SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Banovetz John Patrick

(Last)

(First)

(Middle)

3M CENTER

(Street)

MAPLEWOOD

55144

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
3M CO [ MMM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/06/2023		A		4,802.307⁽¹⁾	A	$0	19,191.9299⁽²⁾⁽³⁾⁽⁴⁾	D
Common Stock	02/06/2023		F		154.746⁽⁵⁾	D	$0	19,037.1839	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁶⁾	02/07/2023		A		4,385		⁽⁷⁾	⁽⁷⁾	Common Stock	4,385	$0	4,385	D
Non-qualified Stock Option (Right to Buy)	$116.9	02/07/2023		A		23,063		02/07/2024⁽⁸⁾	02/07/2033	Common Stock	23,063	$0	23,063	D

Explanation of Responses:

1. Represents shares of 3M common stock that will be delivered pursuant to the terms of a performance share award made to the reporting person on March 1, 2020. The performance-based vesting requirements applicable to such award were satisfied on the date reported in Column 2, which represents the date on which the level of performance attained was certified. The reporting person previously elected to defer receipt of the shares and will not have voting or investment powers with respect to such shares until they are issued.

2. Includes shares acquired under 3M's General Employee Stock Purchase Plan.

3. Includes shares acquired pursuant to 3M's Dividend Reinvestment Plan.

4. Includes dividend share equivalents, accrued quarterly, pursuant to 3M's Deferred Compensation Plan.

5. The number of shares withheld for taxes was estimated and will be revised by amendment if necessary.

6. Each restricted stock unit represents a contingent right to receive one share of 3M common stock.

7. The restricted stock units vest 100% three years from the grant date of February 7, 2023.

8. The stock option will vest and become exercisable in a series of three equal installments on each of the first, second and third anniversary of the grant date.

	/s/ Patricia L. Meagher, attorney-in-fact for John Banovetz	02/08/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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