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8-K

3M Co (MMM)

8-K 2026-02-05 For: 2026-02-03
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Added on April 07, 2026

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 3, 2026

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 NYSE Texas, 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.

On February 3, 2026, the 3M Board of Directors elected Neil G. Mitchill, Jr. to 3M’s Board of Directors, effective February 6, 2026. Mr. Mitchill is the Executive Vice President and Chief Financial Officer of RTX Corporation.

The Board has determined that Mr. Mitchill 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). The Board also has determined that Mr. Mitchill is “financially literate” and has “accounting or related financial management expertise” under the NYSE listing standards and is an “audit committee financial expert” as that term is defined by applicable Securities and Exchange Commission regulations. The Board has appointed Mr. Mitchill to both the Audit Committee and Nominating and Governance Committee of the Board, effective February 6, 2026.

Mr. Mitchill will participate in the compensation program for non-employee directors as described on pages 47-50 of 3M’s 2025 Notice of Annual Meeting and Proxy Statement for its 2025 annual meeting of stockholders that was held on May 13, 2025 (filed with the Securities and Exchange Commission on March 26, 2025).

A copy of 3M’s press release announcing Mr. Mitchill’s appointment 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 February 5, 2026, 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 5, 2026

Document

Exhibit 99.1

3M Announces New Board Appointment

•Neil Mitchill elected to the Board of Directors

ST. PAUL, Minn. – Feb. 5, 2026 – 3M (NYSE: MMM) announced today the election of Neil G. Mitchill, Jr. to 3M's Board of Directors, effective February 6, 2026. Mr. Mitchill also has been appointed as a member of the Audit Committee and the Nominating and Governance Committee of the Board.

Mr. Mitchill is the Executive Vice President and Chief Financial Officer, RTX Corporation. Holding this position since 2021, his responsibilities span financial reporting and controls, planning and analysis, investor relations, internal audit, tax and treasury.

Prior to his current role, Mr. Mitchill served as Corporate Vice President of Financial Planning and Analysis and Investor Relations of RTX. He held numerous other financial leadership positions within United Technologies Corporation (UTC) prior to its merger with Raytheon Company in 2020, including Acting Senior Vice President and Chief Financial Officer of UTC, and Vice President and Chief Financial Officer of UTC’s Pratt & Whitney business. Mr. Mitchill spent 17 years at PricewaterhouseCoopers LLP in both client service and lead partner roles.

Mr. Mitchill received a BS in Accountancy from Providence College.

“Neil is an accomplished executive with over 25 years of finance experience as well as strategic leadership on complex business issues,” said William Brown, 3M’s Chairman and CEO. “His deep financial expertise, strategic acumen and broad business experience will be invaluable to our board, shareholders and customers, and I look forward to working with him.”

About 3M 3M (NYSE: MMM) is focused on transforming industries around the world by applying science and creating innovative, customer-focused solutions. Our multi-disciplinary team is working to solve tough customer problems by leveraging diverse technology platforms, differentiated capabilities, global footprint, and operational excellence. Discover how 3M is shaping the future at 3M.com/news.

3M Media Contact: 3MNews@mmm.com

Investor Contact:

Diane Farrow

(612) 202-2449