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 10, 2016
3M COMPANY |
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(Exact Name of Registrant as Specified in Its Charter) |
Delaware |
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(State or Other Jurisdiction of Incorporation) |
File No. 1-3285 |
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41-0417775 |
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(Commission File Number) |
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(IRS Employer Identification No.) |
3M Center, St. Paul, Minnesota |
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55144-1000 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(651) 733-1110 |
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(Registrants Telephone Number, Including Area Code) |
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(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 2016 Annual Meeting of Stockholders of the Company held on May 10, 2016, 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 twelve nominees to the Board of Directors for a one-year term by the vote of the majority of votes cast, in accordance with 3Ms Bylaws.
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FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTE |
1a. Sondra L. Barbour |
416,889,402 |
2,724,345 |
1,413,391 |
102,361,847 |
1b. Thomas Tony K. Brown |
416,460,881 |
3,086,993 |
1,479,264 |
102,361,847 |
1c. Vance D. Coffman |
410,682,055 |
8,745,244 |
1,599,839 |
102,361,847 |
1d. David B. Dillon |
416,746,982 |
2,634,813 |
1,645,343 |
102,361,847 |
1e. Michael L. Eskew |
410,834,315 |
8,566,100 |
1,626,723 |
102,361,847 |
1f. Herbert L. Henkel |
415,929,542 |
3,450,728 |
1,646,868 |
102,361,847 |
1g. Muhtar Kent |
415,915,220 |
3,455,213 |
1,656,705 |
102,361,847 |
1h. Edward M. Liddy |
407,467,619 |
11,957,902 |
1,601,617 |
102,361,847 |
1i. Gregory R. Page |
416,763,617 |
2,591,639 |
1,671,882 |
102,361,847 |
1j. Inge G. Thulin |
403,683,163 |
14,106,595 |
3,237,380 |
102,361,847 |
1k. Robert J. Ulrich |
414,075,068 |
5,342,617 |
1,609,453 |
102,361,847 |
1l. Patricia A. Woertz |
415,459,775 |
4,034,786 |
1,532,577 |
102,361,847 |
Proposal No. 2 The stockholders ratified the appointment of PricewaterhouseCoopers LLP as 3Ms independent registered public accounting firm for 2016.
FOR |
AGAINST |
ABSTAIN |
BROKER NON- |
514,761,913 |
7,085,757 |
1,541,315 |
N/A |
Proposal No. 3 The stockholders gave an advisory approval of the compensation of the Companys Named Executive Officers as described in the Companys 2016 Proxy Statement.
FOR |
AGAINST |
ABSTAIN |
BROKER NON- |
398,241,525 |
18,742,659 |
4,042,954 |
102,361,847 |
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Proposal No. 4 The stockholders approved the Companys 2016 Long-Term Incentive Plan.
FOR |
AGAINST |
ABSTAIN |
BROKER NON- |
369,345,179 |
48,188,105 |
3,493,854 |
102,361,847 |
Proposal No.5 The stockholders did not approve the stockholder proposal on special meetings.*
FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTE |
183,475,126 |
232,441,583 |
5,110,429 |
102,361,847 |
Proposal No.6 The stockholders did not approve the stockholder proposal on share repurchase program and executive compensation.*
FOR |
AGAINST |
ABSTAIN |
BROKER NON- |
24,123,547 |
391,073,158 |
5,830,433 |
102,361,847 |
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*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.
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3M COMPANY | |
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By: /s/ Gregg M. Larson |
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Gregg M. Larson, | |
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Deputy General Counsel and Secretary |
Dated: May 11, 2016