Material Agreement

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): July 7, 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. 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.                                                             ☐ Item 1.01. Entry Into A Material Definitive Agreement On July 7, 2023, 3M Company (the “Company”) entered into Amendment No. 1 to the Credit Agreement (the “Amendment”), amending the Company’s $4.25 billion five-year revolving credit agreement, dated May 11, 2023 (the “Credit Agreement”), with JPMorgan Chase Bank, N.A. as administrative agent, Citibank, N.A. as syndication agent, Deutsche Bank Securities Inc. and Bank of America, N.A. as documentation agents, and a syndicate of lenders party thereto. The Credit Agreement contains a covenant requiring the Company to maintain an EBITDA to Interest Ratio (as defined in the Credit Agreement) of not less than 3.0 to 1.0 as of the end of each fiscal quarter of the Company. The Amendment provides that charges related to, arising out of or in connection with the Company’s proposed class-action settlement to resolve a wide range of drinking water claims by public water systems in the United States regarding any per- or poly-fluoroalkyl substance, as disclosed by the Company in a Current Report on Form 8-K filed on June 22, 2023, will be added back to the Company’s consolidated net income when determining EBITDA for purposes of calculating the EBITDA to Interest Ratio. The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference herein. Item 9.01. Financial Statements and Exhibits (d) Exhibits: Exhibit Number Description 10.1 Amendment No. 1 to the Credit Agreement, dated July 7, 2023. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document). 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: July 10, 2023