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8-KThe WireRed Alert

Executive Change

Filed Feb 10, 2025 · 1y ago · Accession 0000066740-25-000012

Plain English

Material event — a significant development the company must disclose promptly.

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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): February 4, 2025 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) Michael F. Roman, Executive Chairman of the Board of Directors of 3M Company (“3M”), announced February 4, 2025, that he will retire as Executive Chairman of the Board of Directors, and as a Director, effective March 1, 2025. Mr. Roman has agreed to continue to serve as Executive Advisor to the Board of Directors until his retirement from 3M on May 1, 2025. Also on February 4, 2025, the 3M Board of Directors appointed William M. Brown, Chief Executive Officer of 3M, to serve as Chairman of the Board of Directors of 3M, effective March 1, 2025. In addition, on February 4, 2025, Amy E. Hood announced that she does not intend to stand for re-election as a director at 3M’s 2025 annual shareholder meeting. (d) On February 4, 2025, the 3M Board of Directors elected David P. Bozeman to 3M’s Board of Directors, effective February 6, 2025. Mr. Bozeman is the President and Chief Executive Officer of C.H. Robinson Worldwide, Inc. The Board has determined that Mr. Bozeman is an independent director under the New York Stock Exchange listing standards and the Company’s director independence guidelines, as set forth in its Corporate Governance Guidelines (available on 3M’s website at www.3M.com, under Investor Relations — Governance — Corporate Governance). Mr. Bozeman will participate in the compensation program for non-employee directors as described on pages 57-60 of 3M’s proxy statement for its 2024 annual meeting of stockholders that was held May 14, 2024 (filed with the Securities and Exchange Commission on March 27, 2024). The Board has appointed Mr. Bozeman to the Science, Technology & Sustainability Committee of the Board, effective February 6, 2025. A copy of 3M’s press release announcing these changes is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d)    Exhibits: Exhibit Number Description 99.1          Press Release , dated Febr uary 10, 2025, of 3M Company. 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/ Kevin H. Rhodes Kevin H. Rhodes Executive Vice President, Chief Legal Affairs Officer, and Secretary Dated: February 10, 2025
Filing details
Company
3M CO
Ticker
MMM
CIK
66740
Form type
8-K
Filing date
Feb 10, 2025
Report date
Feb 4, 2025
Document
mmm-20250204.htm
Size
237 KB