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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 9, 2023

3M COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Delaware

File No. 1-3285

41-0417775

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

3M Center, St. Paul, Minnesota

55144-1000

(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)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

MMM

New York Stock Exchange

MMM

Chicago Stock Exchange, Inc.

0.950% Notes due 2023

MMM23

New York Stock Exchange

1.500% Notes due 2026

MMM26

New York Stock Exchange

1.750% Notes due 2030

MMM30

New York Stock Exchange

1.500% Notes due 2031

MMM31

New York Stock Exchange

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

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.     ☐

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Item 5.07 Submission of Matters to a Vote of Security Holders

At the 2023 Annual Meeting of Shareholders of the Company held on May 9, 2023, the votes cast with respect to each item of business properly presented at the meeting are as follows:

Proposal No. 1 — The shareholders elected each of the ten nominees to the Board of Directors for a one-year term by the vote of the majority of votes cast, in accordance with 3M’s Bylaws.

			FOR			AGAINST			ABSTAIN			BROKER NON-VOTE
1a. Thomas “Tony” K. Brown			339,389,340			16,309,968			1,371,223			90,743,308
1b. Anne H. Chow			350,301,386			5,489,057			1,280,088			90,743,308
1c. David B. Dillon			345,135,848			10,570,432			1,364,251			90,743,308
1d. Michael L. Eskew			333,634,175			22,054,132			1,382,224			90,743,308
1e. James R. Fitterling			341,444,351			14,239,499			1,386,681			90,743,308
1f. Amy E. Hood			347,184,179			8,619,896			1,266,456			90,743,308
1g. Suzan Kereere			347,574,118			8,210,145			1,286,268			90,743,308
1h. Gregory R. Page			316,815,455			38,863,352			1,391,724			90,743,308
1i. Pedro J. Pizarro			350,741,243			4,950,815			1,378,473			90,743,308
1j. Michael F. Roman			330,184,452			24,794,642			2,091,437			90,743,308

Proposal No. 2 — The shareholders ratified the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2023.

FOR			AGAINST			ABSTAIN			BROKER NON-VOTE
417,673,696			28,447,896			1,692,247			N/A

Proposal No. 3 — The shareholders gave an advisory approval of the compensation of the Company’s Named Executive Officers as described in the Company’s 2023 Proxy Statement.

FOR			AGAINST			ABSTAIN			BROKER NON-VOTE
310,246,072			44,272,594			2,551,865			90,743,308

Proposal No. 4 — The shareholders cast non-binding votes on the frequency (whether annual, biennial or triennial) with which the Company should offer shareholders the opportunity to cast future advisory votes on the compensation of its named executive officers. A plurality of shareholders favored an annual advisory vote on the Company’s executive compensation. Based on the Board of Directors’ recommendation in the Proxy Statement and the voting results, the Company has determined to hold an advisory vote on executive compensation annually.

ONE YEAR			TWO YEARS			THREE YEARS			ABSTAIN			BROKER NON-VOTE
346,726,199			1,045,246			7,201,809			2,097,277			90,743,308

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SIGNATURE

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.

			3M COMPANY
			By:			/s/ Michael M. Dai
						Michael M. Dai
						Vice President, Associate General Counsel & Secretary

Dated: May 11, 2023