What changed in this filing

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Item 1. Financial Statements

2024-10-22 compared with 2024-07-26 · 405 added, 358 removed, 1356 unchanged (36% of the section changed)

3 unchanged sentences

Three months ended

June 30, Six months ended

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September 30,

(Millions, except per share amounts) 2024 2023 2024 2023

4 unchanged sentences

Research, development and related expenses 269 267 803 862

Gain on business divestitures — ( 36 ) — ( 36 )

Total operating expenses 4,978 9,366 14,828 30,196

29 unchanged sentences

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June 30, Six months ended

September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

14 unchanged sentences

Consolidated Balance Sheet

(Dollars in millions, except per share amount) June 30, 2024 December 31, 2023

(Dollars in millions, except per share amount) September 30, 2024 December 31, 2023

Current assets

38 unchanged sentences

944,033,056 shares issued

Shares outstanding - June 30, 2024:

Shares outstanding - September 30, 2024:

544,558,607 , December 31, 2023:

3 unchanged sentences

( 33,784 ) ( 32,859 )

Shares at June 30, 2024:

Shares at September 30, 2024:

399,474,449 , December 31, 2023:

7 unchanged sentences

Consolidated Statement of Cash Flows 1

Six months ended

Nine months ended

September 30,

(Millions) 2024 2023

6 unchanged sentences

Stock-based compensation expense 242 222

Gain on business divestitures — ( 36 )

Deferred income taxes 293 ( 3,468 )

11 unchanged sentences

Proceeds from maturities and sale of marketable securities and investments 1,022 1,292

Proceeds from sale of businesses, net of cash sold — 60

Other — net ( 27 ) 28

38 unchanged sentences

The information would include disclosure of a registrant's greenhouse gas emissions.

In addition, certain disclosures related to severe weather events and other natural conditions will be required in a registrant’s audited financial statements.

In addition, certain disclosures related to severe weather events and other natural conditions would be required in a registrant’s audited financial statements.

Annual disclosure requirements would be effective for 3M as early as the fiscal year beginning January 1, 2025.

19 unchanged sentences

3M continuing involvement with Solventum in the form of net sales under supply agreements and income from transition agreements is reflected in amounts disclosed in Note 19 relative to "Corporate and Unallocated" (recorded as net sales and associated costs) and "Other" (recorded as a direct offset to associated costs), respectively.

Solventum transition agreement income for the three months ended June 30, 2024 included in "Other" was approximately $ 30 million (approximately $ 200 million gross fees, net of assigned costs).

Solventum transition agreement income for the three months ended September 30, 2024 included in "Other" was approximately $ 5 million (approximately $ 0.2 billion gross fees, net of assigned costs).

Transition agreement income for the nine months ended September 30, 2024 included in "Other" was approximately $ 40 million (approximately $ 0.4 billion gross fees, net of assigned costs).

Transition services or purchases from Solventum are not material to 3M.

Amounts due from Solventum and amounts due to Solventum under the agreements described above were approximately $ 0.5 billion and $ 0.2 billion, respectively, as of June 30, 2024.

Information regarding net income (loss) from discontinued operations, net of taxes includes the following:

Amounts due from Solventum and amounts due to Solventum under the agreements described above were approximately $ 0.5 billion and $ 0.2 billion, respectively, as of September 30, 2024.

Information regarding net income (loss) from discontinued operations, net of taxes includes the following noting there was no material income (loss) from discontinued operations for the three months ended September 30, 2024:

Three months ended

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September 30,

Net Income (Loss) from Discontinued Operations, Net of Taxes (millions)

38 unchanged sentences

Selected financial information related to cash flows from discontinued operations is below.

Six months ended

Selected Cash Flows from Discontinued Operations (millions)

Nine months ended

September 30,

Selected Cash Flow Information from Discontinued Operations (millions)

Depreciation and amortization $ 139 $ 416

3 unchanged sentences

Three months ended

June 30, Six months ended

September 30, Nine months ended

September 30,

Net Sales by Division (millions) 2024 2023 2024 2023

24 unchanged sentences

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June 30, Six months ended

September 30, Nine months ended

September 30,

Net Sales by Geographic Area (millions) 2024 2023 2024 2023

3 unchanged sentences

Worldwide $ 6,294 $ 6,270 $ 18,565 $ 18,608

Americas included United States net sales to customers of $ 2.8 billion and $ 5.3 billion for the three and six months ended June 30, 2024, respectively, and $ 2.8 billion and $ 5.3 billion for the three and six months ended June 30, 2023, respectively.

Asia Pacific included China/Hong Kong net sales to customers of $ 0.7 billion and $ 1.4 billion for the three and six months ended June 30, 2024, respectively, and $ 0.6 billion and $ 1.3 billion for the three and six months ended June 30, 2023, respectively.

Americas included United States net sales to customers of $ 2.8 billion and $ 8.1 billion for the three and nine months ended September 30, 2024, respectively, and $ 2.7 billion and $ 8.0 billion for the three and nine months ended September 30, 2023, respectively.

Asia Pacific included China/Hong Kong net sales to customers of $ 0.7 billion and $ 2.1 billion for the three and nine months ended September 30, 2024, respectively, and $ 0.7 billion and $ 2.0 billion for the three and nine months ended September 30, 2023, respectively.

Refer to Note 3 to the Consolidated Financial Statements in 3M's 2023 Annual Report on Form 10-K for more information on relevant pre-2024 divestitures.

One of the 2023 divestitures, the dental local anesthetic business, mentioned therein was part of the former Health Care business segment.

Because this anesthetic business was divested prior to the separation of Solventum, its operations are not reflected as discontinued operations and instead are reflected herein as part of "Other" for all applicable periods presented as discussed in Note 19.

On April 1, 2024, 3M completed the separation of its Health Care business (the Separation) through a pro rata distribution of 80.1 % of the outstanding shares of Solventum Corporation (Solventum) to 3M stockholders.

6 unchanged sentences

Translation and other 3 9 1 — 13

Balance as of June 30, 2024 $ 4,500 $ 1,502 $ 258 $ 58 $ 6,318

Balance as of September 30, 2024 $ 4,545 $ 1,521 $ 271 $ 58 $ 6,395

The amounts in the “Translation and other” row in the above table primarily relate to changes in foreign currency exchange rates.

As of June 30, 2024, the Company's accumulated goodwill impairment loss is $ 0.3 billion.

As of September 30, 2024, the Company's accumulated goodwill impairment loss is $ 0.3 billion.

Acquired Intangible Assets:

The carrying amount and accumulated amortization of acquired finite-lived intangible assets, in addition to the balance of non-amortizable intangible assets follow:

(Millions) June 30, 2024 December 31, 2023

(Millions) September 30, 2024 December 31, 2023

Customer related $ 1,343 $ 1,337

15 unchanged sentences

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September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

Amortization expense $ 26 $ 40 $ 80 $ 99

Expected amortization expense for acquired amortizable intangible assets recorded as of June 30, 2024 follows:

Expected amortization expense for acquired amortizable intangible assets recorded as of September 30, 2024 follows:

(Millions) Remainder of 2024

7 unchanged sentences

During 2023, management approved and committed to undertake associated actions resulting in a 2023 pre-tax charge of $ 415 million.

During 2024, management approved and committed to undertake additional actions under this initiative impacting approximately 700 positions resulting in a pre-tax charge of $ 35 million and $ 138 million in the second quarter and six months ended June 30, 2024, respectively.

Since its beginning in 2023 through committed second quarter 2024 actions, this initiative has impacted approximately 6,400 positions worldwide.

Remaining activities related to the restructuring actions approved and committed through June 30, 2024 under this initiative are expected to be completed in 2025.

During 2024, management approved and committed to undertake additional actions under this initiative impacting approximately 900 positions resulting in a pre-tax charge of $ 40 million and $ 178 million in the third quarter and nine months ended September 30, 2024, respectively.

Since its beginning in 2023 through committed third quarter 2024 actions, this initiative has impacted approximately 6,600 positions worldwide.

Remaining activities related to the restructuring actions approved and committed through September 30, 2024 under this initiative are expected to be completed in 2025.

3M expects to commit to further actions under this initiative.

1 unchanged sentence

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September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

4 unchanged sentences

The business segment operating income (loss) impact of these restructuring charges is summarized as follows:

Three months ended June 30,

Three months ended September 30,

(Millions) Employee Related Asset-Related and Other Total Employee Related Asset-Related and Other Total

4 unchanged sentences

Total operating expense $ 27 $ 13 $ 40 $ 26 $ 32 $ 58

Six months ended June 30,

Nine months ended September 30,

(Millions) Employee Related Asset-Related and Other Total Employee Related Asset-Related and Other Total

10 unchanged sentences

Incremental expense incurred in the second quarter of 2024 24 11 35

Incremental expense incurred in the third quarter of 2024

Non-cash changes — ( 81 ) ( 81 )

Cash payments ( 124 ) — ( 124 )

Accrued restructuring action balance as of June 30, 2024

Accrued restructuring action balance as of September 30, 2024

$ 81 $ — $ 81

1 unchanged sentence

As described in Note 5 in 3M's 2023 Annual Report on Form 10-K, 3M announced in 2022 that it will exit all PFAS manufacturing by the end of 2025.

In 2023, 3M management approved and committed to undertake certain related workforce actions resulting in a pre-tax charge of $ 64 million primarily impacting cost of sales.

During 2024, management approved and committed to undertake additional related workforce actions impacting approximately 60 positions resulting in a pre-tax charge of $ 8 million and $ 12 million primarily impacting cost of sales in the second quarter and six months ended June 30, 2024, respectively.

In 2023, 3M management approved and committed to undertake certain related workforce actions resulting in a pre-tax charge of $ 64 million ($ 40 million and $ 24 million in the third and fourth quarter respectively) primarily impacting cost of sales.

During 2024, management approved and committed to undertake additional related workforce actions impacting approximately 100 positions resulting in a pre-tax charge of $ 7 million and $ 19 million primarily impacting cost of sales in the third quarter and nine months ended September 30, 2024, respectively.

These charges are reflected within the Transportation and Electronics business segment.

This initiative, beginning in 2023 through committed second quarter 2024 actions, has impacted approximately 610 positions worldwide.

This initiative, beginning in 2023 through committed third quarter 2024 actions, has impacted approximately 650 positions worldwide.

The remaining period of activities related to these approved and committed actions aligns with 3M's PFAS exit timeframe.

3 unchanged sentences

Incremental expense incurred in the second quarter of 2024

Incremental expense incurred in the third quarter of 2024

Cash payments ( 33 )

Accrued restructuring action balance as of June 30, 2024

Accrued restructuring action balance as of September 30, 2024

Supplemental Income (Loss) Statement Information

1 unchanged sentence

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September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

7 unchanged sentences

Pension and postretirement net periodic benefit income described in the table above include all components of defined benefit plan net periodic benefit cost (benefit) except service cost, which is reported in various operating expense lines.

The second quarter of 2024 non-service cost component above was impacted by a $ 795 million pension settlement charge.

The non-service cost component above for the nine months ended September 30, 2024 was impacted by a $ 795 million pension settlement charge.

Refer to Note 13 for additional details on the components of pension and postretirement net periodic benefit cost (benefit).

1 unchanged sentence

Solventum separated from 3M in April 2024 (discussed in Note 2).

At June 30, 2024, the balance of net unrealized gain on this investment is $ 1.1 billion.

At September 30, 2024, the balance of net unrealized gain on this investment is $ 1.7 billion.

Supplemental Equity and Comprehensive Income (Loss) Information

Cash dividends declared and paid totaled $ 1.51 and $ 0.70 for the first and second quarters of 2024, respectively, and $ 1.50 per share for each of the first and second quarters of 2023, or $ 2.21 and $ 3.00 per share for the first six months of 2024 and 2023, respectively.

The table below presents the consolidated changes in equity for three and six months ended June 30, 2024 and 2023:

Cash dividends declared and paid totaled $ 1.51 for the first quarter of 2024 and $ 0.70 for each of the second and third quarters of 2024, respectively, and $ 1.50 per share for each of the first, second and third quarters of 2023, or $ 2.91 and $ 4.50 per share for the first nine months of 2024 and 2023, respectively.

The table below presents the consolidated changes in equity for three and nine months ended September 30, 2024 and 2023:

3M Company Shareholders

(Millions) Total Common Stock and Additional Paid-in Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Non-controlling Interest

Balance at March 31, 2024

Balance at June 30, 2024

$ 3,988 $ 7,155 $ 35,475 $ ( 33,147 ) $ ( 5,567 ) $ 72

3 unchanged sentences

Solventum spin-off

( 2,169 ) ( 2,753 ) 584

Dividends declared ( 383 ) ( 383 )

1 unchanged sentence

Reacquired stock ( 684 ) ( 684 )

Dividend to noncontrolling interest ( 23 ) ( 23 )

Issuances pursuant to stock option and benefit plans 38 ( 9 ) 47

Balance at September 30, 2024

$ 4,694 $ 7,191 $ 36,459 $ ( 33,784 ) $ ( 5,224 ) $ 52

Balance at June 30, 2023

$ 7,857 $ 6,867 $ 40,290 $ ( 32,926 ) $ ( 6,433 ) $ 59

Balance at March 31, 2023

Net income (loss)

( 2,071 ) ( 2,075 ) 4

Net income ( 6,836 ) ( 6,841 ) 5

Other comprehensive income (loss), net of tax ( 294 ) ( 293 ) ( 1 )

1 unchanged sentence

Stock-based compensation 45 45

Reacquired stock ( 2 ) ( 2 )

Dividend to non controlling interest

Issuances pursuant to stock option and benefit plans 27 ( 12 ) 39

Balance at June 30, 2023

Balance at September 30, 2023

$ 4,731 $ 6,912 $ 37,375 $ ( 32,889 ) $ ( 6,726 ) $ 59

10 unchanged sentences

Reacquired stock ( 1,105 ) ( 1,105 )

Dividend to noncontrolling interest

( 23 ) ( 23 )

Issuances pursuant to stock option and benefit plans 68 ( 112 ) 180

Balance at June 30, 2024

Balance at September 30, 2024

$ 4,694 $ 7,191 $ 36,459 $ ( 33,784 ) $ ( 5,224 ) $ 52

1 unchanged sentence

$ 14,770 $ 6,700 $ 47,950 $ ( 33,255 ) $ ( 6,673 ) $ 48

Net income ( 5,855 ) ( 5,865 ) 10

Net income (loss)

( 7,926 ) ( 7,940 ) 14

Total other comprehensive income (loss), net of tax ( 53 ) ( 53 ) —

2 unchanged sentences

Reacquired stock ( 31 ) ( 31 )

Dividend to noncontrolling interest

Issuances pursuant to stock option and benefit plans 245 ( 152 ) 397

Balance at June 30, 2023

Balance at September 30, 2023

$ 4,731 $ 6,912 $ 37,375 $ ( 32,889 ) $ ( 6,726 ) $ 59

The table below presents the changes in accumulated other comprehensive income (loss) attributable to 3M (AOCI), including the reclassifications out of AOCI by component for three and six months ended June 30, 2024 and 2023:

(Millions) Cumulative Translation Adjustment Defined Benefit Pension and Postretirement Plans Adjustment Cash Flow Hedging Instruments, Unrealized Gain (Loss) Total Accumulated Other Comprehensive Income (Loss)

Balance at March 31, 2024, net of tax:

Balance at June 30, 2024, net of tax:

$ ( 2,795 ) $ ( 2,737 ) $ ( 35 ) $ ( 5,567 )

5 unchanged sentences

Total other comprehensive income (loss), net of tax 369 48 ( 74 ) 343

Solventum spin-off 64 520 — 584

Balance at June 30, 2024, net of tax:

Balance at September 30, 2024, net of tax:

$ ( 2,426 ) $ ( 2,689 ) $ ( 109 ) $ ( 5,224 )

Balance at March 31, 2023, net of tax:

Balance at June 30, 2023, net of tax:

$ ( 2,688 ) $ ( 3,737 ) $ ( 8 ) $ ( 6,433 )

5 unchanged sentences

Total other comprehensive income (loss), net of tax ( 364 ) 50 21 ( 293 )

Balance at June 30, 2023, net of tax:

Balance at September 30, 2023, net of tax:

$ ( 3,052 ) $ ( 3,687 ) $ 13 $ ( 6,726 )

9 unchanged sentences

Solventum spin-off

Balance at June 30, 2024, net of tax:

Balance at September 30, 2024, net of tax:

$ ( 2,426 ) $ ( 2,689 ) $ ( 109 ) $ ( 5,224 )

7 unchanged sentences

Total other comprehensive income (loss), net of tax ( 224 ) 151 20 ( 53 )

Balance at June 30, 2023, net of tax:

Balance at September 30, 2023, net of tax:

$ ( 3,052 ) $ ( 3,687 ) $ 13 $ ( 6,726 )

2 Includes tax expense (benefit) reclassified out of AOCI related to the following:

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

(millions) 2024 2023 2024 2023

15 unchanged sentences

• The tax effects, if applicable, associated with these reclassifications were reflected in provision for income taxes.

The effective tax rate on a continuing operations basis for the second quarter of 2024 was 14.4 percent on pre-tax income compared to 24.0 percent on a pre-tax loss in the prior year.

The effective tax rate for the first six months of 2024 was 18.1 percent compared to 24.6 percent in the prior year.

The primary factors that impacted the comparison of these rates year-over -year were the second quarter 2023 charge related to the settlement agreement with public water systems in the United States regarding PFAS (see Note 17) and the tax rate associated with second quarter 2024 benefit related to the change in value of the retained ownership interest in Solventum.

The total amounts of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of June 30, 2024 and December 31, 2023 on a continuing operations basis are $ 691 million and $ 671 million, respectively.

The effective tax rate on a continuing operations basis for the third quarter of 2024 was 20.3 percent on pre-tax income compared to 23.5 percent on a pre-tax loss in the prior year.

The effective tax rate for the first nine months of 2024 was 19.0 percent compared to 24.3 percent on a pre-tax loss in the prior year.

The primary factors that impacted the comparison of these rates year-over-year were the third quarter 2023 charge related to the settlement agreement to resolve CAE litigation (see Note 17), second quarter 2023 charge related to the settlement agreement with public water systems in the United States regarding PFAS (see Note 17), and the tax rate associated with the 2024 benefit related to the change in value of the retained ownership interest in Solventum.

The total amounts of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of September 30, 2024 and December 31, 2023 on a continuing operations basis are $ 710 million and $ 671 million, respectively.

It is reasonably possible that the amount of unrecognized tax benefits could significantly change within the next 12 months.

At this time, the Company is not able to estimate the range by which these potential events could impact 3M’s unrecognized tax benefits in the next 12 months.

The net deferred tax assets are included as components of Other Assets and Other Liabilities within the Consolidated Balance Sheet.

As of June 30, 2024, 3M's net non current deferred tax asset balance was approximately $ 4.0 billion.

Net deferred tax assets are included as components of Other Assets and Other Liabilities within the Consolidated Balance Sheet.

As of September 30, 2024, 3M's net non current deferred tax asset balance was approximately $ 3.9 billion.

This included a balance of approximately $ 3.0 billion as a result of the 2023 pre-tax charges related to the PWS Settlement and the CAE Settlement (both discussed in Note 17).

As of June 30, 2024 and December 31, 2023, on a continuing operations basis, the Company had valuation allowances of $ 1,474 million and $ 689 million on its deferred tax assets, respectively.

The primary factor that increased the valuation allowance balance as of June 30, 2024 is a valuation allowance related to the difference in basis of the retained ownership interest in Solventum.

In connection with the completion of the separation of Solventum in April 2024, 3M re-evaluated its global cash needs and certain unrepatriated earnings are no longer considered permanently reinvested, which resulted in a charge of approximately $ 100 million in the second quarter of 2024.

As of September 30, 2024 and December 31, 2023, on a continuing operations basis, the Company had valuation allowances of $ 1.1 billion and $ 0.7 billion on its deferred tax assets, respectively, with the amounts impacted beginning in 2024 by a valuation allowance related to the difference in basis of the retained ownership interest in Solventum.

In connection with the completion of the separation of Solventum in April 2024, 3M re-evaluated its global cash needs and certain unrepatriated earnings were no longer considered permanently reinvested, which resulted in a charge of approximately $ 100 million in the second quarter of 2024.

Thereafter, 3M provides for income taxes associated with foreign earnings in certain subsidiaries that are not considered permanently reinvested.

The Company has not provided deferred taxes on approximately $ 1.0 billion of undistributed earnings from non-U.S.

subsidiaries as of June 30, 2024 which are indefinitely reinvested in operations.

subsidiaries as of September 30, 2024 which are indefinitely reinvested in operations.

Because of the multiple avenues by which to repatriate the earnings to minimize tax cost, and because a large portion of these earnings are not liquid, it is not practical to determine the income tax liability that would be payable if such earnings were not reinvested indefinitely.

2 unchanged sentences

Effective January 1, 2024, a number of countries have proposed or enacted legislation to implement core elements of the Pillar Two proposal.

Pillar Two did not have a significant impact on 3M's second quarter 2024 results.

Pillar Two did not have a significant impact on 3M's third quarter 2024 results.

While 3M is monitoring developments and evaluating the potential impact on future periods, 3M does not expect Pillar Two to have a significant impact on its 2024 financial results.

1 unchanged sentence

The difference in the weighted average 3M shares outstanding for calculating basic and diluted earnings per share attributable to 3M common shareholders is the result of the dilution associated with the Company’s stock-based compensation plans.

Certain awards outstanding under these stock-based compensation plans were not included in the computation of diluted earnings per share attributable to 3M common shareholders because they would have had an anti-dilutive effect of 33.1 million and 32.9 million average options for the three and six months ended June 30, 2024, respectively, and 36.9 million and 36.5 million average options for the three and six months ended June 30, 2023, respectively.

Certain awards outstanding under these stock-based compensation plans were not included in the computation of diluted earnings per share attributable to 3M common shareholders because they would have had an anti-dilutive effect of 31.1 million and 32.3 million average options for the three and nine months ended September 30, 2024, respectively, and 35.6 million and 36.0 million average options for the three and nine months ended September 30, 2023, respectively.

In periods of net losses, these anti-dilutive effects include all weighted option shares outstanding and weighted average shares is the same for the calculations of both basic and diluted loss per share.

1 unchanged sentence

Three months ended

June 30, Six months ended

September 30, Nine months ended

September 30,

(Amounts in millions, except per share amounts) 2024 2023 2024 2023

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The following is a summary of amounts recorded on the Consolidated Balance Sheet for marketable securities (current and non-current).

(Millions) June 30, 2024 December 31, 2023

(Millions) September 30, 2024 December 31, 2023

Asset backed securities

7 unchanged sentences

Current marketable securities 1,245 50

Asset backed securities

Corporate debt securities

municipal securities 20 20

1 unchanged sentence

Total marketable securities $ 1,265 $ 70

At June 30, 2024 and December 31, 2023, gross unrealized, gross realized, and net realized gains and/or losses (pre-tax) were not material.

The balances at June 30, 2024 for marketable securities by contractual maturity are shown below.

At September 30, 2024 and December 31, 2023, gross unrealized, gross realized, and net realized gains and/or losses (pre-tax) were not material.

The balances at September 30, 2024 for marketable securities by contractual maturity are shown below.

Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations without prepayment penalties.

5 unchanged sentences

2023 issuances, maturities, and extinguishments of short- and long-term debt are described in Note 13 to the Consolidated Financial Statements in 3M's 2023 Annual Report on Form 10-K.

The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations and, therefore, information regarding similar debt-related activity for 2024 includes that associated with Solventum through its April 2024 Separation.

The Company had no commercial paper outstanding at June 30, 2024, compared to $ 1.8 billion commercial paper outstanding as of December 31, 2023.

The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations and, therefore, information regarding similar debt-related activity for 2024 includes activity associated with Solventum through its April 2024 Separation.

The Company had no commercial paper outstanding at September 30, 2024, compared to $ 1.8 billion commercial paper outstanding as of December 31, 2023.

In the first quarter of 2024, Solventum, prior to the Separation discussed in Note 2, issued a total of $ 8.4 billion in aggregate principal amount of senior unsecured debt and term loans.

3 unchanged sentences

Future Maturities of Long-term Debt:

Maturities of long-term debt in the table below reflect the impact of put provisions associated with certain debt instruments and are net of the unamortized debt issue costs such that total maturities equal the carrying value of long-term debt as of June 30, 2024.

The maturities of long-term debt for the periods subsequent to June 30, 2024 are as follows (in millions):

The maturities of long-term debt for the periods subsequent to September 30, 2024 are as follows (in millions):

Remainder of 2024

7 unchanged sentences

Effective April 1, 2024, approximately $ 2.7 billion of benefit obligations and $ 2.4 billion of plan assets for certain pension and postretirement benefit plans, were transferred to Solventum, which is treated as a discontinued operation.

Components of net periodic benefit cost and other supplemental information for the three and six months ended June 30, 2024 and 2023 follow:

Three months ended June 30,

Components of net periodic benefit cost and other supplemental information for the three and nine months ended September 30, 2024 and 2023 follow:

Three months ended September 30,

Qualified and Non-qualified Pension Benefits Postretirement Benefits

26 unchanged sentences

$ 59 $ 32 $ ( 13 ) $ 4 $ 9 $ 2

Six months ended June 30,

Nine months ended September 30,

Qualified and Non-qualified Pension Benefits Postretirement Benefits

15 unchanged sentences

Service cost - discontinued operations

7 24 5 12 1 3

Total service cost

7 unchanged sentences

Total net periodic benefit cost (benefit) - discontinued operations

7 12 5 10 1 1

Total net periodic benefit cost (benefit)

$ 958 $ 96 $ ( 33 ) $ 8 $ 28 $ 9

For the six months ended June 30, 2024 contributions totaling $ 81 million were made to the Company’s U.S.

For the nine months ended September 30, 2024 contributions totaling $ 108 million were made to the Company’s U.S.

and international pension plans and $ 8 million to its postretirement plans, including discontinued operations.

12 unchanged sentences

All other assumptions were consistent with the December 31, 2023 disclosures.

This remeasurement will impact net periodic benefit cost for the remainder of 2024.

This remeasurement impacts net periodic benefit cost for the remainder of 2024.

As of March 31, 2024, 3M transferred eligible U.S.

14 unchanged sentences

Separately, the banks may have arrangements with the suppliers that provide them the option to request early payment from the banks for invoices confirmed by 3M.

3M's outstanding balances of confirmed invoices in the programs as of June 30, 2024 and December 31, 2023 were approximately $ 320 million and $ 270 million, respectively.

3M's outstanding balances of confirmed invoices in the programs as of September 30, 2024 and December 31, 2023 were approximately $ 300 million and $ 270 million, respectively.

These amounts are included within accounts payable on 3M's consolidated balance sheet.

9 unchanged sentences

Cash Flow Hedges:

As of June 30, 2024, the Company had a balance of $ 35 million associated with the after-tax net unrealized loss associated with cash flow hedging instruments recorded in accumulated other comprehensive income (loss).

As of September 30, 2024, the Company had a balance of $ 109 million associated with the after-tax net unrealized loss associated with cash flow hedging instruments recorded in accumulated other comprehensive income (loss).

This includes a remaining balance of $ 81 million (after-tax loss) related to forward starting interest rate swap and treasury rate lock contracts terminated in 2019 concurrent with associated debt issuances, which is being amortized over the respective lives of the underlying notes.

Based on exchange rates as of June 30, 2024 of the total after-tax net unrealized balance as of June 30, 2024, 3M expects to reclassify approximately $ 38 million after-tax net unrealized gain over the next 12 months (with the impact offset by earnings/losses from underlying hedged items).

Based on exchange rates as of September 30, 2024 of the total after-tax net unrealized balance as of September 30, 2024, 3M expects to reclassify approximately $ 13 million after-tax net unrealized loss over the next 12 months (with the impact offset by earnings/losses from underlying hedged items).

The amount of pretax gain (loss) recognized in other comprehensive income (loss) related to derivative instruments designated as cash flow hedges is provided in the following table.

1 unchanged sentence

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June 30, Six months ended

September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

4 unchanged sentences

Carrying Value of the Hedged Liabilities Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Value of the Hedged Liabilities

June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023 September 30, 2024 December 31, 2023

Long-term debt $ 937 $ 918 $ ( 65 ) $ ( 84 )

Net Investment Hedges:

At June 30, 2024, the total notional amount of foreign exchange forward contracts designated in net investment hedges was approximately 150 million euros, along with a principal amount of long-term debt instruments designated in net investment hedges totaling 1.8 billion euros.

At September 30, 2024, the total notional amount of foreign exchange forward contracts designated in net investment hedges was approximately 100 million euros, along with a principal amount of long-term debt instruments designated in net investment hedges totaling 1.8 billion euros.

The maturity dates of these derivative and nonderivative instruments designated in net investment hedges range from 2024 to 2031.

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Three months ended

June 30, Six months ended

September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

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Statement of Income (Loss) Location and Impact of Cash Flow and Fair Value Derivative Instruments and Derivatives Not Designated as Hedging Instruments:

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

Cost of sales Other expense (income), net Cost of sales Other expense (income), net

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(Millions) Location Fair Value Amount Location Fair Value Amount

September 30,

2024 December 31,

2023 June 30,

2023 September 30,

2024 December 31,

2023 June 30,

2023 September 30,

2024 December 31,

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Currency Effects:

3M estimates that year-on-year foreign currency transaction effects, including hedging impacts, increased pre-tax income from continuing operations by approximately $ 2 million and decreased pre-tax income from continuing operations by approximately $ 19 million for the three and six months ended June 30, 2024, respectively, and decreased pre-tax loss from continuing operations by approximately $ 32 million and $ 62 million for the three and six months ended June 30, 2023, respectively.

3M estimates that year-on-year foreign currency transaction effects, including hedging impacts, decreased pre-tax income from continuing operations by approximately $ 21 million and $ 40 million for the three and nine months ended September 30, 2024, respectively, and decreased pre-tax loss from continuing operations by approximately $ 20 million and $ 82 million for the three and nine months ended September 30, 2023, respectively.

These estimates include transaction gains and losses, including derivative instruments designed to reduce foreign currency exchange rate risks.

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Refer to Note 17 to the Consolidated Financial Statements in 3M's 2023 Annual Report on Form 10-K for a qualitative discussion of the assets and liabilities that are measured at fair value on a recurring and nonrecurring basis, a description of the valuation methodologies used by 3M, and categorization within the valuation framework of ASC 820.

The following table provide information by level for material assets and liabilities that are measured at fair value on a recurring basis at June 30, 2024 and December 31, 2023.

The following table provides information by level for material assets and liabilities that are measured at fair value on a recurring basis at September 30, 2024 and December 31, 2023.

Fair Value at Fair Value Measurements Using Inputs Considered as

Level 1 Level 2 Level 3

Description (Millions) June 30,

Description (Millions) September 30,

2024 December 31,

2023 June 30,

2023 September 30,

2024 December 31,

2023 June 30,

2023 September 30,

2024 December 31,

2023 June 30,

2023 September 30,

2024 December 31,

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Solventum common stock 2,396 — 2,396 — — — — —

1,817 — 1,817 — — — — —

Derivative instruments — assets:

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Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis:

3M had no material measurements at fair value on a nonrecurring basis of applicable assets or liabilities for the second quarter and first six months of 2024 and 2023.

3M had no material measurements at fair value on a nonrecurring basis of applicable assets or liabilities for the third quarter and first nine months of 2024 and 2023.

Fair Value of Financial Instruments :

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Information with respect to the carrying amounts and estimated fair values of these financial instruments follow:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

(Millions) Carrying Value Fair Value Carrying Value Fair Value

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Legal Proceedings:

The Company and some of its subsidiaries are involved in numerous claims and lawsuits, principally in the United States, and regulatory proceedings worldwide.

These claims, lawsuits and proceedings relate to matters including, but not limited to, products liability (involving products that the Company now or formerly manufactured and sold), intellectual property, commercial, antitrust, federal healthcare program related laws and regulations, such as the False Claims Act and anti-kickback laws, securities, and environmental laws in the United States and other jurisdictions.

The Company and some of its subsidiaries are involved in numerous claims and lawsuits and regulatory proceedings worldwide.

These claims, lawsuits and proceedings relate to matters including, but not limited to, products liability (involving products that the Company now or formerly manufactured and sold), intellectual property, commercial, antitrust, federal healthcare program related laws and regulations, such as the False Claims Act and anti-kickback laws, securities, and environmental, health and safety laws in the United States and other jurisdictions.

Unless otherwise stated, the Company is vigorously defending all such litigation and proceedings.

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Such requests can also lead to the assertion of claims or the commencement of administrative, civil, or criminal legal proceedings against the Company and others, as well as to settlements.

The Company also from time to time becomes aware of certain writs of summons, pre-suit claims, demands or other preliminary or informal assertions of potential future claims, and may engage in respect of such matters where it believes it would be appropriate to work towards a negotiated resolution of such matters.

The outcomes of legal proceedings and regulatory matters are often difficult to predict.

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Respirator Mask/Asbestos Litigation:

As of June 30, 2024, the Company is a named defendant, with multiple co-defendants, in numerous lawsuits in various courts that purport to represent approximately 4,106 individual claimants, compared to approximately 4,060 individual claimants with actions pending March 31, 2024.

As of September 30, 2024, the Company is a named defendant, with multiple co-defendants, in numerous lawsuits in various courts that purport to represent approximately 4,045 individual claimants, compared to approximately 4,042 individual claimants with actions pending December 31, 2023.

The vast majority of the lawsuits and claims resolved by and currently pending against the Company allege use of some of the Company’s mask and respirator products and seek damages from the Company and other defendants for alleged personal injury from workplace exposures to asbestos, silica, coal mine dust or other occupational dusts found in products manufactured by other defendants or generally in the workplace.

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The Company’s current volume of new and pending matters is substantially lower than it experienced at the peak of filings in 2003.

The Company expects that the filing of claims in the future will continue to be at much lower levels than in the past.

Accordingly, the number of claims alleging more serious injuries, including mesothelioma, other malignancies, and black lung disease, will represent a greater percentage of total claims than in the past.

Over the past twenty plus years, the Company has prevailed in seventeen of the eighteen cases tried to a jury (including the lawsuits described below).

In 2018, 3M received a jury verdict in its favor in two lawsuits – one in California state court in February and the other in Massachusetts state court in December – both involving allegations that 3M respirators were defective and failed to protect the plaintiffs against asbestos fibers.

In April 2018, a jury in state court in Kentucky found 3M’s 8710 respirators failed to protect two coal miners from coal mine dust and awarded compensatory damages of approximately $ 2 million and punitive damages totaling $ 63 million.

In August 2018, the trial court entered judgment and the Company appealed.

In 2019, the Company settled a substantial majority of the then-pending coal mine dust lawsuits in Kentucky and West Virginia for $ 340 million, including the jury verdict in April 2018 in the Kentucky case mentioned above, and the appeal was dismissed.

In October 2020, 3M defended a respirator case before a jury in King County, Washington, involving a former shipyard worker who alleged 3M’s 8710 respirator was defective and that 3M acted negligently in failing to protect him against asbestos fibers.

The jury delivered a complete defense verdict in favor of 3M, concluding that the 8710 respirator was not defective in design or warnings and any conduct by 3M was not a cause of plaintiff’s mesothelioma.

The plaintiff appealed the verdict.

In May 2022, the First Division intermediate appellate court in Washington affirmed in part and reversed in part 3M’s trial victory, concluding that the trial court misapplied Washington law in instructing the jury about factual causation.

The Washington Supreme Court declined to review the matter.

More recently, in November 2023, a jury in Hawaii delivered a complete defense verdict in favor of 3M, concluding that 3M’s 8710 respirator was not a cause of plaintiff’s mesothelioma.

In addition, in February 2024, a jury in Kentucky delivered a complete defense verdict in favor of 3M, concluding that 3M’s 8710 and 8210 respirators that the plaintiff claims to have used were not defective.

In April 2024, another jury in Kentucky returned a complete defense verdict in 3M's favor and concluded that 3M's 8710 respirator that the plaintiff claims to have used was not defective.

The number of claims alleging more serious injuries, including mesothelioma, other malignancies, and black lung disease, is expected to represent a greater percentage of total claims than in the past.

Over the past twenty plus years, the Company has prevailed in nineteen of the twenty cases tried to a jury (including the lawsuits described below) and, in the last twelve months, 3M has successfully defended three respirator product liability trials.

In November 2023, a jury in Hawaii delivered a defense verdict in favor of 3M, concluding that 3M’s 8710 respirator was not a cause of plaintiff’s mesothelioma.

In February 2024, a jury in Kentucky delivered a defense verdict in favor of 3M, concluding that 3M’s 8710 and 8210 respirators that the plaintiff claimed to have used were not defective.

In April 2024, another jury in Kentucky returned a defense verdict in 3M's favor and concluded that 3M's 8710 respirator that the plaintiff claimed to have used was not defective.

The Company has demonstrated in these past trial proceedings that its respiratory protection products are effective as claimed when used in the intended manner and in the intended circumstances.

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In April 2024, the court set a trial date for the unfair trade practices claims in December 2024.

In October 2024, the court moved the trial date to January 7, 2025, for a bench trial only to determine if any liability exists;

if liability is found by the judge, then damages would be determined in a separate trial with an advisory jury at a later date.

An expert witness retained by the State has estimated that 3M sold over five million respirators into the state during the relevant time period, and the State alleges that each respirator sold constitutes a separate violation under the Act.

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No liability has been recorded for any portion of this matter because the Company believes that liability is not probable and reasonably estimable at this time.

In addition, the Company is not able to estimate a possible loss or range of loss given the lack of any meaningful discovery responses by the State of West Virginia as to key issues, and the assertions of claims against two other manufacturers where a defendant’s share of liability may turn on the law of joint and several liability and by the amount of fault, if any, a factfinder may allocate to each defendant if the case were ultimately tried.

In addition, the Company is not able to estimate a possible loss or range of loss due to open factual and legal questions.

Respirator Mask/Asbestos Liabilities and Insurance Receivables

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These developments include, but are not limited to, significant changes in (i) the key assumptions underlying the Company’s accrual, including the number of future claims, the nature and mix of those claims, and the average cost of defending and resolving claims and in maintaining trial readiness (ii) trial and appellate outcomes, (iii) the law and procedure applicable to these claims, and (iv) the financial viability of other co-defendants and insurers.

As a result of its review of its respirator mask/asbestos liabilities, of pending and expected lawsuits and of the cost of resolving claims of persons who claim more serious injuries, including mesothelioma, other malignancies, and black lung disease, the Company increased its accruals in the first six months of 2024 for respirator mask/asbestos liabilities by $ 19 million.

In the first six months of 2024, the Company made payments for legal defense costs and settlements of $ 41 million related to the respirator mask/asbestos litigation.

As of June 30, 2024, the Company had an accrual for respirator mask/asbestos liabilities (excluding Aearo accruals) of $ 552 million.

As a result of its review of its respirator mask/asbestos liabilities, of pending and expected lawsuits and of the cost of resolving claims of persons who claim more serious injuries, including mesothelioma, other malignancies, and black lung disease, the Company increased its accruals in the first nine months of 2024 for respirator mask/asbestos liabilities by $ 41 million.

In the first nine months of 2024, the Company made payments for legal defense costs and settlements of $ 69 million related to the respirator mask/asbestos litigation.

As of September 30, 2024, the Company had an accrual for respirator mask/asbestos liabilities (excluding Aearo accruals) of $ 546 million.

This accrual represents the Company’s estimate of probable loss and reflects an estimation period for future claims that may be filed against the Company approaching the year 2050.

The Company cannot estimate the amount or upper end of the range of amounts by which the liability may exceed the accrual the Company has established because of (i) the inherent difficulty in projecting the number of claims that have not yet been asserted or the time period in which future claims may be asserted, (ii) the fact that complaints nearly always assert claims against multiple defendants where the damages alleged are typically not attributed to individual defendants so that a defendant’s share of liability may turn on the law of joint and several liability, which can vary by state, (iii) the multiple factors described above that the Company considers in estimating its liabilities, and (iv) the several possible developments described above that may occur that could affect the Company’s estimate of liabilities.

As of June 30, 2024, the Company had an immaterial receivable for insurance recoveries related to the respirator mask/asbestos litigation.

As of September 30, 2024, the Company had an immaterial receivable for insurance recoveries related to the respirator mask/asbestos litigation.

In addition, the Company continues to seek coverage under the policies of certain insolvent and other insurers.

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and Cabot Corporation (“Cabot”)) are named defendants, with multiple co-defendants, including the Company, in numerous lawsuits in various courts in which plaintiffs allege use of mask and respirator products and seek damages from Aearo and other defendants for alleged personal injury from workplace exposures to asbestos, silica-related, coal mine dust, or other occupational dusts found in products manufactured by other defendants or generally in the workplace.

In July 2022, Aearo Technologies and certain of its related entities (collectively, the "Aearo Entities") voluntarily initiated chapter 11 proceedings under the U.S.

Bankruptcy Code seeking court supervision to establish a trust, funded by the Company, to efficiently and equitably satisfy all claims determined to be entitled to compensation (including the Aearo respirator mask/asbestos matters).

Bankruptcy Court had stayed the Aearo respirator mask/asbestos litigation matters during the chapter 11 proceedings.

During the voluntary chapter 11 proceedings, 3M's accrual relating to the commitments associated with funding that trust included Aearo respirator mask/asbestos matters.

With the June 2023 dismissal of the Aearo bankruptcy that is described in the Product Liability Litigation section below, the stay of respirator mask/asbestos litigation is no longer in effect.

For additional information, see the discussion within the section Product Liability Litigation with respect to Aearo Technologies Dual-Ended Combat Arms Earplugs.

As of June 30, 2024, the Company, through its Aearo subsidiary, had accruals of $ 53 million for product liabilities and defense costs related to current and future Aearo-related asbestos, silica-related and coal mine dust claims.

As of September 30, 2024, the Company, through its Aearo subsidiary, had accruals of $ 53 million for product liabilities and defense costs related to current and future Aearo-related asbestos, silica-related and coal mine dust claims.

Responsibility for legal costs, as well as for settlements and judgments, is shared in an informal arrangement among Aearo, Cabot, American Optical Corporation and a subsidiary of Warner Lambert and their respective insurers (the “Payor Group”).

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3M announced in December 2022 it will take two actions with respect to PFAS:

exiting all PFAS manufacturing by the end of 2025;

and working to discontinue the use of PFAS across its product portfolio by the end of 2025.

exiting all PFAS manufacturing by the end of 2025, and working to discontinue the use of PFAS across its product portfolio by the end of 2025.

3M is progressing toward the exit of all PFAS manufacturing by the end of 2025.

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Finally, in certain jurisdictions, legislation is being considered that, if enacted, might authorize the recovery from individuals or entities costs alleged to have been imposed on the jurisdiction's healthcare system, as well as related costs.

If such activity continues, including as regulations become final and enforceable, 3M may incur material costs to comply with new regulatory requirements or as a result of regulation-related litigation or additional enforcement actions.

Such regulatory changes may also have an impact on 3M’s reputation and may also increase its costs and potential litigation exposure to the extent legal defenses rely on regulatory thresholds, or changes in regulation influence public perception.

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In February 2023, an EU-wide restriction on the manufacturing, use, placing on the market and import of certain perfluorocarboxylic acids (C9-C14 PFCAs), which are PFAS substances, also went into effect.

In September 2024, the EU adopted a restriction on certain uses of perfluorohexanoic acid (“PFHxA”) and PFHxA-related substances, including in consumer goods and some uses of firefighting foams and concentrates.

With respect to the applicability of the amendment of the EU POPs Regulation to include PFOA, which has been applicable since 2021, Dyneon, a 3M subsidiary that operates the Gendorf facility in Germany, proactively consulted with the relevant German competent authority regarding improvements necessary to meet applicable limits for a recycling process for a critical emulsifier for which small amounts of PFOA are present after recycling as an unintended contaminant.

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Effective January 2023, the EU Food Contaminants Regulation targeting four PFAS (PFOS, PFOA, perfluorononanoic acid ("PFNA"), and PFHxS) in foodstuff (eggs and animal derived meat) prohibits the sale in all member states of foods containing levels of these chemicals exceeding certain regulatory thresholds.

As member states implement the regulation, Dyneon, in coordination with local authorities and farmers, has proposed a pilot program of food sampling to determine if any remedial action is necessary.

Sampling and further assessment of results is ongoing.

The EU regulates PFAS in drinking water via a Drinking Water Directive, which includes a limit of 0.1 micrograms per liter (µg/l) (or 0.1 parts per billion (ppb)) for a sum of 20 PFAS in drinking water.

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An expert body advising the competent authorities in the country recently provided feedback on the feasibility study and identified several additional recommended steps, including certain immediate measures and additional soil and groundwater investigations, and the competent authorities have indicated that they are likely to adopt at least some of the recommended steps.

Dyneon continues to engage with the authorities on this matter.

As a result of this process, Dyneon has agreed to sponsor environmental studies related to the potential establishment of a landfill to dispose of PFOA-impacted soil.

Dyneon continues to engage with the authorities and the predecessor operators of the Gendorf facility on this matter.

3M Belgium, a subsidiary of the Company, has been working with the Public Flemish Waste Agency ("OVAM") for several years to investigate and remediate historical PFAS contamination at and near the 3M Belgium facility in Zwijndrecht, Antwerp, Belgium.

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PFAS manufacturing in Zwijndrecht:

As previously disclosed, beginning in 2021, the Flemish Government issued two safety measures affecting 3M Belgium's PFAS manufacturing operations and requiring, among other things, cessation of multiple PFAS manufacturing operations pending authorization to restart.

In that same year, the Province of Antwerp unilaterally adopted lower discharge limits for certain PFAS compounds in the water discharge permit for the Zwijndrecht facility and added a special condition that essentially prohibits discharge of any PFAS chemistry without a specific limit in the permit.

As disclosed in prior filings, these governmental actions were followed by assertions by Flemish authorities that 3M had not properly implemented the safety measure and additional permitting actions that both increased the number of PFAS covered by the water discharge permit.

In response, 3M changed operational practices to capture certain PFAS-bearing wastes for offsite disposal and installed additional water treatment capacity.

Also, as previously disclosed, in the period of 2021 to the present, 3M filed multiple challenges to the government’s actions and multiple amended or revised permit applications to address the rapidly changing situation at Zwijndrecht.

As previously disclosed, in September 2023, the Environmental Inspectorate issued an infraction report to 3M Belgium and instructed 3M Belgium to discontinue all PFAS-related operations until specifically authorized to continue.

3M Belgium complied and then submitted a plan to accelerate the phase out of its PFAS-related production processes at the Zwijndrecht site.

In December 2023, Flemish authorities gave 3M Belgium approval to complete a PFAS-related production process for existing raw materials at the site.

In January 2024, 3M Belgium also received approval from the relevant Flemish authorities to process existing quantities of intermediate and byproduct PFAS materials at the facility.

3M currently anticipates completion of the authorized PFAS manufacturing processes by the end of 2024.

In May 2024, in response to an information request 3M Belgium made to the Flemish Government regarding the review of the latest application for a water discharge permit, 3M Belgium received documents indicating that various governmental authorities supported issuance of the permit as requested.

As of the date of this filing, the Flemish Government has not acted on the pending water discharge permit.

As previously disclosed, as a result of a safety measure issued by the Flemish Government involving PFAS, production operations were paused at the Zwijndrecht facility pending authorization to restart.

In addition, in a series of actions the number of PFAS covered by the plant's environmental permit was expanded and pre-existing limits were lowered.

3M Belgium took action to address concerns raised by the Flemish Government and submitted a plan to accelerate the phase out of its PFAS-related production processes at the Zwijndrecht site.

These plans were approved, and 3M Belgium anticipates completion of the phase out by the end of 2024.

In September 2024, the Flemish Government approved 3M Belgium's latest application for a water discharge permit.

In October 2024, an appeal was filed against the permit by a local non-profit organization.

The appeal suspends the approval of the permit until the competent authority decides on the merits of the appeal, which has not yet occurred.

3M Belgium is evaluating the potential impact of this action and potential next steps.

3M Belgium cannot at this time predict the outcome of any appeal of the permit and is therefore unable to assess whether the current Zwijndrecht wastewater treatment system, or currently conceived additional treatment technology, ultimately will be determined to meet permit limits imposed with respect to manufacturing at the Zwijndrecht facility.

It is possible that additional actions will be required to reduce legacy sources of PFAS or that the wastewater treatment system will be unable to meet future discharge limits.

If 3M Belgium is unable to meet the eventual discharge limits, such development could have a significant adverse impact on 3M Belgium's normal operations and the Company's businesses that receive products and other materials from the Zwijndrecht facility, some of which may not be available or in similar quantities from other 3M facilities, which could in turn impact these businesses' ability to fulfill supply obligations to their customers.

Dust emissions:

As previously disclosed, in October 2022, 3M Belgium received a report from the Flemish Inspectorate regarding certain health and safety issues noted during inspections of the Zwijndrecht facility in March 2022, alleging certain related deficiencies, some dating back to 2010.

In July 2023, the Environmental Inspectorate issued an infraction report stating the actions taken by 3M Belgium to address the September 2022 infraction report were insufficient to reduce dust formation from the facility.

3M Belgium implemented additional control measures to address potential dust formation and is working to outline further actions to reduce potential dust formation.

As previously disclosed, in October 2022, the Environmental Inspectorate imposed a safety measure on 3M Belgium regarding certain health and safety issues noted during inspections of the Zwijndrecht facility in March 2022, alleging certain related deficiencies, some dating back to 2010.

In July 2023, the Environmental Inspectorate issued an infraction report stating the actions taken by 3M Belgium to address the October 2022 safety measure were insufficient to reduce dust formation from the facility.

3M Belgium implemented additional control measures to address potential dust formation.

Soil remediation and environmental law compliance:

Flemish government actions and Remediation Agreement.

As previously disclosed, in September 2021, the Flemish Region issued a notice of default alleging violations of environmental laws and seeking PFAS-related information, indemnity and a remediation plan for soil and water impacts due to PFAS originating from the Zwijndrecht facility.

3M responded to the notice of default, announced plans to invest in actions related to the Zwijndrecht community and, in July 2022, 3M Belgium and the Flemish Government announced an agreement (the “Remediation Agreement”) in connection with the Zwijndrecht facility.

As previously disclosed, following the issuance of a notice of default from the Flemish Region alleging violations of environmental laws and seeking PFAS-related action and compensation, in July 2022, 3M Belgium and the Flemish Government announced an agreement (the “Remediation Agreement”) in connection with the Zwijndrecht facility.

Pursuant to the Remediation Agreement, 3M Belgium, among other things, committed an aggregate of € 571 million, including enhancements to site discharge control technologies, support for qualifying local commercial farmers impacted by restrictions on sale of agricultural products, ongoing off-site descriptive soil investigation, amounts to address certain identified priority remedial actions (which may include supporting additional actions as required under the Flemish Soil Decree), funds to be used by the Flemish Government in its sole discretion in connection with PFAS emissions from the Zwijndrecht facility, and support for the Oosterweel Project in cash and support services.

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Soil remediation .

Consistent with Flemish environmental law, descriptive soil investigations (“DSI”) have been carried out to assess areas of potential PFAS contamination that may require remediation.

Consistent with Flemish environmental law, descriptive soil investigations (“DSIs”) have been carried out to assess areas of potential PFAS contamination that may require remediation.

An accredited third-party soil remediation expert has conducted these DSIs.

3M Belgium submitted a consolidated DSI for long-chain PFAS in December 2023, as required, and is developing an additional DSI relating to short-chain PFAS that will be submitted in September 2024.

As previously disclosed, the accredited third-party soil remediation expert prepared multiple remedial action plans that have been approved by OVAM, the competent authority, and implementation activities are underway.

The currently anticipated additional remedial action plans are scheduled to be submitted for OVAM’s review by the end of 2024.

3M Belgium has submitted all currently required DSIs.

Further, as previously disclosed, the accredited third-party soil remediation expert prepared multiple remedial action plans that have been approved by OVAM, the competent authority, and implementation activities are underway.

Additional remedial action plans are pending and waiting for OVAM's approval.

Other anticipated additional remedial action plans are scheduled to be submitted for OVAM’s review by the end of 2024.

3M Belgium representatives continue to have discussions with the relevant authorities regarding further soil remedial actions in connection with the Flemish Soil Decree.

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Pending or potential litigation and investigations outside the United States

As of June 30, 2024, a total of seventeen actions against 3M Belgium are pending in Belgian civil courts.

As of September 30, 2024, a total of seventeen actions against 3M Belgium are pending in Belgian civil courts.

3M Belgium has also received pre-litigation notices from individuals and entities in Belgium indicating potential claims.

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In June 2024, Lantis, an entity involved in the Oosterweel project, filed a lawsuit against 3M Belgium seeking damages related to soil storage costs and other alleged claims.

Investigations .

As previously disclosed, the Company is aware that criminal complaints have been filed against 3M Belgium with an Antwerp investigatory judge, alleging 3M Belgium unlawfully abandoned waste in violation of its environmental care obligations, among other allegations.

Certain additional parties reportedly joined the complaints.

3M Belgium has not been served with any such complaints.

3M Belgium has been cooperating with the investigation.

The Netherlands .

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Certain private groups in the Netherlands have indicated that they may bring legal claims on behalf of one or more parties for purported damages allegedly caused by PFAS.

In December 2023, a putative class action was filed against 3M Canada, 3M Company, and other defendants in British Columbia civil court on behalf of Canadian individuals alleging personal injuries from exposure to AFFF imported into Canada for firefighting and other applications.

In December 2023, a putative class action was filed against 3M Canada, 3M Company, and other defendants in the British Columbia Supreme Court on behalf of Canadian individuals alleging personal injuries from exposure to Aqueous Film Forming Foam ("AFFF") imported into Canada for firefighting and other applications.

The lawsuit seeks compensatory damages, punitive damages, disgorgement of profits, and the recovery of health care costs incurred by provincial and territorial governments.

In June 2024, the province of British Columbia, Canada, filed a putative class action in the British Columbia Supreme Court against 3M Company, 3M Canada, six DuPont/Chemours entities, Tyco Fire, and three BASF entities.

In June 2024, the province of British Columbia, Canada, filed a putative class action in the British Columbia Supreme Court against 3M Canada, 3M Company, and other defendants.

The lawsuit purports to be brought on behalf of all provincial and territorial governments in Canada, including all municipalities and other local governments responsible for drinking water systems.

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The lawsuit seeks compensatory damages for the testing and treatment of drinking water as well as punitive damages.

Investigations .

Certain additional parties reportedly joined the complaints.

3M Belgium has not been served with any such complaints.

3M Belgium has been cooperating with the investigation.

In August 2024, a putative class action was filed against 3M Canada, 3M Company, and other defendants in the Manitoba Court of King’s Bench on behalf of Indian bands in Canada.

The lawsuit seeks compensatory and punitive damages and abatement costs for the alleged PFAS contamination of Indian Reserve lands, waters, and other natural resources as well as drinking water.

In August and September 2024, putative class actions were filed against 3M Canada, 3M Company, and other defendants in the Ontario Superior Court and British Columbia Supreme Court on behalf of all private well owners in Canada whose well water contains PFAS.

The lawsuits seek compensatory damages for the investigation, sampling, testing, assessment, treatment, remediation, and monitoring of well water as well as punitive damages.

In September 2024, a putative nationwide consumer class action was filed against 3M Canada, 3M Company, and other defendants in the British Columbia Supreme Court on behalf of all persons who purchased carpeting treated with PFAS-containing products before January 1, 2020.

The lawsuit seeks compensatory and punitive damages, disgorgement of profits, and the replacement of PFAS treated carpeting with non-PFAS treated carpeting.

In September 2024, the Canadian Minister of Transport filed a third-party contribution and indemnification action against 3M Canada, 3M Company, and other defendants in connection with a pending putative class action filed in British Columbia Supreme Court in April 2024 alleging property contamination from AFFF as a result of firefighting training at the Abbotsford International Airport outside Vancouver.

Canadian Environmental Protection Act (CEPA) PFAS Section 71 Reporting .

Canada’s Minister of the Environment announced in July 2024 a mandatory survey on the manufacture, import, and use of 312 PFAS due on January 29, 2025.

3M is currently seeking an extension to align its reporting deadline with the U.S.

EPA's PFAS reporting deadline of January 11, 2026.

Regulation in the United States

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Public drinking water suppliers in the United States will have five years to meet the limits.

Multiple petitions challenging the rule have been filed in federal court by industry groups.

Multiple petitions challenging the rule have been filed in federal court.

Various federal agencies in the United States also have been researching and publishing information about the potential health effects of PFAS.

In May 2021, the U.S.

Agency for Toxic Substances and Disease Registry ("ATSDR") within the Department of Health and Human Services finalized a Toxicological Profile that established minimal risk levels ("MRLs") for PFOS, PFOA and several other PFAS.

An MRL is an estimate of the daily human exposure to a hazardous substance that is likely to be without appreciable risk of adverse non-cancer health effects over a specified duration of exposure.

MRLs establish a screening level and are not intended to define cleanup or action levels for ATSDR or other agencies.

EPA has also issued final human health toxicity assessments for certain PFAS, including PFBS and HFPO-DA.

For example, EPA has issued final human health toxicity assessments for certain PFAS, including PFOA, PFOS, PFBS, and HFPO-DA.

Those assessments identify the levels at which the EPA has determined exposures over various periods of time are unlikely to lead to adverse health effects.

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In April 2024, EPA released its final rule listing PFOA and PFOS, and their salts and structural isomers, as CERCLA hazardous substances.

A coalition of industry groups filed a petition challenging the rule in federal court in June 2024.

EPA published an Advanced Notice of Proposed Rulemaking considering CERCLA hazardous substance designations for additional PFAS, including PFBS, PFHxS, PFNA, HFPO-DA, PFBA, perfluorohexanoic acid ("PFHxA"), PFDA and their precursor compounds as well as the precursor compounds of PFOS and PFOA, for public comment in April 2023 and the Company submitted comments to the proposal in August 2023.

Multiple industry groups have filed challenges to the rule in federal court.

As a result of the CERCLA designation of PFOA and PFOS, and to the extent EPA finalizes additional proposals related to PFAS, 3M may be required to undertake additional investigative or remediation activities, including where 3M conducts operations or where 3M has disposed of waste.

3M may also face additional litigation from other entities that have liability under CERCLA for claims seeking contribution for clean-up costs other entities might have.

EPA published an Advanced Notice of Proposed Rulemaking considering CERCLA hazardous substance designations for additional PFAS, including PFBS, PFHxS, PFNA, HFPO-DA, PFBA, PFHxA, PFDA and their precursor compounds, as well as the precursor compounds of PFOS and PFOA, for public comment in April 2023 and the Company submitted comments to the proposal in August 2023.

In February 2024, EPA proposed two rules under the Resource Conservation and Recovery Act (“RCRA”).

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The Company submitted comments on both proposed rules.

3M may also face additional litigation from other entities that have liability under these laws for claims seeking contribution to clean-up costs other entities might have.

In April 2022, EPA released draft Aquatic Life Criteria for PFOA and PFOS.

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3M submitted comments on the draft criteria in July 2022.

In December 2022, EPA issued guidance to states for incorporating PFAS requirements into the Clean Water Act National Pollution Discharge Elimination System ("NPDES") permit program, including recommendations to require PFAS monitoring and incorporating limits for PFAS in industrial discharges.

In December 2022, EPA issued guidance to states for incorporating PFAS requirements into the Clean Water Act National Pollution Discharge Elimination System ("NPDES") permit program, including recommendations that states require PFAS monitoring and incorporate limits for PFAS in industrial discharges.

In June 2024, EPA submitted to OMB for review its proposed rule under the Clean Water Act setting Effluent Limitations Guidelines and Standards for PFAS Manufacturers Under the Organic Chemicals, Plastics and Synthetic Fibers Point Source Category.

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EPA has added 196 PFAS compounds to the list of substances that must be included in TRI reports as of May 2024.

In October 2023, EPA finalized a rule that requires TRI reporting of de minimis uses of TRI-listed PFAS.

In October 2023, EPA published a final rule imposing reporting and recordkeeping requirements under TSCA for manufacturers or importers, including 3M, of certain PFAS in any year since January 2011 to report certain data to EPA regarding each PFAS produced, including the following:

In October 2023, EPA finalized a rule that requires TRI reporting of de minimis uses of those TRI-listed PFAS.

In October 2024, EPA proposed adding 16 additional individual PFAS and 15 categories of PFAS (representing more than 100 individual substances) to the TRI.

The proposed rule would set a reporting threshold of 100 pounds for each of the 15 categories, and some of the already-listed PFAS would be reclassified to fall within the 15 categories.

In October 2023, EPA published a final rule imposing reporting and recordkeeping requirements under TSCA for manufacturers or importers, including 3M, of certain PFAS in any year since January 2011.

The rule requires manufacturers to report certain data to EPA regarding each PFAS produced, including the following:

chemical identity, total volumes, uses, byproducts, information about environmental and health effects, number of individuals exposed during manufacture, and the manner or method of disposal.

This is a one-time reporting requirement covering in-scope activities over a 12-year look-back period from 2011-2022.

For most companies, including 3M, the reporting deadline is May 8, 2025.

In September 2024, EPA extended the reporting deadline for most companies, including 3M, from May 8, 2025, to January 11, 2026.

In March 2024, EPA issued a TSCA test order requiring two manufacturers, including 3M, to conduct certain health and safety testing on NMeFOSE, a PFAS substance.

In April 2024, 3M responded to the EPA that it does not believe it is subject to the test order because, among other reasons, 3M has not manufactured or processed NMeFOSE for over 20 years.

In August 2024, three states (New Jersey, New Mexico, and North Carolina) petitioned EPA to list PFOA, PFOS, PFNA, and HFPO-DA as hazardous air pollutants under Clean Air Act and to establish emission standards from source categories.

EPA has 18 months to respond to the petition.

State Activity

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3M has submitted various responsive comments to various of these proposals.

Examples of state actions related to PFAS are discussed below.

States with finalized drinking water standards for certain PFAS include Vermont, New Jersey, New York, New Hampshire, Michigan, Massachusetts, Pennsylvania, and Wisconsin.

Additionally, in 2021 and 2022, California finalized its listing of PFOS (and its salts and transformation and degradation precursors) and PFOA as carcinogens and reproductive toxicants, and PFNA as a reproductive toxicant under its Proposition 65 law.

In 2021 and 2022, California finalized its listing of PFOS (and its salts and transformation and degradation precursors) and PFOA as carcinogens and reproductive toxicants, and PFNA as a reproductive toxicant under its Proposition 65 law.

California has also proposed listing PFDA, PFHxS, and PFUnDA as reproductive toxicants under Proposition 65.

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EGLE has appealed this ruling to the Michigan Supreme Court.

The appeal has been fully briefed.

The appeal has been fully briefed and oral argument is scheduled for November 2024.

Some states have also been evaluating or have taken actions relating to PFOA, PFOS and other PFAS compounds in products.

In 2021, the State of Maine passed its Act To Stop Perfluoroalkyl and Polyfluoroalkyl Substances Pollution, which banned intentionally added PFAS in products effective January 1, 2030, and required broad reporting of products containing intentionally added PFAS effective January 1, 2023.

In December 2022, 3M submitted to the Maine Department of Environmental Protection ("DEP") a list of products containing intentionally added PFAS that have been sold in the U.S.

in the past two years in compliance with the law.

In December 2022, 3M submitted to the Maine Department of Environmental Protection ("DEP") a list of products containing intentionally added PFAS that were sold in the U.S.

in 2020-2022 in response to the law.

3M submitted an updated copy of that list to the Maine DEP in May 2023.

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In May 2023, Minnesota enacted a law that includes broad PFAS prohibitions and reporting obligations.

Under that law, manufacturers of any products containing intentionally added PFAS that are sold, offered for sale, or distributed in Minnesota must submit notifications to the MPCA by January 1, 2026.

The statute also includes a general prohibition on sales of PFAS-containing products starting January 1, 2032, unless the MPCA has determined through a rulemaking that the use of PFAS in the product is unavoidable.

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In December 2023, the MPCA initiated a separate rulemaking concerning currently unavoidable uses of PFAS under the law.

Certain states, including Colorado, California, Connecticut, Hawaii, Maryland, Nevada, New York, Oregon, Rhode Island, Vermont, and Washington have enacted restrictions on PFAS in certain categories of products, including textiles, children’s products, cosmetics, and food packaging products.

The Company cannot predict what additional regulatory actions in the United States, Europe and elsewhere arising from the foregoing or other proceedings and activities, if any, may be taken regarding such compounds or the consequences of any such actions to the Company, including to its manufacturing operations and its products.

Certain states, including Colorado, California, Connecticut, Hawaii, Maryland, Nevada, New York, Oregon, Rhode Island, Vermont, and Washington, have enacted restrictions on PFAS in certain categories of products, including textiles, children’s products, cosmetics, fire fighter personal protective equipment and food packaging products.

The Company cannot predict what additional regulatory or legislative actions in the United States, Europe and elsewhere arising from the foregoing or other proceedings and activities, if any, may be taken regarding such compounds or the consequences of any such actions to the Company, including to its manufacturing operations and its products.

Given divergent and rapidly evolving regulatory standards, there is currently significant uncertainty about the potential costs to industry and communities associated with remediation and control technologies that may be required.

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As previously reported, 3M has resolved numerous claims relating to alleged PFAS contamination of properties and water supplies by 3M’s Decatur, Alabama manufacturing facility.

3M continues to make payments pursuant to these resolutions.

3M will continue to address PFAS at certain other closed municipal sites at which the Company historically disposed waste and continue environmental characterization in the area.

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Defendants' joint motion to dismiss was denied in December 2022, and defendants' petition for mandamus with the Supreme Court of Alabama was denied in September 2023.

The case is in active discovery.

The case entered active discovery, and 3M removed the action to federal court based on discovery responses indicating plaintiff’s claims implicated AFFF manufactured in Decatur for the United States military.

In response to a filing by 3M, the U.S.

Judicial Panel on Multidistrict Litigation (“JPML”) issued a conditional transfer order of this case to the AFFF federal Multi-District Litigation ("MDL").

Plaintiff’s motion to remand to state court is pending, and plaintiff opposes both federal jurisdiction and transfer to the AFFF MDL.

In February 2023, the City of Muscle Shoals, Alabama filed a lawsuit against 3M and several co-defendants alleging that discharge from operations in Decatur, Alabama has contaminated the Tennessee River, from which the City draws its drinking water.

Defendants filed a joint motion to dismiss in March 2023, which was denied in January 2024.

This case is in active discovery.

Since December 2023, 29 plaintiffs have filed nine personal injury actions against 3M and other defendants, alleging exposure to PFAS from defendants' operations in Decatur.

3M removed these cases to federal court, where it has sought transfer to the Aqueous Film Forming Foam (AFFF) federal Multi-District Litigation (MDL).

As of June 30, 2024, seven of the nine cases have been transferred to the MDL, and a motion to transfer the two remaining cases is pending.

Plaintiffs have moved to remand the cases back to state court.

In response to a filing by 3M, the JPML issued a conditional transfer order of this case to the AFFF MDL.

Plaintiff’s motion to remand to state court is pending, and plaintiff opposes both federal jurisdiction and transfer to the AFFF MDL.

Since December 2023, a number of personal injury actions have been filed against 3M and other defendants, alleging exposure to PFAS from defendants' operations in Decatur.

3M has removed these cases to federal court, where they were transferred to the AFFF MDL.

Plaintiffs have filed motions to remand these cases back to state court.

State Attorneys General Litigation Related to PFAS

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Currently in the AFFF MDL, state attorneys general lawsuits have been brought against 3M on behalf of the people of the states of Alaska, Arizona, Arkansas, California, Connecticut, Delaware, Florida, Hawaii, Illinois, Indiana, Kentucky, Maine, Maryland, Massachusetts, Michigan, Mississippi, New Hampshire, New Jersey, New Mexico, New York, North Carolina, Ohio, Oklahoma, Oregon, Rhode Island, South Carolina, Tennessee, Texas, Vermont, Washington, and Wisconsin, as well as on behalf of the people of the District of Columbia and the territories of Guam, Puerto Rico, and the Northern Mariana Islands.

Three State Attorneys General - Illinois, Michigan, and Wisconsin - have filed motions to remand their lawsuits back to state court.

There are also multiple state attorneys general lawsuits that are proceeding outside the AFFF MDL, as described below.

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("Chemours") on behalf of the New Jersey Department of Environmental Protection ("NJDEP"), the NJDEP’s commissioner, and the New Jersey Spill Compensation Fund regarding alleged discharges at two DuPont facilities in Pennsville, New Jersey (Salem County) and Parlin, New Jersey (Middlesex County).

3M is included as a defendant in both cases because it allegedly supplied PFOA to DuPont for use at the facilities at issue.

Both cases expressly seek to have the defendants pay all costs necessary to investigate, remediate, assess, and restore the affected natural resources of New Jersey.

3M is included as a defendant in both cases because it allegedly supplied PFOA to DuPont for use at the facilities at issue and because 3M allegedly sent PFAS-containing waste to one of the facilities for disposal.

Both cases expressly seek to have the defendants pay all costs necessary to investigate, remediate, assess, and restore the facilities at issue and the affected natural resources of New Jersey.

DuPont removed these cases to federal court.

In June 2020, the court consolidated the two actions, along with two others brought by the NJDEP relating to the DuPont facilities, for case management and pretrial purposes.

3M and the NJDEP continue mediation.

The court has set a trial commencement date of no later than June 2, 2025 in the Salem County case, while the Middlesex County case remains on administrative termination.

New Hampshire.

In May 2019, the New Hampshire Attorney General filed two lawsuits alleging contamination of the state’s drinking water supplies and other natural resources by PFAS chemicals.

In May 2019, the New Hampshire Attorney General filed two lawsuits alleging contamination of the state’s drinking water supplies and other natural resources from PFAS-containing products.

As described above, one lawsuit was transferred to the AFFF MDL.

The Company recently removed the other case to federal court and attempted to transfer it to the AFFF MDL, which was denied at this juncture in the litigation.

In March 2023, the federal judge granted the state’s motion to remand the case back to state court.

3M has appealed that decision and oral argument was held in October 2023.

In April 2022, 3M removed the other case to federal court.

The State filed a motion to remand, which was granted in March 2023.

3M filed a notice of appeal from the remand order in April 2023.

Oral argument of the appeal was heard in October 2023.

Limited discovery is progressing in state court while the appeal remains pending.

In June 2019, the Vermont Attorney General filed two lawsuits alleging contamination of the state’s drinking water supplies and other natural resources by PFAS chemicals.

In June 2019, the Vermont Attorney General filed two lawsuits alleging contamination of the state’s drinking water supplies and other natural resources from PFAS-containing products.

As described above, one lawsuit was transferred to the AFFF MDL.

The other suit asserts PFAS contamination from non-AFFF sources and names 3M and several entities related to DuPont and Chemours as defendants.

In late 2022, the complaint was amended to add claims related to PFBS and HFPO-DA and its salts ("GenX") and to add a claim under Vermont’s Waste Management Act, which had been amended to add manufacturers as liable parties for the release or threatened release of hazardous materials (which in Vermont includes certain PFAS compounds).

The case was removed to federal court in January 2024.

Prior to the filing of that Notice, the suit was proceeding in state court, and the court had set a trial-ready date in March 2025.

In October 2023, the State issued a letter to 3M and another entity requesting that an environmental investigation be conducted at the site of a facility in Rutland, Vermont that 3M owned from approximately 1955 until 1975.

3M responded to the State in November 2023.

In December 2023, 3M removed the case to federal court.

The State filed a motion for remand, which was granted in April 2024.

In January 2024, 3M removed the other case to federal court.

The State filed a motion to remand, which was granted in April 2024.

3M filed a notice of appeal from the remand order in April 2024.

Briefing on the appeal is not yet complete.

In the meantime, discovery has resumed in state court, where an August 31, 2025 trial-ready date has been set.

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The complaint requests monetary damages, injunctive relief, civil penalties, a testing program, and a public outreach and information sharing program.

The case was removed to federal court and 3M moved to transfer it to the AFFF MDL, which was denied.

The case was removed to federal court and 3M moved to transfer it to the AFFF MDL, which motion was denied.

In September 2023, the federal judge granted the state's motion to remand the case back to state court.

3M has appealed that decision and oral argument was held in May 2024.

In August 2024, the Seventh Circuit affirmed the remand to state court.

3M filed a motion to dismiss in September 2024, which is currently being briefed.

Discovery is proceeding in this case.

Two other suits filed by the Illinois Attorney General in 2023 alleging statewide PFAS contamination have been removed to federal court and transferred to the AFFF MDL.

In March 2023, Maine’s Attorney General filed two lawsuits in state court against 3M and other defendants that contain allegations related to PFAS contamination of state natural resources from AFFF and non-AFFF products, respectively.

As described above, the AFFF lawsuit was removed to federal court and transferred to the AFFF MDL.

In July 2023, following 3M’s removal of the other lawsuit to federal court, a federal district court ordered that the “non-AFFF” lawsuit be remanded to state court.

3M has appealed the remand decision, and briefing on the appeal is complete.

In May 2023, Maryland’s Attorney General filed two lawsuits in state court against 3M and other defendants that contain allegations related to PFAS contamination of state natural resources from AFFF and non-AFFF products, respectively.

As described above, the AFFF lawsuit was removed to federal court and transferred to the AFFF MDL.

3M has also removed the “non-AFFF” case to federal court.

3M’s motion to transfer the “non-AFFF” case to the MDL was denied and the state’s motion to remand the case back to state court was granted.

3M has filed a notice of appeal of the remand decision.

Illinois has filed a motion to remand one of those two other suits back to state court.

In March 2023, the Maine Attorney General filed two lawsuits alleging contamination of the state's drinking water supplies and other natural resources from PFAS-containing products.

one lawsuit was transferred to the AFFF MDL.

In May 2023, 3M removed the other case to federal court.

The State filed a motion to remand, which was granted in July 2023.

3M filed a notice of appeal from the remand order in August 2023.

Briefing on the appeal is complete, but oral argument has not been scheduled.

In the meantime, the case has been proceeding in state court.

The state court heard oral argument on 3M's motion to dismiss in October 2024.

In May 2023, the Maryland Attorney General filed two lawsuits alleging contamination of the state's drinking water supplies and other natural resources from PFAS-containing products.

As described above, one lawsuit was transferred to the AFFF MDL.

In July 2023, 3M removed the other case to federal court.

The State filed a motion to remand, which was granted in February 2024.

3M filed a notice of appeal from the remand order in March 2024.

This appeal was consolidated with 3M’s appeal of a remand order in the South Carolina Attorney General case, as described below.

Oral argument is scheduled for October 30, 2024.

The state court has stayed the case pending the outcome of that appeal.

South Carolina.

In August and October 2023, South Carolina's Attorney General filed two lawsuits in state court against 3M and other defendants that contain allegations related to PFAS contamination of state natural resources from non-AFFF products and AFFF, respectively.

3M removed both cases from state court directly to the AFFF MDL in federal court.

In February 2024, the MDL judge granted the State's motion to remand the non-AFFF lawsuit to state court.

3M has filed a notice of appeal of the remand decision.

In January 2024, Connecticut’s Attorney General filed two lawsuits in state court against 3M and other defendants that contain allegations related to PFAS contamination of state natural resources from AFFF and non-AFFF products, respectively.

The AFFF lawsuit was removed to federal court and transferred to the AFFF MDL.

3M has also removed the non-AFFF case to federal court, and the state has filed a motion to remand the non-AFFF case to state court.

In August and October 2023, the South Carolina Attorney General filed two lawsuits alleging contamination of the state's drinking water supplies and other natural resources from PFAS-containing products.

As described above, one lawsuit was transferred to the AFFF MDL.

In November 2023, 3M removed the other case directly to the AFFF MDL in federal court.

The State filed a motion to remand, which was granted in February 2024.

3M filed a notice of appeal from the remand order in March 2024.

This appeal was consolidated with 3M’s appeal of a remand order in the Maryland Attorney General case, as described above.

Oral argument is scheduled for October 30, 2024.

In the meantime, the case has been proceeding in state court.

3M filed a motion to dismiss, which was denied in July 2024.

Discovery is proceeding.

In January 2024, the Connecticut Attorney General filed two lawsuits alleging contamination of the state's drinking water supplies and other natural resources from PFAS-containing products.

As described above, one lawsuit was transferred to the AFFF MDL.

In February 2024, 3M removed the other case to federal court.

The State filed a motion to remand in April 2024.

Oral argument is scheduled for November 13, 2024.

In addition, the Company is in discussions with several state attorneys general and agencies, responding to information and other requests, including entering into tolling agreements, relating to PFAS matters and exploring potential resolution of some of the matters raised.

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3M manufactured and marketed AFFF containing certain PFAS for use in firefighting from approximately 1963 to 2002.

As of June 30, 2024, approximately 9,017 lawsuits (including approximately 49 putative class actions and 741 public water system cases) alleging injuries or damages from PFAS contamination or exposure allegedly caused by AFFF use are pending against 3M (along with other defendants) in various state and federal courts.

As of September 30, 2024, more than 6,000 lawsuits alleging injuries or damages from PFAS contamination or exposure allegedly caused by AFFF use are pending against 3M (along with other defendants) in various state and federal courts.

As previously disclosed, there were approximately 9,017 such lawsuits pending as of June 30, 2024.

As further described below, a vast majority of these pending cases are in a federal MDL court in South Carolina.

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AFFF MDL and Water System Cases

In December 2018, the U.S.

Judicial Panel on Multidistrict Litigation ("JPML") granted motions to transfer and consolidate all AFFF cases pending in federal courts to the U.S.

In December 2018, the JPML granted motions to transfer and consolidate all AFFF cases pending in federal courts to the U.S.

District Court for the District of South Carolina to be managed in an MDL proceeding to centralize pre-trial proceedings.

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There are approximately 50,000 community water systems in the United States.

The MDL cases focus on AFFF, but the MDL also contains a number of cases with allegations related to the broader category of PFAS products.

The MDL cases focus on AFFF, but the MDL also contains cases with allegations related to AFFF and to the broader category of PFAS products.

3M and other defendants also face cases filed by public water systems outside of the MDL.

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The PWS Settlement, as amended to include payments to the cities of Stuart, Rome and Middlesex (as discussed below), calls for 3M to make payments from 2024 through 2036.

The actual amounts that 3M will pay will be determined in part by which class members that do not have a positive test result for the presence of PFAS in their drinking water (as defined by the PWS Settlement) as of the date of the PWS Settlement receive such a test result by the end of 2025.

The deadline for eligible public water systems to opt out of the PWS Settlement was December 11, 2023.

As noted above, following preliminary approval by the Court in August 2023, the Court approved the PWS Settlement in March 2024.

The previously disclosed case filed by the City of Stuart, Florida that was selected by the MDL court as the first bellwether trial was also settled in connection with the PWS Settlement.

Outside the MDL, a trial was also scheduled to occur in June 2023 in a water provider lawsuit brought by the City of Rome, Georgia.

3M reached a settlement agreement to resolve the case.

3M also reached a settlement in a water provider lawsuit brought by Middlesex Water Company in New Jersey.

Under the terms of the PWS Settlement, 3M's payments due under the PWS Settlement factor in amounts related to the City of Rome and Middlesex settlements.

The deadline for eligible public water systems to opt out of the PWS Settlement was December 11, 2023, and the Court approved the PWS Settlement in March 2024.

In December 2023, the parties selected an initial set of 25 plaintiffs for potential personal injury bellwether cases.

Discovery is ongoing in these cases.

In July 2024, the court selected 9 out of the 25 bellwether cases to undergo additional discovery, including expert discovery.

In March 2024, the Court issued an order establishing a process for addressing most personal injury claims for diseases not included in the initial set of 25 cases, which presently is expected to result in the dismissal without prejudice of thousands of personal injury claims.

In March 2024, the Court issued an order establishing a process for addressing most personal injury claims for diseases not included in the initial set of 25 cases and four other diseases, which has resulted in the dismissal without prejudice of thousands of personal injury claims.

The process includes a tolling provision for certain dismissed claims filed in or transferred to the MDL by April 24, 2024.

The MDL court has not yet set trial dates for any of the bellwether personal injury cases.

Under the MDL case management order, by January 2025, the parties must meet and confer on which bellwether cases will move forward with dispositive motion practice and any trials.

In July 2024, the court selected 9 out of the 25 bellwether cases to undergo additional discovery, including expert discovery.

In September 2024, the Court issued an order requiring the parties to submit a proposed process for an additional set of personal injury claims not addressed in either the initial personal injury bellwether cases or the dismissal process.

In October 2024 the Court set October 6, 2025, as the date for the first bellwether personal injury trial.

Under the MDL case management order, by January 2025, the parties must meet and confer on which of the 9 potential personal injury bellwether cases will move forward with dispositive motion practice and any trials.

The court also continues to encourage the parties to consider settlement of certain personal injury claims.

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Springfield’s complaint alleges that 3M and other defendants are liable for damage to Springfield’s public water system from PFAS attributable to AFFF.

Springfield opted out of 3M’s nationwide public water system settlement and its lawsuit remains pending in the MDL.

In May 2024, Springfield filed a lawsuit in federal court in Missouri against 3M alleging violations of the federal Clean Water Act and the federal Resource Conservation and Recovery Act.

Springfield opted out of the PWS Settlement and its lawsuit remains pending in the MDL.

In June 2024, Springfield filed a lawsuit in federal court in Missouri against 3M alleging violations of the federal Clean Water Act and the RCRA.

3M has sought to transfer this case to the AFFF MDL.

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3M manufactured and sold various products containing PFOA and PFOS, including Scotchgard, for several decades.

Starting in 2017, 3M has been served with individual and putative class action complaints in various state and federal courts alleging, among other things, that 3M’s customers’ improper disposal of PFOA and PFOS resulted in the contamination of groundwater or surface water.

The plaintiffs in these cases generally allege that 3M failed to warn its customers about the hazards of improper disposal of the product.

They also generally allege that contaminated groundwater has caused various injuries, including personal injury, loss of use and enjoyment of their properties, diminished property values, investigation costs, and remediation costs.

Several companies have been sued along with 3M, including Saint-Gobain Performance Plastics Corp., Honeywell International Inc.

f/k/a Allied-Signal Inc.

and/or AlliedSignal Laminate Systems, Inc., Wolverine World Wide Inc.

("Wolverine"), Georgia-Pacific LLC, DuPont, Chemours, and various carpet manufacturers.

Several companies have been sued along with 3M, including, but not limited to, DuPont, Chemours, and various carpet, paper, and textile manufacturers.

The cases brought on behalf of drinking water providers described below will be covered by the PWS Settlement if the water providers did not opt out of the PWS Settlement.

In Alabama, 3M, together with multiple co-defendants, is defending five state court cases brought by municipal water utilities.

The plaintiffs in two of these cases (Centre and Shelby/Talladega Counties) are water utilities alleging that the carpet manufacturers in Georgia improperly discharged PFAS into the surface water and groundwater, contaminating drinking water supplies of cities located downstream along the Coosa River.

The Centre case is pending assignment of a new trial date after a November 2023 trial date was vacated.

The case brought by Shelby and Talladega Counties was recently remanded to state court and is entering active discovery.

In the third action, 3M is defending a putative class action by the Utilities Board of Tuskegee on behalf of all drinking water utilities within Alabama whose finished drinking water has contained a detectable concentration level of PFOA, PFOS, GenX, or PFBS that exceed the June 2022 health advisory levels issued by the EPA.

In Alabama, 3M, together with multiple co-defendants, is defending six state court cases brought by municipal water utilities.

The plaintiffs in one of these cases (Shelby/Talladega Counties) are water utilities alleging that the carpet manufacturers in Georgia improperly discharged PFAS into the surface water and groundwater, contaminating drinking water supplies of cities located downstream along the Coosa River in Alabama.

The case is now in active discovery.

In the second action, 3M is defending a putative class action by the Utilities Board of Tuskegee on behalf of all drinking water utilities within Alabama whose finished drinking water has contained a detectable concentration level of PFOA, PFOS, GenX, or PFBS that exceed the June 2022 health advisory levels issued by the EPA.

3M filed a motion to dismiss the complaint in October 2022, which was granted in part and denied in part in February 2023.

The case is proceeding through discovery and a trial date has been set in June 2026.

In the fourth case, the city of Albertville, Alabama recently filed suit for alleged contamination of the Tennessee River (upstream of 3M’s Decatur facility) by a carpet manufacturer located upriver in Alabama.

In the third case, the city of Albertville, Alabama recently filed suit for alleged contamination of the Tennessee River (upstream of 3M’s Decatur facility) by a carpet manufacturer located upriver in Alabama.

Defendants filed a joint motion to dismiss in May 2024.

In the final case, the city of Mobile alleges that 3M and other defendants are responsible for PFAS contamination of the city’s water supply resulting from PFAS released by a local landfill.

In the fourth case, the city of Mobile alleges that 3M and other defendants are responsible for PFAS contamination of the city’s water supply resulting from PFAS released by a local landfill.

3M filed a motion to dismiss this case in June 2024.

3M is also defending a mass action filed in June 2024 by hundreds of individual customers of the Water Works and Sewer Board for the City of Gadsden, Alabama, alleging emotional distress and property damage related to PFAS contamination of their drinking water.

3M removed the case to federal court and answered the complaint in June 2024.

In Georgia, 3M, together with co-defendants, is also defending another putative class action in federal court in Georgia, in which plaintiffs seek relief on behalf of a class of individual ratepayers in Summerville, Georgia who allege their water supply was contaminated by PFAS discharged from a textile mill.

In the fifth case, the Town of Pine Hill, Alabama filed suit alleging that PFAS discharges from paper mills currently owned by International Paper have contaminated its water supply.

3M removed the case to federal court, where plaintiff has filed a motion for remand.

In the sixth case, the City of Irondale, Alabama filed suit alleging PFAS contamination of its water supply due to industrial discharges from several users of PFAS in different industries, including alleged customers of 3M.

3M has not yet responded to that complaint.

3M is also defending a mass action filed in Alabama in June 2024 by hundreds of individual customers of the Water Works and Sewer Board for the City of Gadsden, Alabama, alleging emotional distress and property damage related to PFAS contamination of their drinking water.

3M removed the case to federal court.

In Georgia, 3M, together with co-defendants, is also defending a putative class action in federal court, in which plaintiffs seek relief on behalf of a class of individual ratepayers in Summerville, Georgia who allege their water supply was contaminated by PFAS discharged from a textile mill.

In May 2021, the City of Summerville filed a motion to intervene in the lawsuit, which was granted in March 2022.

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Another case originally filed in Georgia state court was brought by individuals asserting PFAS contamination by the Georgia carpet manufacturers and seeking economic damages and injunctive relief on behalf of a putative class of Rome and Floyd County water subscribers.

That case continues, with class certification and other motions recently briefed.

Class certification has been fully briefed.

In February 2024, two landowners in Gordon County, Georgia sued 3M and other defendants for alleged contamination of their properties from wastewater treatment sludge allegedly containing PFAS from nearby carpet manufacturing operations.

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In June 2024, a related lawsuit was filed on behalf of other property owners receiving biosolids from the same municipal water treatment plant.

3M's responsive pleading is not yet due.

3M has moved to dismiss this matter.

In July 2024, the City of Lyerly sued 3M and other defendants, alleging that discharges from local carpet mills contaminated the City's water supply.

3M has moved to dismiss those claims.

In Delaware, 3M is defending one putative class action brought by individuals alleging PFAS contamination of their water supply resulting from the operations of local metal plating facilities.

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In November 2022, plaintiffs filed a third amended complaint seeking to replead certain previously dismissed claims and, in August 2023, the court once again dismissed all but plaintiffs' negligence claim.

The case is now proceeding in discovery.

In New Jersey, 3M had been named a defendant in a lawsuit brought by the Borough of Hopatcong and Pequannock Township as water providers seeking damages for PFAS remediation.

Those plaintiffs are participating in the PWS Settlement and the cases were voluntarily dismissed in May 2024.

3M, together with several co-defendants, is also defending 28 cases in New Jersey federal court brought by individuals with private drinking water wells near certain DuPont and Solvay facilities that were allegedly supplied with PFAS by 3M.

3M has agreed to settle with the plaintiffs in ten cases that sought property damages, subject in certain cases to court approval.

Plaintiffs in the 18 remaining individual cases allege personal injuries to themselves or to their disabled adult children.

Plaintiffs filed a motion for class certification in August 2024, which is now being briefed by the parties.

3M, together with several co-defendants, is also defending numerous cases in New Jersey federal court brought by individuals with private drinking water wells near certain DuPont and Solvay facilities that were allegedly supplied with PFAS by 3M.

3M has agreed to settle with the plaintiffs in certain cases that sought property damages, subject in certain cases to court approval.

Plaintiffs in the remaining individual cases allege personal injuries to themselves or to their disabled adult children, and those cases are proceeding through discovery.

3M and Middlesex Water Company are defending a putative class action filed in New Jersey federal court in November 2021 by individuals who received drinking water from Middlesex Water Company that was allegedly contaminated with PFOA.

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In November 2023, Middlesex Water Company dismissed its third-party complaint against the Company in connection with the settlement of Middlesex Water Company's separate action against 3M.

A trial date in the state court action has been set for September 2024.

The parties to the New Jersey federal and state court class actions have agreed to settle these cases for an immaterial amount, subject to court approval.

In March 2023, a personal injury lawsuit was filed against 3M and Middlesex Water Company by another Middlesex Water Company customer.

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The case is now proceeding in discovery.

In Massachusetts, a putative class action lawsuit was filed in August 2022 in state court against 3M and several other defendants alleging PFAS contamination from waste generated by local paper manufacturing facilities.

In August of 2024, a companion personal injury case was filed in South Carolina.

That case is in its early stages and does not contain class allegations.

The lawsuit alleges property damage and also seeks medical monitoring on behalf of plaintiffs within the Town of Westminster.

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3M subsequently filed a motion to add cross claims against most of the new proposed third-party defendants, if they are added to the case.

A hearing on these motions has been set for July 2024.

In Maine, a group of landowners filed a second amended complaint in October 2022 in federal district court, adding 3M and several other alleged chemical suppliers as defendants in a case previously filed against several paper mills, alleging PFAS contamination from waste generated by the paper mills.

The court denied the motion to add one party in August 2024 and other motions remain pending.

The lawsuit seeks to recover for alleged property damage.

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In October 2023, the court denied 3M's motion to dismiss the case.

Plaintiffs filed a fourth amended complaint in September 2024, which removed all personal injury and medical monitoring claims, dismissed nine plaintiffs, and added property damage claims for 106 new plaintiffs, resulting in a total of 112 plaintiffs, asserting only property damage claims.

The case is now proceeding in discovery.

In Wisconsin, in August 2023, 3M and other defendants were named as defendants in a putative class action brought in federal court by several residents of Oneida County alleging property damage resulting from PFAS contamination they attribute to the operations of a paper mill in Rhinelander, Wisconsin.

In Wisconsin, in August 2023, 3M and other defendants were named as defendants in a putative class action brought in federal court by several residents of Oneida County alleging property damage resulting from PFAS contamination they attribute to waste generated from the operations of a paper mill in Rhinelander, Wisconsin that was then incorporated into biosolids.

In December 2023, the JPML denied 3M’s request to transfer the case to the AFFF MDL.

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The court has set a trial date in September 2026.

In Pennsylvania, a group of plaintiffs filed a complaint against 3M and other defendants in state court in December 2023 alleging personal injury, property damage, and medical monitoring claims arising from alleged water contamination from natural gas fracking and mine water discharge, which plaintiffs claim contained PFAS supplied by 3M.

In April 2024, the parties filed a joint motion for voluntary dismissal without prejudice of the plaintiffs' claims, which was granted in May 2024.

In Illinois, 3M has been sued in three separate actions by individual plaintiffs alleging personal injury and/or property damage claims relating to alleged PFAS contamination from 3M’s Cordova facility.

The earliest of these suits, filed in November 2023, has been removed to federal court and is currently stayed.

The remaining two cases were filed in September 2024.

In Missouri, in April 2024, 3M and certain DuPont-related entities were added as defendants to a pending putative class action brought by individuals alleging PFAS contamination of their properties and drinking water from metal plating operations in southeastern Missouri.

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In May 2024, 3M was named as a defendant in a putative class action brought by individuals claiming exposure to PFAS from drinking water in Canton, Missouri.

3M has not yet responded to the complaint.

3M filed a motion to transfer this case to the AFFF MDL.

In Connecticut, in June 2024, 3M and numerous other defendants were sued in a putative class action brought by individual firefighters and several firefighter unions, alleging exposure to PFAS from certain turnout gear worn by the class members.

3M has not yet responded to this complaint.

3M filed a motion to transfer the case to the AFFF MDL, which plaintiffs have opposed.

In October 2018, 3M and other defendants, including DuPont and Chemours, were named in a putative class action in the U.S.

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individuals with detectable levels of PFAS in their blood.

In March 2022, the court certified a class of "[i]ndividuals subject to the laws of Ohio, who have 0.05 [ppt] of PFOA (C-8) and at least 0.05 ppt of any other PFAS in their blood serum." In November 2023, following the grant of defendants' request to appeal, the Sixth Circuit issued an order vacating the class certification decision and remanding the case with instructions that the district court dismiss the case.

In March 2022, the court certified a class of "[i]ndividuals subject to the laws of Ohio, who have 0.05 [ppt] of PFOA (C-8) and at least 0.05 ppt of any other PFAS in their blood serum." In November 2023, the Sixth Circuit issued an order vacating the class certification decision and remanding the case with instructions that the district court dismiss the case.

In January 2024, the Sixth Circuit denied a motion by plaintiffs for en banc rehearing of that order.

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In June 2024, 3M was named as a defendant in a new putative nationwide class action by the same named plaintiff who filed the Ohio suit that was dismissed and is described above.

The suit was brought against only 3M and DuPont entities and seeks to establish a putative class of anyone subject to the laws of Ohio or subject to the law of states that recognize the claims for relief filed by plaintiffs with blood serum levels of 2 ppb or more of PFOS and PFOA (combined) manufactured by defendants.

3M was served with the suit in July 2024, and subsequently filed a motion to transfer the case to the AFFF MDL.

The new suit was brought against only 3M and DuPont entities and seeks to establish a putative class of anyone subject to the laws of Ohio or subject to the law of states that recognize the claims for relief filed by plaintiffs with blood serum levels of 2 ppb or more of PFOS and PFOA (combined) manufactured by defendants.

3M was served with the suit in July 2024, and subsequently filed a motion to transfer the case to the AFFF MDL, which was denied in October 2024.

In Virginia, in August 2024, 3M was named as a defendant in a case alleging that plaintiff’s decedent, a civilian firefighter, died from cancer allegedly caused by exposure to PFAS from turnout gear.

3M has not yet responded to the complaint.

In Minnesota, in August 2024, 3M, DuPont, and Chemours were named in a putative nationwide class action brought on behalf of all persons who purchased carpeting treated with PFAS-containing products before January 1, 2020.

The lawsuit alleges claims under RICO and state consumer protection, product liability, and nuisance laws.

3M has not yet responded to the complaint.

In Michigan, 3M previously settled claims brought by Wolverine World Wide (Wolverine) related to Wolverine’s alleged use of 3M Scotchgard in its shoe manufacturing operations.

3M continues to incur liabilities for immaterial amounts pursuant to the settlement agreement.

Other PFAS-related Matters

At its Greystone, Wisconsin plant where the Company conducts mining operations, the tap water available for consumption on the grounds was recently sampled and tested, and the level of certain PFAS exceeded the state's maximum contaminant level.

At its Greystone, Wisconsin facility where the Company conducts mining operations, the tap water available for consumption on the grounds was recently sampled and tested, and the level of certain PFAS exceeded the state's maximum contaminant level.

Wisconsin Department of Natural Resources ("DNR") in October 2023 instructed the plant to notify potential drinking water users on the grounds of the plant and indicated that a notice of violation would be issued to the plant.

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Following discussions, the Company entered into a consent order with the Wisconsin DNR in June 2024 regarding the installation of a treatment system for the supply well by March 2026 as the appropriate corrective actions.

The Company continues to make progress in its work, under the supervision of state regulators, to remediate historic disposal of PFAS-containing waste associated with manufacturing operations at its Decatur, Alabama;

Cottage Grove, Minnesota;

and Cordova, Illinois plants.

As previously reported, the Illinois EPA in August 2014 approved a request by the Company to establish a groundwater management zone at its manufacturing facility in Cordova, Illinois, which includes ongoing pumping of impacted site groundwater, groundwater monitoring and routine reporting of results.

Effective May 2022, the Illinois EPA terminated the Cordova May 2000 Site Remediation Agreement.

The Company continues to perform pumping of impacted site groundwater, groundwater monitoring and routine reporting of results to Illinois EPA.

In addition, the Company is treating its pumped groundwater at its Cordova wastewater treatment plant.

In addition, as previously reported, as part of its ongoing evaluation of regulatory compliance at its Cordova, Illinois facility, the Company discovered it had not fully characterized its PFAS discharge in its NPDES permit for the Cordova facility.

In November 2019, the Company disclosed this matter to the EPA, and in January 2020 disclosed this matter to the Illinois Environmental Protection Agency ("IEPA"), submitted an NPDES permit application for the PFAS in its discharge, put on-line and in operation wastewater treatment specifically designed to treat PFAS.

The Company continues to work with the EPA and IEPA to address these issues from the Cordova facility.

The Company is in the process of designing the treatment system for installation on the well.

In August 2024, the Company received a request for information from EPA under CERCLA seeking information and documents, including regarding the use and disposal of PFAS at its Greystone facility and its downtown Wausau facility.

3M is in the process of responding to the request.

As previously reported, in November 2019, the Company disclosed to the EPA, and, in January 2020, disclosed to the Illinois Environmental Protection Agency ("IEPA"), that the Company's NPDES permit for the Cordova facility did not include all PFAS that had been identified in its water discharge.

A new application to cover the additional PFAS was submitted, and the Company has now brought on-line and continues to optimize a wastewater treatment specifically designed to treat PFAS.

The Company continues to work with the EPA and IEPA.

In November 2022, the Company entered into an Administrative Consent Order under the Safe Drinking Water Act ("SDWA") that requires the Company to continue to sample and survey private and public drinking water wells within the vicinity of the Cordova facility, provide treatment of private water wells within a three-mile radius of the Cordova facility, and to provide alternate treatment/supply for the Camanche, Iowa public drinking water system.

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The Company has completed its production of documents and information and is cooperating with this inquiry.

In May 2022, the Company received a notice of potential violation and opportunity to confer and a notice of intent to file a complaint from EPA alleging violations of the RCRA related to the use of emergency spill containment units associated with certain chemical processes at the Cordova facility.

Separately, in July 2023, 3M received from the EPA a draft for discussion of a federal administrative order under the RCRA, which would require 3M to determine the nature and extent of PFAS contamination at and around its Cordova facility, among other items.

In May 2022, the Company received a notice of potential violation and opportunity to confer and a notice of intent to file a complaint from EPA alleging violations of RCRA related to the use of tanks associated with certain chemical processes at the Cordova facility.

While not admitting to the alleged violations, the Company elected to resolve the matter by entering into a Consent Agreement and Final Order with EPA in September 2024.

As part of the settlement, the Company agreed to pay an immaterial penalty.

Separately, in July 2023, 3M received from the EPA a draft for discussion of a federal administrative order under RCRA.

That order would require 3M to conduct an investigation to determine the nature and extent of PFAS contamination at and around its Cordova facility, among other items.

The Company continues to work with EPA regarding its draft administrative order.

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The Company has completed its production of information and documents responsive to the information request.

In Alabama, as previously reported, the Company entered into a voluntary remedial action agreement with the ADEM to remediate the presence of PFAS in the soil and groundwater at the Company’s manufacturing facility in Decatur, Alabama associated with the historic (1978-1998) incorporation of wastewater treatment plant sludge.

With ADEM’s agreement, 3M substantially completed installation of a multilayer cap on the former sludge incorporation areas.

The Company operates under a 2009 consent order issued under the federal TSCA (the “2009 TSCA consent order”) for the manufacture and use of two perfluorinated materials (FBSA and FBSEE) at the Decatur site that prohibits release of these materials into “the waters of the United States.” In March 2019, the Company halted the manufacture, processing, and use of these materials at the site upon learning that these materials may have been released from certain specified processes at the Decatur site into the Tennessee River.

As previously disclosed, the Company operates under a 2009 consent order issued under the federal TSCA (the “2009 TSCA consent order”) for the manufacture and use of two perfluorinated materials (FBSA and FBSEE) at the Decatur site that prohibits release of these materials into “the waters of the United States.” In March 2019, the Company halted the manufacture, processing, and use of these materials at the site upon learning that these materials may have been released from certain specified processes at the Decatur site into the Tennessee River.

In April 2019, the Company voluntarily disclosed the releases to the U.S.

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During June and July 2019, the Company took steps to fully control the aforementioned processes by capturing all wastewater produced by the processes and treating all air emissions.

These processes have been back on-line and in operation since July 2019.

These processes are no longer in use.

The Company is authorized to discharge wastewater from its Decatur plant pursuant to an NPDES permit issued by ADEM.

In June 2019, as previously reported, the Company voluntarily disclosed to the EPA and ADEM that it had included incorrect values in certain of its monthly and quarterly reports.

The Company has submitted the corrected values to both the EPA and ADEM.

In addition, as previously reported, the Company discovered it had not fully characterized its PFAS discharge in its NPDES permit.

In September 2019, the Company disclosed the matter to the EPA and ADEM and temporarily idled certain manufacturing processes at 3M Decatur and installed wastewater treatment controls.

As previously reported, in December 2019, the Company received a grand jury subpoena from the U.S.

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Department of Justice and the EPA with respect to this issue.

The Company is authorized to discharge wastewater from its Decatur plant pursuant to an NPDES permit issued by ADEM.

The NPDES permit requires monthly and quarterly reporting on the quality and quantity of pollutants discharged to the Tennessee River.

In June 2019, as previously reported, the Company voluntarily disclosed to the EPA and ADEM that it had included incorrect values in certain of its monthly and quarterly reports.

The Company has submitted the corrected values to both the EPA and ADEM.

As previously reported, as part of ongoing work with the EPA and ADEM to address compliance matters at the Decatur facility, the Company discovered it had not fully characterized its PFAS discharge in its NPDES permit.

In September 2019, the Company disclosed the matter to the EPA and ADEM temporarily idled certain manufacturing processes at 3M Decatur and installed wastewater treatment controls.

3M and ADEM also agreed to the terms of an interim Consent Order in July 2020 to cover all PFAS-related wastewater discharges and air emissions from the Company’s Decatur facility.

3M and ADEM agreed to the terms of an interim Consent Order in July 2020 to cover all PFAS-related wastewater discharges and air emissions from the Company’s Decatur facility.

Under the interim Consent Order, the Company’s principal obligations include commitments related to (i) future ongoing site operations such as (a) providing notices or reports and performing various analytical and characterization studies and (b) future capital improvements;

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As offsite investigation activities continue, additional remediation amounts may become probable and reasonably estimable.

In Minnesota, as previously reported, the Company discovered it had not fully characterized its PFAS discharge in its NPDES permit for the Cottage Grove facility and, in March 2020, disclosed this matter to the MPCA and the EPA.

In July 2020, the Company received an information request from MPCA for documents and information related to, among other matters, the Company’s compliance with the Clean Water Act at its Cottage Grove facility.

The Company is cooperating with this inquiry and is producing documents and information in response to the request for information.

In Minnesota, the Company continues to work with the MPCA pursuant to the terms of an ongoing and previously disclosed May 2007 Settlement Agreement and Consent Order ("SACO") to address the presence of certain PFAS compounds in the soil and groundwater at former disposal sites in Washington County, Minnesota (Oakdale and Woodbury) and at the Company’s manufacturing facility at Cottage Grove, Minnesota.

The Company continues to work with the MPCA pursuant to the terms of an ongoing and previously disclosed May 2007 Settlement Agreement and Consent Order ("SACO") to address the presence of certain PFAS compounds in the soil and groundwater at former disposal sites in Washington County, Minnesota (Oakdale and Woodbury) and at the Company’s manufacturing facility at Cottage Grove, Minnesota.

Under this agreement, the Company’s principal obligations include (i) evaluating releases of certain PFAS compounds from these sites and proposing response actions, including actions to provide treatment or alternative drinking water upon identifying any level exceeding a Health Based Value ("HBV") or Health Risk Limit ("HRL") (i.e., the amount of a chemical in drinking water determined by the MDH to be safe for human consumption over a lifetime) for certain PFAS compounds for which a HBV and/or HRL exists;

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and (iii) sharing information with the MPCA about certain perfluorinated compounds.

The Company also continues to implement the previously disclosed 2009 remedial decisions adopted by MPCA for the Cottage Grove and Woodbury Sites.

In January 2024, the Minnesota Department of Health issued updated, more stringent, HBVs for PFOA and PFOS.

3M is evaluating any potential impact of these developments on its obligations under the SACO.

3M continues to evaluate any potential impact of these developments on its obligations under the SACO.

In August 2009, the MPCA issued a decision adopting remedial options for the Company’s Cottage Grove manufacturing facility.

In the spring and summer of 2010, 3M began implementing the approved remedial options at the Cottage Grove and Woodbury sites, and in late 2010, 3M commenced the approved remedial option at the Oakdale site.

The Company has completed remediation work and continues with operational and maintenance activities at the Oakdale and Woodbury sites.

Remediation work has been substantially completed at the Cottage Grove site, with operational and maintenance activities ongoing.

The Company continues to implement those remediation activities.

In January 2021, MPCA issue a Notice of Violation that included measures requiring the Company to address the presence of PFAS in wastewater and to undertake certain facility improvements related to its wastewater discharge system.

The Company continues to work with MPCA to implement the measures in the Notice of Violation.

In October 2021, the Company received information requests from MPCA seeking additional toxicological and other information related to certain PFAS compounds.

The Company is cooperating with these inquiries and is producing documents and information in response to the requests.

The Company has completed its production of documents and information in response to the request for information.

In June 2022, MPCA directed that the Company address the presence of PFAS in its stormwater discharge from the Cottage Grove facility.

The Company worked with MPCA to develop a plan to address its stormwater, which is embodied in an order issued by MPCA in December 2022.

The Company worked with MPCA to develop a plan to address its stormwater, which is embodied in an order issued by MPCA in December 2022, which the Company is working to implement.

In July 2024, MPCA published for public comment a draft Clean Water Act permit for the Cottage Grove facility that contains significantly revised effluent limits for certain PFAS in compounds in water discharged from the facility, some of which are below current limits of quantification for those compounds.

3M is engaging with the MPCA on the draft permit through the public comment period.

3M is engaging with the MPCA on the draft permit through the public comment period and submitted comments to the permit in August 2024.

The outcome of the Clean Water Act permit issuance process for the Cottage Grove facility could have a significant adverse impact on the facility's operations and the Company's businesses that receive products and other materials from the Cottage Grove facility, some of which may not be available or in similar quantities from other 3M facilities.

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The Company is working with MPCA regarding the allegations in the Notice of Violation.

As previously reported, in February 2020, the Company received an information request from EPA for documents and information related to, among other matters, the Company’s compliance with the Clean Water Act at its facilities that manufacture, process, and use PFAS, including the Decatur, Cordova, and Cottage Grove facilities, and the Company has completed its production of responsive documents and information.

The Company continues to work with relevant federal and state agencies (including EPA, the U.S.

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Whether, and to what extent, the Company may be required to contribute to the costs at issue in the case remains to be determined.

As previously reported, in June 2020, the Company reported to EPA and MPCA that it had not fully complied with elements of the inspection, characterization and waste stream profile verification process of the Waste and Feedstream Analysis Plan (WAP/FAP) of its RCRA permit for its Cottage Grove incinerator.

The Company and MPCA resolved the issues associated with the foregoing disclosure in a May 2022 stipulation agreement, and permanently retired the Cottage Grove hazardous waste incinerator in December 2021.

In connection with the now closed incinerator, the Company in December 2022 received from EPA a draft Consent Agreement and Penalty Order under the Clean Air Act, with a proposed civil penalty to resolve issues raised in a Finding of Violation issued in 2019.

The Company and EPA resolved this matter in which the Company has agreed to pay an administrative civil penalty.

Separately, the Cottage Grove facility received an Alleged Violation Letter from the MPCA in November 2023 following an inspection, alleging violations relating to materials shipped in 2023 to a hazardous waste disposal facility.

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The Company responded to the information request.

In July 2024, the Company received a Violation Notice from the Illinois EPA alleging regulatory violations related to certain air emissions of volatile organic material at the Cordova facility.

The Company is evaluating the Violation Notice and cannot currently predict the outcome of this matter.

In July 2024, the Company received a Violation Notice from the IEPA alleging regulatory violations related to certain air emissions of volatile organic material at the Cordova facility.

The Company has responded to the Violation Notice.

For environmental matters and litigation described above, unless otherwise described below, no liability has been recorded as the Company believes liability in those matters is not probable and reasonably estimable and the Company is not able to estimate a possible loss or range of possible loss at this time.

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The Company periodically examines whether the contingent liabilities related to the environmental matters and litigation described above are probable and reasonably estimable based on experience and ongoing developments in those matters, including discussions regarding negotiated resolutions.

During the first six months of 2024, primarily as a result of interest accretion on the PWS Settlement, the Company increased its accrual for PFAS-related other environmental liabilities by $ 0.4 billion and made related payments of $ 0.1 billion.

As of June 30, 2024, the Company had recorded liabilities of $ 11.3 billion for “other environmental liabilities.” These amounts are reflected in the consolidated balance sheet within other current liabilities ($ 4.8 billion) and other liabilities ($ 6.5 billion).

During the first nine months of 2024, primarily as a result of interest accretion on the PWS Settlement, the Company increased its accrual for PFAS-related other environmental liabilities by $ 0.5 billion and made related payments of $ 3.0 billion.

As of September 30, 2024, the Company had recorded liabilities of $ 8.5 billion for “other environmental liabilities.” These amounts are reflected in the consolidated balance sheet within other current liabilities ($ 1.9 billion) and other liabilities ($ 6.6 billion).

The accruals represent the Company’s estimate of the probable loss in connection with the environmental matters and PFAS-related matters and litigation described above.

The Company is not able to estimate a possible loss or range of possible loss in excess of the established accruals at this time.

As of June 30, 2024, the Company had recorded liabilities of $ 35 million for estimated non-PFAS related “environmental remediation” costs to clean up, treat, or remove hazardous substances at current or former 3M manufacturing or third-party sites.

As of September 30, 2024, the Company had recorded liabilities of $ 37 million for estimated non-PFAS related “environmental remediation” costs to clean up, treat, or remove hazardous substances at current or former 3M manufacturing or third-party sites.

The Company evaluates available facts with respect to each individual site each quarter and records liabilities for remediation costs on an undiscounted basis when they are probable and reasonably estimable, generally no later than the completion of feasibility studies or the Company’s commitment to a plan of action.

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The Company has both pre-1986 general and product liability occurrence coverage and post-1985 occurrence reported product liability and other environmental coverage for environmental matters and litigation.

As of June 30, 2024, the Company’s receivables for insurance recoveries related to the environmental matters and litigation was not material.

During the third quarter of 2024 and nine months ended September 30, 2024, the Company reflected $ 27 million in insurance recovery benefits related to the environmental matters and litigation.

Various factors could affect the timing and amount of insurance recoveries, including (i) delays in or avoidance of payment by insurers;

(ii) the extent to which insurers may become insolvent in the future, (iii) the outcome of negotiations with insurers, and (iv) the scope of the insurers’ purported defenses and exclusions to avoid coverage.

Other Regulatory Matters

In May 2023, an incident at a Company facility in Prairie du Chien, Wisconsin resulted in an employee fatality.

The United States Department of Labor’s (“DOL”) Occupational Safety and Health Administration (“OSHA”) began an investigation into the incident and, as reflected by a DOL press release dated November 7, 2023, issued two citations to the Company for alleged willful safety violations.

In September 2024, the Company entered into a settlement agreement with OSHA and the DOL related to the incident, which included an immaterial payment amount.

The settlement agreement did not include a finding of willful safety violations in connection with the incident.

In October 2024, the Company received a grand jury subpoena from the U.S.

Attorney’s Office for the Western District of Wisconsin seeking records related to, among other things, the Prairie du Chien facility, records related to the incident, and other injuries that have occurred at Prairie du Chien and other 3M facilities, and OSHA safety inspections conducted at other 3M facilities.

The Company is cooperating and providing information responsive to the subpoena.

Product Liability Litigation

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3M acquired Aearo Technologies in 2008 and sold these earplugs from 2008 through 2015, when the product was discontinued.

3M and Aearo Technologies believe the Combat Arms Earplugs were effective and safe when used properly, but nevertheless, as discussed below, prior to the CAE Settlement (as defined below), the Aearo Entities and 3M faced litigation from a significant number of claimants.

As noted in the Respirator Mask/Asbestos Litigation — Aearo Technologie s section above, in July 2022, the Aearo Entities voluntarily initiated chapter 11 proceedings under the U.S.

Bankruptcy Code seeking court supervision to establish a trust, funded by the Company, to efficiently and equitably satisfy all claims determined to be entitled to compensation associated with these matters and those described in the earlier section Respirator Mask/Asbestos Litigation — Aearo Technologies .

3M and Aearo Technologies believe the Combat Arms Earplugs were effective and safe when used properly, but nevertheless, as discussed below, prior to the CAE Settlement (as defined below), Aearo Technologies and certain of its related entities (collectively, the "Aearo Entities") and 3M faced litigation from a significant number of claimants.

In July 2022, the Aearo Entities voluntarily initiated chapter 11 proceedings under the U.S.

3M entered into an agreement with the Aearo Entities to fund this trust and to support the Aearo Entities in connection with the chapter 11 proceedings.

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As a result of the bankruptcy proceedings, 3M deconsolidated the Aearo Entities in the third quarter of 2022, resulting in a charge that was not material to 3M.

Upon the filings in late July 2022 in the U.S Bankruptcy Court for the Southern District of Indiana, all litigation against Aearo Entities that filed chapter 11 cases was automatically stayed.

The Aearo Entities also requested that the Bankruptcy Court confirm that Combat Arms Earplugs litigation against the Company was also stayed or order it enjoined.

In August 2022, the Bankruptcy Court denied Aearo’s motion for a preliminary injunction to stay all Combat Arms related litigation against 3M.

In December 2022, Aearo filed its opening brief with the Seventh Circuit appealing the bankruptcy court’s decision.

Oral argument took place in April 2023.

In February 2023, the plaintiffs filed with the Bankruptcy Court a motion to dismiss the bankruptcy filings of the Aearo Entities.

In June 2023, the Bankruptcy Court granted the plaintiffs’ motion to dismiss.

As a result of this dismissal, the Court’s previous stay on the Aearo Combat Arms and Aearo respirator mask/asbestos litigation was lifted.

Aearo appealed the decision to the Seventh Circuit which accepted the direct appeal.

Aearo’s appeals of the Bankruptcy Court’s preliminary injunction and motion to dismiss rulings are stayed as a result of the CAE Settlement (as defined below).

As a result of the June 2023 bankruptcy dismissal, 3M reconsolidated the former deconsolidated Aearo Entities, in the second quarter of 2023, resulting in an immaterial income statement impact.

Related to the dismissal of the bankruptcy, in May 2023, the federal and state MDL courts issued orders providing that mediation would resume.

Following various pleadings, in June 2023, the Bankruptcy Court granted a motion by plaintiffs to dismiss the bankruptcy proceeding.

As a result of this dismissal, 3M reconsolidated the former deconsolidated Aearo Entities, in the second quarter of 2023, resulting in an immaterial income statement impact.

In August 2023, 3M and the Aearo Entities entered into a settlement arrangement (as amended, the “CAE Settlement”) which is structured to promote participation by claimants and is intended to resolve, to the fullest extent possible, all litigation and alleged claims involving the Combat Arms Earplugs sold or manufactured by the Aearo Entities and/or 3M, as well as potential future claims.

Pursuant to the CAE Settlement, 3M will contribute a total amount of $ 6.0 billion between 2023 and 2029.

The actual amount, payment terms and dates are subject to satisfaction of certain participation thresholds claimants must meet, including that at least 98 % of individuals with actual or potential litigation claims involving the Combat Arms Earplugs (calculated as described in the CAE Settlement) must have enrolled in the CAE Settlement and provided 3M with a full release of claims involving the Combat Arms Earplugs.

Pursuant to the CAE Settlement, 3M will contribute up to a total amount of $ 6.0 billion between 2023 and 2029.

The actual amount, payment terms and dates are subject to satisfaction of certain collective participation thresholds claimants must meet and provision to 3M of a full release of claims involving the Combat Arms Earplugs.

The CAE Settlement was originally structured to include $ 5.0 billion in cash consideration and $ 1.0 billion in 3M common stock.

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The charge reflected the $ 5.3 billion pre-tax present value (discounted at an estimated 5.6 % interest rate at time consummation) of contributions under the CAE Settlement net of 3M’s then-existing accrual of $ 1.1 billion related to this matter.

Implementation of the CAE Settlement terms began in September 2023, when 3M paid $ 10 million to fund administrative expenses connected to the settlement and paid $ 147 million in exchange for releases from the 13 bellwether plaintiffs that obtained a verdict against 3M and the Aearo defendants.

The MDL court cases and Eleventh Circuit appeals for the 13 bellwether plaintiffs have all been dismissed consistent with the terms of the CAE Settlement.

Further, all of the above-referenced Aearo's appeals from the bankruptcy court have also been dismissed by the Seventh Circuit Court of Appeals.

Implementation of the CAE Settlement terms began in September 2023, when 3M paid $ 10 million to fund administrative expenses connected to the settlement and paid $ 147 million in exchange for releases from certain bellwether plaintiffs that obtained a verdict against 3M and the Aearo defendants.

3M paid $ 250 million in December 2023 related to the receipt of expedited releases, and made a payment of an additional $ 253 million on January 31, 2024 based on 100% participation level of "wave" case claimants.

On March 26, 2024, the Company announced that, as of the final registration date for the CAE settlement agreement, more than 99.9 % of claimants are participating in the Settlement.

Out of a total of more than 293,000 claims, more than 251,000 claimants have registered to participate in the Settlement.

In addition, more than 41,000 claims have been dismissed by the courts administering the agreements.

With the 98 % participation threshold having been met, the Company made a $ 350 million payment on April 15, 2024, and a $ 750 million payment on July 15, 2024, pursuant to the payment schedule set forth in the settlement agreement.

On March 26, 2024, the Company announced that, as of the final registration date for the CAE settlement agreement, more than 99 % of claimants were either participating in the settlement or have been dismissed with prejudice.

With a 98 % participation threshold having been met, the Company made a $ 350 million payment on April 15, 2024, and a $ 750 million payment on July 15, 2024, pursuant to the payment schedule set forth in the amended settlement agreement.

The current participation level (including claims dismissed with prejudice) exceeds 99.9 %.

The Company made a $ 25 million payment pursuant to the settlement on October 15, 2024.

All MDL court cases for the bellwether plaintiffs have been dismissed and all relevant appeals before the Seventh Circuit and Eleventh Circuit have been dismissed.

As a result, in September 2024, 3M and the Aearo Entities agreed to terminate the Aearo bankruptcy funding agreement described above.

In addition, Aearo and the Company are actively engaged in insurance recovery activities to offset a portion of the settlement payments.

Formal recovery processes are underway through a lawsuit filed in Delaware, as well as arbitration proceedings.

In July 2024, the Delaware court, with respect to the motions for partial summary judgment regarding 3M and Aearo's claims for defense costs coverage, granted one motion and portion of another motion brought by the insurers.

3M and Aearo are assessing options, including potential appeal, and their insurance recovery proceedings in this case will continue, as will their separate insurance recovery arbitration proceedings, which are not impacted by this ruling.

In second quarter of 2024, the Company received $ 51 million for insurance recoveries related to the Combat Arms Earplugs litigation.

As of June 30, 2024, the Company had a $ 72 million receivable for insurance recoveries related to the Combat Arms Earplugs litigation, payments for which were received in July 2024.

During the third quarter of 2024 and nine months ended September 30, 2024, the Company reflected $ 29 million and $ 152 million, respectively, of benefits from insurance recoveries related to the Combat Arms Earplugs litigation.

Through September 30, 2024, the Company has reflected $ 152 million in total insurance recovery benefits related to the Combat Arms Earplugs litigation.

Pursuant to the CAE Settlement, these insurance recoveries are provided to the Qualified Settlement Fund as part of the consideration for the settlement.

During the first six months of 2024, the Company increased its existing accrual for Combat Arms Earplugs by approximately $ 0.1 billion for interest accretion on the CAE Settlement and made the related payments noted above of approximately $ 0.6 billion.

As of June 30, 2024, the Company had an accrued liability of $ 4.5 billion related to Combat Arms Earplugs.

During the first nine months of 2024, the Company increased its existing accrual for Combat Arms Earplugs by approximately $ 0.2 billion for interest accretion on the CAE Settlement and made the related payments noted above of approximately $ 1.5 billion.

As of September 30, 2024, the Company had an accrued liability of $ 3.7 billion related to Combat Arms Earplugs.

This amount is reflected within contingent liability claims and other ($ 1.4 billion within other current liabilities and $ 2.3 billion within other liabilities) on 3M’s consolidated balance sheet.

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Three months ended

June 30, Six months ended

September 30, Nine months ended

September 30,

(Millions) 2024 2023 2024 2023

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• 3M added the “Other” category of information as a result of the Separation.

It principally reflects activity associated with:

It principally reflects:

◦ Transition arrangement agreements (e.g.

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Three months ended

June 30, Six months ended

September 30, Nine months ended

September 30,

Net Sales (Millions)

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Consumer 1,299 1,315 3,702 3,800

Total reportable business segments

6,205 6,237 18,346 18,507

Corporate and Unallocated 81 26 193 71

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Consumer 263 269 698 683

Total reportable business segments

1,349 1,324 3,962 3,577

Corporate and Unallocated

2 unchanged sentences

Divestiture costs — ( 7 ) ( 20 ) ( 11 )

Gain on business divestitures — 36 — 36

Russia exit (charges) benefits — — — 18

8 unchanged sentences

Corporate and Unallocated and Other:

Outside of 3M's operating segments, 3M has Corporate and Unallocated and Other which are not reportable business segments as they do not meet the segment reporting criteria.

Outside of 3M's reportable operating segments, 3M has Corporate and Unallocated and Other which are not reportable business segments as they do not meet the segment reporting criteria.

Because Corporate and Unallocated and Other includes a variety of miscellaneous items, it is subject to fluctuation on a quarterly and annual basis.

12 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements