Cover and table of contents

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Cover and table of contents

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 June 30, 2025

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)

Delaware92-2008841
(State or other jurisdiction of incorporation)(IRS Employer Identification No.)
3M Center, Building 275-6W 2510 Conway Avenue East, Maplewood, Minnesota55144
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $.01 Per ShareSOLVNew 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.

ClassOutstanding at July 31, 2025
Common Stock, $0.01 par value per share173,387,798

SOLVENTUM CORPORATION

Form 10-Q for the period ended June 30, 2025

TABLE OF CONTENTSPAGE
PART I. Financial Information3
Item 1. Financial Statements3
Condensed Consolidated Statements of Income (Unaudited)3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)4
Condensed Consolidated Balance Sheets (Unaudited)5
Condensed Consolidated Statements of Changes in Equity (Unaudited)6
Condensed Consolidated Statements of Cash Flows (Unaudited)7
Notes to the Condensed Consolidated Financial Statements (Unaudited)8
NOTE 1. Significant Accounting Policies8
NOTE 2. Revenue Recognition9
NOTE 3. Acquisitions and Divestitures9
NOTE 4. Goodwill and Intangible Assets10
NOTE 5. Other Current Liabilities11
NOTE 6. Property, Plant, and Equipment - Net11
NOTE 7. Comprehensive Income Information12
NOTE 8. Income Taxes13
NOTE 9. Long-Term Debt and Short-Term Borrowings14
NOTE 10. Pension and Postretirement Benefit Plans15
NOTE 11. Derivatives16
NOTE 12. Commitments and Contingencies18
NOTE 13. Restructuring20
NOTE 14. Earnings Per Share21
NOTE 15. Stock-Based Compensation22
NOTE 16. Related Parties22
NOTE 17. Business Segments24
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations26
Overview26
Results of Operations30
Performance by Business Segment31
Financial Condition and Liquidity35
Cautionary Note Concerning Forward Looking Statements37
Item 3. Quantitative and Qualitative Disclosures About Market Risk38
Item 4. Controls and Procedures38
PART II. Other Information39
Item 1. Legal Proceedings39
Item 1A. Risk Factors39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds39
Item 3. Defaults Upon Senior Securities39
Item 4. Mine Safety Disclosures39
Item 5. Other Information39
Item 6. Exhibits40

SOLVENTUM CORPORATION

FORM 10-Q

For the Quarterly Period Ended June 30, 2025

PART I. Financial Information

Next: Item 1. Financial Statements