Solventum 10-Q 2024-09-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2024

or

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

For the transition period from __________ to __________

Commission file number: 001-41968

SOLVENTUM CORPORATION

(Exact name of registrant as specified in its charter)

Delaware						92-2008841
(State or other jurisdiction of incorporation)						(IRS Employer Identification No.)
3M Center, Building 275-6W 2510 Conway Avenue East, Maplewood, Minnesota						55144
(Address of Principal Executive Offices)						(Zip Code)
(Registrant’s Telephone Number, Including Area Code) (651) 733-1110
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class						Trading Symbol(s)						Name of each exchange on which registered
Common Stock, Par Value $.01 Per Share						SOLV						New York Stock Exchange

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

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

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

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

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class						Outstanding at September 30, 2024
Common Stock, $0.01 par value per share						172,754,070 shares

SOLVENTUM CORPORATION

Form 10-Q for the Quarterly Period Ended September 30, 2024

TABLE OF CONTENTS			PAGE
PART I. Financial Information			3
Item 1. Financial Statements			3
Condensed Consolidated and Combined Statements of Income			3
Condensed Consolidated and Combined Statements of Comprehensive Income			4
Condensed Consolidated and Combined Balance Sheets			5
Condensed Consolidated and Combined Statements of Changes in Equity			6
Condensed Consolidated and Combined Statements of Changes in Equity, Continued			7
Condensed Consolidated and Combined Statements of Cash Flows			8
Notes to the Condensed Consolidated and Combined Financial Statements			9
NOTE 1. Significant Accounting Policies			9
NOTE 2. Revenue Recognition			10
NOTE 3. Goodwill and Intangible Assets			10
NOTE 4. Other Current Liabilities			11
NOTE 5. Property, Plant, and Equipment - Net			12
NOTE 6. Comprehensive Income Information			12
NOTE 7. Income Taxes			14
NOTE 8. Long-Term Debt and Short-Term Borrowings			14
NOTE 9. Pension and Postretirement Benefit Plans			16
NOTE 10. Derivatives			17
NOTE 11. Commitments and Contingencies			19
NOTE 12. Earnings Per Share			22
NOTE 13. Stock-Based Compensation			22
NOTE 14. Related Parties			23
NOTE 15. Business Segments			25
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			27
Overview			28
Results of Operations			30
Performance by Business Segment			32
Financial Condition and Liquidity			35
Cautionary Note Concerning Forward Looking Statements			38
Item 3. Quantitative and Qualitative Disclosures About Market Risk			39
Item 4. Controls and Procedures			39
PART II. Other Information			40
Item 1. Legal Proceedings			40
Item 1A. Risk Factors			40
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			40
Item 3. Defaults Upon Senior Securities			40
Item 4. Mine Safety Disclosures			40
Item 5. Other Information			40
Item 6. Exhibits			41

SOLVENTUM CORPORATION

FORM 10-Q

For the Quarterly Period Ended September 30, 2024

PART I. Financial Information

Solventum Corporation

Condensed Consolidated and Combined Statements of Income

(Unaudited)

						Three months ended September 30,												Nine months ended September 30,
(Millions, except per share data)						2024						2023						2024						2023
Net sales of product						$	1,608					$	1,593					$	4,766					$	4,750
Net sales of software and rentals						474						481						1,413						1,411
Total net sales						2,082						2,074						6,179						6,161
Cost of product						793						748						2,341						2,262
Cost of software and rentals						124						117						364						364
Gross profit						1,165						1,209						3,474						3,535
Selling, general and administrative expenses						701						525						1,998						1,681
Research and development expenses						189						180						576						568
Total operating expenses						1,807						1,570						5,279						4,875
Operating income						275						504						900						1,286
Interest expense, net						107						—						260						—
Other expense (income), net						1						4						48						10
Income before income taxes						167						500						592						1,276
Provision for income taxes						45						40						144						202
Net income						$	122					$	460					$	448					$	1,074
Earnings per share:
Basic earnings per share						$	0.70					$	2.66					$	2.59					$	6.22
Diluted earnings per share						0.70						2.66						2.58						6.22
Weighted-average number of shares outstanding:
Basic						173.4						172.7						173.1						172.7
Diluted						173.9						172.7						173.4						172.7

The accompanying Notes to the Condensed Consolidated and Combined Financial Statements are an integral part of these statements.

Solventum Corporation

Condensed Consolidated and Combined Statements of Comprehensive Income

(Unaudited)

						Three months ended September 30,												Nine months ended September 30,
(Millions)						2024						2023						2024						2023
Net income						$	122					$	460					$	448					$	1,074
Other comprehensive income (loss), net of tax:
Cumulative translation adjustment						179						(134)						94						(44)
Defined benefit pension						10						—						20						—
Cash flow hedging instruments						(11)						—						(10)						—
Total other comprehensive income (loss), net of tax						178						(134)						104						(44)
Comprehensive income						$	300					$	326					$	552					$	1,030

The accompanying Notes to the Condensed Consolidated and Combined Financial Statements are an integral part of these statements.

Solventum Corporation

Condensed Consolidated and Combined Balance Sheets

(Unaudited)

						September 30,						December 31,
(Millions)						2024						2023
Assets
Current assets
Cash and cash equivalents						$	772					$	194
Accounts receivable — net of allowances of $86 and $82						1,105						1,313
Due from related parties						222						—
Inventories
Finished goods						529						453
Work in process						181						171
Raw materials and supplies						243						233
Total inventories						953						857
Other current assets						302						155
Total current assets						3,354						2,519
Property, plant and equipment — net						1,599						1,457
Goodwill						6,592						6,535
Intangible assets — net						2,651						2,902
Other assets						549						530
Total assets						$	14,745					$	13,943

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The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Company’s unaudited condensed consolidated and combined financial statements and corresponding notes elsewhere in this Quarterly Report on Form 10-Q. The following discussion and analysis provides information management believes to be relevant to understanding the financial condition and results of operations of Solventum Corporation (“Solventum,” or the “Company”) for the nine months ended September 30, 2024 and 2023. For a full understanding of our financial condition and results of operations, the below discussion should be read alongside the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s Registration Statement on Form 10 as filed with the Securities and Exchange Commission (the “SEC”) on March 11, 2024, which became effective on March 13, 2024 (the “Information Statement”). This discussion contains forward-looking statements that are based upon current expectations and are subject to uncertainty and changes in circumstances. Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including those discussed below and elsewhere in this Quarterly Report on Form 10-Q, particularly in “Risk Factors.” Actual results may differ materially from these expectations. See “Cautionary Note Regarding Forward-Looking Statements.”

All amounts discussed are in millions of U.S. dollars, unless otherwise indicated. Certain columns and rows within tables may not add up due to the use of rounded numbers.

Unless the context otherwise requires, references to “Solventum” and the “Company” refer to (i) 3M’s Health Care Business prior to the Spin-Off as a carve-out business of 3M with related condensed combined financial statements and (ii) Solventum Corporation and its subsidiaries following the Spin-Off with related condensed consolidated and combined financial statements.

Transition to Standalone Company

Solventum utilized allocations and carve-out methodologies through the date of the Spin-Off to prepare historical combined financial statements and condensed combined financial statements. The condensed combined financial statements herein for periods prior to the Spin-Off may not be indicative of the Company’s future performance, do not necessarily include the actual expenses that would have been incurred by Solventum, and may not reflect our results of operations, financial position, and cash flows had we been a separate, standalone company during the historical periods presented.

In particular, Solventum benefited from 3M’s long operating history, reputation and well-known brand. Following the separation, Solventum is operating under its own brand, and accordingly may be negatively impacted due to the loss of benefits conferred by 3M’s brand recognition and reputation. In addition, the debt obligations incurred by Solventum in connection with the separation will adversely affect its profitability and could affect its ability to use its cash flow for investing in the business, strategic transactions, including mergers and acquisitions, and returning capital. See Note 1, “Organization and Basis of Presentation” to the condensed consolidated and combined financial statements and Item II, Part 1A “Risk Factors” for additional information.

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of Solventum’s financial statements with a narrative from the perspective of management. Solventum’s MD&A is presented in the following sections:

• Overview

• Results of Operations

• Performance by Business Segment

• Financial Condition and Liquidity

Overview

Our Business

Solventum is a leading global healthcare company developing, manufacturing, and commercializing a broad portfolio of solutions that leverages deep material science, data science, and digital capabilities to address critical customer and patient needs. We constantly seek to enable the improvement of standards of care and move healthcare forward with innovation powered by insights, clinical intelligence, technology, and manufacturing expertise. Our 70+ year history of discovering and innovating advanced solutions has helped us solve our customers’ toughest challenges and become a trusted partner.

Operating Segments and Sales Change Information

Solventum manages its operations in four business segments: MedSurg, Dental Solutions, Health Information Systems, and Purification and Filtration.

References are made to organic sales change, which is defined as the change in net sales, absent the separate impacts on sales from foreign currency translation and acquisitions, net of divestitures. Other, as comprised in the tables below, includes acquisition and divestiture-related activities. Acquisitions include non-health care related supply agreements that conveyed from 3M to the Company at Spin-Off and sales from new supply agreements with 3M that commenced at Spin-Off. Divestiture impacts include lost sales from the Company’s dental anesthetics business that was sold in August 2023 as well as lost sales of certain health care businesses retained by 3M India in connection with the Spin-Off. Solventum believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.

Sales and operating income by business segment:

The following tables contain sales and operating results by business segment for all periods presented. The Company’s use of the term “NM” reflects results considered not material due to not having material activity in comparable prior years. Refer to the section entitled “—Performance by Business Segment” below for discussion of sales change and operating performance. Refer to Note 15 to the condensed consolidated and combined financial statements for additional information on business segments.

Segment and Total Company Net Sales

						Three months ended September 30,												Increase/(Decrease)
(Dollars in millions)						2024						2023						Total						Currency Impact						Other						Organic
Segment Sales
MedSurg						$	1,182					$	1,180					0.1		%				(0.1)		%				(0.7)		%				1.0		%
Dental Solutions						313						331						(5.2)						—						(1.2)						(3.9)
Health Information Systems						326						321						1.5						0.1						—						1.5
Purification and Filtration						238						242						(1.5)						—						(1.1)						(0.3)
Corporate and Unallocated						23						—						NM						NM						NM						NM
Total Company						$	2,082					$	2,074					0.4		%				(0.1)		%				0.2%						0.3		%
						Nine months ended September 30,												Increase/(Decrease)
(Dollars in millions)						2024						2023						Total						Currency Impact						Other						Organic
Segment Sales
MedSurg						$	3,463					$	3,464					—		%				(0.6)		%				(0.5)		%				1.1		%
Dental Solutions						979						1,023						(4.3)						(0.6)						(1.9)						(1.8)
Health Information Systems						971						953						1.8						—						—						1.8
Purification and Filtration						721						721						0.1						(0.7)						(0.9)						1.7
Corporate and Unallocated						45						—						NM						NM						NM						NM
Total Company						$	6,179					$	6,161					0.3		%				(0.5)		%				—		%				0.8		%

Segment and Total Company Operating Income

						Three months ended September 30,
(Dollars in millions)						2024						2023						2024 vs 2023 change
Segment Operating Income
MedSurg						$	243					$	307					(20.8)		%
Dental Solutions						72						114						(36.8)
Health Information Systems						105						114						(7.9)
Purification and Filtration						20						48						(58.3)
Corporate and Unallocated						(165)						(79)						108.9
Total Company						$	275					$	504					(45.4)		%
						Nine months ended September 30,
(Dollars in millions)						2024						2023						2024 vs 2023 change
Segment Operating Income
MedSurg						$	678					$	829					(18.2)		%
Dental Solutions						272						349						(22.1)
Health Information Systems						317						304						4.3
Purification and Filtration						78						134						(41.8)
Corporate and Unallocated						(445)						(330)						34.8
Total Company						$	900					$	1,286					(30.0)		%

Net Sales by Geographic Area

Percent change information compares the three and nine months ended September 30, 2024 with the same period for the prior year, unless otherwise indicated.

						Three months ended September 30, 2024
						United States						International						Worldwide
Net sales (millions)						$	1,217					$	865					$	2,082
% of worldwide sales						58.5		%				41.5		%				100.0		%
Increase/(decrease)
Total						4.1		%				(4.5)		%				0.4		%
Currency impact						—						(0.1)						(0.1)
Other						1.9						(1.9)						0.2
Organic						2.2		%				(2.5)		%				0.3		%
						Nine months ended September 30, 2024
						United States						International						Worldwide
Net sales (millions)						$	3,532					$	2,647					$	6,179
% of worldwide sales						57.2		%				42.8		%				100.0		%
Increase/(decrease)
Total						3.4		%				(3.6)		%				0.3		%
Currency impact						—						(1.2)						(0.5)
Other						1.4						(1.8)						—
Organic						2.0		%				(0.6)		%				0.8		%

Additional information beyond what is included in the preceding table is as follows:

Third quarter 2024 results

• In the United States both total sales and organic sales increased. Organic growth was led by MedSurg and Health Information Systems.

• In International, both total sales and organic sales decreased. Organic growth decline was led by MedSurg and Dental Solutions.

First nine months 2024 results

• In the United States both total sales and organic sales increased. Organic growth was led by MedSurg and Health Information Systems.

• In International, both total sales and organic sales decreased. Foreign currency translation negatively impacted total growth. Organic growth decline was led by MedSurg, partially offset by growth in Purification and Filtration.

Managing currency risks

Prior to April 1, 2024, Solventum indirectly participated in 3M’s centrally managed hedging program, which utilizes a number of tools to manage currency risk including natural hedges such as pricing, productivity, hard currency, hard currency-indexed billings, and localizing source of supply. 3M also used financial hedges to mitigate currency risk. Starting in the second quarter of 2024, Solventum established its own hedging program. Refer to Note 10 for additional details.

The stronger U.S. dollar had an immaterial worldwide impact on sales for the third quarter of 2024 compared to the same period last year. The stronger U.S. dollar had a negative worldwide impact on sales of less than 1 percent in the first nine months of 2024 compared to the first nine months of 2023. Net of the Company’s hedging strategy, foreign currency negatively impacted earnings for the third quarter and first nine months of 2024 compared to the same periods last year.

Financial condition

Refer to the section entitled “—Financial Condition and Liquidity” below for a discussion of items impacting cash flows.

Results of Operations

Net Sales

Refer to the preceding “—Overview” section and the “—Performance by Business Segment” section later in MD&A for discussion of sales change.

Operating Expenses

						Three months ended September 30,																		Nine months ended September 30,
(Percent of corresponding net sales)						2024						2023						Change						2024						2023						Change
Cost of product						49.3		%				47.0		%				2.3		%				49.1		%				47.6		%				1.5		%
Cost of software and rentals						26.2						24.3						1.9						25.8						25.8						—

Costs of Product

Costs of product includes manufacturing, engineering and freight costs.

Costs of product, measured as a percent of sales of product, increased in the third quarter of 2024 when compared to the third quarter of 2023. The increase was driven by increased costs due to the impact of higher costs on inventory sourced under the master supply and transition manufacturing agreements with 3M and due to the cost of other transition support provided by 3M.

Costs of product, measured as a percent of sales of product, increased in the first nine months of 2024 when compared to the first nine months of 2023. The increase was driven by increased costs due to the impact of higher costs on inventory sourced under the master supply and transition manufacturing agreements with 3M and due to the cost of other transition support provided by 3M. These costs were partially offset by a sales price benefit.

Costs of Software and Rentals

Costs of software and rentals includes compensation-related costs associated with installation, training and maintenance for our software products, and depreciation, maintenance and refurbishment cost and freight costs related to our hardware rental units.

Costs of software and rentals, measured as a percent of sales of software and rentals, increased during the third quarter of 2024 as compared to the same period last year due to the impact of lower rental equipment revenue. Costs of software and rentals, measured as a percent of sales of software and rentals, were flat for the first nine months of 2024 as compared to the same period last year driven by higher software sales offset by higher compensation costs and lower rental revenue.

						Three months ended September 30,																		Nine months ended September 30,
(Percent of total net sales)						2024						2023						Change						2024						2023						Change
Selling, general and administrative (SG&A)						33.7		%				25.3		%				8.4		%				32.3		%				27.3		%				5.0		%
Research and development (R&D)						9.1						8.7						0.4						9.3						9.2						0.1
Operating Income						13.2						24.3						(11.1)						14.6						20.9						(6.3)

Selling, General and Administrative

SG&A, measured as a percent of total net sales, increased in both the third quarter and first nine months of 2024 when compared to the same periods last year. The increase in both periods was driven by higher compensation, including equity- based awards, and higher costs associated with both initial stand-up and ongoing operations to support a standalone company.

Research and Development

R&D, measured as a percent of total net sales, increased in both the third quarter and the first nine months of 2024 when compared to the same periods last year due to higher compensation costs.

Interest Expense, Net and Other Expense (Income), Net

						Three months ended September 30,												Nine months ended September 30,
(Dollars in millions)						2024						2023						2024						2023
Interest expense, net						$	107					$	—					$	260					$	—
Other expense (income), net						1						4						$	48					$	10

Interest expense, net includes interest accrued on debt obligations, offset by interest income from cash and marketable securities. Interest expense, net increased in both the third quarter and first nine months of 2024 as compared to the same periods last year due to interest incurred on the February 2024 issuance of senior notes and March draw on the senior term loan credit facilities. Refer to Note 8 to the financial statements for more information. This increase was partially offset by interest earned from cash and marketable securities held during the period.

Other expense (income), net includes the non-service component of periodic pension cost, investment gains and losses, and currency-related impacts from foreign currency translation. Other expense (income), net decreased slightly for the third quarter of 2024 as compared to the same period last year. Other expense (income), net increased for the first nine months of 2024 as compared to the same period last year resulting from charges associated with the substantial liquidation of foreign operations completed as part of our separation from 3M.

Provision (benefit) for Income Taxes:

						Three months ended September 30,												Nine months ended September 30,
(Percent of pre-tax income/loss)						2024						2023						2024						2023
Effective tax rate						26.9		%				8.0		%				24.3		%				15.8		%

Refer to Note 7 to the financial statements for further discussion of income taxes.

Performance by Business Segment

Note 14 to the audited combined financial statements within the Company’s Information Statement provides an overview of Solventum’s business segments. In addition, disclosures relating to Solventum’s segments are provided in Note 15 to the accompanying condensed consolidated and combined financial statements. We manage our operations in four business segments. The reportable segments are MedSurg, Dental Solutions, Health Information Systems, and Purification and Filtration. Our Chief Operating Decision Maker evaluates segment operating performance using net sales and business segment operating income.

Corporate and Unallocated

In addition to the four business segments, the Company assigns certain costs to “Corporate and Unallocated,” which is presented separately in Note 15 to the condensed consolidated and combined financial statements. Corporate and Unallocated includes amortization of acquired intangible assets, restructuring and related charges, benefits or costs related to capitalized manufacturing variances, Spin-Off and separation related costs and other net costs that the Company chose not to allocate directly to its business segments. Spin-Off and separation related costs include any costs incurred as part of our separation from 3M and costs to setup operations as a standalone Company, including system implementations, manufacturing relocation, legal entity separation, certain equity awards granted as part of the Spin-Off, profit mark-ups on transition service arrangements with 3M and other one-time costs.

Corporate and Unallocated also includes sales and cost of sales related to product supplied to 3M and other supply agreements related to legacy 3M non-health care business that were assumed by the Company at Spin-Off. Because Corporate and Unallocated includes a variety of miscellaneous items, it is subject to fluctuation on a quarterly and annual basis.

Corporate and Unallocated net operating loss increased in both the third quarter and the first nine months of 2024 when compared to the same period last year as the Company had higher Spin-Off and separation related costs.

Operating Business Segments

Information related to the Company’s segments is presented in the tables that follow with additional context in the corresponding narrative below the tables.

Refer to the section entitled “Business” in Solventum’s Information Statement for discussion of products that are included in each business segment.

MedSurg (56.8% and 56.0% of consolidated sales for the three and nine months ended September 30, 2024)

						Three months ended September 30,												Nine months ended September 30,
						2024						2023						2024						2023
Net sales (millions)						$	1,182					$	1,180					$	3,463					$	3,464
Increase/(decrease)
Organic						1.0		%				1.4		%				1.1		%				1.4		%
Other						(0.7)						—						(0.5)						—		%
Currency impact						(0.1)						0.6						(0.6)						(1.1		%)
Total						0.1		%				2.0		%				—		%				0.3		%
Business segment operating income (millions)						$	243					$	307					$	678					$	829
Percent change						(20.8)		%				16.3		%				(18.2)		%				2.5		%
Percent of sales						20.6		%				26.0 %						19.6		%				23.9 %

Third quarter 2024 results

Sales in MedSurg were up 0.1%:

• Organic sales growth was driven by volumes, including a benefit from I.V. site management and medical OEM products, partially offset by traditional negative pressure wound therapy.

• Volume growth continues to benefit from single-use negative pressure wound therapy.

• Other includes lost sales from certain health care businesses in India retained by 3M in connection with the Spin-Off.

• Foreign currency translation negatively impacted sales by (0.1%).

Business segment operating income margin decreased when compared to the same period last year. The decrease was driven by higher costs to stand-up and operate our standalone structure after Spin-Off.

First nine months 2024 results

Sales in MedSurg were flat:

• Positive price growth was driven by the impact from actions initiated during the prior year in response to higher material and labor input costs. The favorable impact of prior year price actions has and will continue to decline during the remainder of 2024.

• Organic growth was led by I.V. site management, medical OEM products, and single-use negative pressure wound therapy, partially offset by declines in sterilization assurance products and traditional negative pressure wound therapy.

• Other includes certain health care businesses retained by 3M India in connection with the Spin-Off.

• Foreign currency translation negatively impacted sales by (0.6%).

Business segment operating income margin decreased when compared to the same period last year. The decrease was driven by higher costs to stand-up and operate our standalone structure after Spin-Off.

Dental Solutions (15.0% and 15.8% of consolidated sales for the three and nine months ended September 30, 2024)

						Three months ended September 30,												Nine months ended September 30,
						2024						2023						2024						2023
Net sales (millions)						$	313					$	331					$	979					$	1,023
Increase/(decrease)
Organic						(3.9)		%				7.7		%				(1.8)		%				3.2		%
Other						(1.2)						(2.1)						(1.9)						(0.6)
Currency impact						—						1.5						(0.6)						(1.0)
Total						(5.2)		%				7.1%						(4.3)		%				1.6		%
Business segment operating income (millions)						$	72					$	114					$	272					$	349
Percent change						(36.8)		%				31.0		%				(22.1)		%				2.0		%
Percent of sales						23.0		%				34.4		%				27.8		%				34.1		%

Third quarter 2024 results:

Sales in Dental Solutions were down (5.2)%:

• Lower volumes were driven by soft end-market demand.

• Other includes lost sales from the Company’s dental anesthetics business that was sold in August 2023 as well as certain health care businesses retained by 3M India in connection with the Spin-Off.

• Foreign currency translation impact to sales was flat.

Business segment operating income margin decreased when compared to the same period last year as a result of higher costs to stand-up and operate our standalone structure after Spin-Off in addition to the impact of lower sales volumes.

First nine months 2024 results:

Sales in Dental Solutions were down (4.3)%:

• Volume declines were partially offset by positive price growth. The favorable impact of prior year price actions decreased during the period and the impact of such price actions has and will continue to moderate through the remainder of 2024.

• Other is primarily driven by lost sales from the Company’s dental anesthetics business that was sold in August 2023 as well as certain health care businesses retained by 3M India in connection with the Spin-Off.

• Foreign currency translation negatively impacted sales by (0.6%)

Business segment operating income margin decreased when compared to the same period last year as a result of higher costs to stand-up and operate our standalone structure after Spin-Off, partially offset by the benefits from both higher price and lower manufacturing inflation.

Health Information Systems (15.7% and 15.7% of consolidated sales for the three and nine months ended September 30, 2024)

						Three months ended September 30,												Nine months ended September 30,
						2024						2023						2024						2023
Net sales (millions)						$	326					$	321					$	971					$	953
Increase/(decrease)
Organic						1.5		%				3.9		%				1.8		%				5.2		%
Other						—						—						—						—
Currency impact						0.1						0.3						—						(0.1)
Total						1.5		%				4.2		%				1.8		%				5.1		%
Business segment operating income (millions)						$	105					$	114					$	317					$	304
Percent change						(7.9)		%				14.0		%				4.3		%				21.1		%
Percent of sales						32.2		%				35.5		%				32.6		%				31.9		%

Third quarter 2024 results:

Sales in Health Information Systems were up 1.5%:

• Positive growth was driven by continued adoption of our 3MTM 360 EncompassTM, partially offset by performance management solutions and clinician productivity solutions.

• Clinician productivity solutions declined primarily due to impacts from changing market conditions.

Business segment operating income margin decreased when compared to the same period last year driven by higher compensation costs.

First nine months 2024 results:

Sales in Health Information Systems were up 1.8%:

• Positive growth was driven by continued adoption of our 3MTM 360 EncompassTM and performance management solutions.

• Clinician productivity solutions declined primarily due to impacts from changing market conditions.

Business segment operating income margin increased when compared to the same period last year driven by a product mix benefit due to higher software sales and lower professional services, partially offset by higher compensation costs.

Purification and Filtration (11.4% and 11.7% of consolidated sales for the three and nine months ended September 30, 2024)

						Three months ended September 30,												Nine months ended September 30,
						2024						2023						2024						2023
Net sales (millions)						$	238					$	242					$	721					$	721
Increase/(decrease)
Organic						(0.3)		%				1.4		%				1.7		%				(3.8)		%
Other						(1.1)						—						(0.9)						—
Currency impact						—						1.6						(0.7)						(1.0)
Total						(1.5)		%				3.0		%				0.1		%				(4.8)		%
Business segment operating income (millions)						$	20					$	48					$	78					$	134
Percent change						(58.3)		%				33.3		%				(41.8)		%				(13.5)		%
Percent of sales						8.4		%				19.8		%				10.8		%				18.6		%

Third quarter 2024 results:

Sales in Purification and Filtration were down (1.5)%:

• Primarily driven by declines in drinking water filtration and membrane OEM product categories, partially offset by continued strength in bioprocessing filtration product category and added capacity coming online for industrial filtration product category.

• Other includes certain business in India retained by 3M in connection with the Spin-Off.

• Foreign currency translation impact to sales was flat.

Business segment operating income margin decreased due to a negative impact from costs to stand-up and operate our standalone structure after Spin-Off and sales mix.

First nine months 2024 results:

Sales in Purification and Filtration were up 0.1%:

• Primarily driven by higher volume growth in our bioprocessing filtration product category. This growth was partially offset by a decline in our industrial filtration and drinking water filtration product categories.

• Other includes certain health care businesses retained by 3M India in connection with the Spin-Off.

• Foreign currency translation negatively impacted growth by (0.7%).

Business segment operating income margin decreased due to the negative impact from costs to stand-up and operate our standalone structure after Spin-Off and sales mix.

Financial Condition and Liquidity

The strength and stability of Solventum’s operating model and strong free cash flow capability provides financial flexibility and enables the Company to invest through business cycles. Historically, Solventum generated positive operating cash flows and a majority of such cash flows were transferred to 3M as part of 3M’s cash pooling arrangements, the effect of which is presented as Net parent investment in our condensed combined financial statements.

Upon completion of the Spin-Off, Solventum has ceased participation in 3M's cash pooling arrangement and our cash and cash equivalents are held and used solely for our own operations. The Company's capital structure, long-term commitments and sources of liquidity will change significantly from historical practices. For additional detail regarding changes to our capital structure, refer to the section entitled “Description of Material Indebtedness” in Solventum's Information Statement.

Debt and Credit Facilities

On February 16, 2024, the Company entered into a five-year $2.0 billion unsecured revolving credit facility expiring in 2029, an 18-month senior unsecured term loan facility of $500 million and a three-year senior unsecured term loan facility of $1.0 billion (collectively, the “Facilities”). In March 2024, the Company withdrew $1.48 billion under the Facilities. The funds from the Facilities were transferred to 3M as partial consideration for the Spin-Off.

On February 27, 2024, Solventum issued $6.9 billion of Senior Notes in preparation for the payment of partial consideration to 3M Company in connection with the Spin-Off.

In August 2024, the Company repaid $200 million of the outstanding principal amount from the 18-month senior unsecured term loan credit facility.

Refer to Note 8 for more information.

Commercial Paper

On March 4, 2024, the Company entered into a commercial paper program that allows it to issue up to an $2.0 billion aggregate principal amount of short-term notes to finance short-term liabilities. Any such issuance will mature within 364 days from date of issue. There was no commercial paper outstanding as of September 30, 2024.

Cash, cash equivalents and marketable securities

As of September 30, 2024, Solventum had $772 million of cash and cash equivalents, of which approximately $570 million was held by the Company’s foreign subsidiaries and approximately $202 million was held in the United States. These balances are invested in bank instruments and other high-quality fixed income securities. As of December 31, 2023, Solventum had $194 million of cash and cash equivalents, of which approximately $150 million was held by the Company’s foreign subsidiaries and $44 million was held in the United States. The increase from December 31, 2023 resulted from both cash retained by the Company at Spin-Off and operating cash generated by the Company subsequent to the Spin-Off.

Cash Flows

Cash flows from operating, investing and financing activities are provided in the tables that follow. Individual amounts in the condensed consolidated and combined statements of cash flows exclude the effect of exchange rate impacts on cash and cash equivalents, which are presented separately in the cash flows. Thus, the amounts presented in the following operating, investing and financing activities tables reflect changes in balances from period to period adjusted for these effects.

Cash Flows from Operating Activities:

						Nine months ended September 30,
(Millions)						2024						2023
Cash Flows from Operating Activities
Net income						$	448					$	1,074
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization						405						422
Postretirement benefit plan expense						30						31
Stock-based compensation expense						87						32
Gain on business divestitures						—						(56)
Deferred income taxes						(93)						(99)
Changes in assets and liabilities
Accounts receivable						14						(24)
Due from related parties						200						—
Inventories						(99)						(7)
Accounts payable						200						48
Due to related parties						(393)						—
All other operating activities						167						(53)
Net cash provided by operating activities						$	966					$	1,368

In the first nine months of 2024, cash flows provided by operating activities decreased compared to the first nine months of 2023 primarily due to lower net income, partially offset by payments from related parties. The benefit in accounts payable is largely offset by amounts due to related parties as the Company reimburses 3M for certain procurement activities managed through 3M's IT systems. In addition to this procurement activity, due to related parties also includes cash paid to 3M for operating transactions with Solventum entities prior to the Spin-Off and the net impact of payables and associated payments related to transition agreements with 3M.

Cash Flows from Investing Activities:

						Nine months ended September 30,
(Millions)						2024						2023
Cash Flows from Investing Activities
Purchases of property, plant and equipment						$	(253)					$	(202)
Proceeds from sale of business						—						60
Net cash used in investing activities						$	(253)					$	(142)

Purchases of property, plant and equipment increased in the first nine months of 2024 as compared to the first nine months of 2023. The increase is primarily driven by the timing of investment spend. The Company is focused on investments to support growth, renewal and maintenance programs, environmental health services, and relocating manufacturing operations currently co-located within 3M facilities.

Cash Flows from Financing Activities:

						Nine months ended September 30,
(Millions)						2024						2023
Cash Flows from Financing Activities
Repayment of debt						$	(200)					$	—
Net transfers to 3M						(8,247)						(1,248)
Proceeds from long-term debt, net of issuance costs						8,303						—
Other — net						8						2
Net cash provided by (used in) financing activities						$	(136)					$	(1,246)

Repayment of debt is related to the August 2024 repayment of $200 million outstanding principal from the 18-month senior unsecured term loan credit facility.

Proceeds from debt of $8.3 billion were related to the first quarter issuance of $6.9 billion in senior notes and $1.5 billion in senior term loan credit facilities. The proceeds from these financing transactions were transferred to 3M in connection with the Spin-Off transaction, other than the amounts retained in order to achieve the $600 million retained cash target.

Material Cash Requirements from Known Contractual and Other Obligations:

Solventum’s material cash requirements from known contractual and other obligations primarily relate to the following, for which information on both a short-term and long-term basis is provided in the indicated notes to the condensed consolidated and combined financial statements and the audited combined financial statements included in the Information Statement:

• Tax obligations—Refer to Note 9 to the audited combined financial statements and Note 7 to the unaudited condensed consolidated and combined financial statements.

• Debt—Refer to Note 8 to the unaudited condensed consolidated and combined financial statements.

• Commitments and contingencies—Refer to Note 11 to the audited combined financial statements and Note 11 to the unaudited condensed consolidated and combined financial statements.

• Operating leases—Refer to Note 12 to the audited combined financial statements.

Solventum purchases the majority of its materials and services as needed, with no unconditional commitments. In limited circumstances, in the normal course of business, the Company enters into unconditional purchase obligations with various vendors that may take the form of, for example, take or pay contracts in which the Company guarantees payment to ensure availability of certain materials or services or to ensure ongoing efforts on capital projects. The Company expects to receive underlying materials or services for these purchase obligations. To the extent the limited amount of these purchase obligations fluctuates, it largely trends with normal-course changes in regular operating activities. Additionally, contractual capital commitments represent a small part of the Company’s expected capital spending.

Cautionary Note Concerning Forward Looking Statements

This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part I, Item 2, contains or incorporates by reference statements that relate to future events and expectations and, as such, constitute forward-looking statements that involve risk and uncertainties. Forward-looking statements include those containing such words as “anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “guidance,” “intends,” “may,” “outlook,” “plans,” “projects,” “seeks,” “sees,” “should,” “targets,” “will,” “would,” or other words of similar meaning.

All statements that reflect Solventum’s expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, forecasts relating to discussions of future operations and financial performance (including volume growth, pricing, sales and earnings per share growth and cash flows) and statements regarding Solventum’s strategy for growth, future product development, regulatory clearances and approvals, competitive position and expenditures. Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict. Although Solventum believes that the expectations reflected in any forward-looking statements it makes are based on reasonable assumptions, it can give no assurance that these expectations will be attained and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Such risks and uncertainties include, but are not limited to:

• the effects of, and changes in, worldwide economic, political, regulatory, international, trade and geopolitical conditions, natural disasters, war, public health crises, and other events beyond Solventum’s control;

• unexpected events, such as those related to the COVID-19 public health crisis;

• operational execution risks;

• damage to our reputation or our brands;

• risks from acquisitions, strategic alliances, divestitures and other strategic events;

• Solventum’s business dealings involving third-party partners in various markets;

• Solventum’s ability to access the capital and credit markets and changes in Solventum’s credit ratings;

• exposure to interest rate and currency risks;

• the highly competitive environment in which Solventum operates and consolidation in the healthcare industry;

• reduction in customers’ research budgets or government funding;

• the timing and market acceptance of Solventum’s new product and service offerings;

• ongoing working relationships with certain key healthcare professionals;

• changes in reimbursement practices of governments or private payers or other cost containment measures;

• Solventum’s ability to obtain components or raw materials supplied by third parties and other manufacturing and related supply chain difficulties, interruptions, and disruptive factors;

• legal and regulatory proceedings and legal compliance risks (including third-party risks) with regards to antitrust, Foreign Corrupt Practices Act (FCPA) and other anti-bribery laws, environmental laws, anti-kickback and false claims laws, privacy laws, tax laws, and other laws and regulations in the United States and other countries in which Solventum operates;

• potential liabilities related to a broad group of perfluoroalkyl and polyfluoroalkyl substances, collectively known as “PFAS”;

• risks related to the highly regulated environment in which Solventum operates;

• risks associated with product liability claims;

• climate change and measures to address climate change;

• security breaches and other disruptions to information technology infrastructure;

• Solventum’s failure to obtain, maintain, protect, or effectively enforce its intellectual property rights;

• pension and postretirement obligation liabilities;

• any failure by 3M to perform any of its obligations under the various separation agreements in connection with the separation and distribution;

• any failure to realize the expected benefits of the separation, and/or that the separation will not be completed within the expected time frame, on the expected terms or at all;

• a determination by the IRS or other tax authorities that the distribution or certain related transactions should be treated as taxable transactions;

• expected financing transactions undertaken in connection with the separation and risks associated with additional indebtedness;

• the risk that incremental costs of operating on a standalone basis (including the loss of synergies), costs of restructuring transactions and other costs incurred in connection with the separation will exceed Solventum’s estimates; and

• the impact of the separation on its businesses and the risk that the separation may be more difficult, time-consuming or costly than expected, including the impact on its resources, systems, procedures and controls, diversion of

management’s attention and the impact on relationships with customers, suppliers, employees and other business counterparties.

The above list is not exhaustive or necessarily set forth in the order of importance. Forward-looking statements are based on certain assumptions and expectations of future events and trends, and actual future results and trends may differ materially from historical results or those reflected in any such forward-looking statements depending on a variety of factors. Solventum assumes no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Important information as to these factors can be found in this document, including, among others, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under the headings of “Overview,” “Financial Condition and Liquidity” and annually in “Critical Accounting Estimates.” Discussion of these factors is incorporated by reference from Part II, Item 1A, “Risk Factors,” of this document, and should be considered an integral part of Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” For additional information concerning factors that may cause actual results to vary materially from those stated in the forward-looking statements, see our reports on Form 8-K filed with the SEC from time to time and the Company's Registration Statement on Form 10, including the amendments thereto, as filed with the SEC.

Foreign Currency Exchange Rate Risks:

Solventum faces transactional exchange rate risk from transactions with customers in countries outside the United States and from intercompany transactions between affiliated entities. Foreign currency exchange rates and fluctuations in those rates may cause fluctuations in cash flows related to foreign denominated transactions. The Company is also exposed to the translation of foreign currency earnings to the U.S. dollar.

3M enters into foreign exchange forward contracts to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies. While part of 3M, Solventum indirectly benefited from 3M’s hedging activities and was allocated a proportion of the realized gains or losses on these contracts. However, the benefits and costs realized from these contracts may not reflect the benefits and costs Solventum would have incurred as a standalone company for the periods presented.

Concentration of Credit Risk:

Solventum’s sales are not materially dependent on any single customer. For the three and nine months ended September 30, 2024 and September 30, 2023, no one individual customer or group of affiliated customers represented more than 10 percent of the Company's total sales. At September 30, 2024 no customers represented more than 10 percent of the Company's total accounts receivable balance and at December 31, 2023, one customer accounted for approximately 10 percent of Solventum’s total accounts receivable balance. Credit risk associated with the Company’s accounts receivable is representative of the geographic, industry, and customer diversity associated with the global businesses.

Commodity Prices Risk:

Solventum manages commodity price risks through negotiated supply contracts and price protection agreements. The Company does not participate in material commodity hedging activity.

a. The Company carried out an evaluation, under the supervision and with the participation of its management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in the Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective.

b. There was no change in the Company’s internal control over financial reporting that occurred during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

SOLVENTUM CORPORATION

FORM 10-Q

For the Quarterly Period Ended September 30, 2024

PART II. Other Information

Item 1. Legal Proceedings

Discussion of legal matters is incorporated by reference from Part I, Item 1, Note 11, “Commitments and Contingencies,” of this document, and should be considered an integral part of Part II, Item 1, “Legal Proceedings.”

There have been no material changes to the risk factors as disclosed in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024.

Discussion of these factors is incorporated by reference into and considered an integral part of Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

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

There were no unregistered sales of equity securities during the period covered by this report.

Item 3. Defaults Upon Senior Securities

No matters require disclosure.

Item 4. Mine Safety Disclosures

Not applicable.

Insider Trading Arrangements and Policies

During the three months ended September 30, 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.

Disclosure Under Iran Threat Reduction and Syria Human Rights Act of 2012

As part of its intellectual property (“IP”) protection efforts, 3M has obtained and maintains patents and trademarks in Iran. Certain of these patents and trademarks are now owned by Solventum’s affiliate Solventum Intellectual Properties Company, but registered title has not yet been assigned to Solventum Intellectual Properties Company. As authorized under 3M’s specific license granted by the Office of Foreign Assets Control, during the three months ended September 30, 2024, a third-party IP service provider/counsel paid on behalf of 3M a renewal fee of $130 to the Iran Intellectual Property Office’s account with Bank Melli, which was designated pursuant to Executive Order 13224, to maintain a trademark owned by Solventum that has registered title held by 3M. Solventum did not direct this activity and understands that 3M plans to continue these IP rights protection activities as authorized under its specific license.

Availability of Information

Solventum's website address is www.solventum.com. Investors and others should note that the Company announces material information to its investors using SEC filings, press releases, its investor relations website, public conference calls and webcasts. The Company uses these channels to communicate with investors, customers and the public about the Company, its products and other issues. The information on, or that may be accessed through, Solventum's website is not incorporated by reference into this Quarterly Report on Form 10-Q and should not be considered a part of this Quarterly Report on Form 10-Q.

2.1						Separation and Distribution Agreement, dated as of March 31, 2024, by and between Solventum Corporation and 3M Company (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*
3.1						Amended and Restated Certificate of Incorporation of Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)
3.2						Amended and Restated Bylaws of Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed September 26, 2024)
10.1						Transition Services Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*
10.2						Tax Matters Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*
10.3						Employee Matters Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*
10.4						Transition Distribution Services Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*+
10.5						Transition Contract Manufacturing Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (3M Company as contract manufacturer) (incorporated by reference from Solventum Corporation's Form 8-K, filed April 4, 2024)*
10.6						Stockholder's and Registration's Rights Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K, filed April 4, 2024)*
10.7						Intellectual Property Cross License Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K, filed April 4, 2024)*
10.8						3M Trademark Use Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K, filed April 4, 2024)*+
10.9						Transitional Trademark Cross License Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K, filed April 4, 2024)*+
10.10						Master Supply Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K , filed April 4, 2024)
10.11						Reverse Master Supply Agreement, dated as of March 31, 2024, by and between 3M Company and Solventum Corporation (incorporated by reference from Solventum Corporation’s Form 8-K, filed April 4, 2024)*
10.12						Solventum Corporate 2024 Long-Term Incentive Plan, as amended (incorporated by reference from Solventum Corporation’s Registration Statement on Form S-8, filed April 1, 2024)
10.13						Solventum 2024 Long-Term Incentive Plan Restricted Stock Unit Awards Agreement (incorporated by reference from Solventum Corporation’s Form 8-K filed May 17, 2024)
10.14						Solventum 2024 Long-Term Incentive Plan Restricted Stock Unit Awards Agreement For Non-Employee Directors (incorporated by reference from Solventum Corporation’s Form 8-K filed May 17, 2024)
10.15						Solventum 2024 Long-Term Incentive Plan Performance Share Unit Awards Agreement (incorporated by reference from Solventum Corporation’s Form 8-K filed May 17, 2024)
10.16						Solventum Annual Incentive Plan (incorporated by reference from Solventum Corporation’s Form 8-K , filed April 4, 2024)
10.17						Solventum Executive Severance Plan (incorporated by reference from Solventum Corporation’s Form 8-K , filed April 4, 2024)
10.18						Solventum VIP Excess Plan (incorporated by reference from Solventum Corporation’s Registration Statement on Form S-8, filed April 1, 2024)
31.1						Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
31.2						Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.

32.1						Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
32.2						Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
101.INS						Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH						Inline XBRL Taxonomy Extension Schema Document
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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+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.

*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 Securities and Exchange Commission (the “SEC”) upon request.

SIGNATURES

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

SOLVENTUM CORPORATION

(Registrant)

Date: November 8, 2024
			By			/s/ Wayde McMillan
						Wayde McMillan,
			Executive Vice President and Chief Financial Officer (Mr. McMillan is a Principal Financial Officer and has been duly authorized to sign on behalf of the Registrant.)