a full release of any and all claims involving the CAE.

On July 26, 2022, the Company announced its intent to spin off its Health Care business, resulting in two standalone public companies, in a transaction that is intended to be tax-free for the Company’s stockholders for U.S. federal income tax purposes.

The spin-off will be subject to the satisfaction of a number of conditions, including the filing and effectiveness of a Form 10 registration statement, receipt of a private letter ruling from the Internal Revenue Service and a tax opinion from external counsel, satisfactory completion of financing, final approval by the Company’s Board of Directors, and other customary conditions.

The failure to satisfy all of the required conditions, as well as additional factors such as conditions in the equity and debt markets, other external conditions, developments or challenges involving the intended spin-off, the Company or any of its businesses, many of which are outside of the Company’s control, could delay the completion of the spin-off relative to the anticipated timeline or prevent it from occurring.

Any delay in the completion of the spin-off or any change to the anticipated terms of the transaction could reduce the expected benefits of the transaction, or delay the time at which such benefits are realized.

Whether or not the spin-off is ultimately completed, the pendency of the transaction may impose challenges on the Company and its business, including potential business disruption; the diversion of management time on matters relating to the transaction; the impact on the Company’s ability to retain talent; and potential impacts on the Company’s relationships with its customers, employees, regulators, and other counterparties.

[removed: Additional] [added: Certain additional] information about results of operations and financial condition for [removed: 2022] [added: 2023] and [removed: 2021 (including the detailed discussion] [added: 2022, not otherwise impacted by reflection] of the [added: above for applicable] prior [removed: year 2022 to 2021 year-over-year changes)] [added: periods presented,] can be found in *Management’s Discussion and Analysis of Financial Condition and Results of Operations* sections in 3M's Annual Report on Form 10-K for the year ended December 31, [removed: 2022.][added: 2023.]

[removed: - Changes] [added: ▪Refer] to [removed: non-GAAP measures - certain] [added: the *Certain] amounts adjusted for special [added: items - (non-GAAP measures)* section for additional details on the impact of special items for additional information on the components of corporate special] items.

Information provided herein reflects the impact of these changes for all [added: applicable] periods presented.

3M manages its [added: continuing] operations in [removed: four] [added: three] operating business segments: Safety and Industrial; Transportation and Electronics; [removed: Health Care;] and Consumer.

Acquisition and divestiture sales change impacts, if any, are measured separately for the first twelve months [removed: post-transaction.][added: post-transaction and, beginning April 2024, include the impact of commercial agreements associated with the separation of Solventum.]

Additional information regarding certain items impacting [removed: pre-2023] [added: pre-2024] periods that may also be relevant in [removed: 2023] [added: 2024] can be found in the Overview section of Part II, Item 7 as well as in further sections of 3M’s [removed: 2022] [added: 2023] Annual Report on Form 10-K.

Earnings (loss) [added: from continuing operations] per share attributable to 3M common shareholders – diluted: The following table provides the increases (decreases) in diluted earnings (loss) [added: from continuing operations] per share.

| Earnings (loss) [added: from continuing operations] per diluted share | | | | | | | | | [added: | | |] Year ended December 31, | | | | | | | | |

| | | | | | | [added: 2024 | | | | | | | | | | | | | | | | | |] 2023 | | | | | | [added: | | | | | | | | | | | |] 2022 | | | | | | [added: | | | | | | | | | | | | | | | | | | | | |]

| Same period last year | | | | | | | | | [removed: $] | [removed: 10.18] | | [added: $] | [added: (15.17)] | | [added: | | |] $ | [removed: 10.12] [added: 7.07] | |

| Net costs for significant litigation | | | | | | | | | [removed: 3.20] | | | [added: 21.00] | | | [removed: 0.61] | | | [added: 3.20 | | |]

| Divestiture costs | | | | | | [added: —] | | | [removed: 0.08] | | | [added: 8] | | | [added: | | | | | | | | | 8 | | | | | |] — | | | [added: | | | | | | | | | 8 | | | | | | 0.01 | | |]

| Gain on business divestitures | | | | | | | | | [removed: (4.73)] | | | [added: (0.05)] | | | [removed: —] | | | [added: (4.73) | | |]

| Divestiture-related restructuring actions | | | | | | | | | [removed: 0.05] | | | [added: —] | | | [removed: —] | | | [added: 0.05 | | |]

| Russia exit [removed: charges] [added: (charges) benefits] | | | | | | | | | [removed: 0.20] | | | [added: —] | | | [removed: —] | | | [added: 0.04 | | |]

| Manufactured PFAS products | | | | | | | | | [removed: 0.90] | | | [added: 0.28] | | | [removed: (0.18)] | | | [added: 0.90 | | |]

| Total special items | | | | | | | | | [removed: (0.30)] | | | | | | [removed: 0.43] | | | [added: 84 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Same period last year, excluding special items | | | | | | | | | [removed: $] | [removed: 9.88] | | [added: $] | [added: 6.04] | | [added: | | |] $ | [removed: 10.55] [added: 6.69] | |

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

| Total organic growth/productivity and other | | | | | | | | | [removed: 0.30] | | | [added: 0.93] | | | [removed: 0.22] | | | [added: 0.23 | | |]

| Restructuring and related charges | | | | | | | | | [removed: (0.62)] | | | [added: 0.23] | | | [removed: 0.16] | | | [added: (0.59) | | |]

| Foreign exchange impacts | | | | | | | | | [removed: (0.17)] | | | [added: (0.13)] | | | [removed: (0.39)] | | | [added: (0.10) | | |]

| Acquisitions/divestitures | | | | | | | | | [removed: (0.06)] | | | [added: 0.02] | | | [removed: (0.05)] | | | [added: (0.06) | | |]

| Other expense (income), net | | | | | | | | | [removed: (0.06)] | | | [added: 0.22] | | | [removed: 0.02] | | | [added: (0.07) | | |]

| Income tax rate | | | | | | | | | [removed: —] | | | [added: (0.04)] | | | [removed: 0.06] | | | [added: (0.20) | | |]

| Shares of common stock outstanding | | | | | | | | | [removed: 0.21] | | | [added: 0.03] | | | [removed: 0.30] | | | [added: 0.14 | | |]

| Current period, excluding special items | | | | | | | | | [removed: 9.24] | | | [added: 7.30] | | | [removed: 9.88] | | | [added: 6.04 | | |]

| Net costs for significant litigation | | | | | | | | | [removed: (21.00)] | | | [added: (1.32)] | | | [removed: (3.20)] | | | [added: (21.00) | | |]

| Divestiture costs | | | | | | [added: —] | | | [removed: (0.68)] | | | | | | [removed: (0.08)] | | | [added: 13 | | | | | | | | | | | | 13 | | | | | | 4 | | | | | | | | | | | | 9 | | | | | | 0.02 | | | | | | | | |]

| Gain on business divestitures | | | | | | | | | [removed: 0.05] | | | [added: —] | | | [removed: 4.73] | | | [added: 0.05 | | |]

| Divestiture-related restructuring actions | | | | | | [added: —] | | | [removed: —] | | | [added: 41] | | | [removed: (0.05)] | | | [added: | | | | | | 41 | | | | | | 9 | | | | | | | | | | | | 32 | | | | | | 0.05 | | |]

| Russia exit [removed: (charges) benefits] [added: charges (benefits)] | | | | | | [added: —] | | | [removed: 0.04] | | | | | | [removed: (0.20)] | | | [added: (18) | | | | | | | | | | | | (18) | | | | | | 3 | | | | | | | | | | | | (21) | | | | | | (0.04) | | | | | | | | |]

| Manufactured PFAS products | | | | | | | | | [removed: (0.28)] | | | [added: (0.20)] | | | [removed: (0.90)] | | | [added: (0.28) | | |]

| Total special items | | | | | | | | | [removed: (21.87)] | | | | | | [removed: 0.30] | | | [added: 36 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

The Company refers to various "adjusted" amounts or measures on an [removed: “adjusted basis.” These exclude special items.][added: “adjusted" basis.]

A discussion related to the components of year-on-year changes in earnings (loss) [added: from continuing operations] per diluted share follows:

- In 2023, the following components impacted [removed: operating margins and] earnings (loss) [added: from continuing operations] per diluted share year-on-year:

◦Declines in disposable respirator demand year-on-year and the 2022 exit of operations in Russia negatively impacted earnings (loss) per share by [removed: $0.43.][added: $0.38.]

◦Remaining organic growth/productivity and other impacts resulted in a net year-on-year increase of [removed: $0.73] [added: $0.61] per share which was impacted by the following:

- In [removed: 2022,] [added: 2024,] the following components impacted earnings [added: (loss) from continuing operations] per diluted share year-on-year:

Certain changes are reflective in this document for all applicable periods presented.

These include:

- As discussed in Note 2, on April 1, 2024, 3M completed the previously announced separation of its Health Care business (the Separation) through a pro rata distribution of 80.1% of the outstanding shares of Solventum Corporation (Solventum) to 3M stockholders.

As a result of the Separation, Solventum became an independent public company and 3M no longer consolidates Solventum into 3M’s financial results.

In connection with the Separation, the historical net income of Solventum and applicable assets and liabilities included in the Separation are reported in 3M's consolidated financial statements as discontinued operations.

- 3M made certain changes to the composition of segment information reviewed by 3M's chief operating decision maker (CODM) effective in the second quarter of 2024 largely as a result of the separation of Solventum and changes within its business segments effective in the first quarter of 2024 as further described in Note 22.

To the extent these changes impacted 3M's disclosed disaggregated revenue information, data in Note 3 has also been updated.

| | | | | | | | | | 2024 | | | | | | 2023 | | | | | |

| Divestiture costs | | | | | | | | | | | | (0.24) | | | | | | (0.02) | | |

| Pension risk transfer cost | | | | | | | | | | | | (1.11) | | | | | | — | | |

| Solventum ownership benefit from change in value | | | | | | | | | | | | 2.83 | | | | | | — | | |

| Current period | | | | | | | | | | | | $ | 7.26 | | | | | $ | (15.17) | |

These exclude special items.

*◦*Year-on-year increase of $0.77 per share as a result of benefits from organic growth (including from new product launches), productivity, strong spending discipline and restructuring (including a $30 million cumulative translation adjustment restructuring benefit as certain entities were substantially liquidated in the fourth quarter of 2024) partially offset by growth investments

◦Nonrecurring items including gain on property sales resulted in a net year-on-year increase of $0.08 per share

*◦*Income from transition services agreements with Solventum (refer to Note 2 for additional discussion) resulted in a net year-on-year increase of $0.08 per share.

The year-on-year impact of non-Solventum related transition services agreements is included in acquisitions/divestitures as further described below.

The 2024 pre-tax charge included a $30 million cumulative translation adjustment restructuring benefit as certain entities were substantially liquidated in the fourth quarter of 2024.

That benefit is reflected in organic growth/productivity and other as described above.

In addition, 3M recorded certain pre-tax adjustments, accelerated depreciation and other charges related to these actions of $44 million and $4 million in 2024 and 2023, respectively.

3M also recorded restructuring charges in 2023 and 2024 for PFAS exit actions and in 2022 for divestiture-related restructuring actions as further described in Note 6 which are part of the manufactured PFAS products and divestiture-related restructuring actions special items, respectively (see the *Certain amounts adjusted for special items - (non-GAAP measures)* section below).

Foreign currency impacts (net of hedging) increased operating loss from continuing operations by approximately $116 million (or a increase of pre-tax loss by approximately $111 million) year-on-year for 2023.

Further relevant information includes:

◦Divestiture impact also includes the effect of new commercial agreements associated with the April 2024 separation of Solventum (discussed in Note 2).

Divestiture impact further includes the year-on-year impact of transition services agreements over the duration of those agreements, other than those with Solventum (the impact of which are included in organic growth/productivity and other as described above).

◦Deconsolidation/reconsolidation of Aearo entities - in the third quarter of 2022, 3M deconsolidated the Aearo Entities and, in the second quarter of 2023, reconsolidated those entities.

The primary factors that impacted 2024 were the effective tax rate benefit on the change in value of 3M's retained ownership interest in Solventum offset by the effective tax rate on the PWS Settlement and the CAE Settlement (as discussed in Note 19), including 3M’s related decision in the fourth quarter of 2024 to defer certain deductions and accelerate income for tax purposes.

- Shares outstanding impacted earnings (loss) from continuing operations per share year-on-year.

The reconciliations below, therefore, also include impacted segments as applicable.

The document also contains additional measures which are not defined under U.S. GAAP.

| | | | | | | | | |

Associated tax impacts of significant litigation include impacts on Foreign Derived Intangible Income (FDII), Global Intangible Low Taxed Income (GILTI), foreign tax credits and tax costs of repatriation.

As a result of completion of the April 2024 separation of Solventum, this includes the tax cost of updating 3M’s previous indefinite reinvestment plans on past unrepatriated earnings through the period of the Separation’s close and to tax positions retained by 3M.

*Pension risk transfer charge:*

*•*In 2024, primarily in the second quarter, 3M recorded a non-cash pension settlement charge reflected in other expense (income), net as a result of transferring a portion of its U.S. pension payment obligations and related plan assets to an insurance company (as discussed in Note 15).

*Solventum ownership - change in value:*

*•*This amount relates to the change in value of 3M's retained ownership interest in Solventum common stock reflected in other expense (income), net.

| GAAP amounts | | | | | | $ | 26,161 | | | | | $ | 4,369 | | | | | 16.7 | | % | | | | $ | 4,204 | | | | | $ | 188 | | | | | 4.5 | | % | | | | $ | 4,013 | | | | | $ | 7.07 | |

| Adjustments for special items: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total special items | | | | | | (1,351) | | | | | | 348 | | | | | | | | | | | | 348 | | | | | | 565 | | | | | | | | | | | | (217) | | | | | | (0.38) | | |

Effective in the first quarter of 2023, 3M made the following changes:

- Changes in measure of segment operating performance and segment composition used by 3M’s chief operating decision maker—impacting 3M’s disclosed measure of segment profit/loss (business segment operating income (loss))—and realignment of 3M's Consumer business segment from four divisions to three divisions.

See additional information in Note 21.

3M's disclosed disaggregated revenue was also updated as a result of these changes.

See additional information in Note 2.

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

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).

The Company continues to make progress on the Health Care business spin-off.

The transaction is expected to be completed in the first half of 2024 and is subject to satisfaction of customary conditions, including final approval from the 3M Board of Directors and receipt of regulatory approvals, discussed in Note 3.

The completion of the spin will enable the creation of two world-class public companies well positioned to pursue their respective growth plans, tailor capital allocation strategies, and create long-term value for shareholders.

During 2023, 3M's costs for significant litigation (see *Certain amounts adjusted for special items - (non-GAAP measures)* section below) totaled approximately $15.2 billion pre-tax and included, among other things, pre-tax charges of $10.5 billion and $4.3 billion (inclusive of imputed interest) related to the PWS Settlement and the CAE Settlement (discussed in Note 18), respectively, both announced in 2023.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

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

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

| Raw material impact | | | | | | | | | (0.24) | | | | | | (0.99) | | |

| Current period | | | | | | | | | $ | (12.63) | | | | | $ | 10.18 | |

◦Declines in disposable respirator demand year-on-year negatively impacted earnings per share by $0.29.

◦Remaining organic growth/productivity and other impacts resulted in a net year-on-year benefit $0.51 to earnings per share which was impacted by the following:

▪Benefits from strong pricing, spending discipline and 2021 restructuring actions

▪Manufacturing headwinds from global supply chain challenges; geopolitical impacts due to the Russia/Ukraine conflict as well as ongoing COVID-related challenges in China

▪2021 benefit of $91 million pre-tax ($0.12 per share after tax) from the impact of the favorable decision of the Brazilian Supreme Court regarding the calculation of past social taxes

▪Increased investments in growth, productivity and sustainability

In addition, 3M recorded certain related accelerated depreciation.

*Raw material impact:*

*•*In 2023, 3M continued to experience headwinds year-on-year from the carryover impact of raw material, logistics and energy cost inflation.

- In 2022, 3M experienced inflationary pressures with year-on-year increases in raw material and logistics costs driven by many geopolitical, logistics, and disruptive events that caused imbalance in the global supply chain.

In 2022, 3M completed the split-off of the Food Safety business (discussed in Note 3).

- Interest expense (net of interest income) decreased in 2022 compared to the same period year-on-year driven by debt maturities in the ordinary course and interest income on invested cash.

The primary factor that decreased the Company's effective tax rate in 2022 was the tax efficient structure associated with the gain on split-off of the Food Safety business (see Note 3).

- Lower shares outstanding increased earnings per share per diluted share for 2023 and 2022.

In 2023, 3M changed certain of its non-GAAP measures by adjusting for the results of manufactured PFAS products in arriving at results, adjusted for special items.

In the fourth quarter of 2022, 3M recorded a charge for PFAS manufacturing exit costs and included it as an adjustment in arriving at results, adjusted for special items.

The 2023 non-GAAP measure change involved expanding the extent of adjustment to include the sales and estimates of income (including exit costs) and associated activity regarding manufactured PFAS products that 3M plans to exit by the end of 2025.

The information herein reflects the impacts of these changes for all periods presented.

| GAAP amounts | | | | | | | | | | | | | | | | | | $ | 2,460 | | | | | 20.5 | | % | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| GAAP amounts | | | | | | $ | 9,262 | | | | | | | | | | | $ | 1,869 | | | | | 20.2 | | % | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| GAAP amounts | | | | | | $ | 35,355 | | | | | | | | | | | $ | 7,369 | | | | | 20.8 | | % | | | | $ | 7,204 | | | | | $ | 1,285 | | | | | 17.8 | | % | | | | $ | 5,921 | | | | | $ | 10.12 | | | | | | | |

| Manufactured PFAS products | | | | | | (1,258) | | | | | | | | | | | | (135) | | | | | | | | | | | | (135) | | | | | | (29) | | | | | | | | | | | | (106) | | | | | | (0.18) | | | | | | | | |

| Total special items | | | | | | (1,258) | | | | | | | | | | | | 328 | | | | | | | | | | | | 328 | | | | | | 75 | | | | | | | | | | | | 253 | | | | | | 0.43 | | | | | | | | |

| Adjusted amounts (non-GAAP measures) | | | | | | $ | 34,097 | | | | | | | | | | | $ | 7,697 | | | | | 22.6 | | % | | | | $ | 7,532 | | | | | $ | 1,360 | | | | | 18.1 | | % | | | | $ | 6,174 | | | | | $ | 10.55 | | | | | | | |

Senior management [removed: provides oversight for] [added: oversees] risk management and derivative activities, [removed: determines certain of the Company’s] [added: sets] financial risk policies and objectives, and provides guidelines for derivative instrument utilization.

Senior management also establishes [removed: certain associated] procedures [removed: relative] [added: related] to control and valuation, risk analysis, counterparty credit approval, and ongoing monitoring and reporting.

[removed: Further,] [added: These] hypothetical changes [removed: were] [added: are] not applied to [added: cash equivalents, accounts receivable, and accounts payable due to their short-term nature, nor to] available-for-sale marketable securities as unrealized and realized gains or losses thereon are historically not material.

Significant Accounting Policies, Note [removed: 12.][added: 13.]

Marketable Securities, Note [removed: 13.][added: 14.]

Long-Term Debt and Short-Term Borrowings, Note [removed: 16.][added: 17.]

Derivatives and Note [removed: 17.][added: 18.]

The Company [removed: enters] [added: may enter] into foreign exchange forward and option contracts to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies.

At December 31, [removed: 2023] [added: 2024] and December 31, [removed: 2022,] [added: 2023,] an instantaneous 10% change in applicable foreign currency spot exchange rates would have increased/decreased the aggregate fair value carrying amount of foreign exchange forward and option contracts by [added: up to] approximately [removed: $175] [added: $24] million and [removed: $187 million, respectively, and of non-functional currency denominated debt used as hedging instruments] by approximately [removed: $192 million and $249] [added: $175] million, respectively.

At December 31, [removed: 2023] [added: 2024] and December 31, [removed: 2022,] [added: 2023,] an instantaneous 100 basis point change in applicable interest rates would increase/decrease the Company's pre-tax earnings by approximately [removed: $13] [added: $10] million [added: and $13 million, respectively,] on an annualized basis as it relates to 3M's floating-rate notes and interest rate swap agreements.

The similar impact on non-functional currency denominated debt used as hedging instruments would be approximately $182 million and $192 million, respectively, at December 31, 2024 and December 31, 2023.

Note also that hypothetical changes in these rates were not applied to cash equivalents, accounts receivable, and accounts payable, because of the short-term nature of these instruments.

3M changed its methodology for quantifying market risk exposure in 2023 (previously utilized a value-at-risk analysis) to better align with how the Company manages its risk exposure and to enhance the information presented about 3M’s principal market risks.

Information in this Item 7A relative to 2022 reflects the updated methodology.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

In this document, for any references to Note 1 through Note [removed: 21,] [added: 23,] refer to the Notes to Consolidated Financial Statements in Item 8.

General: 3M is a diversified technology company with a global presence in the following businesses: Safety and Industrial; Transportation and Electronics; [removed: Health Care;] and Consumer.

[removed: In July 2022,] [added: On April 1, 2024,] 3M [added: completed the previously] announced [added: separation of] its [removed: intention to spin off the] Health Care business [removed: as a separate public company] (see Note [removed: 3] [added: 2] for additional information).

Business Segments: 3M manages its [added: continuing] operations in [removed: four] [added: three] business segments.

The reportable segments are Safety and Industrial, Transportation and Electronics, [removed: Health Care,] and Consumer.

| Business Segment | | | | | | Safety and Industrial | | | | | | Transportation and Electronics | | | | | | [removed: Health Care | | | | | |] Consumer | | |

| Underlying divisions/businesses *Refer to Note [removed: 2] [added: 3] for disaggregated revenue information* | | | | | | •Abrasives •Automotive aftermarket [removed: •Closure and masking systems] •Electrical markets •Industrial adhesives and tapes [added: •Industrial specialties] •Personal safety •Roofing granules | | | | | | •Advanced materials •Automotive and aerospace •Commercial [removed: solutions] [added: branding and transportation] •Display materials and systems •Electronics materials solutions [removed: •Transportation safety] | | | | | | [removed: •Health information systems •Medical solutions •Oral care •Separation and purification sciences •Food] [added: •Consumer] safety [removed: (divested in 2022) | | | | | | •Construction and home improvement markets •Home, health] [added: & well-being •Home] and auto care [removed: •Stationery] [added: •Home improvement •Packaging] and [removed: office] [added: expression] | | |

| Representative revenue-generating activities, products or services | | | | | | •Industrial abrasives and finishing for metalworking applications •Autobody repair solutions [removed: •Closure systems for] [added: •Industrial specialty products such as] 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/bonding, films, sound and temperature management for transportation vehicles •Premium large format graphic films for advertising and fleet signage [added: •Reflective signage for highway, and vehicle safety] •Light management films and electronics assembly solutions •Chip packaging and interconnection solutions •Semiconductor production materials •Solutions for data centers [removed: •Reflective signage for highway, and vehicle safety] | | | | | | [removed: •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 [added: •Consumer air quality products •Picture hanging accessories] •Retail abrasives, paint [removed: accessories, car care DIY products, picture hanging] [added: accessories] and [removed: consumer air quality solutions] [added: safety products] •Stationery [added: and office] products [added: •Automotive appearance products •Consumer bandages, tapes, braces and supports] Some seasonality impacts this business [removed: segment related to back-to-school, generally in the third quarter of each year] [added: segment, for example back-to-school and holiday] | | |

| 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™ [removed: Novec™ Engineered Fluids •3M™] Scotchlite™ graphic films, 3M™ Scotchcal™ and 3M™ Controltac™ Commercial graphics [added: •3M™ Diamond Grade™ DG3 reflective sheeting for transportation safety] •Electronic display enhancement films and optically clear adhesives •Electronic interconnect products [removed: •3M™ Diamond Grade™ DG3 reflective sheeting for transportation safety] | | | | | | [removed: •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] [added: •Command™ adhesive hooks •Filtrete™ HVAC air filters] •Scotch-Brite™ cleaning [removed: supplies, sponges, brushes, and scouring pads; Scotchgard™ products] [added: sponges •Meguiar’s™ car wash] •Scotch® [removed: tapes and other products, Filtrete™ filters and Command™ adhesive products] [added: tape] •Post-it® [removed: products] [added: stick notes •Nexcare™ bandages •Scotchgard™ spray] | | |

| Representative market trends or opportunities | | | | | | •Personal safety •Connected bodyshop •Grid modernization •Robotics and automation | | | | | | •Automotive electrification •Data center solutions •Extended reality •Semiconductor •Graphic and architectural films | | | | | | [removed: •Wound care •Healthcare IT •Biopharma filtration | | | | | |] •Home improvement [added: •Home cleaning •Stationary •Office supplies •Automotive appearance] •Consumer [removed: safety & well-being •Package protection & shipping •Appearance auto] [added: health] care | | |

Distribution: 3M products are sold through numerous distribution channels, including directly to users and [removed: through] [added: rough] numerous e-commerce and traditional wholesalers, retailers, jobbers, distributors and dealers in a wide variety of trades in many countries around the world.

Human [removed: Capital:] [added: Capital:] On December 31, [removed: 2023,] [added: 2024,] the Company employed approximately [removed: 85,000] [added: 61,500] people (full-time equivalents), with approximately [removed: 34,000] [added: 22,500] employed in the United States and [removed: 51,000] [added: 39,000] employed internationally.

This includes four general categories of focus: Health and Safety; Development; [removed: Diversity, Equity and] Inclusion; and Compensation and Benefits.

3M also [removed: has prioritized learning journeys for managers and supervisors and] provides opportunities for all employees to learn, in addition to regular coaching and support from their supervisor.

3M supports these values with an internal CEO Inclusion Council, a forum led by senior management to advance [removed: diversity, equity, and inclusion initiatives.][added: inclusion.]

[removed: The] [added: Since 2020, the] Company [removed: also plans to invest] [added: has invested] $50 million [removed: over 2020] to [removed: 2025 to] address [removed: racial] opportunity gaps through workforce development initiatives in the communities in which its employees live and 3M business operates.

[removed: In addition to a professional and flexible work environment that promotes innovation, well-being, and rewards performance,] 3M’s total compensation for employees includes a variety of components that support sustainable employment and the ability to build a strong financial future, including competitive market-based pay and comprehensive benefits.

Raw Materials: In [removed: 2023,] [added: 2024,] global supply chains [removed: moved towards greater balance,] [added: stabilized,] with disruptions driven from more isolated [removed: factors than in the prior year.][added: factors.]

Market price risks were partially mitigated via negotiated supply [removed: contracts.][added: contracts and leveraging scale across supply base.]

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

3M is also involved in remediation actions relating to environmental matters from past operations at certain sites (refer to “Environmental Matters and Litigation” in Note [removed: 18,] [added: 19,] Commitments and Contingencies).

In [removed: 2023,] [added: 2024,] 3M expended approximately [removed: $316] [added: $170] million [added: (excluding activity related to the former Solventum health care business)] on capital projects for environmental purposes as defined below.

Capital expenditures for similar projects are presently expected to approach approximately [removed: $365] [added: $340] million for [removed: 2024 and] 2025 [added: and 2026] in aggregate.

This information is presented in the table below as of the date of the 10-K filing (February [removed: 7, 2024).][added: 5, 2025).]

| Name | | | | | | Age | | | | | | Present Position | | | | | | Year Elected to Present Position | | | | | | Other Positions Held during [removed: 2019] [added: 2020] - [removed: 2023] [added: 2024] | | |

| Michael F. Roman | | | | | | [removed: 64] [added: 65] | | | | | | [added: Executive] Chairman of the Board [removed: and Chief Executive Officer] | | | | | | [removed: 2019] [added: 2024] | | | | | | [added: Chairman of the Board and] Chief Executive Officer, [removed: 2018-2019] [added: 2019-2024] | | |

| John P. Banovetz | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President, Chief Technology Officer and Environmental Responsibility | | | | | | [removed: 2023] [added: 2021] | | | | | | Senior Vice President, Chief Technology Officer and Environmental Responsibility, 2021 Senior Vice President, Innovation and Stewardship and Chief Technology Officer, 2020 [removed: Senior Vice President of Research and Development and Chief Technology Officer, 2017-2019] | | |

| Karina Chavez | | | | | | [removed: 50] [added: 51] | | | | | | Group President, Consumer [added: Business Group] | | | | | | 2023 | | | | | | Senior Vice President and Chief Strategy Officer, 2021-2023 Senior Vice President, Customer Operations, 2020-2021 Global Business Director, Home Improvement Business, 2017-2020 | | |

| Torie Clarke | | | | | | [removed: 64] [added: 65] | | | | | | Executive Vice President and Chief Public Affairs Officer | | | | | | 2023 | | | | | | Independent [removed: communications] [added: Communications] and [removed: crisis management consultant,] [added: Crisis Management Consultant,] 2017-2023 Board member, The Rumsfeld Foundation, [removed: 2016 - present Senior Advisory Committee Member, John F. Kennedy School at Harvard University, 2007 - present] [added: 2016-present] | | |

| Zoe Dickson | | | | | | [removed: 50] [added: 51] | | | | | | 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 [removed: Vice President, Global Human Resources Business Operations, Human Resources 2018-2019] | | |

| Peter D. Gibbons | | | | | | [removed: 62] [added: 63] | | | | | | Group President, Enterprise [removed: Operations] [added: Supply Chain] | | | | | | 2021 | | | | | | Chief Executive Officer, Tirehub, 2018-2021 | | |

| Chris Goralski | | | | | | [removed: 52] [added: 53] | | | | | | Group President, Safety & Industrial | | | | | | 2023 | | | | | | President, Industrial Adhesives & Tapes Division, 2020-2023 Vice President, Environmental Stewardship, Research & Development, 2018-2020 | | |

| Mark Murphy | | | | | | [removed: 55] [added: 56] | | | | | | 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 | | |

| Kevin H. Rhodes | | | | | | [removed: 61] [added: 62] | | | | | | Executive Vice President, Chief Legal Affairs [removed: Officer] [added: Officer, and Secretary] | | | | | | [removed: 2022] [added: 2025] | | | | | | [removed: Senior] [added: Executive] Vice [removed: President and Deputy General Counsel, 2021] [added: President, Chief Legal Affairs Officer, 2022-2024 Senior] Vice President and Deputy General Counsel, 2019-2021 [removed: President and Chief Intellectual Property Counsel, Office of Intellectual Property Counsel and 3M Innovative Properties 2008-2019] | | |

- worldwide economic, political, regulatory, international trade, geopolitical, capital markets and other external [removed: conditions, such as interest rates, monetary policy, financial] conditions [removed: of our suppliers] and [removed: customers,] [added: other factors beyond the Company's control, including inflation; recession; military conflicts;] trade restrictions such as [removed: tariffs] [added: sanctions, tariffs,] and retaliatory [removed: counter measures, inflation, recession, military conflicts,] [added: measures; regulatory requirements, legal actions, or enforcement;] and natural and other disasters or climate change affecting the operations of the Company or [removed: our suppliers] [added: its customers] and [removed: customers,][added: suppliers,]

- liabilities and the outcome of contingencies related to certain fluorochemicals known as "PFAS," [added: including liabilities related to claims, lawsuits, and government regulatory proceedings concerning various PFAS-related products and chemistries,] as well as [removed: matters] [added: risks] related to the Company's plans to [added: exit PFAS manufacturing and work to] discontinue [removed: the] use of [removed: PFAS,][added: PFAS across its product portfolio,]

- operational execution, including [removed: inability] [added: the extent] to [removed: generate] [added: which the Company can realize the benefits of planned] productivity [removed: improvements and] [added: improvements, as well as the] impact of organizational restructuring activities,

- [removed: tax liabilities and effects of] [added: tax-related external conditions, including] changes in tax rates, [removed: laws] [added: laws,] or regulations,

- matters relating to Combat Arms Earplugs [removed: (“CAE”),] [added: (“CAE”) and related products,] including those related to the August 2023 settlement that is intended to resolve, to the fullest extent possible, all litigation and alleged claims involving the CAE sold or manufactured by the Company's subsidiary Aearo Technologies and certain of its affiliates (“Aearo Entities”) and/or 3M (“CAE [removed: Settlement”), including, but not limited to, whether the anticipated full participation by plaintiffs in the CAE Settlement will be achieved, whether the number of plaintiffs who participate in the CAE Settlement will meet the full participation expectations or will fall below the level that would permit 3M to terminate the CAE Settlement (and whether 3M will elect to terminate the CAE Settlement if this occurs), whether there will be a significant number of future claims by plaintiffs that decline to participate in the CAE Settlement, whether the CAE Settlement is appealed or challenged, the filing and outcome of additional litigation, if any, relating to the products that are the subject of the CAE Settlement, or changes in laws or regulations related to the CAE products or CAE settlement, and][added: Settlement”).]

On April 1, 2024, 3M completed the previously announced separation of its Health Care business (see Note 2 for additional information).

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

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

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

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

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

*Inclusion:*

3M believes that bringing together people from diverse perspectives, backgrounds, and identities sparks even greater innovation, and helps 3M serve its customers.

3M maintains gender pay parity globally and is committed to continuing these efforts.

Additionally, 3M focuses on attracting top talent from a variety of backgrounds and geographies and providing equal opportunities for advancement.

3M invests in a professional and flexible work environment that promotes innovation, well-being, and rewards performance.

Overall, on a continuing operations basis, 3M experienced year-over-year market inflation in 2024 driven by key feedstocks and labor.

| William M. Brown | | | | | | 62 | | | | | | Chief Executive Officer | | | | | | 2024 | | | | | | Executive Chairman of the Board, L3Harris Technologies, 2021-2022 Chairman of the Board and Chief Executive Officer, L3Harris Technologies, 2019-2021 | | |

| Anurag Maheshwari | | | | | | 51 | | | | | | Executive Vice President, Chief Financial Officer | | | | | | 2024 | | | | | | Executive Vice President, Chief Financial Officer, Otis Worldwide Corporation, 2022-2024 Vice President, Finance, IT and Chief Transformation Officer, Otis Asia Pacific, Otis Worldwide Corporation, 2020-2022 Vice President, Investor Relations, L3 Harris Technologies and Harris Corporation, 2017-2020 | | |

| Wendy Bauer | | | | | | 49 | | | | | | Group President, Transportation & Electronics Business Group | | | | | | 2024 | | | | | | Vice President, Automotive & Mfg and Retail/Consumer Goods, Amazon Web Services, 2024 Vice President, Automotive & Mfg, Amazon Web Services, 2023-2024 General Manager, Automotive & Mfg, Amazon Web Services, 2023 General Manager, Automotive, Amazon Web Services, 2021-2022 Global Automotive Sales Lead, Amazon Web Services, 2019-2021 | | |

- risks related to the class-action settlement (“PWS Settlement”) to resolve claims by public water suppliers in the United States regarding PFAS,

- legal proceedings, including significant developments that could occur in the legal and regulatory proceedings described in the Company's reports on Form 10-K, 10-Q, and 8-K,

- the timing and market acceptance of new product and service offerings,

- the availability and cost of purchased components, compounds, raw materials and energy due to shortages, increased demand and wages, supply chain interruptions, or natural or other disasters,

- unanticipated problems or delays with the phased implementation of a global enterprise resource planning (ERP) system, or security breaches and other disruptions to the Company's information or operational technology infrastructure,

- the impact of acquisitions, strategic alliances, divestitures, and other strategic events resulting from portfolio management actions and other evolving business strategies,

- financial market risks that may affect the Company's funding obligations under defined benefit pension and postretirement plans,

- the Company’s credit ratings and its cost of capital,

- matters relating to the spin-off of the Company's Health Care business, including the risk that the expected benefits will not be realized; the risk that the costs or dis-synergies will exceed the anticipated amounts; potential impacts on the Company's relationships with its customers, suppliers, employees, regulators and other counterparties; the ability to realize the desired tax treatment; the risk that any consents or approvals required will not be obtained; risks under the agreements and obligations entered into in connection with the spin-off, and

Changes in such assumptions or factors could produce significantly different results.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

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

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

*Diversity, Equity and Inclusion:*

A diverse, global workforce and inclusive culture that provides fair and equitable opportunities helps 3M remain competitive, advance its innovation culture, and serve customers.

3M has gender, race/ethnicities pay parity in all geographies, and processes in place to ensure this is maintained.

Additionally, 3M focuses on attracting and advancing top talent and has publicly committed to advance global diversity in management across all dimensions, with additional specific goals to increase the Company’s diversity with underrepresented groups.

The Company is on pace, having delivered over $39 million through 2023.

3M has a trust-based approach to work that empowers employees to work where and when they can best achieve their goals, which supports attraction and retention of talent around the globe.

Overall, 3M experienced year-over-year market inflation in 2023 driven by the carryover of 2022 impacts, and effects of a historically strong labor market.

| Monish Patolawala | | | | | | 54 | | | | | | President, Chief Financial Officer | | | | | | 2023 | | | | | | Executive Vice President, Chief Financial and Transformation Officer, 2021-2023 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 | | |

| Bryan Hanson | | | | | | 57 | | | | | | Chief Executive Officer, Healthcare | | | | | | 2023 | | | | | | Chairman of the Board and Chief Executive Officer, Zimmer Biomet, 2021-2023 Chief Executive Officer, Zimmer Biotmet, 2017-2021 | | |

- risks related to the proposed class-action settlement (“PWS Settlement”) to resolve claims by public water systems in the United States regarding PFAS, including whether court approval of the PWS Settlement will be obtained, whether the number of plaintiffs that opt out of the PWS Settlement will exceed current expectations or will exceed the level that would permit 3M to terminate the PWS Settlement (and whether 3M will elect to terminate the PWS Settlement if this occurs), whether the PWS Settlement is appealed, the timing and amount of payments made under the PWS Settlement, and the impact of the PWS Settlement on other PFAS-related matters,

- the Company’s strategy for growth, future revenues, earnings, cash flow, uses of cash and other measures of financial performance, and market position,

- new business opportunities, product and service development, and future performance or results of current or anticipated products and services,

- fluctuations in the costs and availability of purchased components, compounds, raw materials and energy,

- information technology systems including implementation of an enterprise resource planning (ERP) system,

- security breaches and other disruptions to information technology infrastructure,

- the scope, nature or impact of acquisition, strategic alliance and divestiture activities,

- future levels of indebtedness, common stock repurchases and capital spending,

- future access to credit markets and the cost of credit,

- pension and postretirement obligation assumptions and future contributions,

- asset impairments,

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

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

Discussion of legal matters is incorporated by reference from Part II, Item 8, Note [removed: 18,] [added: 19,] “Commitments and Contingencies,” of this document, and should be considered an integral part of Part I, Item 3, “Legal Proceedings.”

For the fiscal year ended December 31, [removed: 2023][added: 2024]

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: $52.2] [added: $82.6] billion as of January 31, [removed: 2024] [added: 2025] (approximately [removed: $55.2] [added: $56.1] billion as of June 30, [removed: 2023,] [added: 2024,] the last business day of the registrant’s most recently completed second quarter).

Shares of common stock outstanding at January 31, [removed: 2024: 552.7] [added: 2025: 542.9] 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: 2023)] [added: 2024)] for its annual meeting to be held on May [removed: 14, 2024,] [added: 13, 2025,] 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: 2023][added: 2024]

| [Item 1. [removed: Business](#icd0b058eeeba49f8acca07aaec045af1)] [added: Business](#ie645a54335af457fb30bbf567f3a64e6)] | | | [removed: [4](#icd0b058eeeba49f8acca07aaec045af1)] [added: [4](#ie645a54335af457fb30bbf567f3a64e6)] | | |

| [Item 1A. Risk [removed: Factors](#i68156ff895c440d68d2aee171304fc00)] [added: Factors](#i200744f760b6453da31984500ab403b5)] | | | [removed: [10](#i68156ff895c440d68d2aee171304fc00)] [added: [10](#i200744f760b6453da31984500ab403b5)] | | |

| [Item 1B. Unresolved Staff [removed: Comments](#i5932a40f171348a5ad6841584e31e01e)] [added: Comments](#icea501bd7e86429ca6f4735014d4cce5)] | | | [removed: [16](#i5932a40f171348a5ad6841584e31e01e)] [added: [17](#icea501bd7e86429ca6f4735014d4cce5)] | | |

| [Item 1C. [removed: Cybersecurity](#ifcc1676c1912410ca962a87d3daf363e)] [added: Cybersecurity](#i698b8c0ecb834ff2a4a2948c0a12e935)] | | | [removed: [17](#ifcc1676c1912410ca962a87d3daf363e)] [added: [17](#i698b8c0ecb834ff2a4a2948c0a12e935)] | | |

| [Item 2. [removed: Properties](#ic6757c4ce4b441719b10071c88fbe358)] [added: Properties](#if671a0ae48fb464996daa53936bcb94d)] | | | [removed: [18](#ic6757c4ce4b441719b10071c88fbe358)] [added: [18](#if671a0ae48fb464996daa53936bcb94d)] | | |

| [Item 3. Legal [removed: Proceedings](#i71034a51f53f43938f245dc5a7d80d33)] [added: Proceedings](#i27d1c75b888d4c3e98e4777c93e800ca)] | | | [removed: [18](#i71034a51f53f43938f245dc5a7d80d33)] [added: [18](#i27d1c75b888d4c3e98e4777c93e800ca)] | | |

| [Item 4. Mine Safety [removed: Disclosures](#i0ed10ed7ec08475c9437a8d4a5624dd6)] [added: Disclosures](#i238e36c25db34b9b8e0cc1202b6c0171)] | | | [removed: [18](#i0ed10ed7ec08475c9437a8d4a5624dd6)] [added: [18](#i238e36c25db34b9b8e0cc1202b6c0171)] | | |

| [Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i908513c7e76543919e83a6d67b373912)] [added: Securities](#i4593de1ec36946a89273835a5f6ed7fb)] | | | [removed: [18](#i908513c7e76543919e83a6d67b373912)] [added: [18](#i4593de1ec36946a89273835a5f6ed7fb)] | | |

| [Item 6. [removed: \[Reserved\]](#ifc91e92995904963b3cb071e5236978d)] [added: \[Reserved\]](#i918c523a369e476f955dcb826ae18e8e)] | | | [removed: [19](#ifc91e92995904963b3cb071e5236978d)] [added: [19](#i918c523a369e476f955dcb826ae18e8e)] | | |

| [Item 7. Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i007fc936e5704a8490a0611332ba6765)] [added: Operations](#iecac7571d717420eacb45e2efa98a452)] | | | [removed: [19](#i007fc936e5704a8490a0611332ba6765)] [added: [19](#iecac7571d717420eacb45e2efa98a452)] | | |

| [Results of [removed: Operations](#i241ce2622d5a4efcb8be554b8400dc32)] [added: Operations](#ief23333862ed4e7eab727a6f08ad4f85)] | | | [removed: [27](#i241ce2622d5a4efcb8be554b8400dc32)] [added: [28](#ief23333862ed4e7eab727a6f08ad4f85)] | | |

| [Performance by Business [removed: Segment](#i6215815e73394d7d8b0285e59386d8f2)] [added: Segment](#i0256a719f2a84be6a690e30de2fc6667)] | | | [removed: [28](#i6215815e73394d7d8b0285e59386d8f2)] [added: [30](#i0256a719f2a84be6a690e30de2fc6667)] | | |

| [Performance by Geographic [removed: Area](#ic35efd6fa1c14d6996778ed49baafbac)] [added: Area](#i581fe84a6128448698e607856538e5ef)] | | | [removed: [33](#ic35efd6fa1c14d6996778ed49baafbac)] [added: [35](#i581fe84a6128448698e607856538e5ef)] | | |

| [Critical Accounting [removed: Estimates](#i13850037a80c4c979b1664e6b7468c82)] [added: Estimates](#i3d58a132fb334447a1b7157c8b769c4a)] | | | [removed: [34](#i13850037a80c4c979b1664e6b7468c82)] [added: [35](#i3d58a132fb334447a1b7157c8b769c4a)] | | |

| [New Accounting [removed: Pronouncements](#i8a88615a001c491292fecaaf3745c502)] [added: Pronouncements](#i3d981c79783e45f1990d8ae1814a75d1)] | | | [removed: [36](#i8a88615a001c491292fecaaf3745c502)] [added: [37](#i3d981c79783e45f1990d8ae1814a75d1)] | | |

| [Financial Condition and [removed: Liquidity](#if914688b971547db9347f67604ef403a)] [added: Liquidity](#i57c735029b4141f79b03c22bfc8b6aa2)] | | | [removed: [36](#if914688b971547db9347f67604ef403a)] [added: [37](#i57c735029b4141f79b03c22bfc8b6aa2)] | | |

| [Financial [removed: Instruments](#i7abca432e4bf4d2087eb65d60f2be285)] [added: Instruments](#i41ef466974de44609e65e2cc9068a2e0)] | | | [removed: [40](#i7abca432e4bf4d2087eb65d60f2be285)] [added: [40](#i41ef466974de44609e65e2cc9068a2e0)] | | |

| [Item 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#i35e06f302ef64c4091533d84e4408498)] [added: Risk](#i9b55e8ba013041f781b5b1faf6ccec1d)] | | | [removed: [40](#i35e06f302ef64c4091533d84e4408498)] [added: [40](#i9b55e8ba013041f781b5b1faf6ccec1d)] | | |

| [Item 8. Financial Statements and Supplementary [removed: Data](#i9a81f27a895b4aeda437cc7a46306e78)] [added: Data](#ifd67fe46048745579e142b899da90a63)] | | | [removed: [41](#i9a81f27a895b4aeda437cc7a46306e78)] [added: [41](#ifd67fe46048745579e142b899da90a63)] | | |

| [Index to Financial [removed: Statements](#i453e93f6eefd40fa9b33cdddf636f520)] [added: Statements](#i3da467cfa7a941a0874e1d7a30885eb1)] | | | [removed: [41](#i453e93f6eefd40fa9b33cdddf636f520)] [added: [41](#i3da467cfa7a941a0874e1d7a30885eb1)] | | |

| [Management’s Responsibility for Financial [removed: Reporting](#i638efcca5ea54034827ad00d2a07761f)] [added: Reporting](#i3d2d4af4ba2e4d26a3857185fdb5c4ab)] | | | [removed: [41](#i638efcca5ea54034827ad00d2a07761f)] [added: [41](#i3d2d4af4ba2e4d26a3857185fdb5c4ab)] | | |

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i8a3ca9c643a54a5093fc4cd9b5fae5e1)] [added: Reporting](#i1e1ad74ecfda496aaf151d09d5d25284)] | | | [removed: [41](#i8a3ca9c643a54a5093fc4cd9b5fae5e1)] [added: [41](#i1e1ad74ecfda496aaf151d09d5d25284)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i013dac814cd64f36b0ff7d3d0e8243a5)] [added: Firm](#i97376d5894984f4a84251a9275faba26)] | | | [removed: [42](#i013dac814cd64f36b0ff7d3d0e8243a5)] [added: [42](#i97376d5894984f4a84251a9275faba26)] | | |

| [Consolidated Statement of Income [removed: (Loss)](#i87a588cb734d483f89617a08fe6e1558)] [added: (Loss)](#id44f0251d0e040dd86fdb154e0f328dd)] | | | [removed: [44](#i87a588cb734d483f89617a08fe6e1558)] [added: [45](#id44f0251d0e040dd86fdb154e0f328dd)] | | |

| [Consolidated Statement of Comprehensive Income [removed: (Loss)](#ic5519bff9a5f434fbc8e7cbaee17e5b8)] [added: (Loss)](#idaf8d10784ff401ebb79a9fb426f30e2)] | | | [removed: [45](#ic5519bff9a5f434fbc8e7cbaee17e5b8)] [added: [46](#idaf8d10784ff401ebb79a9fb426f30e2)] | | |

| [Consolidated Balance [removed: Sheet](#i4c93d233003d408e8e429eb3a0d54278)] [added: Sheet](#ia3bcf31e6e294a76ba577205821a3e0d)] | | | [removed: [46](#i4c93d233003d408e8e429eb3a0d54278)] [added: [47](#ia3bcf31e6e294a76ba577205821a3e0d)] | | |

| [Consolidated Statement of Changes in [removed: Equity](#i1b5fac1de5ce4c23bd0143ba199fb7ad)] [added: Equity](#i2a353af5560044dab17b17b392c570e5)] | | | [removed: [47](#i1b5fac1de5ce4c23bd0143ba199fb7ad)] [added: [48](#i2a353af5560044dab17b17b392c570e5)] | | |

| [Consolidated Statement of Cash [removed: Flows](#i1910ec6b1b724cf381627fd0cdad7600)] [added: Flows](#i6a44c9deea464260aa3f91e3aec7842c)] | | | [removed: [48](#i1910ec6b1b724cf381627fd0cdad7600)] [added: [49](#i6a44c9deea464260aa3f91e3aec7842c)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i746a13f873fc42abb04f459f5934f2f8)] [added: Statements](#i9c583642557e4ea4afb29338513b3fe8)] | | | [removed: [49](#i746a13f873fc42abb04f459f5934f2f8)] [added: [50](#i9c583642557e4ea4afb29338513b3fe8)] | | |

| [NOTE 1. Significant Accounting [removed: Policies](#ie8a5cbc7318f4fd0a8bf1c0b3b57dcac)] [added: Policies](#i22871dfcac5e4bd58acfd36c6bc869a0)] | | | [removed: [49](#ie8a5cbc7318f4fd0a8bf1c0b3b57dcac)] [added: [50](#i22871dfcac5e4bd58acfd36c6bc869a0)] | | |

| [NOTE [removed: 2. Revenue](#i69201c99ed9d412e96ce090c74596043)] [added: 3. Revenue](#if412521bcce6449ca53f1461919eecc9)] | | | [removed: [54](#i69201c99ed9d412e96ce090c74596043)] [added: [56](#if412521bcce6449ca53f1461919eecc9)] | | |

| [NOTE [removed: 3. Divestitures](#i246496a453944b54819cb4607da6079f)] [added: 4. Divestitures](#i68ba198b26be4b81befe746eea1f2730)] | | | [removed: [55](#i246496a453944b54819cb4607da6079f)] [added: [56](#i68ba198b26be4b81befe746eea1f2730)] | | |

| [NOTE [removed: 4.] [added: 5.] Goodwill and Intangible [removed: Assets](#ia3052f31012344e2bc56656e80bd20b6)] [added: Assets](#ia0dc1385a1134b88acb1bab8dc63082f)] | | | [removed: [56](#ia3052f31012344e2bc56656e80bd20b6)] [added: [57](#ia0dc1385a1134b88acb1bab8dc63082f)] | | |

| [NOTE [removed: 5.] [added: 6.] Restructuring [removed: Actions](#ib96c4b3b8bac41308c1c99c2e6010f9a)] [added: Actions](#i101438c4b268436486ce07bae57dcad3)] | | | [removed: [57](#ib96c4b3b8bac41308c1c99c2e6010f9a)] [added: [59](#i101438c4b268436486ce07bae57dcad3)] | | |

| [NOTE [removed: 6.] [added: 7.] Supplemental Income (Loss) Statement [removed: Information](#i9f977d5f2aca493d90cfd95d94849ce6)] [added: Information](#i55b331c140b248b298443217aa3d64ce)] | | | [removed: [58](#i9f977d5f2aca493d90cfd95d94849ce6)] [added: [60](#i55b331c140b248b298443217aa3d64ce)] | | |

| [PART I](#if2d1dc28e6eb4179b0b64d5e9328c500) | | | [4](#if2d1dc28e6eb4179b0b64d5e9328c500) | | |

| [PART II](#ia7abc689dc7146918b794b28d71291de) | | | [18](#ia7abc689dc7146918b794b28d71291de) | | |

| [Overview](#ieb17b1b92d4c4dcbae8bdd36124c841e) | | | [19](#ieb17b1b92d4c4dcbae8bdd36124c841e) | | |

| [NOTE 2. Discontinued Operations](#i3d85fbc7e17f49cbb060ef8d24647d64) | | | [54](#i3d85fbc7e17f49cbb060ef8d24647d64) | | |

| [NOTE 17. Derivatives](#i76970bb8cfb641b59046e89e56cc804c) | | | [77](#i76970bb8cfb641b59046e89e56cc804c) | | |

| [NOTE 20. Leases](#i03a723441edc453885bbe47d432bec02) | | | [105](#i03a723441edc453885bbe47d432bec02) | | |

| [NOTE 23. Quarterly Data (Unaudited)](#ia7280bd61f4f4576ad6fbb3a287eec98) | | | [113](#ia7280bd61f4f4576ad6fbb3a287eec98) | | |

| [PART III](#i3a59d04125df49b69016edc523f551ff) | | | [115](#i3a59d04125df49b69016edc523f551ff) | | |

| [PART IV](#i7c3307f8a9b044729afaadddd0e476cc) | | | [117](#i7c3307f8a9b044729afaadddd0e476cc) | | |

For the Year Ended December 31, 2024

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

| [PART I](#if700616192974dffaedaabbc7efcc25b) | | | [4](#if700616192974dffaedaabbc7efcc25b) | | |

| [PART II](#i5f8625967ca14224a2734e04e2e73a5e) | | | [18](#i5f8625967ca14224a2734e04e2e73a5e) | | |

| [Overview](#i4dffe4393bc5440787aaab0d12af2b9d) | | | [19](#i4dffe4393bc5440787aaab0d12af2b9d) | | |

| [NOTE 16. Derivatives](#i744a8e8f866a4c1bac260b87fb73a270) | | | [74](#i744a8e8f866a4c1bac260b87fb73a270) | | |

| [NOTE 19. Leases](#i6acd61cf337140fe989a068d18814dd2) | | | [103](#i6acd61cf337140fe989a068d18814dd2) | | |

| [PART III](#i0c1e2db9e5ed4ecbb400daad90f70bfc) | | | [111](#i0c1e2db9e5ed4ecbb400daad90f70bfc) | | |

| [PART IV](#i5748795e96d5484998ecfb0ba3a3afb6) | | | [113](#i5748795e96d5484998ecfb0ba3a3afb6) | | |

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

The Company from time to time engages third-party consultants, legal advisors, and audit firms in evaluating and testing the Company’s risk management systems and assessing and remediating certain [removed: potential] cybersecurity [removed: incidents as appropriate.][added: incidents.]

Further, at least once per quarter, the Company’s Chief Information and Digital Officer (“CIDO”), and/or the Company’s Chief Information Security Officer [removed: (“CISO”)] [added: (“CISO”),] reports on cybersecurity matters, including material risks and threats, to the Company’s audit committee, and the audit committee provides updates to the Company’s board of directors at regular board meetings.

The CIDO and CISO are also supported by a Cybersecurity & Privacy Executive Oversight Committee, which is comprised of certain members of senior management and is [removed: intended to provide] [added: provides] cross-functional support for cybersecurity risk management and [removed: facilitate] [added: facilitates] the response to any cybersecurity incidents.

The Disclosure Committee’s Cybersecurity Subcommittee is also [removed: primarily] responsible for advising the Disclosure Committee and the Company’s Chief Executive Officer and Chief Financial Officer regarding cybersecurity disclosures in public filings.

For further discussion of the risks associated with cybersecurity incidents, see the cybersecurity risk factor [removed: beginning on page 14 of] [added: in] the section entitled “Item 1A.

The Company also continues to provide its employees with cybersecurity and data protection training to support its risk mitigation efforts.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

The Company operates [removed: 60] [added: 51] manufacturing facilities in [removed: 28] [added: 26] states.

Internationally, the Company operates [removed: 81] [added: 65] manufacturing and converting facilities in [removed: 28] [added: 25] countries.

At January 31, [removed: 2024,] [added: 2025,] there were [removed: 59,783] [added: 56,791] shareholders of record.

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

Cash dividends declared and paid totaled [removed: $1.50] [added: $1.51 per share for the first quarter of 2024; $0.70 per share for each of the second, third,] and [removed: $1.49] [added: fourth quarters of 2024; and $1.50] per share for each quarter in [removed: 2023 and 2022, respectively.][added: 2023.]

In [removed: November 2018,] [added: February 2025,] 3M’s Board of Directors replaced the Company’s February [removed: 2016] [added: 2018] repurchase program with a new repurchase program.

This new program authorizes the repurchase of up to [removed: $10] [added: $7.5] billion of 3M’s outstanding common stock, with no pre-established end date.

| March 1 - 31, [removed: 2023] [added: 2024] | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| January 1 - 31, 2024 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 4,157 | |

| February 1 - 29, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| January 1 - March 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| April 1 - 30, 2024 | | | | | | 2,177,941 | | | | | | 91.82 | | | | | | 2,177,941 | | | | | | 3,957 | | |

| May 1 - 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 3,957 | | |

| June 1 - 30, 2024 | | | | | | 1,992,549 | | | | | | 100.36 | | | | | | 1,992,549 | | | | | | 3,757 | | |

| April 1 - June 30, 2024 | | | | | | 4,170,490 | | | | | | 95.90 | | | | | | 4,170,490 | | | | | | | | |

| July 1 - 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 3,757 | | |

| August 1 - 31, 2024 | | | | | | 2,943,166 | | | | | | 127.23 | | | | | | 2,943,166 | | | | | | 3,382 | | |

| September 1 - 30, 2024 | | | | | | 2,244,738 | | | | | | 132.23 | | | | | | 2,244,738 | | | | | | 3,085 | | |

| July 1 - September 30, 2024 | | | | | | 5,187,904 | | | | | | 129.39 | | | | | | 5,187,904 | | | | | | | | |

| October 1 - 31, 2024 | | | | | | 3,832,028 | | | | | | 132.13 | | | | | | 3,832,028 | | | | | | 2,579 | | |

| November 1 - 30, 2024 | | | | | | 1,483,013 | | | | | | 131.30 | | | | | | 1,483,013 | | | | | | 2,384 | | |

| December 1 - 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,384 | | |

| October 1 - December 31, 2024 | | | | | | 5,315,041 | | | | | | 131.90 | | | | | | 5,315,041 | | | | | | | | |

| January 1 - December 31, 2024 | | | | | | 14,673,435 | | | | | | 120.78 | | | | | | 14,673,435 | | | | | | | | |

| January 1 - 31, 2023 | | | | | | 1,445 | | | | | | $ | 113.34 | | | | | — | | | | | | $ | 4,157 | |

| February 1 - 28, 2023 | | | | | | 1,240 | | | | | | 117.49 | | | | | | — | | | | | | 4,157 | | |

| January 1 - March 31, 2023 | | | | | | 2,685 | | | | | | 115.25 | | | | | | — | | | | | | | | |

| April 1 - 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| May 1 - 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| June 1 - 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| April 1 - June 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| July 1 - 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| August 1 - 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| September 1 - 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| July 1 - September 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| October 1 - 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| November 1 - 30, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| December 1 - 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,157 | | |

| October 1 - December 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| January 1 - December 31, 2023 | | | | | | 2,685 | | | | | | 115.25 | | | | | | — | | | | | | | | |

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

Based on the assessment, management concluded that, as of December 31, [removed: 2023,] [added: 2024,] the Company’s internal control over financial reporting is effective.

The Company’s internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] 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: 2023.][added: 2024.]

We have audited the accompanying consolidated balance sheet of 3M Company and its subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of income (loss), of comprehensive income (loss), of changes in equity and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] 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: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated 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.]

[removed: *Legal] [added: *PFAS-Related Legal] Proceedings*

As described in Note [removed: 18] [added: 19] 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 the loss is probable.

The principal considerations for our determination that performing procedures relating to [added: PFAS-related] legal proceedings is a critical audit matter are (i) the significant judgment by management when determining the likelihood of a loss being incurred and when [removed: estimating] [added: developing] the [removed: loss] [added: estimated loss,] or range of [removed: loss] [added: loss,] for each [removed: claim] [added: PFAS-related claim;] and (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s assessment of the liabilities and disclosures related to [added: PFAS-related] legal proceedings.

These procedures included testing the effectiveness of controls relating to management’s assessment of the liabilities related to [added: PFAS-related] legal proceedings, including controls over determining the likelihood of a loss and whether the amount of loss can be reasonably estimated, as well as financial statement disclosures.

These procedures also included, among others, [added: (i) understanding management’s process related to accounting and reporting for PFAS-related legal proceedings; (ii) evaluating existing accruals, including the determination of the net present value of the future settlement payments, by] obtaining and [added: inspecting executed settlement agreements; (iii)] evaluating the [removed: letters] [added: status] of [removed: audit] [added: significant known and potential litigation and settlement activity based on] inquiry [removed: with] [added: of] internal [removed: and] [added: legal counsel, as well as] external legal counsel, [added: when deemed necessary, (iv)] obtaining and evaluating [removed: contracts] [added: the letters of audit inquiry with internal] and [removed: agreements,] [added: external legal counsel; (v)] evaluating the reasonableness of management’s assessment regarding whether an unfavorable outcome is reasonably possible or probable and reasonably [removed: estimable,] [added: estimable;] and [added: (vi)] evaluating the sufficiency of the Company’s disclosures related to [added: PFAS-related] legal proceedings.

| (Millions, except per share amounts) | | | | | | | | | | | | | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Cost of sales | | | | | | | | | | | | | | | | | | [removed: 18,477 | | | | | | 19,232] [added: $] | [added: 30] | | | | | [removed: 18,795] [added: $] | [added: 89] | |

| Selling, general and administrative expenses | | | | | | | | | | | | | | | | | | [removed: 21,526 | | | | | | 9,049] [added: 142] | | | | | | [removed: 7,197] [added: 295] | | |

| Research, development and related expenses | | | | | | | | | | | | | | | | | | [removed: 1,842 | | | | | | 1,862] [added: 15] | | | | | | [removed: 1,994] [added: 31] | | |

| Gain on business divestitures | | | | | | | | | | | | | | | | | | [removed: (36)] [added: —] | | | | | | [removed: (2,724)] [added: (36)] | | | | | | [removed: —] [added: (2,724)] | | |

| Goodwill impairment expense | | | | | | | | | | | | | | | | | | — | | | | | | [removed: 271] [added: —] | | | | | | [removed: —] [added: 271] | | |

| Operating income (loss) | | | | | | | | | | | | | | | | | | [removed: (9,128)] [added: 4,822] | | | | | | [removed: 6,539] [added: (10,689)] | | | | | | [removed: 7,369] [added: 4,369] | | |

| Other expense (income), net | | | | | | | | | | | | | | | | | | [removed: 560] [added: 3] | | | | | | [removed: 147] [added: 582] | | | | | | 165 | | |

| Income (loss) [added: from continuing operations] before income taxes | | | | | | | | | | | | | | | | | | [removed: (9,688)] [added: 4,819] | | | | | | [removed: 6,392] [added: (11,271)] | | | | | | [removed: 7,204] [added: 4,204] | | |

| Provision (benefit) for income taxes | | | | | | | | | | | | | | | | | | [removed: (2,691)] [added: 804] | | | | | | [removed: 612] [added: (2,867)] | | | | | | [removed: 1,285] [added: 188] | | |

| Income (loss) from unconsolidated subsidiaries, net of taxes | | | | | | | | | | | | | | | | | | [removed: 18] [added: 9] | | | | | | [removed: 11] [added: 18] | | | | | | [removed: 10] [added: 11] | | |

| Net income (loss) including noncontrolling interest | | | | | | | | | | | | | | | | | | [removed: (6,979)] [added: 4,188] | | | | | | [removed: 5,791] [added: (6,979)] | | | | | | [removed: 5,929] [added: 5,791] | | |

| Less: Net income (loss) attributable to noncontrolling interest | | | | | | | | | | | | | | | | | | [removed: 16] [added: 15] | | | | | | [removed: 14] [added: 16] | | | | | | [removed: 8] [added: 14] | | |

| Net income (loss) attributable to 3M | | | | | | | | | | | | | | | | | | $ | [removed: (6,995)] [added: 4,173] | | | | | $ | [removed: 5,777] [added: (6,995)] | | | | | $ | [removed: 5,921] [added: 5,777] | |

| Weighted average 3M common shares outstanding — basic | | | | | | | | | | | | | | | | | | [removed: 553.9] [added: 550.8] | | | | | | [removed: 566.0] [added: 553.9] | | | | | | [removed: 579.0] [added: 566.0] | | |

| Earnings (loss) per share attributable to 3M common [removed: shareholders — basic] [added: shareholders:] | | | | | | | | | | | | | | | | | | [removed: $] | [removed: (12.63)] | | | | | [removed: $] | [removed: 10.21] | | | | | [removed: $] | [removed: 10.23] | |

| Weighted average 3M common shares outstanding — diluted | | | | | | | | | | | | | | | | | | [removed: 553.9] [added: 552.4] | | | | | | [removed: 567.6] [added: 553.9] | | | | | | [removed: 585.3] [added: 567.6] | | |

| Earnings (loss) per share attributable to 3M common [removed: shareholders — diluted] [added: shareholders:] | | | | | | | | | | | | | | | | | | [removed: $] | [removed: (12.63)] | | | | | [removed: $] | [removed: 10.18] | | | | | [removed: $] | [removed: 10.12] | |

| (Millions) | | | | | | | | | | | | | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Net income (loss) including noncontrolling interest | | | | | | [removed: | | | | | | | | | | | |] $ | [removed: (6,979)] [added: 4,188] | | | | | $ | [removed: 5,791] [added: (6,979)] | | | | | $ | [removed: 5,929] [added: 5,791] | |

| Cumulative translation adjustment | | | | | | | | | | | | | | | | | | [removed: 322] [added: (512)] | | | | | | [removed: (893)] [added: 322] | | | | | | [removed: (494)] [added: (893)] | | |

| Defined benefit pension and postretirement plans adjustment | | | | | | | | | | | | | | | | | | [removed: (380)] [added: 935] | | | | | | [removed: 915] [added: (380)] | | | | | | [removed: 1,345] [added: 915] | | |

| Cash flow hedging instruments | | | | | | | | | | | | | | | | | | [removed: (47)] [added: 39] | | | | | | [removed: 47] [added: (47)] | | | | | | [removed: 119] [added: 47] | | |

| Total other comprehensive income (loss), net of tax | | | | | | | | | | | | | | | | | | [removed: (105)] [added: 462] | | | | | | [removed: 69] [added: (105)] | | | | | | [removed: 970] [added: 69] | | |

| Comprehensive income (loss) including noncontrolling interest | | | | | | | | | | | | | | | | | | [removed: (7,084)] [added: 4,650] | | | | | | [removed: 5,860] [added: (7,084)] | | | | | | [removed: 6,899] [added: 5,860] | | |

| Comprehensive (income) loss attributable to noncontrolling interest | | | | | | | | | | | | | | | | | | [removed: (16)] [added: (14)] | | | | | | [removed: (6)] [added: (16)] | | | | | | [removed: (7)] [added: (6)] | | |

| Comprehensive income (loss) attributable to 3M | | | | | | | | | | | | | | | | | | $ | [removed: (7,100)] [added: 4,636] | | | | | $ | [removed: 5,854] [added: (7,100)] | | | | | $ | [removed: 6,892] [added: 5,854] | |

As of December 31, 2024, the Company had recorded liabilities of $8.6 billion for other environmental liabilities, the majority of which relate to PFAS-related legal proceedings.

These accruals represent management’s estimate of probable loss for PFAS-related matters and litigation.

*Tax-Free Determination of the Health Care Spin-Off and Certain Internal Business Separation Transactions*

As described in Note 11 to the consolidated financial statements, on April 1, 2024 the Company completed the separation of its Health Care business through a pro rata distribution of 80.1% of the outstanding shares of Solventum Corporation to Company stockholders.

Management has determined that the spin-off and certain internal business separation transactions (the spin-off and certain internal business separation transactions referred to together as the “Transactions”) qualified as tax-free transactions under the applicable sections of the United States (U.S.) Internal Revenue Code.

In making this determination, management applied U.S. federal tax law to relevant facts and circumstances and obtained a 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.

The determination of the tax consequences of these Transactions required management to make judgments about the application of tax laws and regulations.

The principal considerations for our determination that performing procedures relating to the tax-free determination of the Health Care spin-off and certain internal business separation transactions is a critical audit matter are (i) the significant judgment by management in applying relevant tax laws and regulations in determining the tax-free treatment of the Transactions; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence related to the tax-free determination of the Transactions; and (iii) 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 opinions, U.S. federal tax law, written tax advice and analyses prepared internally and by external tax advisors, certain representations from management, and other relevant evidence used by management to support management’s judgments and determination that the Transactions qualified as tax-free, as well as the application of relevant tax laws and regulations.

February 5, 2025

| Net sales | | | | | | | | | | | | | | | | | | $ | 24,575 | | | | | $ | 24,610 | | | | | $ | 26,161 | |

| Total operating expenses | | | | | | | | | | | | | | | | | | 19,753 | | | | | | 35,299 | | | | | | 21,792 | | |

| Income (loss) from continuing operations of consolidated group | | | | | | | | | | | | | | | | | | 4,015 | | | | | | (8,404) | | | | | | 4,016 | | |

| Net income (loss) from continuing operations including noncontrolling interest | | | | | | | | | | | | | | | | | | 4,024 | | | | | | (8,386) | | | | | | 4,027 | | |

| Net income (loss) from continuing operations attributable to 3M | | | | | | | | | | | | | | | | | | 4,009 | | | | | | (8,402) | | | | | | 4,013 | | |

| Net income (loss) from discontinued operations, net of taxes | | | | | | | | | | | | | | | | | | 164 | | | | | | 1,407 | | | | | | 1,764 | | |

| Earnings (loss) per share from continuing operations — basic | | | | | | | | | | | | | | | | | | $ | 7.28 | | | | | $ | (15.17) | | | | | $ | 7.09 | |

| Earnings (loss) per share from discontinued operations — basic | | | | | | | | | | | | | | | | | | 0.30 | | | | | | 2.54 | | | | | | 3.12 | | |

| Earnings (loss) per share — basic | | | | | | | | | | | | | | | | | | $ | 7.58 | | | | | $ | (12.63) | | | | | $ | 10.21 | |

| Earnings (loss) per share from continuing operations — diluted | | | | | | | | | | | | | | | | | | $ | 7.26 | | | | | $ | (15.17) | | | | | $ | 7.07 | |

| Earnings (loss) per share from discontinued operations — diluted | | | | | | | | | | | | | | | | | | 0.29 | | | | | | 2.54 | | | | | | 3.11 | | |

| Earnings (loss) per share — diluted | | | | | | | | | | | | | | | | | | $ | 7.55 | | | | | $ | (12.63) | | | | | $ | 10.18 | |

| Net income (loss) attributable to 3M | | | | | | | | | | | | | | | | | | $ | 4,173 | | | | | $ | (6,995) | | | | | $ | 5,777 | |

| Cash and cash equivalents | | | | | | $ | 5,600 | | | | | $ | 5,735 | |

| Accounts receivable — net of allowances of $60 and $62 | | | | | | 3,194 | | | | | | 3,601 | | |

| Finished goods | | | | | | 1,849 | | | | | | 1,842 | | |

| Work in process | | | | | | 1,051 | | | | | | 1,242 | | |

| Total inventories | | | | | | 3,698 | | | | | | 3,944 | | |

| Prepaids | | | | | | 436 | | | | | | 344 | | |

| Other current assets | | | | | | 828 | | | | | | 326 | | |

| Current assets of discontinued operations | | | | | | — | | | | | | 2,379 | | |

| Goodwill | | | | | | 6,281 | | | | | | 6,382 | | |

| Intangible assets — net | | | | | | 1,210 | | | | | | 1,323 | | |

| Other assets | | | | | | 8,540 | | | | | | 6,806 | | |

| Non-current assets of discontinued operations | | | | | | — | | | | | | 11,343 | | |

| Accounts payable | | | | | | 2,660 | | | | | | 2,776 | | |

| Accrued payroll | | | | | | 712 | | | | | | 695 | | |

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

February 7, 2024

| Net sales | | | | | | | | | | | | | | | | | | $ | 32,681 | | | | | $ | 34,229 | | | | | $ | 35,355 | |

| Total operating expenses | | | | | | | | | | | | | | | | | | 41,809 | | | | | | 27,690 | | | | | | 27,986 | | |

| Income (loss) of consolidated group | | | | | | | | | | | | | | | | | | (6,997) | | | | | | 5,780 | | | | | | 5,919 | | |

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

| Accounts receivable — net of allowances of $141 and $174 | | | | | | 4,750 | | | | | | 4,532 | | |

| Finished goods | | | | | | 2,293 | | | | | | 2,497 | | |

| Work in process | | | | | | 1,424 | | | | | | 1,606 | | |

| Total inventories | | | | | | 4,822 | | | | | | 5,372 | | |

| Prepaids | | | | | | 485 | | | | | | 435 | | |

| Goodwill | | | | | | 12,927 | | | | | | 12,790 | | |

| Shares outstanding - December 31, 2022: 549,245,105 | | | | | | | | | | | | | | |

| Balance at December 31, 2020 | | | | | | $ | 12,931 | | | | | $ | 6,171 | | | | | $ | 43,821 | | | | | $ | (29,404) | | | | | $ | (7,721) | | | | | $ | 64 | |

| Net income | | | | | | 5,929 | | | | | | | | | | | | 5,921 | | | | | | | | | | | | | | | | | | 8 | | |

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

| Cash and cash equivalents at beginning of year | | | | | | 3,655 | | | | | | 4,564 | | | | | | 4,634 | | |

See additional information in Note 18.

Effective in the first quarter of 2023, 3M made changes in the measure of segment operating performance and segment composition used by 3M’s chief operating decision maker—impacting 3M’s disclosed measure of segment profit/loss (business segment operating income (loss)).

Also effective in the first quarter of 2023, 3M's Consumer business segment re-aligned from four divisions to three divisions, see additional information in Note 21.

However, to a limited extent 3M also enters into customer arrangements that involve intellectual property out-licensing, multiple performance obligations (such as equipment, installation and service), software with coterminous post-contract support, services and non-standard terms and conditions.

In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits as 3M completes the performance obligation(s).

For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using 3M’s best estimate of the standalone selling price of each distinct good or service in the contract.

The Company utilizes the allowable exemption to not disclose the unfulfilled performance obligation balance for contracts with an original length of one year or less as the Company does not have material unfulfilled performance obligation balances for contracts with an original length greater than one year in any years presented.

Further, the Company did not recognize any material revenue in the current reporting period for performance obligations that were fully satisfied in previous periods.

The Company recognizes revenue from the rental of durable medical devices based on the length of time a device is used by the patient/organization, (i) at the contracted rental rate for contracted customers and (ii) generally, retail price for non-contracted customers.

The leases are short-term in nature, generally providing for daily or monthly pricing, and are all classified as operating leases.

The Company has long-term customer receivables that do not have significant credit risk, and the origination dates of which are typically not older than five years.

These long-term receivables are subject to an allowance methodology similar to other receivables.

Related Party Activity: Other than amounts due by and between 3M and the Aearo Entities while the Aearo Entities were deconsolidated (as described in Note 18), 3M does not have any material related party activity.

| ASU No. 2022-04, *Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Obligations* | | | Issued in September 2022. Requires a buyer in a supplier finance program to disclose the key terms of the program, amount of outstanding obligations, and a rollforward of obligations confirmed and subsequently paid. | | | January 1, 2023, except rollforward disclosure which is not effective until the year-end December 31, 2024 | | | As this ASU relates to disclosures only, there will be no impact to 3M’s consolidated results of operations and financial condition. | | |

Contract Balances: Deferred revenue primarily relates to revenue that is recognized over time for one-year software license contracts.

Refer to Note 7 for deferred revenue balances as of December 31, 2023 and 2022.

Approximately $520 million of the December 31, 2022 balance was recognized as revenue during the year ended December 31, 2023, while approximately $500 million of the December 31, 2021 balance was recognized as revenue during the year ended December 31, 2022.

Operating Lease Revenue: Net sales includes rental revenue from durable medical devices as part of operating lease arrangements (reported within the Medical Solutions Division), which was $590 million, $577 million, and $582 million for the years ended December 31, 2023, 2022, and 2021 respectively.

| Closure and Masking Systems | | | | | | | | | | | | | | | | | | 962 | | | | | | 1,046 | | | | | | 1,033 | | |

| Personal Safety | | | | | | | | | | | | | | | | | | 3,487 | | | | | | 3,916 | | | | | | 4,470 | | |

| Commercial Solutions | | | | | | | | | | | | | | | | | | 1,723 | | | | | | 1,751 | | | | | | 1,717 | | |

| Transportation Safety | | | | | | | | | | | | | | | | | | 823 | | | | | | 833 | | | | | | 907 | | |

| Food Safety | | | | | | | | | | | | | | | | | | — | | | | | | 244 | | | | | | 368 | | |

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: 2023,] [added: 2024,] the Company’s internal control over financial reporting is effective.

The Company’s internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] 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: 2023.][added: 2024.]

In connection with the Separation, there were several processes, policies, operations, technologies and information systems that were transferred or separated.

Through December 31, 2024, the Company continued to take steps to ensure that adequate controls were designed and maintained throughout this transition period.

During the quarter ended December 31, [removed: 2023,] [added: 2024,] no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

On [removed: April 22, 2022,] [added: February 28, 2024,] the Office of Foreign Assets Control (“OFAC”) [removed: granted to 3M a] [added: renewed 3M's] 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.

[removed: As authorized by OFAC’s specific license,] [added: 3M did not make any covered payments] in the quarter ended December 31, [removed: 2023,] [added: 2024, and, as authorized by OFAC’s specific license,] 3M [added: previously reported an aggregate] paid [removed: $263] [added: $412] as part of its intellectual property protection efforts in Iran.

The Company's quarterly filing for the quarter ended June 30, 2023 inadvertently omitted a renewal payment of $259 made by an IP service provider to the IIPO at its account in Bank Melli.

The payment made for that quarter was $326 in total, instead of $67 as previously reported.

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: 2023)] [added: 2024)] for its annual meeting to be held on May [removed: 14, 2024,] [added: 13, 2025,] are incorporated by reference in this Form 10-K.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

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: 14, 2024] [added: 13, 2025] (“3M Proxy Statement”) and is incorporated by reference herein.

The information required by Items 405, 407(c)(3), [removed: (d)(4)] [added: 407(d)(4), 407(d)(5)] and [removed: (d)(5)] [added: 408(b)] of Regulation S-K is contained under the captions “Corporate governance at 3M — Board membership criteria — Identification, evaluation, and selection of nominees,” “—Shareholder [removed: nominations,”] [added: nominations – shareholder recommendations,”] “—Shareholder nominations – advance notice bylaw,” “—Shareholder nominations – universal proxy rules,” [removed: and “—Proxy access nominations” and] [added: “—Shareholder nominations – proxy access,”] “Corporate governance at 3M [removed: –] [added: —] Board committees – Audit Committee” [added: and "Corporate governance at 3M — — Board membership criteria — Securities trading policies"] of the 3M Proxy Statement and such information is incorporated by reference herein.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

Equity compensation plans information as of December 31, [removed: 2023] [added: 2024] follows:

| Restricted stock units | | | | | | [removed: 3,798] [added: 6,150] | | | | | | | | | | | | — | | |

| Performance shares | | | | | | [removed: 360] [added: 782] | | | | | | | | | | | | — | | |

| Non-employee director deferred stock units | | | | | | [removed: 242] [added: 230] | | | | | | | | | | | | — | | |

| Employee stock purchase plan | | | | | | — | | | | | | | | | | | | [removed: 18,945] [added: 18,247] | | |

| Stock options | | | | | | 32,523 | | | | | | $ | 150.50 | | | | | — | | |

| Total | | | | | | 39,685 | | | | | | | | | | | | 21,316 | | |

| Subtotal | | | | | | 39,685 | | | | | | | | | | | | 39,563 | | |

| Total | | | | | | 39,685 | | | | | | | | | | | | 39,563 | | |

| Stock options | | | | | | 34,683 | | | | | | $ | 167.38 | | | | | — | | |

| Total | | | | | | 39,083 | | | | | | | | | | | | 26,648 | | |

| Subtotal | | | | | | 39,083 | | | | | | | | | | | | 45,593 | | |

| Total | | | | | | 39,083 | | | | | | | | | | | | 45,593 | | |

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

| (10.1)* | | | [3M Company 2016 Long-Term Incentive Plan, as [removed: amended](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm) [through](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm) [May](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm) [8](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[, 202](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[3](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[, is filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)] [added: amended through May 8, 2023, is](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm) [incorporated by referenced from our For](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[m 10-K for the year ended De](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[cember 31, 2023](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)[.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit101-3m2016longxterm.htm)] | | | | | |

| [removed: (10.11)*] [added: (10.12)*] | | | [Amended and Restated 3M [removed: VIP] [added: Deferred Compensation] Excess Plan, as amended and restated effective December 1, 2021, is incorporated by reference from our Form 10-K for the year ended December 31, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1012.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1014.htm)] | | | | | |

| [removed: (10.12)*] [added: (10.11)*] | | | [Amended and Restated 3M [removed: Deferred Compensation] [added: VIP] Excess Plan, as amended and restated effective [removed: December] [added: April] 1, [removed: 2021, is] [added: 2024,] is incorporated by reference from our Form [removed: 10-K] [added: 10-Q] for the [removed: year] [added: quarter] ended [removed: December] [added: March] 31, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000010/mmm-20211231x10xkxexx1014.htm)] [added: 2024](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)] | | | | | |

| (10.14)* | | | [3M Annual Incentive Plan, as [removed: amended](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm) [through May](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm) [8, 2023](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm)[,](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm) [is filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm)] [added: amended through May 8, 2023, is incorporated by referenced from our Form 10-K for the year ended December 31, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1014-annualincentiv.htm)] | | | | | |

| (10.15)* | | | [3M Executive Severance [removed: Plan](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm)[,](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm) [as] [added: Plan, as] amended [removed: through](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm) [August] [added: through August] 9, [removed: 2023](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm)[,] [added: 2023,] is [removed: filed herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm)] [added: incorporated by referenced from our Form 10-K for the year ended December 31, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/exhibit1015-3musexecutives.htm)] | | | | | |

| (10.16)* | | | [3M Compensation Plan for Non-Employee Directors, as [removed: amended](https://www.sec.gov/Archives/edgar/data/66740/000110465905008057/a05-3853_1ex10d10.htm) [through] [added: 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) | | | | | |

| (10.21)* | | | [Amended and Restated 3M Nonqualified Pension Plan I 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-20161231ex102958e2d.htm)] [added: 10-](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[Q](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [for the](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [quarter](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [ended](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [March](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [31, 20](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[24](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)] | | | | | |

| (10.22)* | | | [Amended and Restated 3M Nonqualified Pension Plan II 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: 10-](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[Q](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [for the](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [quarter](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [ended](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [March](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [31, 20](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[24](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)] | | | | | |

| (10.23)* | | | [Amended and Restated 3M Nonqualified Pension Plan III 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: 10-](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[Q](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [for the](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [quarter](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [ended](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [March](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) [31, 20](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[2](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[4](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)[.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm)] | | | | | |

| [removed: (10.24)] [added: (10.30)] | | | [removed: [364-day] [added: [Five-Year] Credit Agreement [added: dated] as of [removed: November 10, 2022,] [added: May 11, 2023,] is incorporated by reference from our Form 8-K dated [removed: November 14, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674022000080/a111422exhibit101-8xk.htm)] [added: May 11, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000037/ex101-fivexyearcreditagree.htm)] | | | | | |

| [removed: (10.25)] [added: (10.24)] | | | [Registration Rights Agreement as of August 4, 2009, between 3M Company and State Street Bank and Trust Company as Independent Fiduciary of the 3M Employee Retirement Income Plan, is incorporated by reference from our Form 8-K dated August 5, 2009.](https://www.sec.gov/Archives/edgar/data/66740/000110465909047028/a09-17166_2ex99d1.htm) | | | | | |

| [removed: (10.26)*] [added: (10.25)*] | | | [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 incorporated by reference from our Form 10-K for the year ended December 31, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1032-2016ltipxformp.htm) | | | | | |

| [removed: (10.27)*] [added: (10.26)*] | | | [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 incorporated by reference from our Form 10-K for the year ended December 31, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1033-2016ltipxforms.htm) | | | | | |

| [removed: (10.28)*] [added: (10.27)*] | | | [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 incorporated by reference from our Form 10-K for the year ended December 31, 2022.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000014/exhibit1034-2016ltipxformr.htm) | | | | | |

| [removed: (10.29)] [added: (10.31)] | | | [removed: [Five-Year] [added: [Amendment No. 1, dated July 7, 2023, to the Five-Year] Credit Agreement dated as of May 11, [removed: 2023](https://www.sec.gov/Archives/edgar/data/66740/000006674023000037/ex101-fivexyearcreditagree.htm)[,] [added: 2023,] is incorporated by reference from our Form 8-K dated [removed: May 11](https://www.sec.gov/Archives/edgar/data/66740/000006674023000037/ex101-fivexyearcreditagree.htm)[, 2023](https://www.sec.gov/Archives/edgar/data/66740/000006674023000037/ex101-fivexyearcreditagree.htm)[.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000037/ex101-fivexyearcreditagree.htm)] [added: July 10, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm)] | | | | | |

| [removed: (10.30)] [added: (10.32)] | | | [removed: [A](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm)[mendment] [added: [Amendment] No. [removed: 1,] [added: 2,] dated [removed: July 7,] [added: September 18,] 2023, to [removed: the](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm) [Five-Year] [added: the Five-Year] Credit [removed: Agreement](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm) [dated] [added: Agreement dated] as [removed: of](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm) [May] [added: of May] 11, 2023, is incorporated by reference from our Form 8-K dated [removed: July 10, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000051/exhibit101-amendmentno1tot.htm)] [added: September 18, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000076/exhibit101-amendmentno2tot.htm)] | | | | | |

| [removed: (10.31)] [added: (10.33)] | | | [removed: [A](https://www.sec.gov/Archives/edgar/data/66740/000006674023000076/exhibit101-amendmentno2tot.htm)[mendment No. 2, dated September 18, 2023, to the Five-Year Credit] [added: [Settlement] Agreement [added: (and exhibits),] dated as of [removed: May 11,] [added: June 22,] 2023, [added: of 3M Company] is incorporated by reference from our Form 8-K dated [removed: September 18, 2023.](https://www.sec.gov/Archives/edgar/data/66740/000006674023000076/exhibit101-amendmentno2tot.htm)] [added: June 22, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000048/mmm-20230622.htm)] | | | | | |

| [removed: (10.32)] [added: (10.34)] | | | [removed: [S](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000048/mmm-20230622.htm)[ettlement Agreement (and exhibits),] [added: [Settlement Agreements,] dated as of [removed: June 22,] [added: August 29,] 2023, of 3M Company is incorporated by reference from our Form 8-K dated [removed: June 22, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000048/mmm-20230622.htm)] [added: August 29, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000073/mmm-20230829.htm)] | | | | | |

| [removed: (10.33)] [added: (10.35)] | | | [removed: [Settlement Agreement](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000073/mmm-20230829.htm)[s](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000073/mmm-20230829.htm)[,] [added: [Amendment,] dated [removed: as of] [added: January 26, 2024, to Combat Arms Settlement Agreement dated] August 29, 2023, [removed: of 3M Company] is incorporated by reference from our Form 8-K dated [removed: August] [added: January] 29, [removed: 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674023000073/mmm-20230829.htm)] [added: 2024.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000007/a129248kex-101.htm)] | | | | | |

| [removed: (10.34)] [added: (10.29)*] | | | [removed: [Amendment,] [added: [Offer letter of Employment of Anurag Maheshwari,] dated [removed: January] [added: July] 26, [removed: 2024, to Combat Arms Settlement Agreement dated August 29, 2023,](https://www.sec.gov/Archives/edgar/data/66740/000006674024000007/a129248kex-101.htm) [is] [added: 2024 is] incorporated by reference from our Form 8-K dated [removed: January 2](https://www.sec.gov/Archives/edgar/data/66740/000006674024000007/a129248kex-101.htm)[9, 2024.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000007/a129248kex-101.htm)] [added: August 1, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000101/mmm-20240930.htm)] | | | | | |

| (21) | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/a2023exhibit2110k.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/a2024exhibit2110k.htm)] | | |

| (23) | | | [Consent of independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/a2023exhibit2310k.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/a2024exhibit2310k.htm)] | | |

| (24) | | | [Power of [removed: attorney.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/a2023exhibit2410k.htm)] [added: attorney.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/a2024exhibit2410k.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/66740/000006674024000016/a2023q4exhibit311.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/q42024exhibit311.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/66740/000006674024000016/a2023q4exhibit312.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/q42024exhibit312.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/66740/000006674024000016/a2023q4exhibit321.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/q42024exhibit321.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/66740/000006674024000016/a2023q4exhibit322.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/q42024exhibit322.htm)] | | |

| (95) | | | [Mine Safety [removed: Disclosures.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/a2023q4exhibit95.htm)] [added: Disclosures.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/q42024exhibit95.htm)] | | |

| (97) | | | [Recoupment Policy, as adopted on May 9, 2023, is filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000016/a2023ex97-recoupmentpolicy.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/a2024ex97-recoupmentpolicy.htm)] | | |

(2)Plan of acquisition, reorganization, arrangement, liquidation or succession

| (2.1) | | | [Separation and Distribution Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/66740/000162828024014795/exhibit21-8xk.htm) | | |

| (10.28)* | | | [Offer Letter of Employment of William Brown, dated March 8, 2024](https://www.sec.gov/Archives/edgar/data/66740/000006674024000080/exhibit101-offerletterofem.htm) [is incorporated by reference from our Form 10-Q for the quarter ended](https://www.sec.gov/Archives/edgar/data/66740/000006674024000080/exhibit101-offerletterofem.htm) [June 30](https://www.sec.gov/Archives/edgar/data/66740/000006674024000080/exhibit101-offerletterofem.htm)[, 2024](https://www.sec.gov/Archives/edgar/data/66740/000006674024000080/exhibit101-offerletterofem.htm)[.](https://www.sec.gov/Archives/edgar/data/66740/000006674024000080/exhibit101-offerletterofem.htm) | | | | | |

| (10.36)* | | | [Aircraft Time Sharing Agreement, dated as of March 7, 2024, of 3M Company is incorporated by reference from our Form 10-Q for the quarter ended March 31, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/66740/000006674024000053/mmm-20240331.htm) | | | | | |

| (10.37) | | | [Transition Services Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit101-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit101-8xk.htm) | | | | | |

| (10.38) | | | [Employee Matters Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit103-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit103-8xk.htm) | | | | | |

| (10.39) | | | [Transition Distribution Services Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit104-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit104-8xk.htm)[^](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit104-8xk.htm) | | | | | |

| (10.40) | | | [Transition Contract Manufacturing Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit105-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit105-8xk.htm) | | | | | |

| (10.41) | | | [Stockholder’s and Registration Rights Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit106-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit106-8xk.htm) | | | | | |

| (10.42) | | | [Intellectual Property Cross License Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit107-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit107-8xk.htm) | | | | | |

| (10.43) | | | [Master Supply Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit108-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit108-8xk.htm) | | | | | |

| (10.44) | | | [Reverse Master Supply Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation, is incorporated by reference from our Form 8-K dated April 4, 2024.](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit109-8xk.htm)[+](https://www.sec.gov/Archives/edgar/data/0000066740/000162828024014795/exhibit109-8xk.htm) | | | | | |

| (10.45)* | | | [Form of Performance Share Award Agreement for performance share awards granted under the 3M Company 2016 Long-Term Incentive Plan on or after](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm) [](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm)[January 16](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm)[, 202](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm)[5](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm) [is](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm) [](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm)[filed here](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm)[with.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex1045-3m_2016ltipxglobalp.htm) | | | | | |

| | | | | | |

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

| (19) | | | [3M Company Insider Trading Policies and Procedures.](https://www.sec.gov/Archives/edgar/data/66740/000006674025000006/ex19-3mcompanyinsidertradi.htm) | | |

\+ Schedules and exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K.

The Company agrees to furnish a supplemental copy of any omitted schedule to the SEC upon request.

^ Certain confidential information contained in this document, marked by \[*\], has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

| | | | [added: Executive Vice] President and Chief Financial Officer | | | | | | | | |

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: 7, 2024.][added: 5, 2025.]

| /s/ Michael F. Roman | | | | | | [added: Executive] Chairman of the Board [removed: and Chief Executive Officer (Principal Executive Officer and Director)] | | |

| Pedro [added: J.] Pizarro | | | | | | Director | | |

| Thomas [added: W.] Sweet | | | | | | Director | | |

[removed: Monish Patolawala,] [added: Anurag Maheshwari,] by signing his name hereto, does hereby sign this document pursuant to powers of attorney duly executed by the other persons named, filed with the Securities and Exchange Commission on behalf of such other persons, all in the capacities and on the date stated, such persons constituting a majority of the directors of the Company.

| | | | By | | | /s/ Anurag Maheshwari | | | | | |

| | | | | | | Anurag Maheshwari, | | | | | |

| | | | | | | February 5, 2025 | | | | | |

| /s/ William M. Brown | | | | | | Chief Executive Officer (Principal Executive Officer and Director) | | |

| | | | By | | | /s/ Anurag Maheshwari | | | | | |

| | | | | | | Anurag Maheshwari, *Attorney-in-Fact* | | | | | |

[Table of](#iabb0ea68ec0b4fa38263320007b49008_13) [Contents](#iabb0ea68ec0b4fa38263320007b49008_13)

| | | | By | | | /s/ Monish Patolawala | | | | | |

| | | | | | | Monish Patolawala, | | | | | |

| | | | | | | February 7, 2024 | | | | | |

| Michael L. Eskew | | | | | | Director | | |

| | | | | | | Monish Patolawala, *Attorney-in-Fact* | | | | | |