UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 14, 2013

 

3M COMPANY

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

File No. 1-3285

 

41-0417775

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

3M Center, St. Paul, Minnesota

 

55144-1000

(Address of Principal Executive Offices)

 

(Zip Code)

 

(651) 733-1110

(Registrant’s Telephone Number, Including Area Code)

 

 

(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):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

At the 2013 Annual Meeting of Stockholders of the Company held on May 14, 2013, the votes cast with respect to each item of business properly presented at the meeting are as follows:

 

Proposal No. 1 — The stockholders elected each of the eleven 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

 

Linda G. Alvarado

 

462,785,420

 

5,824,301

 

3,711,235

 

103,375,190

 

Vance D. Coffman

 

461,937,773

 

6,632,211

 

3,750,972

 

103,375,190

 

Michael L. Eskew

 

463,334,642

 

5,148,279

 

3,838,035

 

103,375,190

 

W. James Farrell

 

464,160,257

 

4,348,477

 

3,812,222

 

103,375,190

 

Herbert L. Henkel

 

457,986,833

 

10,511,094

 

3,823,029

 

103,375,190

 

Muhtar Kent

 

464,809,517

 

3,676,884

 

3,834,555

 

103,375,190

 

Edward M. Liddy

 

457,593,621

 

10,934,813

 

3,792,522

 

103,375,190

 

Robert S. Morrison

 

460,172,550

 

8,538,674

 

3,609,732

 

103,375,190

 

Aulana L. Peters

 

430,329,184

 

38,258,961

 

3,732,811

 

103,375,190

 

Inge G. Thulin

 

453,048,524

 

14,155,054

 

5,117,378

 

103,375,190

 

Robert J. Ulrich

 

464,649,185

 

4,016,811

 

3,654,960

 

103,375,190

 

 

Proposal No. 2 — The stockholders ratified the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2013.

 

For

 

566,518,508

 

Against

 

4,472,353

 

Abstain

 

4,705,285

 

Broker Non-Vote

 

N/A

 

 

Proposal No. 3 — The stockholders gave an advisory approval of the compensation of the Company’s Named Executive Officers as described in the Company’s 2013 Proxy Statement.

 

For

 

446,912,869

 

Against

 

17,986,062

 

Abstain

 

7,422,025

 

Broker Non-Vote

 

103,375,190

 

 

2



 

Proposal No.4 — The stockholders did not approve the stockholder proposal on action by written consent.*

 

For

 

188,456,866

 

Against

 

276,045,523

 

Abstain

 

7,818,567

 

Broker Non-Vote

 

103,375,190

 

 

Proposal No. 5 — The stockholders did not approve the stockholder proposal on prohibiting political spending from corporate treasury funds.*

 

For

 

25,650,805

 

Against

 

390,949,349

 

Abstain

 

55,720,802

 

Broker Non-Vote

 

103,375,190

 

 


*Under the General Corporation Law of the State of Delaware, the affirmative “FOR” vote of a majority of those shares present in person or represented by proxy at the meeting and entitled to vote on the matter is required to approve the stockholder proposal. In tabulating the voting result, abstentions and, if applicable, broker non-votes are not counted as votes “FOR” or “AGAINST” the proposal. An abstention will, however, be counted as entitled to vote on a proposal and will, therefore, have the effect of a vote “AGAINST.”  Applying this standard, the percentage in favor of the stockholder proposal is calculated by dividing the number of FOR votes by the sum of the number of FOR, AGAINST and ABSTAIN votes.

 

 

 

 

 

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 hereunto duly authorized.

 

 

3M COMPANY

 

 

 

By:

/s/ 

Gregg M. Larson

 

 

Gregg M. Larson,

 

 

Deputy General Counsel and Secretary

 

Dated: May 15, 2013

 

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