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 13, 2014

 

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 2014 Annual Meeting of Stockholders of the Company held on May 13, 2014, 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 nine 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

 

435,765,874

 

5,244,099

 

1,972,907

 

106,210,137

 

Thomas “Tony” K. Brown

 

437,887,108

 

2,873,694

 

2,222,078

 

106,210,137

 

Vance D. Coffman

 

432,492,334

 

8,438,004

 

2,052,542

 

106,210,137

 

Michael L. Eskew

 

433,522,679

 

7,379,270

 

2,080,931

 

106,210,137

 

Herbert L. Henkel

 

431,112,084

 

9,718,639

 

2,152,157

 

106,210,137

 

Muhtar Kent

 

437,333,633

 

3,463,829

 

2,185,418

 

106,210,137

 

Edward M. Liddy

 

428,039,545

 

12,790,002

 

2,153,333

 

106,210,137

 

Inge G. Thulin

 

424,540,439

 

15,340,889

 

3,101,552

 

106,210,137

 

Robert J. Ulrich

 

435,135,852

 

5,875,045

 

1,971,983

 

106,210,137

 

 

Proposal No. 2 — The stockholders ratified the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2014.

 

For

 

541,921,261

 

Against

 

4,980,814

 

Abstain

 

2,290,942

 

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 2014 Proxy Statement.

 

For

 

423,455,759

 

Against

 

14,849,360

 

Abstain

 

4,677,761

 

Broker Non-Vote

 

106,210,137

 

 

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

 

For

 

172,351,856

 

Against

 

265,920,085

 

Abstain

 

4,710,939

 

Broker Non-Vote

 

106,210,137

 

 


*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 14, 2014

 

 

 

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