3M Co 8-K, filed Aug 11, 2023
3M Co (MMM)
8-K
2023-08-11
For: 2023-08-09
View Original
Added on
April 07, 2026
About this 8-K
3M Co filed this 8-K on August 11, 2023, reporting on events of August 9, 2023.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
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): August 9, 2023
(Exact Name of Registrant as Specified in Its Charter)
File No. | ||||||||||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(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 | ||||||||||||
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.
(d) On August 9, 2023, the Board of Directors of 3M Company (the “Company”) elected Audrey Choi to the Company’s Board of Directors, effective August 9, 2023. Ms. Choi is the retired Chief Sustainability Officer and Chief Marketing Officer of Morgan Stanley. In connection with her election, the Board of Directors increased its size from 10 to 11 directors, and Ms. Choi joined the Board of Directors to fill the resulting vacancy.
The Board of Directors has determined that Ms. Choi is an independent director under the New York Stock Exchange (“NYSE”) 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 — ESG - Corporate Governance).
Ms. Choi will participate in the compensation program for non-employee directors as described on pages 47-50 of the Company’s Proxy Statement for its Annual Meeting of Stockholders held on May 9, 2023 (filed with the Securities and Exchange Commission on March 22, 2023).
The Board has appointed Ms. Choi to the Science, Technology & Sustainability Committee of the Board, effective August 9, 2023.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit Number | Description | |||||||
| 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: August 11, 2023
Exhibit 99.1
Audrey Choi elected to 3M Board of Directors
ST. PAUL, Minn., August 11, 2023 -- 3M (NYSE: MMM) announced today that Audrey Choi, retired Chief Sustainability Officer and Chief Marketing Officer, Morgan Stanley, has been elected to 3M's Board of Directors, effective August 9, 2023. In connection with Ms. Choi’s election, the Board of Directors increased its size from 10 to 11 members.
Ms. Choi was Morgan Stanley’s first Chief Sustainability Officer and a member of the firm’s Management Committee from 2017-2022, overseeing sustainability for a global financial services firm with offices in 41 countries. She was also Chief Marketing Officer from 2017-2021. Over the course of her 16-year career at Morgan Stanley, she founded and led the Global Sustainable Finance Group, the Institute for Sustainable Investing, and the Community Development Finance Group. Prior to joining Morgan Stanley, she served in senior policy positions in the U.S. Government’s Executive Branch, including as Chief of Staff of the Council of Economic Advisers in the White House.
Ms. Choi has a long record of service in the philanthropic and non-profit sector, including as a board member of the Sustainable Accounting Standards Board (SASB), Wildlife Conservation Society, StoryCorps, Local Initiatives Support Corporation, New York Cares, the Impact Investing Alliance, and the Kresge Foundation. She is a frequent speaker on sustainable investing, economic development, and public-private partnerships. Ms. Choi earned her bachelor’s degree from Harvard College and master’s degree in business administration from Harvard Business School.
“We are very pleased to welcome Audrey to 3M’s board, a highly accomplished leader with a proven track record in complex and cross-functional environments, including the private sector and government,” said chairman and CEO Mike Roman. “Audrey’s background in sustainability will be invaluable as we continue to prioritize progress in Science for Climate, Science for Circularity, and Science for Community, and continue to move 3M forward.”
About 3M 3M (NYSE: MMM) believes science helps create a brighter world for everyone. By unlocking the power of people, ideas, and science to reimagine what's possible, our global team uniquely addresses the opportunities and challenges of our customers, communities, and planet. Learn how we're working to improve lives and make what's next at 3M.com/news.
Investor Contacts:
Bruce Jermeland
651-733-1807
or
Diane Farrow
612-202-2449
or
Eric Herron
651-233-0043
Media Contact:
Tim Post
tpost3@mmm.com