What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-02-05 compared with 2024-02-07 · 1014 added, 821 removed, 1758 unchanged (51% of the section changed)

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Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Legal Proceedings

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

PFAS-Related Legal Proceedings

As described in Note 19 to the consolidated financial statements, management records liabilities for legal proceedings in those instances where it can reasonably estimate the amount of the loss and when the loss is probable.

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Management either discloses the amount of a possible loss or range of loss in excess of established accruals if estimable, or states that such an estimate cannot be made.

As of December 31, 2024, the Company had recorded liabilities of $8.6 billion for other environmental liabilities, the majority of which relate to PFAS-related legal proceedings.

These accruals represent management’s estimate of probable loss for PFAS-related matters and litigation.

Management discloses significant legal proceedings even where liability is not probable or the amount of the liability is not estimable, or both, if management believes there is at least a reasonable possibility that a loss may be incurred.

The principal considerations for our determination that performing procedures relating to legal proceedings is a critical audit matter are (i) the significant judgment by management when determining the likelihood of a loss being incurred and when estimating the loss or range of loss for each claim and (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s assessment of the liabilities and disclosures related to legal proceedings.

The principal considerations for our determination that performing procedures relating to PFAS-related legal proceedings is a critical audit matter are (i) the significant judgment by management when determining the likelihood of a loss being incurred and when developing the estimated loss, or range of loss, for each PFAS-related claim;

and (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s assessment of the liabilities and disclosures related to PFAS-related legal proceedings.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s assessment of the liabilities related to legal proceedings, including controls over determining the likelihood of a loss and whether the amount of loss can be reasonably estimated, as well as financial statement disclosures.

These procedures also included, among others, obtaining and evaluating the letters of audit inquiry with internal and external legal counsel, obtaining and evaluating contracts and agreements, evaluating the reasonableness of management’s assessment regarding whether an unfavorable outcome is reasonably possible or probable and reasonably estimable, and evaluating the sufficiency of the Company’s disclosures related to legal proceedings.

These procedures included testing the effectiveness of controls relating to management’s assessment of the liabilities related to PFAS-related legal proceedings, including controls over determining the likelihood of a loss and whether the amount of loss can be reasonably estimated, as well as financial statement disclosures.

These procedures also included, among others, (i) understanding management’s process related to accounting and reporting for PFAS-related legal proceedings;

(ii) evaluating existing accruals, including the determination of the net present value of the future settlement payments, by obtaining and inspecting executed settlement agreements;

(iii) evaluating the status of significant known and potential litigation and settlement activity based on inquiry of internal legal counsel, as well as external legal counsel, when deemed necessary, (iv) obtaining and evaluating the letters of audit inquiry with internal and external legal counsel;

(v) evaluating the reasonableness of management’s assessment regarding whether an unfavorable outcome is reasonably possible or probable and reasonably estimable;

and (vi) evaluating the sufficiency of the Company’s disclosures related to PFAS-related legal proceedings.

Tax-Free Determination of the Health Care Spin-Off and Certain Internal Business Separation Transactions

As described in Note 11 to the consolidated financial statements, on April 1, 2024 the Company completed the separation of its Health Care business through a pro rata distribution of 80.1% of the outstanding shares of Solventum Corporation to Company stockholders.

Management has determined that the spin-off and certain internal business separation transactions (the spin-off and certain internal business separation transactions referred to together as the “Transactions”) qualified as tax-free transactions under the applicable sections of the United States (U.S.) Internal Revenue Code.

In making this determination, management applied U.S.

federal tax law to relevant facts and circumstances and obtained a private letter ruling from the Internal Revenue Service, third party tax opinions, and other external tax advice related to the concluded tax treatment.

The applicable facts and circumstances that existed at the time of the Transactions may be reviewed as part of an audit by the Internal Revenue Service.

If the completed Transactions were later determined to fail to qualify for tax-free treatment for U.S.

federal income tax purposes, the Company could be subject to significant liabilities, and there could be material adverse impacts on the Company’s business, financial condition, results of operations and cash flows in future reporting periods.

The determination of the tax consequences of these Transactions required management to make judgments about the application of tax laws and regulations.

The principal considerations for our determination that performing procedures relating to the tax-free determination of the Health Care spin-off and certain internal business separation transactions is a critical audit matter are (i) the significant judgment by management in applying relevant tax laws and regulations in determining the tax-free treatment of the Transactions;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence related to the tax-free determination of the Transactions;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s determination of the tax-free treatment of the Transactions.

These procedures also included, among others , the involvement of professionals with specialized skill and knowledge to assist in evaluating the information, including the private letter ruling from the Internal Revenue Service, third party opinions, U.S.

federal tax law, written tax advice and analyses prepared internally and by external tax advisors, certain representations from management, and other relevant evidence used by management to support management’s judgments and determination that the Transactions qualified as tax-free, as well as the application of relevant tax laws and regulations.

/s/ PricewaterhouseCoopers LLP

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Other expense (income), net 3 582 165

Income (loss) before income taxes ( 9,688 ) 6,392 7,204

Income (loss) from continuing operations before income taxes 4,819 ( 11,271 ) 4,204

Provision (benefit) for income taxes 804 ( 2,867 ) 188

Income (loss) of consolidated group ( 6,997 ) 5,780 5,919

Income (loss) from continuing operations of consolidated group 4,015 ( 8,404 ) 4,016

Income (loss) from unconsolidated subsidiaries, net of taxes 9 18 11

Net income (loss) including noncontrolling interest ( 6,979 ) 5,791 5,929

Net income (loss) from continuing operations including noncontrolling interest 4,024 ( 8,386 ) 4,027

Net income (loss) attributable to noncontrolling interest 15 16 14

Net income (loss) from continuing operations attributable to 3M 4,009 ( 8,402 ) 4,013

Net income (loss) from discontinued operations, net of taxes

164 1,407 1,764

Net income (loss) attributable to 3M $ 4,173 $ ( 6,995 ) $ 5,777

Earnings (loss) per share attributable to 3M common shareholders:

Weighted average 3M common shares outstanding — basic 550.8 553.9 566.0

Earnings (loss) per share attributable to 3M common shareholders — basic $ ( 12.63 ) $ 10.21 $ 10.23

Earnings (loss) per share from continuing operations — basic

$ 7.28 $ ( 15.17 ) $ 7.09

Earnings (loss) per share from discontinued operations — basic

0.30 2.54 3.12

Earnings (loss) per share — basic

$ 7.58 $ ( 12.63 ) $ 10.21

Weighted average 3M common shares outstanding — diluted 552.4 553.9 567.6

Earnings (loss) per share attributable to 3M common shareholders — diluted $ ( 12.63 ) $ 10.18 $ 10.12

Earnings (loss) per share from continuing operations — diluted

$ 7.26 $ ( 15.17 ) $ 7.07

Earnings (loss) per share from discontinued operations — diluted

0.29 2.54 3.11

Earnings (loss) per share — diluted $ 7.55 $ ( 12.63 ) $ 10.18

The accompanying Notes to Consolidated Financial Statements are an integral part of this statement.

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(Millions) 2024 2023 2022

Net income (loss) attributable to 3M $ 4,173 $ ( 6,995 ) $ 5,777

Net income (loss) attributable to noncontrolling interest 15 16 14

Net income (loss) including noncontrolling interest

4,188 ( 6,979 ) 5,791

Other comprehensive income (loss), net of tax:

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Other current assets 828 326

Current assets of discontinued operations — 2,379

Total current assets 15,884 16,379

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Other assets 8,540 6,806

Non-current assets of discontinued operations — 11,343

Total assets $ 39,868 $ 50,580

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Other current liabilities 5,471 6,660

Current liabilities of discontinued operations — 1,723

Total current liabilities 11,256 15,297

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Other liabilities 11,375 14,021

Non-current liabilities of discontinued operations — 686

Total liabilities 35,974 45,712

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Shares outstanding - December 31, 2024:

Shares outstanding - December 31, 2022:

539,470,303 , December 31, 2023:

Additional paid-in capital 7,229 6,956

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Other comprehensive income (loss), net of tax

970 971 ( 1 )

Dividends declared ($ 5.96 per share, Note 9)

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Reacquired stock ( 1,464 ) ( 1,464 )

Dividend to noncontrolling interest

( 29 ) ( 29 )

Split-off of Food Safety business

( 1,988 ) ( 1,988 )

Issuances pursuant to stock options and benefit plans 381 ( 279 ) 660

Balance at December 31, 2022 14,770 6,700 47,950 ( 33,255 ) ( 6,673 ) 48

Net income 5,791 5,777 14

Net income (loss)

( 6,979 ) ( 6,995 ) 16

Other comprehensive income (loss), net of tax

( 105 ) ( 105 ) —

Dividends declared ($ 6.00 per share, Note 9)

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Dividend to noncontrolling interest

( 29 ) ( 29 )

Split-off of Food Safety business

( 1,988 ) ( 1,988 )

Issuances pursuant to stock options and benefit plans 264 ( 165 ) 429

Balance at December 31, 2023 4,868 6,965 37,479 ( 32,859 ) ( 6,778 ) 61

Net income (loss)

4,188 4,173 15

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462 463 ( 1 )

Solventum spin-off

( 2,167 ) ( 2,751 ) 584

Dividends declared ($ 3.61 per share, Note 9)

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Dividends paid to shareholders ( 1,982 ) ( 3,311 ) ( 3,369 )

Cash transferred to Solventum related to separation, net

Other — net ( 96 ) ( 21 ) ( 60 )

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The accompanying Notes to Consolidated Financial Statements are an integral part of this statement.

1 The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations and, therefore, also include cash and cash equivalents associated with Solventum through its April 2024 separation from 3M that were presented in current assets of discontinued operations in the 3M Consolidated Balance Sheet.

3M Company and Subsidiaries

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3M had previously deconsolidated these entities in the third quarter of 2022.

See additional information in Note 18.

Local currencies generally are considered the functional currencies outside the United States, with the exception of subsidiaries operating in highly inflationary economies, which are not material to 3M.

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Cumulative translation adjustments are recorded as a component of accumulated other comprehensive income (loss) in shareholders’ equity.

Certain amounts in the prior years’ consolidated financial statements have been reclassified to conform to the current year presentation.

Effective in the first quarter of 2023, 3M made changes in the measure of segment operating performance and segment composition used by 3M’s chief operating decision maker—impacting 3M’s disclosed measure of segment profit/loss (business segment operating income (loss)).

Also effective in the first quarter of 2023, 3M's Consumer business segment re-aligned from four divisions to three divisions, see additional information in Note 21.

3M's disclosed disaggregated revenue was also updated as a result of these changes, see additional information in Note 2.

Information provided herein reflects the impact of these changes for all periods presented.

Certain amounts in prior periods’ consolidated financial statements have been reclassified to conform to current period presentation.

Information provided herein reflects the impact of these changes for all applicable periods presented.

• As discussed in Note 2, on April 1, 2024, 3M completed the previously announced 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.

As a result of the Separation, Solventum became an independent public company and 3M no longer consolidates Solventum into 3M’s financial results.

In connection with the Separation, the historical net income of Solventum and applicable assets and liabilities included in the Separation are reported in 3M's consolidated financial statements as discontinued operations.

• 3M made certain changes to the composition of segment information reviewed by 3M's chief operating decision maker (CODM) effective in the second quarter of 2024 largely as a result of the separation of Solventum and changes within its business segments effective in the first quarter of 2024 as further described in Note 22.

To the extent these changes impacted 3M's disclosed disaggregated revenue information, data in Note 3 has also been updated.

Cash and Cash Equivalents:

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The classification of marketable securities as current or non-current is based on the availability for use in current operations.

3M accounts for its ownership interest in Solventum as an equity investment with a readily determinable fair value.

All equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes therein reflected in net income.

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The asset retirement obligation liability was $ 195 million and $ 181 million at December 31, 2024 and 2023, respectively.

3M cannot reasonably estimate the fair value of certain conditional asset retirement obligations based on the nature of particular conditions and outcome of commercial activity.

Goodwill and Indefinite-Lived Intangible Assets:

Goodwill and indefinite-lived intangible assets (namely certain tradenames), are not amortized and are assessed for impairment annually (fourth quarter and third quarter, respectively) and whenever an event occurs or circumstances change that would indicate the carrying amount may be impaired.

Impairment testing for goodwill is performed at a reporting unit level, which at 3M, corresponds to a division.

Impairment testing for goodwill is performed at a reporting unit level, which at 3M, primarily corresponds to a division.

An impairment loss is recognized when the carrying value of the reporting unit’s net assets exceeds its estimated fair value.

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The vast majority of 3M’s customer arrangements contain a single performance obligation to transfer manufactured goods.

However, to a limited extent 3M also enters into customer arrangements that involve intellectual property out-licensing, multiple performance obligations (such as equipment, installation and service), software with coterminous post-contract support, services and non-standard terms and conditions.

Revenue is recognized when control of goods has transferred to customers.

For the majority of the Company’s customer arrangements, control transfers to customers at a point-in-time when goods/services have been delivered as that is generally when legal title, physical possession and risks and rewards of goods/services transfer to the customer.

In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits as 3M completes the performance obligation(s).

Revenue is recognized at the transaction price which the Company expects to be entitled.

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The Company applies the “right to invoice” practical expedient based on 3M’s right to invoice the customer at an amount that reasonably represents the value to the customer of 3M’s performance completed to date.

For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using 3M’s best estimate of the standalone selling price of each distinct good or service in the contract.

The Company utilizes the allowable exemption to not disclose the unfulfilled performance obligation balance for contracts with an original length of one year or less as the Company does not have material unfulfilled performance obligation balances for contracts with an original length greater than one year in any years presented.

Further, the Company did not recognize any material revenue in the current reporting period for performance obligations that were fully satisfied in previous periods.

The Company applies the practical expedient relative to costs of obtaining a contract by expensing sales commissions when incurred because the amortization period would have been one year or less as the Company does not have material costs related to obtaining a contract with amortization periods greater than one year for any year presented.

The Company recognizes revenue from the rental of durable medical devices based on the length of time a device is used by the patient/organization, (i) at the contracted rental rate for contracted customers and (ii) generally, retail price for non-contracted customers.

The leases are short-term in nature, generally providing for daily or monthly pricing, and are all classified as operating leases.

Accounts Receivable and Allowances:

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The Company does not have any significant off-balance-sheet credit exposure related to its customers.

The Company has long-term customer receivables that do not have significant credit risk, and the origination dates of which are typically not older than five years .

These long-term receivables are subject to an allowance methodology similar to other receivables.

Advertising and Merchandising:

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Related Party Activity:

Other than amounts due by and between 3M and the Aearo Entities while the Aearo Entities were deconsolidated (as described in Note 18), 3M does not have any material related party activity.

3M does not have any material related party activity.

New Accounting Pronouncements:

In November 2023, the Financial Accounting Standards Board (FASB) issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

This ASU primarily requires incremental disclosures of disaggregated expense information about a Company's reportable segments.

3M adopted this ASU for the year-end December 31, 2024, and applied it retrospectively to all prior periods presented (see Note 22).

The table below provides summaries of applicable new accounting pronouncements issued, but not yet adopted by 3M.

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Standard Relevant Description Effective Date for 3M Impact and Other Matters

2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50):

Disclosure of Supplier Finance Obligations

Issued in September 2022.

Requires a buyer in a supplier finance program to disclose the key terms of the program, amount of outstanding obligations, and a rollforward of obligations confirmed and subsequently paid.

January 1, 2023, except rollforward disclosure which is not effective until the year-end December 31, 2024

As this ASU relates to disclosures only, there will be no impact to 3M’s consolidated results of operations and financial condition.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures

Issued in November 2023.

Requires incremental disclosures to provide more disaggregated expense information about a Company's reportable segments.

Year-end December 31, 2024

As this ASU relates to disclosures only, there will be no impact to 3M’s consolidated results of operations and financial condition.

2023-09, Income Taxes (Topic 740):

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As this ASU relates to disclosures only, there will be no impact to 3M’s consolidated results of operations and financial condition.

Contract Balances:

Deferred revenue primarily relates to revenue that is recognized over time for one-year software license contracts.

Refer to Note 7 for deferred revenue balances as of December 31, 2023 and 2022.

Approximately $ 520 million of the December 31, 2022 balance was recognized as revenue during the year ended December 31, 2023, while approximately $ 500 million of the December 31, 2021 balance was recognized as revenue during the year ended December 31, 2022.

Operating Lease Revenue:

Net sales includes rental revenue from durable medical devices as part of operating lease arrangements (reported within the Medical Solutions Division), which was $ 590 million, $ 577 million, and $ 582 million for the years ended December 31, 2023, 2022, and 2021 respectively .

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses

Issued in November 2024.

Requires new disclosures providing further detail of a company's income statement expense line items.

Year-end December 31, 2027

As this ASU relates to disclosures only, there will be no impact to 3M’s consolidated results of operations and financial condition.

Discontinued Operations

On April 1, 2024, 3M completed the previously announced 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.

The spin-off transaction was intended to be tax-free for U.S.

federal income tax purposes.

To reflect the completion of the spin, 3M recorded a decrease in shareholders equity for the net book value of applicable assets and liabilities included in the Separation, net of the book value of 3M's retained ownership.

As a result of the Separation, Solventum became an independent public company and 3M no longer consolidates Solventum into 3M’s financial results.

Following the Separation, as 3M no longer controls or has the ability to exert significant influence over Solventum, 3M measures, at fair value on a recurring basis, its retained ownership interest in Solventum common stock (see additional information in Note 7).

3M intends to divest its ownership in Solventum within five years from its April 2024 spin-off.

The Company entered into various agreements to effect the Separation and provide for the relationship between 3M and Solventum, including, among others, a separation and distribution agreement;

a tax matters agreement;

and transition service, distribution, and contract manufacturing agreements;

as well as certain commercial supply agreements.

The transition service and distribution agreements have overall terms of two years following the Separation and each may be extended an additional year.

The transition contract manufacturing agreement's term is three years with an ability to extend under certain circumstances.

Supply agreements, by which each company may provide product to the other, have initial three-year terms, but may extend for particular products up to ten or twelve years following the Separation, under certain circumstances.

In addition, the companies had certain amounts due between them as of the Separation date.

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 22 relative to "Corporate and Unallocated" (recorded as net sales and associated costs) and "Other" (recorded as a direct offset to associated costs within selling, general and administrative expenses), respectively.

Solventum transition agreement income for 2024 included in "Other" was approximately $ 50 million (approximately $ 0.6 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 $ 0.4 billion and $ 0.2 billion, respectively, as of December 31, 2024.

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

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

2024 2023 2022

$ 1,987 $ 8,071 $ 8,068

Cost of sales 844 3,494 3,379

Other operating expenses

837 3,016 2,519

Other expense (income), net

44 ( 22 ) ( 18 )

Income (loss) from discontinued operations before income taxes

262 1,583 2,188

Provision for income taxes

Net income (loss) from discontinued operations, net of taxes

$ 164 $ 1,407 $ 1,764

Major classes of assets and liabilities of discontinued operations include the following:

Assets and Liabilities of Discontinued Operations (millions)

December 31, 2023

Cash and cash equivalents $ 198

Marketable securities — current 3

Accounts receivable — net 1,149

Inventories 878

Other current assets 151

Current assets of discontinued operations 2,379

Property, plant and equipment — net 1,469

Operating lease right of use assets 102

Goodwill 6,545

Intangible assets — net 2,903

Other assets 324

Non-current assets of discontinued operations $ 11,343

Accounts payable $ 469

Accrued payroll 209

Accrued income taxes 61

Operating lease liabilities — current 33

Other current liabilities 951

Current liabilities of discontinued operations 1,723

Pension and postretirement benefits 315

Operating lease liabilities 70

Other liabilities 301

Non-current liabilities of discontinued operations $ 686

Cash flows related to discontinued operations have not been segregated, and are included in the Consolidated Statement of Cash Flows for all periods presented.

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

Selected Cash Flow Information from Discontinued Operations (millions)

2024 2023 2022

Depreciation and amortization $ 139 $ 554 $ 577

Purchases of property, plant and equipment (PP&E) 77 227 272

Disaggregated Revenue Information:

The Company views the following disaggregated disclosures as useful to understanding the composition of revenue recognized during the respective reporting periods:

Net Sales by Division (millions) 2023 2022 2021

Net Sales (millions)

2024 2023 2022

Abrasives $ 1,295 $ 1,327 $ 1,343

Automotive Aftermarket 1,235 1,237 1,209

Closure and Masking Systems 962 1,046 1,033

Electrical Markets 1,298 1,285 1,304

Industrial Adhesives and Tapes 2,104 2,051 2,220

Industrial Specialties Division

1,137 1,180 1,296

Personal Safety 3,371 3,382 3,777

Roofing Granules 521 494 455

Other Safety and Industrial — — 8

Total Safety and Industrial Business Segment 10,961 10,956 11,604

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Automotive and Aerospace 1,912 1,925 1,754

Commercial Solutions 1,723 1,751 1,717

Commercial Branding and Transportation

2,528 2,546 2,584

Electronics 2,971 2,863 3,359

Transportation Safety 823 833 907

Other Transportation and Electronics — — 9

Total Transportation and Electronics Business Segment 8,380 8,501 8,902

Food Safety — 244 368

Health Information Systems 1,219 1,259 1,220

Medical Solutions 4,625 4,581 4,632

Oral Care 1,329 1,327 1,396

Separation and Purification Sciences 951 992 984

Other Health Care 71 24 1

Total Health Care Business Group 8,195 8,427 8,601

Construction and Home Improvement Markets 2,221 2,346 2,465

Home, Health and Auto Care 1,583 1,655 1,741

Stationery and Office 1,222 1,291 1,306

Other Consumer — — ( 3 )

Total Consumer Business Group 5,026 5,292 5,509

Consumer Safety and Well-Being 1,080 1,096 1,205

Home and Auto Care 1,191 1,260 1,300

Home Improvement 1,486 1,448 1,496

Packaging and Expression 1,174 1,222 1,291

Total Consumer Business Segment

4,931 5,026 5,292

Corporate and Unallocated 271 90 82

Other 32 37 281

Total Company $ 24,575 $ 24,610 $ 26,161

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Europe, Middle East and Africa 4,176 4,274 4,313

Other Unallocated — — ( 2 )

Worldwide $ 24,575 $ 24,610 $ 26,161

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Asia Pacific included China/Hong Kong net sales to customers of $ 2.8 billion, $ 2.6 billion and $ 3.2 billion in 2024, 2023 and 2022, respectively.

2023 Divestitures and Previously Announced Divestitures:

In August 2023, 3M completed the sale of assets associated with its dental local anesthetic business (part of the Health Care business) to Pierrel S.p.A.

2024 Divestitures:

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.

See Note 2 for additional detail, including information regarding reporting the historical net income of Solventum and applicable assets and liabilities included in the Separation in 3M's consolidated financial statements as discontinued operations.

2023 Divestitures:

In August 2023, 3M completed the sale of assets associated with its dental local anesthetic business (formerly part of the "Other" category of Corporate and Unallocated and Other) to Pierrel S.p.A.

for approximately $ 60 million in cash.

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The gain on this transaction, net of a loss associated with a previous contingent indemnification obligation from a 2020 divestiture, resulted in a 2023 net pre-tax gain of $ 36 million.

In July 2022, 3M announced its intention to spin off the Health Care business as a separate public company.

3M expects to initially retain an ownership position of 19.9 % in the business, which 3M intends to monetize over time.

The spin-off transaction is intended to be tax-free for U.S.

federal income tax purposes and is subject to customary conditions, including the filing and effectiveness of a Form 10 registration statement, receipt of a private letter ruling from the Internal Revenue Service and a tax opinion from external counsel, satisfactory completion of financing, and final approval by the Company’s Board of Directors, among other items.

3M expects to close the transaction in the first half of 2024, subject to required conditions, as well as additional factors such as conditions in the equity and debt markets, other external conditions, and developments involving 3M or any of its businesses, which could delay the completion of the transaction relative to the anticipated timeline.

Because the intended transaction is a spin-off, the Health Care business is not classified as held for sale.

The dental local anesthetic business 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 22.

2022 Divestitures:

In March 2022, 3M completed the sale of its floor products business in Western Europe, formerly part of the Consumer business, for immaterial proceeds that approximated the business's book value.

In September 2022, 3M completed the split-off and combination of its Food Safety Division business (formerly part of the Health Care business segment) with Neogen Corporation in a transaction that involved a Reverse Morris Trust structure intended to make the split-off tax-efficient to 3M and 3M's shareholders for U.S.

In September 2022, 3M completed the split-off and combination of its Food Safety Division business (formerly part of the "Other" category of Corporate and Unallocated and Other) with Neogen Corporation in a transaction that involved a Reverse Morris Trust structure intended to make the split-off tax-efficient to 3 M and 3M's shareholders for U.S.

federal income tax purposes.

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Net sales information relative to the Food Safety Division is included in Note 2.

The Food Safety Division was part of the former Health Care business segment.

Because the Food Safety Division 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 22.

Neogen and 3M entered into certain limited-term agreements related to post-divestiture transition supply, manufacturing and services and into certain longer-term commercial supply and distributor arrangements.

Operating Income and Held-for-Sale Amounts:

With respect to the businesses above, operating income information of the Health Care business segment, inclusive of the Food Safety Division, is included in Note 21.

Information related to held for sale disposal groups is also included in Note 17.

Goodwill and Intangible Assets

The change in the carrying amount of goodwill by business segment was as follows:

(Millions) Safety and Industrial Transportation and Electronics Health Care Consumer Total Company

(Millions) Safety and Industrial Transportation and Electronics Consumer Corporate and Unallocated and Other

Total Company

Balance as of December 31, 2022 $ 4,509 $ 1,501 $ 265 $ 62 $ 6,337

Divestiture activity — — — ( 4 ) ( 4 )

Goodwill impairment

— ( 271 ) — — ( 271 )

Translation and other 33 11 5 — 49

Balance as of December 31, 2023 4,542 1,512 270 58 6,382

Divestiture activity — — ( 4 ) — ( 4 )

Translation and other ( 73 ) ( 16 ) ( 12 ) — ( 101 )

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The Company completed its annual goodwill impairment test in the fourth quarter of 2024 for all reporting units and determined that no impairment existed.

As described in Note 21, effective in the first quarter of 2023, the Company changed its business segment reporting.

In December 2022, as a result of 3M's commitment to a plan to exit per- and polyfluoroalkyl substance (PFAS) manufacturing as described in Note 17, 3M recorded a goodwill impairment charge of $ 0.3 billion related to the Advanced Materials reporting unit (within the Transportation and Electronics business) resulting in no remaining goodwill for that reporting unit.

As discussed in Note 18, in December 2022, as a result of 3M's commitment to a plan to exit per- and polyfluoroalkyl substance (PFAS) manufacturing, 3M recorded a goodwill impairment charge of $ 0.3 billion related to the Advanced Materials reporting unit (within the Transportation and Electronics business) resulting in no remaining goodwill for that reporting unit.

Acquired Intangible Assets:

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Certain tradenames acquired by 3M are not amortized because they have been in existence for over 60 years, have a history of leading-market share positions, have been and are intended to be continuously renewed, and the associated products of which are expected to generate cash flows for 3M for an indefinite period of time.

As discussed in Note 17, in December 2022, as a result of 3M's commitment to a plan to exit per- and polyfluoroalkyl substance (PFAS) manufacturing, 3M recorded a charge in the fourth quarter of 2022 related to impairment of long-lived assets and an immaterial charge related to impairment of indefinite-lived assets.

As discussed in Note 18, i n December 2022, as a result of 3M's commitment to a plan to exit per- and polyfluoroalkyl substance (PFAS) manufacturing, 3M recorded a charge in the fourth quarter of 2022 related to impairment of long-lived assets and an immaterial charge related to impairment of indefinite-lived assets.

Amortization expense follows:

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In 2023, 3M announced it would undertake structural reorganization actions to reduce the size of the corporate center of the Company, simplify supply chain, streamline 3M’s geographic footprint, reduce layers of management, further align business go-to-market models to customers, and reduce manufacturing roles to align with production volumes.

During 2023, management approved and committed to undertake associated actions impacting approximately 6,000 positions resulting in a 2023 pre-tax charge of $ 437 million.

Remaining activities related to the restructuring actions approved and committed through December 31, 2023 under this initiative are expected to be largely completed in the first half of 2024.

This aggregate initiative, beginning in the first quarter of 2023 and continuing through 2025, is expected (as updated to exclude discontinued operations) to impact approximately 8,000 positions worldwide with an expected pre-tax charge of $ 700 million to $ 800 million over that period.

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 1,100 positions and other actions resulting in a pre-tax charge of $ 187 million.

Since its beginning in 2023 through committed 2024 actions, this initiative has impacted approximately 6,800 positions worldwide.

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

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

This aggregate initiative beginning in the first quarter of 2023 and continuing through 2025 is expected to impact approximately 8,500 positions worldwide with an expected pre-tax charge of $ 700 million to $ 900 million over that period.

The related restructuring charges for periods presented were recorded in the income (loss) statement as follows:

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

(Millions) Employee Related Asset-Related and Other Total

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

Safety and Industrial $ 72 $ 15 $ 87 $ 89 $ — $ 89

Transportation and Electronics 36 9 45 62 — 62

Health Care 22 — 22

Consumer 22 13 35 26 — 26

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Expense incurred in 2023

$ 348 $ 67 $ 415

Non-cash changes

— ( 67 ) ( 67 )

( 10 ) — ( 10 )

Cash payments

( 239 ) — ( 239 )

Accrued restructuring action balance as of December 31, 2023 99 — 99

Incremental expense (benefit) incurred in 2024

Non-cash changes — ( 51 ) ( 51 )

Cash payments ( 161 ) — ( 161 )

Accrued restructuring action balance as of December 31, 2024

$ 80 $ — $ 80

1 unchanged sentence

As further discussed in Note 19, 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 impacting approximately 550 positions resulting in a pre-tax charge of $ 64 million primarily impacting cost of sales.

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 650 positions resulting in a pre-tax charge of $ 66 million primarily impacting cost of sales.

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

Related cash payments and adjustments to the accrued liability in 2023 were not material.

The accrued restructuring action balance as of December 31, 2023 was $ 60 million.

This initiative, beginning in 2023 through committed 2024 actions, has impacted approximately 1,200 positions worldwide.

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

(Millions) Employee-Related

Accrued restructuring action balance as of December 31, 2023

Expense incurred in 2024

Non-cash changes —

Cash payments ( 35 )

Accrued restructuring action balance as of December 31, 2024

2020 through 2022 Operational/Marketing Capability Restructuring Actions:

In 2020, 3M announced it would undertake certain actions to further enhance its operations and marketing capabilities to take advantage of certain global market trends while de-prioritizing investments in slower-growth end markets.

In 2021, management approved and committed to undertake additional actions under this initiative resulting in a 2021 pre-tax charge of $ 124 million impacting all business segments (Corporate & Unallocated ($ 42 million), Safety and Industrial ($ 30 million), Transportation and Electronics ($ 24 million), Health Care ($ 21 million) and Consumer ($ 7 million)), of which $ 88 million was recorded in selling, general and administrative expense.

The initiative began in 2020 and ended with actions in 2022.

In 2022, management approved and committed to undertake the remaining actions under this initiative resulting in a pre-tax charge of $ 16 million.

The accrued restructuring action balance was $ 101 million at December 31, 2020, $ 87 million at December 31, 2021 and was completed in 2022.

This initiative, beginning in 2020 and ending with 2022 actions, impacted approximately 3,100 positions worldwide with a pre-tax charge of approximately $ 280 million over that period.

The accrued restructuring action balance was $ 72 million at December 31, 2021 and was completed in 2022.

2022 Divestiture-Related Restructuring Actions:

During 2022, following the Food Safety Division split-off transaction and combination with Neogen (see Note 4), management approved and committed to undertake certain restructuring actions addressing corporate functional costs across 3M in relation to the magnitude of amounts previously allocated to the divested business.

The accrued restructuring action balance was $ 10 million at December 31, 2022 and was completed in 2023.

These actions affected approximately 850 positions worldwide and resulted in a 2022 pre-tax charge of $ 41 million primarily impacting selling, general and administrative expenses within Corporate and Unallocated.

The related accrued restructuring balance as of December 31, 2022 was $ 10 million after associated payments during 2022.

Remaining activities related to this divestiture-related restructuring were largely completed through the first half of 2023.

Supplemental Income (Loss) Statement Information

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Pension and postretirement net periodic benefit cost (benefit) 828 ( 109 ) ( 232 )

Solventum ownership - change in value

( 1,564 ) — —

Total $ 3 $ 582 $ 165

2 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 non-service cost component above for the 2024 was impacted by a $ 0.8 billion pension settlement charge.

Refer to Note 15 for additional details on the components of pension and postretirement net periodic benefit cost (benefit).

Solventum ownership - change in value relates to the change in value of 3M's retained ownership interest in common stock of Solventum Corporation, an independent public company.

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

At December 31, 2024, the balance of net unrealized gain on this investment is $ 1.6 billion.

Supplemental Balance Sheet Information

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Total other liabilities $ 11,375 $ 14,021

As of December 31, 2023, contingent liability claims and other (within other current liabilities) includes $ 2.9 billion and $ 1.5 billion, respectively, and contingent liability claims and other (within other liabilities) includes $ 7.5 billion and $ 3.5 billion, respectively of amounts due under the PWS Settlement and CAE Settlement (refer to Note 18), both reached in 2023.

As of December 31, 2022, balances include amounts associated with the deconsolidated Aearo Entities, which were reconsolidated in 2023 (refer to Note 18).

These include:

$ 0.7 billion in equity and other investments (within other assets), $ 0.3 billion in other (within other assets), $ 1.2 billion accrued liability largely reflected within contingent liability claims and other (within other liabilities), and $ 0.9 billion in other (within other liabilities).

As of December 31, 2024, contingent liability claims and other (within other current liabilities) includes $ 2.0 billion and $ 1.3 billion, respectively, and contingent liability claims and other (within other liabilities) includes $ 6.6 billion and $ 2.4 billion, respectively of amounts for other environmental liabilities (which includes the PWS Settlement) and for Combat Arms Earplugs (which includes the CAE Settlement).

Refer to Note 19 for additional information.

As of December 31, 2023, contingent liability claims and other (within other current liabilities) includes $ 3.0 billion and $ 1.5 billion, respectively, and contingent liability claims and other (within other liabilities) includes $ 8.0 billion and $ 3.5 billion, respectively of amounts for other environmental liabilities and for Combat Arms Earplugs, as similarly described above.

Refer to Note 19 for additional information.

Supplemental Equity and Comprehensive Income (Loss) Information

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Preferred stock, without par value, of 10 million shares is authorized but unissued.

Cash dividends declared and paid totaled $ 1.50 , $ 1.49 , and $ 1.48 per share for each quarter in 2023, 2022 and 2021, respectively, which resulted in total year declared and paid dividends of $ 6.00 , $ 5.96 , and $ 5.92 per share, respectively.

The table below presents the changes in accumulated other comprehensive income (loss) attributable to 3M (AOCI), including the reclassifications out of AOCI by component :

Cash dividends declared and paid totaled $ 1.51 per share for the first quarter of 2024 and $ 0.70 per share for each of the second, third, and fourth quarters of 2024.

Cash dividends declared and paid totaled $ 1.50 and $ 1.49 per share for each quarter in 2023 and 2022, respectively.

Full year declared and paid dividends total $ 3.61 , $ 6.00 , and $ 5.96 per share for 2024, 2023 and 2022, respectively.

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 the year ended December 31, 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)

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Total other comprehensive income (loss), before tax ( 850 ) 1,324 61 535

Tax effect (1)

( 35 ) ( 409 ) ( 14 ) ( 458 )

6 unchanged sentences

Total other comprehensive income (loss), before tax 331 ( 511 ) ( 62 ) ( 242 )

Tax effect (1)

( 9 ) 131 15 137

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Total other comprehensive income (loss), before tax ( 525 ) 1,250 50 775

Tax effect (1)

14 ( 315 ) ( 11 ) ( 312 )

Total other comprehensive income (loss), net of tax ( 511 ) 935 39 463

Solventum spin-off 64 520 — 584

Balance at December 31, 2024, net of tax:

2 unchanged sentences

(millions) 2024 2023 2022

Cumulative Translation Adjustment

Defined benefit pension and postretirement plans adjustment ( 268 ) ( 60 ) ( 108 )

5 unchanged sentences

amounts were reclassified into selling, general and administrative expense.

In 2023, this was associated with the Russia exit (see Note 17) and other country exits as part of streamlining 3M’s geographic footprint (see Note 5).

In 2023 and 2024, this was associated with country exits as part of streamlining 3M’s geographic footprint (see Note 6).

In 2023, this was also associated with the Russia exit (see Note 18).

• Defined benefit pension and postretirement plan adjustments:

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Supplemental Cash Flow Information

The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations.

(Millions) 2024 2023 2022

2 unchanged sentences

Cash interest payments include interest paid on debt and finance lease balances.

Cash interest payments exclude cash paid for early debt extinguishment costs.

Cash interest payments exclude cash paid for early debt extinguishment and imputed interest for amounts due under the PWS Settlement and CAE Settlement (discussed in Note 19).

Individual amounts in the Consolidated Statement of Cash Flows exclude the impacts of acquisitions, divestitures and exchange rate impacts, which are presented separately.

Income (loss) before income taxes consisted of the following:

Income (loss) from continuing operations before income taxes consisted of the following:

(Millions) 2024 2023 2022

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Deferred tax assets:

Accruals not currently deductible

Employee benefit costs $ 241 $ 202

Product and other claims 3,154 3,977

Investments 333 —

Miscellaneous accruals 143 116

1 unchanged sentence

Advanced payments 14 76

Net operating/capital loss/state tax credit carryforwards 147 120

Net operating/capital loss/tax credit carryforwards 130 91

Foreign tax credits 143 117

1 unchanged sentence

Lease liabilities 150 176

Other 157 102

Intangible amortization 104 99

Gross deferred tax assets 5,455 5,753

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Accelerated depreciation ( 263 ) ( 422 )

Intangible assets ( 226 ) ( 901 )

Right-of-use asset ( 151 ) ( 178 )

2 unchanged sentences

Net deferred tax assets $ 3,792 $ 4,464

As displayed in the table above, as of December 31, 2023, the Company has provided $ 706 million of valuation allowance against certain of these deferred tax assets based on management’s determination that it is more-likely-than-not that the tax benefits related to these assets will not be realized.

As displayed in the table above, as of December 31, 2024, the Company has provided $ 1,061 million of valuation allowance against certain of these deferred tax assets, including the difference in basis of the retained ownership interest in Solventum, based on management’s determination that it is more-likely-than-not that the tax benefits related to these assets will not be realized.

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

At December 31, 2023, 3M’s deferred tax assets, a component of other assets on the consolidated balance sheet, also included a balance of approximately $ 3.6 billion as a result of the 2023 pre-tax charges related to the PWS Settlement and the CAE Settlement (both discussed in Note 18).

See Note 8 “Supplemental Balance Sheet Information” for further details.

As of December 31, 2024, the Company had tax effected operating losses, capital losses, and tax credit carryovers for federal (approximately $ 153 million), state (approximately $ 68 million), and international (approximately $ 52 million), with all amounts before limitation impacts and valuation allowances.

Federal tax attribute carryovers will expire after one to ten years , the state after one to eleven years , and the international after one year to an indefinite carryover period.

Federal tax attribute carryovers will expire after 5 years to 20 years, the state after 5 years to an indefinite carryover period, and the international after 1 year to an indefinite carryover period.

A reconciliation of the U.S.

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International income taxes - net 3

2.1 0.6 ( 0.2 )

Global Intangible Low Taxed Income (GILTI) 0.6 ( 0.3 ) 0.9

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Employee share-based payments 0.4 — ( 0.3 )

Change in valuation allowance on Solventum ownership ( 7.7 ) — —

All other - net 0.1 0.3 ( 0.4 )

Effective worldwide tax rate 16.7 % 25.4 % 4.5 %

The effective tax rates for 2023, 2022, and 2021 were 27.8 percent on a pre-tax loss, 9.6 percent on pre-tax income and 17.8 percent on pre-tax income, respectively.

3 International income taxes includes tax expense associated with international earnings no longer considered permanently reinvested.

The effective tax rates for 2024, 2023, and 2022 were 16.7 percent on pre-tax income, 25.4 percent on pre-tax loss and 4.5 percent on pre-tax income, respectively.

The primary factors that impacted 2024 were the effective tax rate benefit on the change in value of 3M's retained ownership interest in Solventum offset by the effective tax rate on the PWS Settlement and the CAE Settlement (as discussed in Note 19), including 3M’s related decision in the fourth quarter of 2024 to defer certain deductions and accelerate income for tax purposes.

The primary factors that impacted the 2023 rate were the charges related to the PWS Settlement and the CAE Settlement (as discussed in Note 19).

The primary factors that impacted the 2022 rate were the charges related to steps toward resolving Combat Arms Earplugs litigation (as discussed in Note 18) and the tax efficient structure associated with the split-off of the Food Safety business (as discussed in Note 3).

As described in Note 2, the Company completed the spin-off of its Health Care business through a pro rata distribution of 80.1 % of the outstanding shares of Solventum Corporation to 3M stockholders.

The Company determined that the spin-off, and certain internal business separation transactions, qualified as tax-free transactions under the applicable sections of the United States Internal Revenue Code.

In making this determination, management applied U.S.

The applicable facts and circumstances that existed at the time of the transactions may be reviewed as part of an audit by the Internal Revenue Service.

If the completed transactions were later determined to fail to qualify for tax-free treatment for U.S.

The determination of the tax consequences of these transactions required management to make judgments about the application of tax laws and regulations.

The 2017 Tax Cuts and Jobs Act (TCJA) involved a transition tax that is payable over eight years beginning in 2018.

As of December 31, 2023 and December 31, 2022, 3M reflecte d $ 218 million and $ 380 million, respectively, in long term income taxes payable.

As of December 31, 2023 and December 31, 2022, 3M reflected $ 189 million and $ 126 million, respectively, payable within one year associated with the transition tax.

As of December 31, 2024, 3M reflected $ 211 million payable within one year associated with the transition tax and had no long term income taxes payable associated with the transition tax.

As of December 31, 2023, 3M reflected $ 189 million and $ 218 million within one year associated with the transition tax and in long term income taxes payable, respectively.

The IRS completed its field examination of the Company’s U.S.

1 unchanged sentence

Currently, the Company is under examination by the IRS for its U.S.

federal income tax returns for the years ended 2019 and 2020.

federal income tax returns for the years ended 2019 through 2022.

In addition to the U.S.

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Reductions due to lapse of applicable statute of limitations ( 36 ) ( 42 ) ( 32 )

Foreign currency translation ( 17 ) 1 ( 6 )

Gross UTB Balance at December 31 $ 574 $ 590 $ 632

2 unchanged sentences

The net UTB is included as components of Other Assets, Accrued Income Taxes, and Other Liabilities within the Consolidated Balance Sheet.

The Company recognizes interest and penalties accrued related to unrecognized tax benefits in tax expense.

The Company recognized in the consolidated statement of income on a gross basis approximately $ 76 million of expense, $ 1 million of expense, and $ 14 million of expense in 2023, 2022, and 2021, respectively.

The amount of interest and penalties recognized may be an expense or benefit due to new or remeasured unrecognized tax benefit accruals.

The Company recognizes interest and penalties accrued related to UTB in tax expense.

The Company recognized in the consolidated statement of income on a gross basis approximately $ 25 million of expense, $ 83 million of expense, and $ 2 million of benefit in 2024, 2023, and 2022, respectively.

The amount of interest and penalties recognized may be an expense or benefit due to new or remeasured UTB accruals.

At December 31, 2024, and December 31, 2023, accrued interest and penalties in the consolidated balance sheet on a gross basis were $ 207 million and $ 183 million, respectively.

Included in these interest and penalty amounts are interest and penalties related to tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.

As a result of certain employment commitments and capital investments made by 3M, income from certain foreign operations in the following countries is subject to reduced tax rates or, in some cases, is exempt from tax for years through the following:

China (2025), Switzerland (2026), Brazil (2029) and Singapore (2032).

T he income tax benefits attributable to the tax status of these subsidiaries are estimated to be $ 112 million ( 20 cents per diluted share) in 2023, $ 170 million ( 30 cents per diluted share) in 2022, and $ 204 million ( 36 cents per diluted share) in 2021.

As of December 31, 2023, the Company has approximately $ 16.1 billion of undistributed earnings in its foreign subsidiaries.

Approximately $ 7.8 billion of these earnings are no longer considered permanently reinvested.

The incremental tax cost to repatriate these earnings to the US is immaterial.

The Company has not provided deferred taxes on approximately $ 8.3 billion of undistributed earnings from non-U.S.

subsidiaries as of December 31, 2023 which are indefinitely reinvested in operations.

The continuing income tax benefits attributable to the tax status of these subsidiaries are estimated to be $ 87 million ( 16 cents per diluted share) in 2024, $ 100 million ( 18 cents per diluted share) in 2023, and $ 142 million ( 25 cents per diluted share) in 2022.

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.

As of December 31, 2024, the Company has not provided deferred taxes on approximately $ 1.2 billion of undistributed earnings from non-U.S.

subsidiaries 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.

In 2021, the Organization for Economic Cooperation and Development (OECD) published Pillar Two Model Rules defining a global minimum tax, which calls for the taxation of large corporations at a minimum rate of 15%.

The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation of the Pillar Two global minimum tax.

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 2024 results.

Earnings (Loss) Per Share

4 unchanged sentences

(Amounts in millions, except per share amounts) 2024 2023 2022

Net income (loss) from continuing operations attributable to 3M $ 4,009 $ ( 8,402 ) $ 4,013

Net income (loss) from discontinued operations, net of taxes

164 1,407 1,764

Net income (loss) attributable to 3M $ 4,173 $ ( 6,995 ) $ 5,777

4 unchanged sentences

552.4 553.9 567.6

Earnings (loss) per share attributable to 3M common shareholders — basic $ ( 12.63 ) $ 10.21 $ 10.23

Earnings (loss) per share attributable to 3M common shareholders — diluted $ ( 12.63 ) $ 10.18 $ 10.12

Earnings (loss) per share attributable to 3M common shareholders:

Earnings (loss) per share from continuing operations — basic

$ 7.28 $ ( 15.17 ) $ 7.09

Earnings (loss) per share from discontinued operations — basic

0.30 2.54 3.12

Earnings (loss) per share — basic

$ 7.58 $ ( 12.63 ) $ 10.21

Earnings (loss) per share from continuing operations — diluted

$ 7.26 $ ( 15.17 ) $ 7.07

Earnings (loss) per share from discontinued operations — diluted

0.29 2.54 3.11

Earnings (loss) per share — diluted $ 7.55 $ ( 12.63 ) $ 10.18

Marketable Securities

1 unchanged sentence

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

(Millions) 2023 2022

(Millions) December 31, 2024 December 31, 2023

Asset backed securities

Foreign corporate debt

government securities

Corporate debt securities 819 —

Commercial paper 658 —

Certificates of deposit/time deposits 185 46

treasury securities 269 —

municipal securities 4 4

19 unchanged sentences

Description / 2024 Principal Amount 2024 2023

Registered note (repaid in 2023)

USD Fixed — % 2023 $ — $ 500

Medium-term note (repaid in 2024)

1 unchanged sentence

Medium-term note (repaid in 2024)

EUR Fixed — % 2023 — 639

Medium-term note ($ 300 million)

USD Fixed — % 2024 — 500

Medium-term note ($ 500 million)

USD Fixed 2.98 % 2024 500 501

Medium-term note ($ 300 million)

Medium-term note (repaid in 2024)

USD Floating — % 2024 — 300

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USD Fixed 3.39 % 2029 798 798

Registered note ($ 1 billion)

Registered note ($ 1,000 million)

USD Fixed 2.41 % 2029 992 991

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Total short-term borrowings and current portion of long-term debt $ 1,919 $ 2,947

Other short-term borrowings primarily consisted of bank borrowings by international subsidiaries.

Future Maturities of Long-term Debt:

5 unchanged sentences

Credit Facilities:

In May 2023, 3M entered into a $ 4.25 billion five-year revolving credit facility expiring in 2028;

the facility was amended in July and September 2023.

3M has a $ 4.25 billion five-year revolving credit facility that expires in May 2028.

The revolving credit agreement includes a provision under which 3M may request an increase of up to $ 1.0 billion (at lender’s discretion), bringing the total facility up to $ 5.25 billion.

The agreement replaced the amended and restated $ 3.0 billion, five-year revolving credit agreement and the $ 1.25 billion 364-day credit facility that would have expired in November 2024 and November 2023, respectively.

The credit facility was undrawn at December 31, 2024.

1 unchanged sentence

This is calculated (based on amounts defined in the amended agreement) as the ratio of consolidated total EBITDA for the four consecutive quarters then ended to total interest expense on all funded debt for the same period.

At December 31, 2023, this ratio was approximately 15 to 1.

At December 31, 2024, 3M was in compliance with this requirement.

Debt covenants do not restrict the payment of dividends.

Other Credit Facilities:

The Company also had an additional $ 355 million in stand-alone letters of credit and bank guarantees issued and outstanding at December 31, 2023.

The Company also had $ 0.5 billion in stand-alone letters of credit, bank guarantees, and other similar instruments issued and outstanding at December 31, 2024.

These instruments are utilized in connection with normal business activities.

Long-Term Debt Issuances and Fixed-to-Floating Interest Rate Swaps:

Solventum Related Debt:

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.

Also during the first quarter of 2024, Solventum further entered into a revolving credit facility of $ 2 billion which was undrawn as of March 31, 2024.

These Solventum items were guaranteed by 3M until the completion of the Separation on April 1, 2024 and obligations under these notes, loans and facilities became, as transferred obligations, the sole responsibility of Solventum after the Separation.

Fixed-to-Floating Interest Rate Swaps:

During 2021, 3M entered into interest rate swaps with an aggregate notional amount of $ 800 million.

These swaps converted $ 500 million and $ 300 million of 3M’s $ 1 billion and $ 650 million principal amount of fixed rate notes due 2049 and 2050, respectively, into floating rate debt for the portion of their terms through mid-2028 with an original interest rate based on a three-month LIBOR index, which has since been amended to a rate based on a SOFR index.

Long-Term Debt Maturities and Extinguishments:

In 2024, 3M repaid $ 1.1 billion aggregate principal amount of medium-term notes that matured.

In 2023, 3M repaid $ 500 million aggregate principal amount of fixed-rate registered notes that matured, $ 650 million aggregate principal amount of fixed-rate medium-term notes that matured and 600 million euros aggregate principal amount of fixed-rate medium-term notes that matured.

In 2022, 3M repaid 500 million euros aggregate principal amount of fixed-rate medium-term notes that matured and $ 600 million aggregate principal amount of fixed-rate medium-term notes that matured.

In 2021, 3M repaid 600 million euros aggregate principal amount of Eurobonds that matured and redeemed $ 450 million principal amount of 2.75 % notes due 2022 via a make-whole-call offer.

Floating Rate Notes:

At various times, 3M has issued floating rate notes containing put provisions.

At various times, 3M has issued floating rate notes containing put provisions, amounting to $ 0.2 billion in total.

3M would be required to repurchase these securities at various prices ranging from 99 percent to 100 percent of par value according to the reduction schedules for each security.

In December 2004, 3M issued a forty-year $ 60 million floating rate note, with a rate based on a floating LIBOR index (noting contracts have been modified to apply a new reference rate where applicable).

Under the terms of this floating rate note due in 2044, holders have an annual put feature at 100 percent of par value from 2014 and every anniversary thereafter until final maturity.

26 unchanged sentences

Employer contributions to the U.S.

defined contribution plans were $ 241 million, $ 241 million and $ 231 million for 2023, 2022 and 2021, respectively.

defined contribution plans, including discontinued operations, were $ 172 million, $ 241 million and $ 241 million for 2024, 2023 and 2022, respectively.

3M subsidiaries in various international countries also participate in defined contribution plans.

Employer contributions to the international defined contribution plans were $ 108 million, $ 108 million and $ 117 million for 2023, 2022 and 2021, respectively.

Employer contributions to the international defined contribution plans, including discontinued operations were $ 87 million, $ 108 million and $ 108 million for 2024, 2023 and 2022, respectively.

The following tables include a reconciliation of the beginning and ending balances of the benefit obligation and the fair value of plan assets as well as a summary of the related amounts recognized in the Company’s consolidated balance sheet as of December 31 of the respective years.

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The obligations for these plans are included within other liabilities in the Company’s consolidated balance sheet and aggregated to less than $ 25 million as of December 31, 2024 and 2023.

In connection with the completion of the April 1, 2024 separation of Solventum (see Note 2), approximately $ 2.7 billion of pension and postretirement 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.

These are reflected in the "Transfers to Solventum" row in the table below.

In addition, as discussed later in this Note 15, in 2024 3M transferred a portion of its U.S.

pension payment obligations and related plan assets to an insurance company.

Those transfers are included as settlements and applicable portion in actuarial gain in the tables below.

Qualified and Non-Pension Benefits Postretirement Benefits

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Benefit obligation at beginning of year $ 13,498 $ 13,505 $ 5,571 $ 5,072 $ 1,897 $ 1,797

Acquisitions/Transfers — — — — — —

Transfers to Solventum ( 1,850 ) — ( 615 ) — ( 243 ) —

Service cost 123 171 63 76 21 27

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Benefit obligation at end of year 8,362 13,498 4,436 5,571 1,503 1,897

discontinued operations — ( 1,893 ) — ( 620 ) — ( 250 )

Benefit obligation - continuing operations $ 8,362 $ 11,605 $ 4,436 $ 4,951 $ 1,503 $ 1,647

Change in plan assets

Fair value of plan assets at beginning of year $ 12,348 $ 12,648 $ 6,341 $ 5,891 $ 980 $ 1,017

Acquisitions/Transfers — — — — — —

Transfers to Solventum ( 1,808 ) — ( 455 ) — ( 130 ) —

Actual return on plan assets 99 1,144 38 426 21 102

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Fair value of plan assets at end of year 7,498 12,348 5,397 6,341 761 980

Funded status at end of year $ ( 1,150 ) $ ( 857 ) $ 770 $ 819 $ ( 917 ) $ ( 780 )

discontinued operations — ( 1,837 ) — ( 484 ) — ( 133 )

Fair value of plan assets - continuing operations 7,498 10,511 5,397 5,857 761 847

Funded status at end of year - continuing operations $ ( 864 ) $ ( 1,094 ) $ 961 $ 906 $ ( 742 ) $ ( 800 )

Amounts recognized in the Consolidated Balance Sheet as of December 31, (Millions) Qualified and Non-qualified Pension Benefits Postretirement Benefits

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2024 2023 2024 2023 2024 2023

Continuing operations:

Non-current assets $ — $ — $ 1,243 $ 1,239 $ — $ —

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Non-current liabilities ( 814 ) ( 1,045 ) ( 269 ) ( 322 ) ( 730 ) ( 789 )

Ending balance $ ( 1,150 ) $ ( 857 ) $ 770 $ 819 $ ( 917 ) $ ( 780 )

Ending balance - continuing operations $ ( 864 ) $ ( 1,094 ) $ 961 $ 906 $ ( 742 ) $ ( 800 )

Ending balance - discontinued operations $ — $ ( 56 ) $ — $ ( 136 ) $ — $ ( 117 )

Amounts recognized in accumulated other comprehensive income as of December 31, (Millions) Qualified and Non-qualified Pension Benefits Postretirement Benefits

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Total net periodic benefit cost (benefit) $ 1,044 $ 122 $ 122 $ ( 44 ) $ 8 $ 23 $ 35 $ 15 $ 33

Service cost - continuing operations 116 139 209 58 60 107 20 23 35

Service cost - discontinued operations 7 32 47 5 16 21 1 4 7

Total service cost $ 123 $ 171 $ 256 $ 63 $ 76 $ 128 $ 21 $ 27 $ 42

Total non-operating expense (benefit) - continuing operations 921 ( 32 ) ( 111 ) ( 107 ) ( 67 ) ( 114 ) 14 ( 10 ) ( 7 )

Total non-operating expense (benefit) - discontinued operations — ( 17 ) ( 23 ) — ( 1 ) 9 — ( 2 ) ( 2 )

Total non-operating expense (benefit) $ 921 $ ( 49 ) $ ( 134 ) $ ( 107 ) $ ( 68 ) $ ( 105 ) $ 14 $ ( 12 ) $ ( 9 )

Total net periodic benefit cost (benefit) - continuing operations 1,037 107 98 ( 49 ) ( 7 ) ( 7 ) 34 13 28

Total net periodic benefit cost (benefit) - discontinued operations 7 15 24 5 15 30 1 2 5

Total net periodic benefit cost (benefit) $ 1,044 $ 122 $ 122 $ ( 44 ) $ 8 $ 23 $ 35 $ 15 $ 33

Other changes in plan assets and benefit obligations recognized in other comprehensive (income) loss

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Compensation rate increase 3.77 3.37 3.21 2.89 2.86 2.86 N/A N/A N/A

The Company provides eligible retirees in the U.S.

postretirement health care benefit plans to a savings account benefits-based plan.

The Company provides a savings account-based postretirement health care benefit to eligible retirees in the U.S.

The contributions provided by the Company to the health savings accounts increase 3 percent per year for employees who retired prior to January 1, 2016 and increase 1.5 % for employees who retire on or after January 1, 2016.

Therefore, the Company no longer has material exposure to health care cost inflation.

The Company determines the discount rate used to measure plan liabilities as of the December 31 measurement date for the pension and postretirement benefit plans, which is also the date used for the related annual measurement assumptions.

The Company determines the discount rate and related assumption used to measure plan liabilities as of the applicable measurement date for the pension and postretirement benefit plans.

The annual measurement date is December 31, but certain events may require a remeasurement as of a particular date.

The discount rate reflects the current rate at which the associated liabilities could be effectively settled at the end of the year.

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Using this methodology, the Company determined a discount rate of 5.64 % for the U.S.

pension plans and 5.06 % for the postretirement benefit plans as of December 31, 2023, which is a decrease of 0.20 percentage points and a decrease 0.19 percentage points, respectively, from the rates used as of December 31, 2022.

A decrease in the discount rate increases the Projected Benefit Obligation (PBO), the decrease in the discount rate as of December 31, 2023 resulted in an approximately $ 0.2 billion increase in benefit obligation for the U.S.

pension and postretirement plans.

pension plans and 5.68 % for the postretirement benefit plans as of December 31, 2024, which is an increase of 66 percentage points and an increase 0.62 percentage points, respectively, from the rates used as of December 31, 2023.

An increase in the discount rate decreases the Projected Benefit Obligation (PBO).

The increase in the discount rates during 2024 resulted in an approximate $ 0.7 billion decrease in benefit obligation for the U.S.

pension and postretirement plans in relation to those plans' December 31, 2023 remeasurement.

As discussed further below, during 2024 certain events required remeasurements of particular plans.

The Company measures service cost and interest cost separately using the spot yield curve approach applied to each corresponding obligation.

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The expected return assumption is based on the strategic asset allocation of the plan, long term capital market return expectations and expected performance from active investment management.

The 2023 expected long-term rate of return is based on an asset allocation assumption of 11 % global equities, 13 % private equities, 63 % fixed-income securities, and 13 % absolute return investments independent of traditional performance benchmarks, along with positive returns from active investment management.

The actual net rate of return on plan assets in 2023 was 10.4 %.

In 2022 the plan earned a rate of return of - 17.4 % and in 2021 earned a return of 6.7 %.

The 2024 expected long-term rate of return is based on an initial asset allocation assumption of 11 % global equities, 13 % private equities, 63 % fixed-income securities, and 13 % absolute return investments independent of traditional performance benchmarks, along with positive returns from active investment management.

The actual net rate of return on plan assets in 2024, 2023 and 2022 was 2.3 %, 10.4 % and - 17.4 %, respectively.

The average annual actual return on the plan assets over the past 10 and 25 years has been 4.6 % and 6.3 %, respectively.

Return on assets assumptions for international pension and other post-retirement benefit plans are calculated on a plan-by-plan basis using plan asset allocations and expected long-term rate of return assumptions.

In 2021 the Company updated the mortality improvement scales to the Society of Actuaries Scale MP- 2021.

The December 31, 2021 update resulted in an immaterial increase to the U.S.

pension PBO and U.S.

accumulated postretirement benefit obligations.

The Society of Actuaries did not release an update to the Scale MP-2021 in 2023 or 2024.

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accumulated postretirement benefit obligations.

In 2024, primarily in the second quarter, 3M recorded a non-cash pension settlement charge of approximately $ 808 million reflected in other expense (income), net as a result of transferring approximately $ 2.5 billion of its U.S.

pension payment obligations and related plan assets to an insurance company.

The pension risk transfer required remeasurement of the plan prior to the calculation of the settlement charge.

The net impact of the pension risk transfer and the second quarter 2024 remeasurement was a decrease of approximately $ 220 million in the non-current liability for pensions (and corresponding decrease in accumulated comprehensive loss, before deferred taxes).

Assumptions used for this remeasurement included discount rates determined using June 30, 2024 market conditions and calculated using the same methodology as discussed above.

Using this methodology, the Company determined a discount rate of 5.43 % for the U.S.

pension plan as of June 30, 2024.

The Company also reduced the expected return on assets assumption determined using June 30, 2024 market conditions and calculated using the same methodology as used at the annual measurement as of December 31, 2023.

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

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

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

Solventum employees and retirees to new U.S.

defined benefit pension and postretirement plans with the same benefits of their current plans.

The transfer required remeasurement of the plans prior to the calculation of this split.

The net impact of the remeasurement was a decrease of approximately $ 70 million in the non-current liability for pension and postretirement benefits (and corresponding decrease in accumulated comprehensive loss, before deferred taxes).

Assumptions used for this remeasurement included discount rates determined using March 31, 2024 market conditions and calculated using the same methodology as discussed above.

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

Using this methodology, the Company determined a discount rate of 5.22 % for the U.S.

pension plans and 5.19 % for the U.S.

postretirement benefit plans as of March 31, 2024, which are increases of 0.24 percentage points and 0.25 percentage points, respectively, from the rates used as of December 31, 2023.

This remeasurement did not impact consolidated income for the three months ended March 31, 2024, but impacted net periodic benefit cost for the remainder of 2024.

As of March 31, 2024, there were several small international pension plans remeasured for purposes of transferring Solventum employees to new pension plans, the impact of which was not material.

During 2024, the Company contributed $ 140 million to its U.S.

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Futures are valued at the closing price reported in active market in which the derivative is traded.

The private equity portfolio consists of partnership interests valued at NAV as described above.

The private equity portfolio primarily consists of partnership interests valued at NAV as described above.

Absolute return consists primarily of partnership interests in hedge funds, hedge fund of funds or other private fund vehicles.

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Other items to reconcile to fair value of plan assets include, interest receivables, amounts due for securities sold, amounts payable for securities purchased and interest payable.

There were no level 3 assets in the fair values of the U.S.

pension and postretirement plans assets for the periods ended December 31, 2023 and 2022.

The level 3 activity attributable to U.S.

pension and postretirement plans assets was insignificant for the periods ended December 31, 2024 and 2023.

International Pension Plans Assets :

Outside the U.S., pension plan assets are typically managed by decentralized fiduciary committees.

The disclosure below of asset categories is presented in aggregate for over 84 defined benefit plans in over 27 countries;

The disclosure below of asset categories is presented in aggregate for over 26 defined benefit plans in 18 countries;

however, there is significant variation in asset allocation policy from country to country.

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Other items to reconcile to fair value of plan assets include the net of interest receivables, amounts due for securities sold, amounts payable for securities purchased and interest payable.

At December 31, 2024 the net payable includes a payable of $ 88 million to the Canadian Solventum pension.

The balances of and changes in the fair values of the international pension plans’ level 3 assets consist primarily of insurance contracts under the absolute return asset class.

In 2023 the aggregate of net purchases and net unrealized gains and losses increased this balance by $ 138 million and the change in currency exchange rates increased this balance by $ 6 million for a net increase of $ 144 million.

In 2022 the aggregate net purchases and net unrealized gains decreased this balance by $ 24 million and the change in currency exchange rates decreased the balance by $ 42 million for a net decrease to this balance of $ 66 million.

In 2024 the aggregate of net purchases and net unrealized gains and losses decreased this balance by $ 43 million and the change in currency exchange rates decreased this balance by $ 37 million for a net decrease of $ 80 million.

In 2023 the aggregate net purchases and net unrealized gains increased this balance by $ 138 million and the change in currency exchange rates increased the balance by $ 6 million for a net increase to this balance of $ 144 million.

Supplier Finance Program Obligations

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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 December 31, 2023 and December 31, 2022 were approximately $ 270 million and $ 260 million, respectively.

3M's outstanding balances of confirmed invoices in the programs as of December 31, 2024 and 2023 were approximately $ 0.3 billion and $ 0.3 billion, respectively.

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

The activity in 2024 included approximately $ 1.5 billion of invoices confirmed and $ 1.5 billion of invoices paid and other adjustments.

The Company uses interest rate swaps and foreign exchange forward and option contracts to manage risks generally associated with interest rate and foreign exchange rate fluctuations.

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Additional information with respect to derivatives is included elsewhere as follows:

• Impact on other comprehensive income of nonderivative hedging and derivative instruments is included in Note 8.

• Impact on other comprehensive income of non-derivative hedging and derivative instruments is included in Note 9.

• Fair value of derivative instruments is included in Note 18.

• Derivatives and/or hedging instruments associated with the Company’s long-term debt are also described in Note 14.

Refer to the section below titled Statement of Income (Loss) Location and Impact of Cash Flow and Fair Value Derivative Instruments and Derivatives Not Designated as Hedging Instruments for details on the location within the consolidated statements of income (loss) for amounts of gains and losses related to derivative instruments designated as cash flow or fair value hedges (along with similar information relative to the hedged items) and derivatives not designated as hedging instruments.

Refer to the section below titled Location on Statement of Income (Loss) and Impact of Cash Flow and Fair Value Derivative Instruments and Derivatives Not Designated as Hedging Instruments for details on the location within the consolidated statements of income (loss) for amounts of gains and losses related to derivative instruments designated as cash flow or fair value hedges (along with similar information relative to the hedged items) and derivatives not designated as hedging instruments.

Additional information relative to cash flow hedges, fair value hedges, net investment hedges and derivatives not designated as hedging instruments is included below as applicable.

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Cash Flow Hedging - Foreign Currency Forward and Option Contracts:

The Company enters into foreign exchange forward and option contracts to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies.

The Company may enter into foreign exchange forward and option contracts to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies.

These transactions are designated as cash flow hedges.

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3M may de-designate these cash flow hedge relationships in advance of the occurrence of the forecasted transaction.

The Company may de-designate a cash flow hedge if the forecasted transaction is no longer probable, if 3M determines that the hedge is no longer expected to be highly effective in offsetting changes in the cash flows of the forecasted transaction, or in certain other circumstances.

The portion of gains or losses on the derivative instrument previously included in accumulated other comprehensive income for de-designated hedges remains in accumulated other comprehensive income until the forecasted transaction occurs or becomes probable of not occurring.

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During 2021, 3M entered into interest rate swaps with an aggregate notional amount of $ 800 million.

These swaps converted $ 500 million and $ 300 million of 3M’s $ 1.0 billion and $ 650 million principal amount of fixed rate notes due 2049 and 2050, respectively, into floating rate debt for the portion of their terms through mid-2028 with an original interest rate based on a three-month LIBOR index, which has since been amended to a rate based on a SOFR index.

The following amounts were recorded on the consolidated balance sheet related to cumulative basis adjustments for active fair value hedges, as well as remaining amounts for discontinued fair value hedges:

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

Location on the Consolidated Balance Sheet (Millions)

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

December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023

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Net Investment Hedges:

The Company may use non-derivative (foreign currency denominated debt) and derivative (foreign exchange forward contracts) instruments to hedge portions of the Company’s investment in foreign subsidiaries and manage foreign exchange risk.

The Company may use non-derivative (foreign currency denominated debt) and derivative (foreign exchange forward/option contracts) instruments to hedge portions of the Company’s investment in foreign subsidiaries and manage foreign exchange risk.

For instruments that are designated and qualify as hedges of net investments in foreign operations and that meet the effectiveness requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in cumulative translation within other comprehensive income.

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To the extent foreign currency denominated debt is not designated in or is de-designated from a net investment hedge relationship, changes in value of that portion of foreign currency denominated debt due to exchange rate changes are recorded in earnings through their maturity date.

3M’s use of foreign exchange forward contracts designated in hedges of the Company’s net investment in foreign subsidiaries can vary by time period depending on when foreign currency denominated debt balances designated in such relationships are de-designated, matured, or are newly issued and designated.

3M’s use of foreign exchange forward/option contracts designated in hedges of the Company’s net investment in foreign subsidiaries can vary by time period depending on when foreign currency denominated debt balances designated in such relationships are de-designated, matured, or are newly issued and designated.

Additionally, variation can occur in connection with the extent of the Company’s desired foreign exchange risk coverage.

At December 31, 2023, 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.

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

In the fourth quarter of 2024, 3M expanded its net investment hedge activity by entering into foreign exchange forward/option contracts with a gross notional value at inception of $ 4.2 billion and tenor of five years designated in hedges of portions of its net investment in international subsidiaries.

At December 31, 2024, 3M has a principal amount of long-term debt instruments designated in net investment hedges totaling 1.8 billion euros, in addition to the gross notional amount of foreign exchange forward/option contracts designated in net investment hedges included in the totals within the "Location, Fair Value, and Gross Notional Amounts of Derivative Instruments" table further below.

The amount of gain (loss) excluded from effectiveness testing recognized in income relative to instruments designated in net investment hedge relationships is not material.

The amount of pre-tax gain (loss) recognized in other comprehensive income (loss) related to derivative and nonderivative instruments designated as net investment hedges are as follows.

The amount of pre-tax gain (loss) recognized in other comprehensive income (loss) related to derivative and non-derivative instruments designated as net investment hedges are as follows.

Pretax Gain (Loss) Recognized as Cumulative Translation within Other Comprehensive Income (Loss)

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Foreign currency denominated debt $ 108 $ ( 86 ) $ 162

Foreign currency forward contracts ( 5 ) 10 8

Foreign currency forward/option contracts

( 1 ) ( 5 ) 10

Total $ 107 $ ( 91 ) $ 172

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The Company does not hold or issue derivative financial instruments for trading purposes.

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

The location in the consolidated statement of income (loss) and pre-tax amounts recognized in income related to derivative instruments designated in cash flow or fair value hedging relationships and for derivatives not designated as hedging instruments are as follows:

Location and Amount of Gain (Loss) Recognized in Income (Loss)

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

Cost of sales Other expense (income), net

(Millions) 2024 2023 2022 2024 2023 2022

Total consolidated financial statement line item amount $ 14,447 $ 14,983 $ 15,853 $ 3 $ 582 $ 165

Pre-tax amounts recognized in income related to derivative instruments

Information regarding cash flow and fair value hedging relationships:

Total amounts of income and expense line items presented in the consolidated statement of income (loss) in which the effects of derivatives are recorded $ 18,477 $ 19,232 $ 18,795 $ 560 $ 147 $ 165

(Gain) or loss on cash flow hedging relationships:

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Amount of (gain) or loss reclassified from accumulated other comprehensive income (loss) into income *

( 87 ) ( 152 ) ( 107 ) — — —

Interest rate contracts:

Amount of gain or (loss) reclassified from accumulated other comprehensive income into income — — — ( 9 ) ( 9 ) ( 9 )

Amount of (gain) or loss reclassified from accumulated other comprehensive income (loss) into income — — — 9 9 9

(Gain) or loss on fair value hedging relationships:

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Foreign currency forward/option contracts 9 9 76 22 ( 21 ) ( 45 )

* For periods prior to the April 1, 2024 separation of Solventum, these include certain insignificant amounts attributable to discontinued operations.

Location, Fair Value, and Gross Notional Amounts of Derivative Instruments:

The following tables summarize the fair value of 3M’s derivative instruments, excluding nonderivative instruments used as hedging instruments, and their location in the consolidated balance sheet.

Notional amounts below are presented at period end foreign exchange rates, except for certain interest rate swaps, which are presented using the inception date’s foreign exchange rate.

The following tables summarize the fair value of 3M’s derivative instruments, excluding non-derivative instruments used as hedging instruments, and their location in the consolidated balance sheet.

Notional amounts below are presented at period end foreign exchange rates, except for certain interest rate swaps and foreign currency forward/option contracts, which are presented using the foreign exchange rate at inception.

Gross Notional Amount Assets Liabilities

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3M has elected to present the fair value of derivative assets and liabilities within the Company’s consolidated balance sheet on a gross basis even when derivative transactions are subject to master netting arrangements and may otherwise qualify for net presentation.

However, the following tables provide information as if the Company had elected to offset the asset and liability balances of derivative instruments, netted in accordance with various criteria in the event of default or termination as stipulated by the terms of netting arrangements with each of the counterparties.

3M determined that the impact of the amount of eligible offsetting derivative assets and liabilities was not material if it had elected to offset the asset and liability balances of derivative instruments, netted in accordance with various criteria in the event of default or termination as stipulated by the terms of netting arrangements with each of the counterparties.

For each counterparty, if netted, the Company would offset the asset and liability balances of all derivatives at the end of the reporting period based on the 3M entity that is a party to the transactions.

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For the periods presented, 3M has not received cash collateral from derivative counterparties.

Offsetting of Financial Assets under Master Netting Agreements with Derivative Counterparties

Gross Amount of Derivative Assets Presented in the Consolidated Balance Sheet Gross Amount of Eligible Offsetting Recognized Derivative Liabilities Net Amount of Derivative Assets

(Millions) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022

Derivatives subject to master netting agreements $ 84 $ 217 $ 30 $ 40 $ 54 $ 177

Offsetting of Financial Liabilities under Master Netting Agreements with Derivative Counterparties

Gross Amount of Derivative Liabilities Presented in the Consolidated Balance Sheet Gross Amount of Eligible Offsetting Recognized Derivative Assets Net Amount of Derivative Liabilities

(Millions) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022

Derivatives subject to master netting agreements $ 127 $ 142 $ 30 $ 40 $ 97 $ 102

Currency Effects:

3M estimates that year-on-year foreign currency transaction effects, including hedging impacts, decreased pre-tax loss by approximately $ 40 million in 2023, increased pre-tax income by approximately $ 127 million in 2022, and decreased pre-tax income by approximately $ 105 million in 2021.

3M estimates that year-on-year foreign currency transaction effects, including hedging impacts, decreased pre-tax income from continuing operations by approximately $ 34 million in 2024, decreased pre-tax loss from continuing operations by approximately $ 40 million in 2023, and increased pre-tax income from continuing operations by approximately $ 97 million in 2022.

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

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

For 3M, assets and liabilities that are measured at fair value on a recurring basis primarily relate to available-for-sale marketable securities and certain derivative instruments.

For 3M, assets and liabilities that are measured at fair value on a recurring basis primarily relate to available-for-sale marketable securities, Solventum common stock and derivative instruments.

The information in the following paragraphs and tables primarily addresses matters relative to these financial assets and liabilities.

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Due to the nature of these securities, the valuation method references the carrying value of the corresponding finance lease obligation, and as such, will be classified as level 3 securities separately.

• Solventum common stock:

Solventum Corporation common stock is carried at stock prices that are readily available from active markets and are representative of fair value.

3M classifies this investment as Level 1.

It is included within other assets on the Company’s consolidated balance sheet.

• Derivative instruments :

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Industry standard data providers are 3M’s primary source for forward and spot rate information for both interest rates and currency rates, with resulting valuations periodically validated through third-party or counterparty quotes and a net present value stream of cash flows model.

The following tables provide information by level for assets and liabilities that are measured at fair value on a recurring basis at December 31, 2023 and 2022 .

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

Fair Value at Fair Value Measurements Using Inputs Considered as

Level 1 Level 2 Level 3

Description (Millions) 2023 2022 2023 2022 2023 2022 2023 2022

2024 2023 2024 2023 2024 2023 2024 2023

Available-for-sale:

Marketable securities:

Asset backed securities

$ 24 $ — $ — $ — $ 24 $ — $ — $ —

Foreign corporate debt

31 — — — 31 — — —

government securities

138 — 138 — — — — —

Corporate debt securities 819 — — — 819 — — —

Commercial paper 658 — — — 658 — — —

Certificates of deposit/time deposits 185 46 — — 185 46 — —

treasury securities 269 — 269 — — — — —

municipal securities 20 24 — — — — 20 24

Solventum common stock 2,270 — 2,270 — — — — —

Derivative instruments — assets:

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For 3M, such measurements of fair value relate primarily to indefinite-lived and long-lived asset impairments, goodwill impairments, and adjustment in carrying value of equity securities for which the measurement alternative of cost less impairment plus or minus observable price changes is used.

There were no material impairments of assets or adjustments to equity securities using the measurement alternative for the periods presented except as described below.

There were no material impairments of assets or adjustments to equity securities using the measurement alternative for the periods presented.

In 2022, management committed to a plan to exit and dispose of net assets in Russia through an intended sale of related subsidiaries.

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The fair values of cash equivalents, accounts receivable, accounts payable, and short-term borrowings and current portion of long-term debt approximated carrying values because of the short-term nature of these instruments.

Available-for-sale marketable securities, in addition to certain derivative instruments, are recorded at fair values as indicated in the preceding disclosures.

The fair value of long-term notes receivable approximates the carrying value.

Available-for-sale marketable securities and Solventum common stock are recorded at fair values as indicated in the preceding disclosures, in addition to certain investments and derivative instruments.

To estimate fair values (classified as level 2) for its long-term debt, the Company utilized third-party quotes, which are derived all or in part from model prices, external sources, market prices, or the third-party’s internal records.

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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, commercial;

products liability (involving products that the Company now or formerly manufactured and sold);

securities and corporate governance;

antitrust and competition;

intellectual property;

environmental, health and safety;

the FCPA and other anti-bribery and anti-corruption laws;

international import and export requirements and trade sanctions compliance;

laws and regulations that apply to industries served by the Company, including the False Claims Act, anti-kickback laws, and the Sunshine Act;

and other matters.

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 claims or potential future claims that may proceed in the United States or in foreign countries.

In response, the Company or its subsidiaries 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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Process for Disclosure and Recording of Liabilities Related to Legal Proceedings:

Many lawsuits and claims involve highly complex issues relating to causation, scientific evidence, and alleged actual damages, all of which are otherwise subject to substantial uncertainties.

Many lawsuits and claims involve highly complex issues relating to causation, scientific evidence, and alleged actual damages, all of which are subject to substantial uncertainties.

Assessments of lawsuits and claims can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions.

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For those insured matters where the Company has not recorded an accrued liability because the liability is not probable or the amount of the liability is not estimable, or both, but where the Company has incurred an expense in defending itself, the Company records receivables for the amount of insurance that it concludes as recognizable for the expense incurred.

The following sections first describe the significant legal proceedings in which the Company is involved, and then describe the liabilities and associated insurance receivables the Company has accrued relating to its significant legal proceedings.

Impact of Solventum Spin-Off :

On April 1, 2024, the Company completed the planned spin-off of its Health Care business as an independent company known as Solventum.

Concurrent with the spin-off, the Company and Solventum entered into various agreements, including transition agreements and a separation and distribution agreement that, among other things, identified the assets to be transferred, the liabilities to be assumed, indemnification and defense obligations, and the contracts to be transferred to Solventum and 3M as part of the spin-off.

In general, and except as noted below and as set forth in the separation and distribution agreement, certain liabilities related to Solventum or the assets that are transferred to Solventum in connection with the spin-off will be retained by or transferred to Solventum.

For example, potential liabilities associated with the matters previously described in prior filings under the Bair Hugger and Federal False Claims Act / Qui Tam Litigation sections of this Note 19 have been assumed by Solventum pursuant to the separation and distribution agreement, and Solventum will indemnify and defend the Company in these actions.

The separation and distribution agreement governs the allocation of liabilities related to PFAS (as defined below) between the Company and Solventum, which liabilities will not be subject to the general allocation principles otherwise set forth in the separation and distribution agreement.

The Company will retain all PFAS-related liabilities resulting from the business, operations, and activities of (x) the Company’s business (as defined in the separation and distribution agreement) and (y) Solventum’s business (as defined in the separation and distribution agreement) prior to April 1, 2024.

Solventum will retain liability for all PFAS-related liabilities resulting from the business, operations, and activities of its business at or after April 1, 2024, other than liabilities from product claims alleging harm from the presence of PFAS in certain products of Solventum’s business sold at or after April 1, 2024, and prior to January 1, 2026 (subject to exceptions described in further detail below).

The Company will retain liabilities related to site-based PFAS contamination at any real property owned, leased or operated by the Company and liabilities for site-based PFAS contamination arising from third-party claims at sites allocated to the Solventum group in the separation to the extent such liabilities relate to PFAS contamination existing at or prior to April 1, 2024.

Solventum assumes PFAS liabilities from the Solventum sites to the extent resulting from an action taken by any member of the Solventum group following April 1, 2024, or from any failure by Solventum following April 1, 2024, to use commercially reasonable efforts that are consistent with then-current industry standards to avoid contamination.

The Company will also retain PFAS liabilities for product claims (x) arising from the Company’s products, (y) arising from Solventum’s products sold prior to April 1, 2024, and (z) arising from certain products sold by Solventum at or after April 1, 2024, and prior to January 1, 2026 (subject to the exceptions described below).

Clause (z) in the immediately preceding sentence will not extend to PFAS liabilities for product claims resulting from (i) new products introduced by Solventum following April 1, 2024, that contain or are enabled by PFAS that is not supplied by the Company, (ii) products that are modified by Solventum after April 1, 2024, to add, contain or become enabled by PFAS that is not supplied by the Company, or with respect to which any modification made after April 1, 2024, in the formulation or production of the product that changes the amount or type of PFAS contained in the product or the amount or type of PFAS enabling the product, in each case from and after the date of such modification, (iii) PFAS that is added to a Solventum product after it is sold by Solventum and (iv) PFAS that has accumulated in or on a Solventum product as a result of the use of the product (whether or not the product is being used as directed), including through filtration, purification or similar application.

Solventum will be responsible for the maintenance of certain PFAS containment measures at its properties after the effective time of the distribution.

In addition, and consistent with the allocation described above, the Company will retain specifically identified PFAS-related liabilities, including those resulting from specified PFAS-related litigation matters and liabilities under the Company’s settlement agreement with public water systems in the United States, as described below.

The following sections first describe the significant legal proceedings in which the Company is involved, and then describe the liabilities and associated insurance recoveries the Company has recorded relating to its significant legal proceedings.

Respirator Mask/Asbestos Litigation:

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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 sixteen of the seventeen 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.

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 two respirator product liability trials.

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.

Consequently, the Company believes that claimants are unable to establish that their medical conditions, even if significant, are attributable to the Company’s respiratory protection products.

Nonetheless, the Company’s litigation experience indicates that claims of persons alleging more serious injuries, including mesothelioma, other malignancies, and black lung disease, are costlier to resolve than the claims of unimpaired persons, and it therefore believes the average cost of resolving pending and future claims on a per-claim basis will continue to be higher than it experienced in prior periods when the vast majority of claims were asserted by medically unimpaired claimants.

In the second half of 2020 and into 2021, the Company experienced an increase in the number of cases filed that allege injuries from exposures to coal mine dust;

that increase represents a substantial majority of the growth in case numbers referred to above.

The rate of coal mine dust-related case filings decelerated in 2022 and, in 2023, continued to stay significantly lower than in 2021.

3M moved two cases involving over 400 plaintiffs to federal court based on, among others, the Class Action Fairness Act.

The federal district court remanded the cases to state court.

In March 2023, the Sixth Circuit Court of Appeals granted 3M's petition to review the remand order, and in April 2023 reversed the district court's remand order;

accordingly, those cases will remain in federal court.

Nonetheless, the Company’s litigation experience indicates that claims of persons alleging more serious injuries, including mesothelioma, other malignancies, and black lung disease, are costlier to litigate and resolve than the claims of unimpaired persons, and it therefore believes the average cost of resolving pending and future claims on a per-claim basis will continue to be higher than it experienced in prior periods when the vast majority of claims were asserted by medically unimpaired claimants.

As previously reported, the State of West Virginia, through its Attorney General, filed a complaint in 2003 against the Company and two other manufacturers of respiratory protection products in the Circuit Court of Lincoln County, West Virginia, and amended its complaint in 2005.

The amended complaint seeks substantial, but unspecified, compensatory damages primarily for reimbursement of the costs allegedly incurred by the State for worker’s compensation and healthcare benefits provided to all workers with occupational pneumoconiosis and unspecified punitive damages.

In October 2019, the court granted the State’s motion to sever its unfair trade practices claim, which seeks civil penalties of up to $ 5,000 per violation under the state's Consumer Credit Protection Act relating to statements that the State contends were misleading about 3M’s respirators.

In the first quarter of 2023, a bench trial for the unfair trade practices claims was continued indefinitely.

An expert witness retained by the State has recently 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.

On Thursday, January 9, 2025, an initial bench trial began on certain issues in the action.

The issues presented during the bench trial included the statute of limitations, the period available for penalties under the West Virginia Consumer Protection Act, and the State’s claims that the 8710 respirators did not perform as advertised.

Following resolution by the court of the issues presented during the initial bench trial, the amount, if any, of any civil penalties upon a finding of liability against the Company would be determined through subsequent trial proceedings at an unspecified future 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.

3M disputes the expert's estimates and the State's position regarding what constitutes a separate violation of 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.

Respirator Mask/Asbestos Liabilities and Insurance Receivables

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 Recovery

The Company regularly conducts a comprehensive legal review of its respirator mask/asbestos liabilities.

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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.

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.

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

However, following the June 2023 dismissal of the Aearo bankruptcy, the Company, through its Aearo subsidiary, had accruals of $ 62 million as of December 31, 2023 for product liabilities and defense costs related to current and future Aearo-related asbestos, silica-related and coal mine dust claims.

As of December 31, 2024, the Company, through its Aearo subsidiary, had accruals of $ 51 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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Under certain environmental laws, including the United States Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA") and similar state laws, the Company may be jointly and severally liable, sometimes with other potentially responsible parties, for the costs of investigation and remediation of environmental contamination at current or former facilities and at off-site locations where hazardous substances have been released or disposed of.

The Company has identified numerous locations, many of which are in the United States, at which it may have some liability for remediation of contamination.

Please refer to the section entitled “ Environmental Liabilities and Insurance Receivables” that follows for information on the amount of the accrual for such liabilities.

The Company has identified numerous locations, many of which are in the United States, at which it may have some liability for remediation of contamination under applicable environmental laws.

Please refer to the section entitled “ Environmental Liabilities and Insurance Recovery ” that follows for information on the amount of the accrual for such liabilities.

Environmental Matters

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The Company ceased manufacturing and using the vast majority of those compounds within approximately two years of the phase-out announcement and ceased all manufacturing and the last significant use of those compounds by the end of 2008.

The Company continues to manufacture a variety of shorter chain length PFAS compounds, including, but not limited to, precursor compounds to PFBS.

The Company continues to manufacture a variety of shorter-chain-length PFAS compounds.

These compounds are used as input materials to a variety of products, including engineered fluorinated fluids, fluoropolymers and fluorelastomers, as well as surfactants, additives, and coatings.

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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.

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

3M is also working to discontinue the use of PFAS across its product portfolio by the end of 2025.

3M has already eliminated the PFAS use in certain product categories and has made progress across its product portfolio in a variety of applications.

With respect to PFAS-containing products not manufactured by 3M but manufactured by companies other than 3M in the Company's supply chains, the Company continues to evaluate the availability of third-party products that do not contain PFAS.

Depending on the availability and feasibility of such third-party products not containing PFAS, the Company continues to evaluate whether there may be some circumstances in which the use of PFAS-containing materials manufactured by third parties and used in certain applications in 3M’s product portfolios, such as lithium ion batteries and printed circuit boards widely used in commerce across a variety of industries, may continue beyond 2025.

In such instances, the Company intends to continue to evaluate the adoption of third-party products that do not contain PFAS to the extent such products are available and such adoption is feasible.

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.

The Company continues to discuss its PFAS manufacturing exit, and related issues involving the disposition of manufacturing assets, with customers, government authorities, and other stakeholders, and the Company remains focused on completing the exit in a timely and orderly fashion.

3M is also working to discontinue the use of PFAS across its product portfolio by the end of 2025 and has made progress in eliminating the use of PFAS across its product portfolio in a variety of applications.

With respect to PFAS-containing products not manufactured by 3M in the Company's supply chains, the Company continues to evaluate the availability and feasibility of third-party products that do not contain PFAS.

Depending on the availability and feasibility of such third-party products not containing PFAS, the Company continues to evaluate circumstances in which the use of PFAS-containing products manufactured by third parties and used in certain applications in 3M’s product portfolios, such as lithium ion batteries, printed circuit boards and certain seals and gaskets, all widely used in commerce across a variety of industries, and in some cases required by regulatory or industry standards, may or are expected to, depending on applications, continue beyond 2025.

In other cases, sales of products manufactured before the end of 2025, regulatory approval, or customer re-certification or re-qualification of substitutes or replacements to eliminate the use of PFAS manufactured by third parties may not be completed, or, depending on circumstances, are not expected to be completed, by the end of 2025.

With respect to PFAS-containing products manufactured by third parties, the Company intends to continue to evaluate beyond the end of 2025 the adoption of third-party products that do not contain PFAS to the extent such products are available and such adoption is feasible.

PFAS Regulatory and Legislative Activity

Regulatory and legislative activities concerning PFAS are accelerating in the United States, Europe and elsewhere, and before certain international bodies.

These activities include gathering of exposure and use information, risk assessment activities, and increasingly stringent restrictions on various uses of PFAS in products and on PFAS in manufacturing emissions and environmental media, in some cases moving towards non-detectable limits for certain PFAS compounds.

Regulatory limits for PFAS in emissions and in environmental media such as soil and water (including drinking water) are being set at increasingly low levels.

Global regulations also appear to be increasingly focused on a broader group of PFAS, including PFAS compounds manufactured by 3M, used in current 3M products or generated as byproducts or degradation products from certain 3M production processes.

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.

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.

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.

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

In the European Union, where 3M has PFAS manufacturing facilities in Germany and Belgium, recent regulatory activities have included various proposed and enacted restrictions of PFAS or certain PFAS compounds, including under the EU’s Registration, Evaluation, Authorization and Restriction of Chemicals ("REACH") and the EU’s Persistent Organic Pollutants ("POPs") Regulation.

In the European Union, where 3M has PFAS manufacturing facilities in Germany and Belgium, recent regulatory activities have included various proposed and enacted restrictions of PFAS or certain PFAS compounds, including, among others, under the EU’s Registration, Evaluation, Authorization and Restriction of Chemicals ("REACH"), the EU’s Persistent Organic Pollutants ("POPs") Regulation, the EU's Food Contaminants Regulation and the EU's Water Drinking Directive.

PFOA, PFOS and PFHxS (and their related compounds) are listed under several Annexes of the POPs Regulation, resulting in a ban in manufacture, placing on the market and use as well as some waste management requirements of these substances in EU Member States.

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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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In February 2023, the European Chemicals Agency published a proposal to restrict the manufacture, placing on the market, and use of PFAS under REACH, subject to certain proposed exceptions.

In March 2023, the six-month consultation phase on the PFAS Restriction Proposal started and, in September 2023, the Company submitted comments on the proposal.

Depending on the timing, scope and obligations contained in any final restriction, PFAS manufacturers and manufacturers of PFAS-containing products including 3M could incur additional costs and potential exposures, including costs of having to discontinue or modify products, future compliance costs, possible litigation and/or enforcement actions.

Depending on the timing, scope, and obligations contained in any final restriction, PFAS manufacturers and manufacturers of PFAS-containing products including 3M could incur additional costs and potential exposures, including costs of having to discontinue or modify products prior to the previously-announced exit of PFAS manufacturing by the end of 2025, future compliance costs, possible litigation and/or enforcement actions.

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.

This change may impact 3M, but any such impact is unknown at this time.

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.

January 2023 was the deadline for Member States to implement the Directive in their countries.

A majority of Member States have adopted the EU Directive.

A majority of Member States have implemented the EU Directive.

Some Member States, including Germany, adopted more restrictive limits for certain PFAS substances.

Dyneon and the predecessor operators of the Gendorf facility have commissioned a voluntary feasibility study by an independent soil consultant and shared with the competent authority the initial study including soil management concept related to the Chemical Park in which Dyneon and other companies operate their plants.

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.

These new standards may have an impact on remedial obligations and liabilities, though such impact is unknown at this time.

Government interactions related to PFAS manufacturing in Ge ndorf

Dyneon and the predecessor operators of the Gendorf facility have commissioned a voluntary feasibility study by an independent soil consultant.

The study discusses the feasibility of various options to treat PFOA in soil and groundwater as well as associated costs and the environmental impact of such treatment or disposal.

The study has been shared with the competent authority.

An expert body advising the competent authorities in the county 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.

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, and a local authority has indicated that Dyneon should contribute to the financing of that landfill.

Dyneon also continues to engage with the authorities about potential remedial actions, which may be required in the future to address soil and groundwater.

PFAS manufacturing in Zwijndrecht:

3M Belgium, a subsidiary of the Company, owns and operates a facility in Zwijndrecht, Antwerp, Belgium that manufactured various PFAS containing products.

All PFAS manufacturing was completed and discontinued at the Zwijndrecht facility in 2024 as part of the Company’s previously-announced global exit of all PFAS manufacturing by the end of 2025.

3M Belgium has been working with the Public Flemish Waste Agency ("OVAM") for several years to investigate and remediate PFAS contamination at and near the Zwijndrecht facility.

In connection with a ring road construction project (the Oosterweel Project) in Antwerp that involved extensive soil work, an investigative committee with judicial investigatory powers was formed in June 2021 by the Flemish Parliament to investigate PFAS found in the soil and groundwater near the Zwijndrecht facility.

3M Belgium testified at Flemish parliamentary committee hearings in September and December 2021 on PFAS-related matters.

As discussed in greater detail below, the Flemish Parliament, the Minister of the Environment, and regulatory authorities initiated investigations and demands for information related to the release of PFAS from the Zwijndrecht facility.

At various points, the Flemish Parliament, the Minister of the Environment, and regulatory authorities initiated investigations and demands for information related to the release of PFAS from the Zwijndrecht facility.

3M Belgium has cooperated with the authorities with respect to the investigations and information requests and is working with the authorities on an ongoing basis.

Safety measures – wastewater discharge:

As previously disclosed, in August 2021, the Flemish Government served 3M Belgium with a safety measure requiring the capture of certain process wastewaters to prevent their entry into the site wastewater treatment plant.

While 3M Belgium appealed the safety measure due to the belief it lacked adequate legal and factual foundation, 3M Belgium promptly implemented the required actions.

In October 2021, the Province of Antwerp unilaterally adopted lower discharge limits for the nine PFAS compounds specifically identified 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.

3M Belgium received a new two-year permit in May 2022 which contained strict limits for 24 different PFAS, effective July 1, 2022.

3M Belgium installed additional control systems that it believes allows the system to meet those limits.

During 2022, 3M Belgium identified certain short chain PFAS compounds in the wastewater from the Zwijndrecht facility and shared the results with the Inspectorate.

The compounds at issue do not have specific discharge limits in the applicable wastewater discharge permit, however according to Belgian authorities a special condition in the permit prohibits detectable discharge of PFAS compounds that do not have a specific discharge limit in the permit.

3M Belgium disagrees with the Inspectorate’s interpretation of the special condition and the time period during which a permit application needs to be submitted if such compounds are detected.

In December 2022, 3M Belgium received an official infraction report from the Flemish Environmental Inspectorate regarding the discharge of certain short chain PFAS compounds in wastewater from the Zwijndrecht facility.

Moreover, 3M Belgium instituted a capturing process to reduce or prevent wastewaters containing short chain PFAS identified in the infraction report from entering the treatment system or its discharge.

3M Belgium notified the Inspectorate that complying with the special condition means ceasing the legally required extraction and treatment of contaminated groundwater.

The Inspectorate acknowledged this fact but insisted that 3M Belgium continue to extract and treat groundwater.

Groundwater treatment continues, and 3M Belgium will continue its efforts to comply with the special condition and to minimize discharge of all PFAS, including the PFAS identified in the infraction report.

In February 2023, 3M Belgium applied for a modification of the water discharge permit to add parameters for certain short chain PFAS.

In September 2023, the permitting authority rejected the application to add the additional short chain PFAS to 3M Belgium's discharge permit.

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

3M Belgium cannot at this time predict the outcome of any potential appeal on discharge limits for short chain PFAS and is therefore unable to assess whether the current Zwijndrecht wastewater treatment system, or currently conceived additional treatment technology, will meet any discharge limits imposed with respect to manufacturing at the Zwijndrecht facility.

Safety measure – emissions:

As previously disclosed, in October 2021, the Flemish environmental enforcement agency issued a safety measure prohibiting, with limited exceptions, all emissions of all forms of PFAS from the facility unless specifically approved on a process-by-process basis.

3M Belgium appealed the safety measure to the Belgian Council of State, while also complying with the safety measure by idling the affected production at the facility.

The agency subsequently clarified that the safety measure applies to release of PFAS into water, and as such, reviews have been expanded as requested.

In mid-2022 Flemish authorities approved the restart of key production processes.

3M Belgium continued to conduct required monitoring and reporting activities.

In September 2022, the environmental enforcement agency issued an infraction report alleging that 3M Belgium had not "fully complied" with the safety measure in the operation of certain production lines.

Those production lines were determined to require approval under the provisions of the safety measure.

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.

Also in the third quarter of 2023, Flemish authorities responsible for maintaining oversight of 3M Belgium's operations at the Zwijndrecht facility requested analyses of the projected cumulative impacts of continued PFAS-related manufacturing (rather than the analysis previously accepted on a process-by-process basis).

In September 2023, the authorities expressed concerns based upon new information from the process identified in the September 2022 infraction report and stated their intention to investigate compliance with the safety measure further.

As previously disclosed in the Company’s Form 8-K, on September 22, 2023, 3M Belgium idled all PFAS manufacturing processes at the Zwijndrecht facility in response to the actions by the Flemish authorities.

Subsequently, in September 2023, the Environmental Inspectorate issued an infraction report to 3M Belgium and instructed that all PFAS-related manufacturing processes at the Zwijndrecht facility be suspended until specifically approved due to emissions of certain PFAS molecules from the Zwijndrecht facility.

Based on the Inspectorate’s actions 3M Belgium 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.

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

A review by 3M Belgium of the underlying facts related to the manufacturing processes cited by the Environmental Inspectorate is also underway.

In this same time period, the Flemish Minister of the Environment made public statements to the effect that the government will review the integrated environmental permit for the Zwijndrecht manufacturing site, which is essential for the Zwijndrecht site’s overall manufacturing and processing operations.

3M Belgium has made Flemish government aware of ongoing discussions with the Flemish regulatory authorities of plans to accelerate the phase out of PFAS-related production processes at the Zwijndrecht site, and 3M Belgium has not received notice of any official action to review the integrated environmental permit for the facility.

A negative development in the discussions with the Flemish authorities regarding completion of PFAS manufacturing at the Zwijndrecht facility or a negative action relating to the facility's integrated environmental permit, 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.

In September 2024, the Flemish Government approved 3M Belgium's latest application for a water discharge permit required for continued pump and treat operations at the Zwijndrecht facility following the exit of PFAS manufacturing.

In October 2024, an appeal was filed against the permit by a local non-profit organization, and a hearing on the appeal was held in January 2025.

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, 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.

In September 2021, 3M responded to the notice of default and announced a plan to invest up to € 125 million over three years in actions related to the Zwijndrecht community, including support for local commercial farmers impacted by restrictions on sale of agricultural products, and enhancements to site discharge control technologies.

3M Belgium is also committed to payment for ongoing off-site descriptive soil investigation and appropriate soil remediation.

In March 2022, the Company announced an investment of € 150 million to advance remedial actions to address legacy PFAS previously produced at the Zwijndrecht facility.

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, which includes the previous commitments described above.

In aggregate, the commitment includes enhancements to site discharge control technologies, support for qualifying local farmers, 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.

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.

The agreement contains certain provisions ending litigation and providing certain releases of liability for 3M Belgium, while recognizing that the Flemish Government retains its authority to act in the future to protect its citizenry, as specified in the agreement.

In connection with these actions, the Company recorded a pre-tax charge of approximately $ 500 million in the first half of 2022, with approximately $ 355 million in the second quarter of 2022.

In connection with these actions, the Company recorded a pre-tax charge of approximately $ 500 million in the first half of 2022.

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.

An accredited third-party soil remediation expert has conducted several DSIs, one of which evaluated an area close to the Zwijndrecht site.

That DSI was approved by Flemish authorities.

The third-party soil remediation expert developed a remedial action plan (“RAP”) based on the DSI for that area which was approved by the Flemish authorities.

In February 2023, OVAM rejected a DSI submitted by 3M Belgium for several additional areas near the Zwijndrecht site, required that a new DSI be submitted by the end of March 2023, and also required that 3M Belgium propose a plan to implement additional precautionary measures for individuals living in designated areas near the Zwijndrecht plant.

At the end of March 2023, 3M Belgium submitted a revised DSI, along with a document identifying proposed precautionary measures that were subsequently approved by OVAM.

3M Belgium also appealed the rejection of the DSI.

In May 2023, OVAM confirmed the main findings of the resubmitted DSI for certain zones and set an October 2023 deadline to submit a remedial action plan related to these zones.

3M Belgium submitted two additional DSIs in May 2023 for areas around the Zwijndrecht plant, both of which were rejected by OVAM.

3M Belgium appealed the rejection of the May 2023 DSIs and also submitted a remedial master plan for approval.

Although 3M Belgium proposed altering the October 1, 2023 deadline for the submission of certain additional DSIs and RAPs, the Flemish government informed 3M Belgium in late September 2023 that the plans were to be submitted by October 1, 2023.

3M Belgium was unable to meet the October 1, 2023 deadline, given the complexity of the issues involved and the short notice received from the Flemish government that the deadline for submission would not be extended.

3M Belgium informed the authorities that it could not meet the October 1, 2023 deadline and a new deadline was set for December 23, 2023.

3M Belgium submitted a consolidated DSI in December 2023 as required.

In November, OVAM issued an administrative measure setting a RAPs submission deadline for areas adjacent to the area covered by the approved RAP for the Zwijndrecht community.

3M filed an appeal regarding one area covered by the administrative measure.

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 has submitted all currently required DSIs.

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

3M Belgium has also submitted additional required remedial action plans, which are now being evaluated by OVAM.

3M Belgium anticipates submitting an additional remedial action plan regarding wastewater in 2025.

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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On March 31, 2023, the Site Decision was fully approved by the Flemish Cabinet and the Site Decision was published in April 2023.

While the full impact of the Site Decision remains to be determined, it appears to establish a remediation zone within 5 kilometers of Zwijndrecht and may create a presently undetermined amount of additional financial and remedial obligations for 3M Belgium.

While the full impact of the Site Decision remains to be determined, it appears to establish conditional obligations within 5 kilometers of Zwijndrecht and may create a presently undetermined amount of additional financial and remedial obligations for 3M Belgium.

In June 2023, 3M Belgium submitted a petition for annulment of the Site Decision to the Belgian Council of State.

In September 2023, the Flemish government submitted its response to the petition.

3M Belgium filed its final submission responding to the Flemish government’s arguments in November 2023.

Various parties purporting to have an interest in the proceeding, including the government of the Netherlands, have intervened and will have the opportunity to submit arguments supporting the Site Decision.

In July 2023, the Flemish government approved a decree modifying the Flemish Soil Decree to establish a temporary action framework setting soil and groundwater values for evaluation of remediation of PFAS.

Various parties purporting to have an interest in the proceeding, including the government of the Netherlands, intervened and submitted arguments supporting the Site Decision.

All submissions related to the petition have been filed and the matter is pending a decision by the Council of State.

In July 2023, the Flemish government approved another executive action establishing a temporary action framework that sets soil and groundwater values for evaluation of remediation of PFAS.

While the full impact of the temporary action framework remains to be determined, its use of the values in the EU Drinking Water Directive for remediation of groundwater, regardless of whether the groundwater would be used for drinking water, may create a presently undetermined amount of additional financial and remedial obligations for 3M Belgium.

In December 2023, 3M Belgium submitted a petition for annulment of the temporary action framework to the Belgian Council of State.

Various additional proposed amendments to the Flemish Soil Decree are pending, including a proposal to allow OVAM to require financial security for remediation work and a proposal to impose a percentage of the cost of remediating river sediment on various parties while requiring financial assurance for such work.

Pending or potential litigation and investigations

The Council of State scheduled a hearing in February 2025 on the petition.

In May 2024, the Flemish government adopted legislation expanding the authority of OVAM to require financial security for remediation work and giving it the ability to impose a percentage of the cost of remediating river sediment on various parties while requiring financial assurance for such work.

OVAM has not yet required such financial security from 3M Belgium or imposed such costs on 3M Belgium.

These actions potentially could create presently undetermined additional financial obligations for 3M Belgium.

Pending or potential litigation and investigations outside the United States

As of December 31, 2024, a total of seventeen actions against 3M Belgium are pending in Belgian civil courts.

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The pending cases include claims by individuals, municipalities, and other entities for alleged soil and wastewater or rainwater contamination with PFAS, nuisance, tort liability, personal injury and for an environmental injunction.

In December 2023, 3M Belgium, 3M Company and several additional 3M entities were named in a lawsuit naming approximately 1,400 individuals as plaintiffs.

The suit involves claims for defective products, liability for unlawful acts, and alleges liability of 3M entities as directors and/or shareholders of 3M Belgium, among other claims.

An introductory hearing in the case is set for April 2024.

While most of the actions are in early stages, one of the actions resulted in an award of provisional damages of 500 euros to each of four family members who live near the Zwijndrecht site, and denied other damages.

Approximately 1,400 individuals have petitioned to intervene in a second "pilot case" alleging primarily nuisance claims.

While most of the actions are in early stages, one of the actions resulted in an award of provisional damages of 500 euros to each of four family members who live near the Zwijndrecht site.

Approximately 1,400 individuals have petitioned to intervene in a second "follow-on action" alleging primarily nuisance claims.

The Belgian court has not yet determined that the interventions will be permitted.

An introductory hearing in the case is expected to be set for the second quarter of 2024.

The Netherlands .

In May 2023, the government of the Netherlands sent 3M Belgium a notice of liability stating it holds 3M Belgium liable for damages related to alleged PFAS contamination in the Netherlands.

The notice purports to identify claims by the Dutch government and references potential damages to other parties.

3M Belgium has met, and intends to continue to meet, with representatives of the Dutch government to discuss the notice.

3M Belgium has also met with representatives of various private parties.

At an introductory hearing in the case, the court established a briefing schedule with all submissions to be completed by January 2026.

In December 2023, 3M Belgium, 3M Company and several additional 3M entities were named in a lawsuit identifying approximately 1,400 individuals as plaintiffs, which suit is separate from the above-referenced "follow-on action." The suit involves claims for defective products, liability for unlawful acts, and alleges liability of 3M entities as directors and/or shareholders of 3M Belgium, among other claims.

At an introductory hearing in November 2024, the case was stayed with no new deadlines established.

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.

The parties are engaged in mediation regarding the dispute.

Investigations .

As previously disclosed, the Company is aware that certain residents of Zwijndrecht and non-governmental organizations filed a criminal complaint with an Antwerp investigatory judge against 3M Belgium, alleging it had unlawfully abandoned waste in violation of its environmental care obligations, among other allegations.

Certain additional parties reportedly joined the complaint.

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

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.

United States:

The Netherlands .

In May 2023, the government of the Netherlands sent 3M Belgium a notice of liability stating that it holds 3M Belgium liable for damages related to alleged PFAS contamination in the Netherlands.

The notice purports to identify claims by the Dutch government and references potential damages to other parties.

3M Belgium has met with representatives of the Dutch government to discuss the notice as well as with parties the Dutch government may also represent.

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 2024 a lawsuit was filed in a Dutch court by the Dutch Fishermen's Association acting on behalf of an individual fisherman, naming 3M Belgium and 3M Company as defendants.

The lawsuit generally alleges that PFAS from 3M Belgium’s Zwijndrecht facility impacted certain aspects of the Dutch fishing industry and seeks damages arising from that alleged contamination.

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 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.

The province alleges that the defendants manufactured, marketed, distributed, and sold PFAS-containing products, including AFFF, knowing that they would contaminate the environment and threaten human health.

The lawsuit asserts claims for public nuisance, private nuisance, negligent design, failure to warn, conspiracy, and breaches of the Competition Act.

The lawsuit seeks compensatory damages for the costs incurred in:

(1) the investigation, remediation, treatment, assessment, and restoration of lands, waters, sediments, and other natural resources contaminated by PFAS;

and (2) the investigation, testing, monitoring, treatment, and remediation of PFAS contamination of drinking water, wastewater, storm water discharges, and biosolids.

It also seeks punitive damages and disgorgement of profits.

In July 2024, a putative class action was filed against 3M Canada, 3M Company, and other defendants in the Quebec Superior Court on behalf of public water suppliers and private well owners in Quebec located near sites where defendants allegedly manufactured, used, transported, processed, distributed or sold PFAS.

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

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.

The Canadian government approved 3M's request to extend its reporting deadline to May 8, 2025.

In October 2024, 3M Australia received notice that the New South Wales Environmental Protection Agency has made a preliminary determination that 3M Australia is responsible for investigating and cleaning up PFAS contamination at a site that 3M Australia formerly leased.

3M Australia submitted a response to the preliminary determination in January 2025.

The Company is aware of a writ of summons that was filed in Australia on behalf of individuals with connections to property that has been allegedly impacted by 3M PFAS products.

Regulation in the United States

Federal Activity

In the United States, the EPA's “PFAS Strategic Roadmap:

EPA's Commitments to Action 2021-2024” presents EPA’s regulatory approach to PFAS, including investing in research to increase the understanding of PFAS, pursuing a comprehensive approach to proactively control PFAS exposures to humans and the environment, and broadening and accelerating the scope of clean-up of PFAS in the environment.

With respect to drinking water, in June 2022, EPA released final lifetime health advisory levels for PFBS (2,000 ppt) and HFPO-DA and its salts (“GenX”) (4 ppt), and interim lifetime health advisory levels for PFOA (.004 ppt) and PFOS (.02 ppt).

Lifetime health advisories are intended to provide information about concentrations of drinking water contaminants at which adverse health effects are not expected to occur over the specified exposure duration.

In November 2022, EPA published its final Drinking Water Contaminant Candidates List 5 (CCL 5), which includes a broad group of PFAS that are not currently subject to national primary drinking water regulations but which EPA is considering for regulation under the Safe Drinking Water Act ("SDWA").

In March 2023, EPA published proposed national primary drinking water standards for six PFAS – PFOA, PFOS, PFBS, PFHxS, PFNA, and HFPO-DA, along with an economic analysis including purported estimated costs of the proposed rule.

For PFOA and PFOS, EPA has proposed a drinking water standard of 4 ppt.

For the other four PFAS, EPA proposes to adopt for the first time a drinking water standard based on a “hazard index” approach, under which the levels of those four compounds, if detected, would be input into an EPA-provided formula to determine whether they exceed EPA's cumulative risk threshold.

3M submitted comments on EPA’s proposal in May 2023.

The proposed standards were sent to the Office of Management and Budget ("OMB") for review in December 2023.

If the proposed drinking water standards are finalized, 3M could incur additional costs and potential exposures, including future compliance costs, possible litigation and/or enforcement actions.

EPA's Commitments to Action 2021-2024” presented the EPA’s regulatory approach to PFAS, including investing in research to increase the understanding of PFAS, pursuing a comprehensive approach to proactively control PFAS exposures to humans and the environment, and broadening and accelerating the scope of clean-up of PFAS in the environment.

As set forth below, the EPA engaged in rulemaking pursuant to consistent with the approach set forth in the Roadmap.

However, on January 20, 2025, the new Administration issued an Executive Order entitled “Regulatory Freeze Pending Review.” Among other things, the Executive Order directs agencies to:

(1) temporarily postpone proposing or issuing new final or proposed rules;

(2) withdraw any rules sent to but not yet published in the Federal Register;

and (3) consider postponing for 60 days the effective date of any rules published in the Federal Register or that have been issued but not taken effect, for the purpose of conducting further review.

The ultimate impact, if any, of this and other executive actions on proposed rules not yet finalized, and on new rulemaking, remains unclear.

With respect to drinking water, in April 2024, EPA announced final drinking water standards for five individual PFAS – PFOA (4 ppt), PFOS (4 ppt), PFHxS (10 ppt), PFNA (10 ppt), and HFPO-DA (10 ppt).

EPA also set a drinking water standard for a combination of two or more of PFHxS, PFNA, HFPO-DA and PFBS in drinking water, which is based on a “hazard index” approach.

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.

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, PFHxS, 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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EPA had previously added PFBS to both lists in 2014.

In May 2024, EPA substantially lowered the Regional Screening Levels for PFOA and PFOS.

Regional Screening Levels are used to identify contaminated media that may require further investigation, while Regional Removal Management Levels are used by EPA to support certain actions under CERCLA.

In September 2022, EPA published in the Federal Register its proposal to list PFOA and PFOS, including their salts and structural isomers, as CERCLA hazardous substances.

3M submitted comments on EPA’s proposal in November 2022.

EPA sent the final rule to OMB in December 2023.

In addition, 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.

On January 31, 2024, EPA released pre-publication versions of two proposed rules under the Resource Conservation and Recovery Act (“RCRA”).

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

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.

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”).

One of the proposed rules would list nine PFAS (PFOA, PFOS, PFBS, Gen-X, PFHxA, PFHxS, PFNA, PFDA, and PFBA) and their salts and structural isomers as "hazardous constituents" under RCRA.

The other proposed rule would expand the definition of hazardous waste subject to corrective action under RCRA.

Both proposals are due to be published in the Federal Register, which will start the notice and comment period.

If CERCLA or RCRA designations are finalized and become enforceable, 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 these laws for contribution to clean-up costs other entities might have.

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

These criteria, once finalized, may be used by states in developing water quality standards for protection of aquatic life under the Clean Water Act.

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

The Company submitted comments on both proposed rules.

In October 2024, EPA finalized Aquatic Life Criteria for PFOA and PFOS.

These criteria may be used by states in developing water quality standards and setting wastewater discharge permit limits under the Clean Water Act.

In December 2024, EPA published draft National Recommended Ambient Water Quality Criteria for the Protection of Human Health for PFOA, PFOS, and PFBS.

These criteria, once finalized, may be used by states and tribes to establish water quality standards.

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.

In January 2025, EPA withdrew the proposed rule from OMB review.

EPA has also taken several actions to increase reporting and restrictions regarding PFAS under the Toxic Substances Control Act ("TSCA") and the Toxics Release Inventory ("TRI"), which is a part of the Emergency Planning and Community Right-to-Know Act.

EPA has added more than 170 PFAS compounds to the list of substances that must be included in TRI reports as of July 2021.

In October 2023, EPA finalized a rule that will require TRI reporting of de minimis uses of certain 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:

EPA has added at least 196 PFAS compounds to the list of substances that must be included in TRI reports.

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 January 2023, EPA issued a test order under TSCA to several manufacturers, including the Company, requiring them to conduct certain health and safety testing related to HFPO, a PFAS, and submit the results to EPA.

3M submitted an initial response in early 2023.

In July 2023, 3M submitted an amended response requesting an exemption from the requirements of the order, subject to 3M’s obligation to reimburse participating manufacturers for a fair share of the testing costs ultimately incurred under the order, which request was conditionally approved by EPA in July 2023.

In August 2023, EPA issued a TSCA test order to 3M and other manufacturers requiring them to conduct certain health and safety testing related HFPO-DAF, a PFAS.

In September 2023, 3M submitted a response to EPA requesting an exemption from the requirements of the order, subject to 3M’s obligation to reimburse the participating manufacturers for a fair and equitable share of the testing costs ultimately incurred under the order.

EPA granted that exemption in October 2023.

3M amended its 2020 TSCA Chemical Data Reporting rule report for 3M’s Cordova plant due to the discovery of relatively small amounts of HFPO formed as a commercial byproduct by the facility.

This issue has been self-disclosed to EPA.

United States:

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.

3M has not manufactured or processed NMeFOSE for over 20 years and, in January 2025, EPA confirmed that 3M is not subject to the test order.

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.

I n December 2024, EPA proposed updates to its general industrial stormwater permit applicable to various industries, including chemical manufacturing.

The updates include provisions that, if finalized, would require dischargers in those sectors and in jurisdictions where EPA is the permitting authority to monitor for certain PFAS in their stormwater discharges and report the results.

In January 2025, EPA released a draft risk assessment for PFOA and PFOS in biosolids.

Public comments on the EPA’s draft are due in March 2025.

If finalized, that risk assessment could inform future regulations on PFAS in wastewater and biosolids.

State Activity

Several state legislatures and state agencies have been evaluating or have taken various regulatory actions related to PFAS in the environment, including proposing or finalizing cleanup standards for PFAS in soil and water, groundwater standards, surface water standards, and/or drinking water standards for PFOS, PFOA, and other PFAS.

3M has submitted various responsive comments to these proposals.

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.

Several other states, including Idaho and North Carolina, have started processes to adopt EPA’s federal drinking water standards for PFAS into state rules.

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.

Oral argument was held in November 2024, and the parties submitted supplemental briefing in December 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 bans intentionally added PFAS in products effective January 1, 2030, and requires 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 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 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.

In June 2023, Maine enacted legislation retroactive to January 1, 2023, that includes certain changes to the notification requirement in the original legislation, including an extension of the compliance date until January 2025.

In May 2023, Minnesota enacted legislation that includes a broad PFAS prohibition and reporting statute.

The statute requires product notifications starting in 2025 and a general prohibition on sales of PFAS-containing products no later than 2032 for all product categories, subject to exemptions that may be adopted by rulemaking.

In September 2023, MPCA opened a rulemaking to establish a program to collect the information required by the statute.

MPCA also issued a request for comments, with comments due in November 2023.

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.

Between 2018 and 2022, seven states have enacted laws requiring written notification of firefighting personal protective equipment that contains PFAS, with most such laws providing for potential civil penalties for non-compliance.

In November 2022, the Company identified it likely did not provide required notifications for some of its products, including its Scott Safety Self-Contained Breathing Apparatuses.

The Company began providing written notices with those products starting November 2022.

In addition, the Company continues to work to determine the extent of any potential non-compliance, has made voluntary self-disclosures to states and customers as applicable, and has expressed its willingness to work with those states to address and resolve any potential non-compliance.

The Company cannot predict at this time the ultimate outcome or actions that may be taken by those states.

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.

The Maine legislature has since enacted legislation retroactive to January 1, 2023, that includes changes to the product bans and notification requirements in the original legislation, including by narrowing the products for which notification is required and extending the compliance date.

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

The statute bans the sale of products in 11 categories containing intentionally added PFAS beginning January 1, 2025.

The law further requires that manufacturers of any products containing intentionally added PFAS that are sold, offered for sale, or distributed in Minnesota must submit notifications to the Minnesota Pollution Control Agency ("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.

In September 2023, the MPCA initiated a rulemaking process to implement the law's reporting obligations.

The MPCA has also initiated a separate rulemaking concerning currently unavoidable uses of PFAS under the law.

Certain states, including Colorado, California, Connecticut, Hawaii, Maryland, Massachusetts, 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.

In November 2021, 3M and the City of Decatur, Decatur Utilities and Morgan County executed a collaborative agreement under which the Company agreed to contribute approximately $ 99 million and also to continue to address certain PFAS-related matters in the area.

The contribution relates to initiatives to improve the quality of life and overall environment in Decatur, including community redevelopment and recreation projects by the City, County and Decatur Utilities.

It also includes addressing certain PFAS matters at the Morgan County landfill and reimbursement of costs previously incurred related to PFAS remediation.

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.

This work will complement an Interim Consent Order that 3M entered with the Alabama Department of Environmental Management (“ADEM") in 2020 and includes sampling of environmental media, such as ground water, regarding the potential presence of PFAS at the 3M Decatur facility and legacy disposal sites, as well as supporting the execution of appropriate remedial actions.

This work will complement an Interim Consent Order that 3M entered into with the Alabama Department of Environmental Management (“ADEM") in 2020 and includes sampling of environmental media, such as ground water, regarding the potential presence of PFAS at the 3M Decatur facility and legacy disposal sites, as well as supporting the execution of appropriate remedial actions.

In August 2022, Colbert County, Alabama, which opted out of an earlier class settlement, 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 County draws its drinking water.

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 early stages of discovery but is currently stayed as to 3M pending final approval of the proposed public water supplier class action settlement described below.

Judicial Panel on Multidistrict Litigation (“JPML”) issued a conditional transfer order of this case to the AFFF federal Multi-District Litigation ("MDL") in December 2024.

Plaintiff’s motion to remand the case to state court remains pending.

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.

This case has been stayed pending final approval of the proposed public water supplier class action settlement described below.

Also in February 2023, two individuals who opted out of an earlier class settlement filed suit in Alabama state court against 3M, alleging PFAS contamination of their property resulting from 3M’s operations in Decatur.

3M removed the case to federal court and answered the complaint in March 2023.

The case is in early stages of discovery.

In December 2023, several plaintiffs filed a personal injury action against 3M and other defendants, alleging exposure to PFAS from defendants' operations in Decatur.

The JPML issued a conditional transfer order of this case to the AFFF MDL in December 2024.

Plaintiff’s motion to remand the case to state court remains pending.

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 most of these cases back to state court.

State Attorneys General Litigation Related to PFAS

As previously reported, several state attorneys general have filed lawsuits against 3M and other defendants that are now pending in a federal Multi-District Litigation ("MDL") court in South Carolina regarding Aqueous Film Forming Foam (AFFF), described further below.

As previously reported, several state attorneys general have filed lawsuits against 3M and other defendants related to alleged PFAS contamination.

A number of these lawsuits are now pending in the federal MDL in South Carolina regarding AFFF, described further below, and there are also multiple state attorneys general lawsuits that are proceeding outside the AFFF MDL.

Several state attorneys general have also filed multiple lawsuits against 3M and other defendants.

In general, preliminary judicial proceedings evaluate whether these lawsuits should proceed in state or federal court and inside AFFF MDL or outside of the AFFF MDL.

Cases at times are moved to the AFFF MDL or remanded to another venue, such as state court.

The lawsuits generally seek on a state-wide basis:

injunctive relief, investigative and remedial work, compensatory damages, natural resource damages, attorneys’ fees, and, where available, punitive damages related to the states’ response to PFAS contamination.

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, Delaware, Florida, Illinois, Kentucky, Maine, Maryland, Massachusetts, Michigan, Mississippi, New Hampshire, New Jersey, New Mexico, New York, North Carolina, Ohio, 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.

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

injunctive relief, investigative and remedial work, compensatory damages, natural resource damages, consumer protection civil penalties, attorneys’ fees, and, where available, punitive damages related to the states’ response to PFAS contamination.

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.

Examples of state attorneys general lawsuits that are proceeding outside the AFFF MDL are described below.

In March 2019, the New Jersey Attorney General filed two actions against 3M, E.I.

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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 allegedly 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.

As of March 2023, the actions are stayed pending the parties’ participation in court-mandated mediation.

3M and the NJDEP continue mediation.

The court has set a revised trial commencement date in May 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.

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 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.

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 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 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.

One lawsuit was transferred to the AFFF MDL.

The other lawsuit is proceeding in state court pending a ruling by the federal court of appeals on 3M’s appeal of the order remanding the case to state court.

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.

One lawsuit was transferred to the AFFF MDL.

The other lawsuit is proceeding in state court pending a ruling by the federal court of appeals on 3M's appeal of the order remanding the case to state court.

The federal court scheduled a hearing on 3M's appeal in February 2025.

The state court has set an August 31, 2025 trial-ready date for the matter.

In March 2022, the Illinois Attorney General filed a lawsuit in Illinois state court against 3M alleging contamination of the state's natural resources by PFAS compounds disposed of by, or discharged, or emitted from 3M's Cordova plant.

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.

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

3M has appealed the remand.

In January 2023, the Illinois Attorney General filed a new lawsuit against 3M and other defendants in Illinois state court, alleging contamination of a number of drinking water systems and natural resource damages at several sites statewide, and seeking to recover monetary damages, injunctive relief for remediation, civil penalties and other relief.

The complaint states that the Attorney General is not seeking damages for AFFF by this lawsuit.

In April 2023, the Illinois Attorney General filed a lawsuit against 3M and other defendants alleging PFAS contamination of state natural resources from AFFF.

Both cases 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 is appealing the remand decision.

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 is pending.

In December 2023, Hawaii’s Attorney General filed a lawsuit in state court against 3M and other defendants alleging PFAS contamination of state natural resources.

The case was removed in January 2024 to federal court, where its transfer to the AFFF MDL is being sought.

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.

In August 2024, the Seventh Circuit affirmed the order remanding the case to state court.

The state court held a hearing in December 2024 on a motion to dismiss filed by 3M.

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.

The other lawsuit is proceeding in state court pending a ruling by the federal court of appeals on 3M's appeal of the order remanding the case to state court.

The state court dismissed the state's strict liability and trespass claims but denied the remainder of 3M's motion to dismiss in December 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.

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 was heard in October 2024.

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

South Carolina.

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.

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 was heard in October 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.

One lawsuit was transferred to the AFFF MDL.

Following 3M's removal of the other lawsuit to federal court, the federal court remanded that other lawsuit to state court.

3M filed a notice of appeal from the remand order in December 2024, and a motion to dismiss in January 2025.

In May 2023, the Texas Attorney General filed a lawsuit alleging contamination of the state’s drinking water supplies and other natural resources from PFAS-containing products.

That lawsuit was transferred to the AFFF MDL.

In December 2024, the Texas Attorney General filed a second complaint against 3M, DuPont and Chemours in Texas state court alleging violations of the Texas Deceptive Trade Practices-Consumer Protection Act in connection with the advertising, marketing, and sale of PFAS-containing consumer products.

In January 2025, 3M filed a special appearance to contest personal jurisdiction and removed the case to federal court.

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 December 31, 2023, approximately 6,775 lawsuits (including approximately 48 putative class actions and 678 public water system cases) alleging injuries or damages from PFAS contamination or exposure allegedly caused by AFFF use have been filed against 3M (along with other defendants) in various state and federal courts.

As of December 31, 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 further described below, a vast majority of these pending cases are in a federal MDL court in South Carolina.

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Claims in the MDL are asserted by individuals, public water systems, putative class members, state and territorial sovereigns, and other entities.

Plaintiffs seek a variety of relief in cases in the MDL, including, where applicable, damages for personal injury, property damage, water treatment costs, medical monitoring, natural resource damages, and punitive damages.

The Company also continues to defend certain AFFF cases that remain in state court and is in discussions with pre-suit claimants for possible resolutions where appropriate.

Plaintiffs seek a variety of forms of relief in cases in the MDL, including, where applicable, damages for personal injury, property damage, water treatment costs, medical monitoring, natural resource damages, and punitive damages.

3M also continues to defend certain AFFF cases that remain in state court and is in discussions with pre-suit claimants for possible resolutions where appropriate.

In general, preliminary judicial proceedings evaluate whether these lawsuits should proceed in the AFFF MDL or outside of the AFFF MDL, with some cases being moved to the AFFF MDL or remanded to another venue, such as state court.

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.

Over the past five years, the parties in the MDL have conducted substantial discovery, including ongoing master discovery and several rounds of discovery involving potential water supplier bellwether cases.

In the MDL, there are cases filed by approximately 669 public water systems ("PWS").

These include community water systems, which are public water systems that provide water for human use and consumption to a set population, and non-community water systems, which are public water systems that supply water to a varied population (for example, campgrounds or schools).

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.

3M and other defendants also face cases filed by approximately 40 public water systems outside of the MDL.

Public water system cases include a variety of claims, including for product liability, negligence, and public nuisance.

The cases seek damages for, among other things, remediation costs to remove PFAS from drinking water provided to communities, as well as punitive damages.

The MDL court has repeatedly encouraged the parties in the MDL to negotiate to resolve cases, including these PWS cases.

In October 2022, the court appointed a retired federal judge as mediator.

On June 22, 2023, 3M entered into a proposed class-action settlement to resolve a wide range of drinking water claims by public water systems in the United States (“PWS Settlement”), subject to court approval.

Over the past five years, the parties in the MDL have conducted and are continuing to conduct ongoing master discovery and discovery regarding specific groups of cases, including public water supplier, personal injury, and attorneys general cases, among other types of cases.

In September 2022, the court issued an order denying defendants' MDL-wide summary judgment motions on the government contractor defense, which defense can be presented to a jury at future trials.

On June 22, 2023, 3M entered into a class-action settlement to resolve a wide range of drinking water claims by public water systems in the United States (the “PWS Settlement”), which was approved by the court in March 2024 and took effect in May 2024.

Eligible class members are United States public water systems as defined in the PWS Settlement.

Subject to court approval, the PWS Settlement would resolve the portion of the MDL that involves PWS drinking water claims in the United States by providing funding for treatment technologies to eligible PWS that have tested positive for PFAS, funding for future testing, and funding for eligible systems that test positive in the future.

Under the PWS Settlement, class members would agree to release 3M from any claim arising out of, relating to, or involving (i) PFAS that has entered or may enter drinking water or the class member’s water system;

(ii) the development, manufacture, formulation, distribution, sale, transportation, storage, loading, mixing, application, or use of PFAS or any product (including AFFF) manufactured with or containing PFAS;

(iii) the transport, disposal, or arrangement for disposal of PFAS-containing waste or PFAS-containing wastewater, or a class member’s use of PFAS-containing water for irrigation or manufacturing;

or (iv) representations about PFAS or any product (including AFFF) manufactured with or containing PFAS.

The PWS Settlement would also require class members to release punitive- or exemplary-damages claims that arise out of conduct occurring at least in part before the PWS Settlement’s effective date and that relate to PFAS, or any product (including AFFF) manufactured with or containing PFAS.

If the court approves the PWS Settlement and all conditions in the PWS Settlement are met, 3M will pay $ 10.5 billion to $ 12.5 billion in total to resolve the claims released by the PWS Settlement.

The PWS Settlement provides that 3M does not admit any liability or wrongdoing and does not waive any defenses.

In the MDL, following the PWS Settlement, a number of cases filed by PWS are still pending.

Most of the PWS that have filed claims against 3M are participating in the PWS Settlement, and the parties are in the process of implementing the dismissal of released claims in accordance with the court's final approval order.

Of the PWS that did not participate in the PWS settlement, some are in the MDL and some are proceeding outside the MDL.

3M will pay $ 10.5 billion to $ 12.5 billion in total to resolve the claims released by the PWS Settlement.

3M recorded a pre-tax charge of $ 10.3 billion in the second quarter of 2023.

The charge reflected the present value (discounted at an estimated 5.2 % interest rate at time of proposed settlement) of the expected $ 12.5 billion nominal value of 3M’s payments under the PWS Settlement.

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 2023 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 PWS Settlement gives 3M the option to terminate the PWS Settlement if the numbers of eligible class members opting out of the Settlement exceed specified levels.

The PWS Settlement provides that 3M does not admit any liability or wrongdoing and does not waive any defenses.

In August 2023, the Court granted preliminary approval of the settlement.

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

Plaintiffs submitted their motion in support of final approval of the settlement in December 2023 and filed their response to objections to the settlement in January 2024.

The final approval hearing was held on February 2, 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 PWS Settlement, as amended to include payments to certain other water providers, calls for 3M to make payments from 2024 through 2036.

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

Initial discovery is ongoing in these cases.

In September 2022, the court issued an order denying defendants’ MDL-wide summary judgment motions on the government contractor defense, which defense can be presented to a jury at future trials.

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.

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

In January 2025, the Court issued an order setting the first bellwether personal injury trial to begin on October 20, 2025.

At the Court's direction, the parties continue to negotiate processes for bellwethers of certain other personal injury claims.

In November 2024, the Court issued an order directing the parties to work together to develop a process to select 15 sites allegedly contaminated with PFAS for the purpose of conducting focused product identification discovery.

The parties will confer and report to the Court at the conclusion of the process as to proposed next steps.

Other AFFF Cases

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The five cases that remain pending in state courts are stayed by agreement of the parties.

As of December 31, 2023, the Company is aware of approximately 68 other AFFF suits outside the AFFF MDL in which the Company has been named a defendant.

3M anticipates that most of these cases will eventually be removed to federal court and transferred to the AFFF MDL;

The Company is aware of other AFFF suits outside the AFFF MDL in which the Company has been named as a defendant.

3M anticipates seeking to have most of these cases be removed to federal court and transferred to the AFFF MDL;

however, several cases are expected to remain pending in state courts, including a case in Illinois state court brought by an oil refinery worker alleging harm caused by PFAS and other chemicals.

Separately, the Company is aware of pre-suit claims or demands by other parties related to the use and disposal of AFFF, one of which purports to represent a large group of firefighters.

The Company had discussions with certain potential pre-suit claimants and, as a result of such discussions, reached a negotiated resolution for an immaterial amount with the City of Bemidji in March 2021.

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.

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

Other PFAS-related Product and Environmental Litigation

Numerous other PFAS-related suits naming 3M as a defendant have been filed outside the MDL in courts across the country in which 3M has been named a defendant.

The Company anticipates most of the cases that relate to AFFF will ultimately be removed to federal court and transferred to the MDL.

The Company anticipates seeking to have most of the cases that relate to AFFF be removed to federal court and transferred to the MDL.

However, some of these cases are likely to remain in state or federal courts outside of the MDL.

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.

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

In New York, 3M has settled all cases that were pending or threatened against it in the U.S.

District Court for the Northern District of New York and New York state court, which alleged that PFOA discharged from fabric coating facilities operated by non-3M entities (that allegedly had used PFOA-containing materials from 3M, among others) contaminated the drinking water in the Village of Hoosick Falls, the Town of Hoosick, and Petersburgh, New York.

3M, Saint-Gobain and Honeywell previously settled a class action (Baker), with the federal court granting final approval in February 2022.

3M, Saint-Gobain and Honeywell collectively contributed a total amount of $ 65 million to resolve the plaintiffs' claims on behalf of themselves and the proposed classes.

Additionally, 3M is defending a case in New York state court filed by the Town of Petersburgh in September 2022.

Plaintiff alleges that 3M and several other manufacturers contributed to PFOA contamination in the town’s public water supply.

Oral argument on a motion to dismiss that was filed by 3M and the other defendants was adjourned.

This matter is stayed pending approval of the PWS Settlement.

3M is also defending 22 individual cases in the U.S.

District Court for the Eastern District of New York filed by various drinking water providers.

The plaintiffs in these cases allege that products manufactured by 3M, DuPont, and additional unnamed defendants contaminated plaintiffs’ water supply sources with various PFAS compounds.

3M has filed answers in these cases, which are subject to the stay order issued pending approval of the PWS Settlement.

In Michigan, a consolidated putative class action was pending in the U.S.

District Court for the Western District of Michigan against 3M and Wolverine.

The action arose from Wolverine’s allegedly improper disposal of materials and wastes, including 3M Scotchgard, related to Wolverine’s shoe manufacturing operations.

3M and Wolverine agreed to settle the case with the plaintiffs, and 3M's share was not considered material.

3M's final payment related to the settlement was made in June 2023.

In Alabama and Georgia, 3M, together with multiple co-defendants, is defending two state court cases brought by municipal water utilities, relating to 3M’s sale of PFAS-containing products to carpet manufacturers in Georgia.

In September 2022, the Company reached an agreement with the Gadsden Water Works and Sewer Board to resolve a similar matter.

The plaintiffs in these two water utilities cases allege that the carpet manufacturers improperly discharged PFAS into the surface water and groundwater, contaminating drinking water supplies of cities located downstream along the Coosa River, including Centre, Alabama and Rome, Georgia.

In the Centre case, 3M has filed a notice of stay pending final approval of the PWS Settlement.

As discussed above, the parties in Rome reached a settlement.

In April 2023, another case that included similar allegations was filed by Shelby County, Alabama, and Talladega County, Alabama, against 3M and other defendants.

Those cases have been removed to federal court, where they are currently stayed as to 3M pending final approval of the PWS Settlement.

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.

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 several state court cases brought by municipal water utilities.

The plaintiffs in one of these cases (Shelby/Talladega Counties) are water utilities alleging that 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 has a trial date in February 2026.

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.

A trial date in the case has been set in June 2026.

In the third case, the city of Albertville, Alabama 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, which is still pending.

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.

In October 2024, the Court granted 3M’s and several other defendants’ motions to dismiss and in November 2024, 3M’s co-defendants filed a motion asking the Court to certify the dismissal order as a final judgment.

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, and moved to transfer the case to the AFFF MDL.

Plaintiff has filed a motion to remand the case to state court and an opposition to transfer.

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 removed the case to federal court and moved to transfer the case to the AFFF MDL.

Plaintiff has filed a motion to remand the case to state court and an opposition to transfer.

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.

This case is now proceeding through discovery, which has been extended by the court through November 2023.

However, the portion of the case relating to Summerville’s claims has been stayed as to 3M pending final approval of the PWS Settlement.

The case is in discovery and no trial date has been set.

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.

In July 2022, a putative class action was filed against 3M and other PFAS manufacturers 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 U.S.

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

The claims that will proceed against 3M and other defendants, including negligence, wantonness, and public nuisance, are moving into discovery.

However, the case is currently stayed as to 3M pending final approval of the PWS Settlement.

Class certification has been fully briefed, and the plaintiff's injunctive relief claims were recently dismissed.

Plaintiff's claims for economic damages related to alleged increases in their water rates due to the presence of PFAS remain pending.

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.

One of 3M’s co-defendant’s, the City of Calhoun, Georgia, has filed a cross claim against 3M and other defendants alleging that biosolids from its wastewater treatment plant were contaminated with PFAS that has migrated into its water supply.

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

Motions to dismiss have been denied, and these claims are in active discovery.

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 and oral argument on that motion took place on January 16, 2025.

In November 2024, Mohawk Industries, a carpet manufacturer, filed a lawsuit in Whitfield County, Georgia against 3M, DuPont, and Daikin alleging various counts of tort and contract liability, including fraud, related to sales of fluorochemicals.

In December 2024, Dalton Utilities, located in Dalton, Georgia, filed a suit against 3M, DuPont, Dakin, and several carpet manufacturers seeking clean-up costs under CERCLA for alleged PFAS contamination related to the Dalton Land Application System, which is a field that has received carpet mill effluent pursuant to a Georgia Environmental Protection Division permit since the late 1980s.

In December 2024, Murray County, Georgia filed suit against 3M, DuPont, Daikin, and several carpet manufacturers seeking clean-up costs for alleged PFAS contamination related to the Murray County landfill and other locations throughout the County.

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.

In New Jersey, 3M has 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 cases are stayed pending approval of the PWS Settlement.

3M, together with several co-defendants, is also defending 29 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 19 remaining individual cases allege personal injuries to themselves or to their disabled adult children.

Plaintiffs filed a motion for class certification in August 2024, and 3M filed a motion for summary judgment in December 2024.

Both motions are now being briefed by the parties.

In New Jersey,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 for an immaterial amount 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 adult children.

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.

The parties in those two class actions are participating in the mediation process through February 2024.

Discovery in the action in federal court is stayed pending the outcome of mediation.

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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Plaintiff filed a second amended complaint in November 2022, and 3M and DuPont filed a joint motion to dismiss, which was largely denied in September 2023.

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.

3M removed this case to federal court.

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

This case was removed to federal court.

In February 2023, the federal court consolidated this action with a previously-filed federal case involving similar allegations and claims against 3M’s co-defendants.

Thereafter, plaintiffs filed a second amended complaint asserting claims against 3M.

3M filed a motion to dismiss the second amended complaint in March 2023.

The motion was granted in part and denied in part in December 2023.

The case is expected to proceed to discovery in 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.

This case was removed to federal court, where it was consolidated with a previously-filed federal case involving similar allegations and claims against 3M’s co-defendants.

3M filed a motion to dismiss the second amended complaint in March 2023, which was granted in part and denied in part in December 2023.

In February and March 2024, 3M and the remaining defendants answered the complaint and filed cross claims against one another.

The case is now proceeding in discovery.

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.

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.

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 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.

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.

3M has filed a motion to dismiss, which remains pending.

The court has set a trial date in September 2026.

In December 2024, 3M was named as a defendant in a putative class action brought in federal court by several private well owners near 3M's Wausau Greystone quarry seeking to recover for property damages and medical monitoring related to alleged PFAS contamination.

The case also includes (non-class) personal injury claims on behalf of select plaintiffs.

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 and 3M has removed these cases to federal court.

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.

In October 2024, the court denied 3M's motion to dismiss.

The court has set a trial date in May 2027.

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.

This case was transferred 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 filed a motion to transfer the case to the AFFF MDL, which was denied.

3M filed a motion to dismiss in December 2024.

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.

The plaintiff brings claims for negligence, battery, and conspiracy and seeks injunctive relief, including an order “establishing an independent panel of scientists” to evaluate PFAS.

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." The judge ordered additional briefing to permit defendants to narrow the proposed nationwide class by “show[ing] what states do not recognize the type of claim for relief filed by” the plaintiff.

In September 2022, the Sixth Circuit granted the defendants’ request to appeal the district court’s class certification order.

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.

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 and later denied a motion for rehearing en banc.

In March 2024, the district court vacated the class certification order and dismissed the case for lack of jurisdiction.

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 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 October 2024, 3M filed a motion to dismiss the lawsuit, which motion is pending.

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.

A co-defendant removed the case to federal court, where plaintiff has moved to remand the case to state court.

3M has filed a motion for transfer to the AFFF MDL.

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 filed a motion to dismiss in November 2024.

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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On January 9, 2024, the Company received a Notice of Violation and Enforcement Conference from the Wisconsin DNR.

The Company plans to meet with the DNR to discuss the appropriate next steps.

At this time, the Company cannot predict the ultimate outcome or actions that may be taken by Wisconsin DNR.

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.

In November 2022, the Company entered into an SDWA Administrative Consent Order 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.

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 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 submitted its initial response to the request in December 2024 and continues to cooperate with EPA.

Cordova, Illinois

The Company is authorized to discharge wastewater from its Cordova plant pursuant to an NPDES permit issued by the Illinois Environmental Protection Agency (“IEPA”).

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

An application to add to the plant's permit the additional PFAS was submitted to IEPA, 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.

IEPA has not acted on the pending application.

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.

The Company continues to work with EPA and the City of Camanche as it implements the SDWA Administrative Consent Order.

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 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.

In April 2022, the Company received a TSCA information request from EPA seeking information related to the operation of specific PFAS-related processes at the Cordova facility.

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 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.

In July 2023, 3M received from the EPA a draft for discussion of a consent 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.

In January 2025, the Company reached an agreement with the EPA on the terms of the consent order.

In March 2024, the Company received an information request from EPA seeking information related to the implementation of the Cordova facility’s Clean Air Act section 122(r) risk management program.

In May 2024, EPA conducted an on-site inspection at the Cordova facility as part of its 112(r) risk management program investigation.

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

Decatur, Alabama

In Alabama, as previously disclosed, the Company entered into a voluntary remedial action agreement with the Alabama Department of Environmental Management (ADEM) to remediate the presence of PFAS in the soil and groundwater at the Company’s manufacturing facility in Decatur, Alabama.

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.

The Company continues to cooperate with the EPA and ADEM in their investigations and will work with the regulatory authorities to demonstrate compliance with the release restrictions.

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.

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.

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.

An application to add the additional PFAS to its NPDES permit was submitted to ADEM and the Company installed additional wastewater treatment controls to address PFAS.

The wastewater controls are currently being upgraded and optimized.

ADEM has not acted on the request to modify the NPDES permit.

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

Attorney’s Office for the Northern District of Alabama for documents related to, among other matters, the Company’s compliance with the 2009 TSCA consent order and unpermitted discharges to the Tennessee River from its Decatur facility.

The Company continues to cooperate with the U.S.

Attorney’s Office, the U.S.

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

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;

and (ii) remediation activities, including on-site and off-site investigations and studies.

Obligations related to ongoing future site operations under the Consent Order will involve additional operating costs and capital expenditures over multiple years.

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

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

The Company is cooperating and providing responsive documents with respect to this and other inquiries regarding its manufacturing facilities.

In April 2022, the Company received a TSCA information request from EPA seeking information related to the operation of specific PFAS-related processes at the Cordova facility.

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

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 a 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;

(ii) providing 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 as a result of contamination from these sites;

(iii) remediating identified sources of other PFAS compounds at these sites that are not controlled by actions to remediate PFOA and PFOS;

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

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.

Obligations related to ongoing future site operations under the Consent Order or any further investigations may involve additional operating costs and capital expenditures over multiple years.

Cottage Grove, Minnesota

The Company is authorized to discharge wastewater from its Cottage Grove plant pursuant to an NPDES permit issued by the Minnesota Pollution Control Agency (MPCA).

The Company submitted an application to add the additional PFAS to its NPDES permit.

The Company is currently installing a new wastewater treatment system to address PFAS.

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 Minnesota Department of Health (MDH) to be safe for human consumption over a lifetime) for certain PFAS compounds for which a HBV and/or HRL exists;

(ii) remediating identified sources of other PFAS compounds at these sites that are not controlled by actions to remediate PFOA and PFOS;

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

The Company also continues to implement the previously disclosed 2008 remedial decision adopted by MPCA for the Woodbury and Oakdale sites and the 2009 remedial decision adopted by MPCA for the Cottage Grove site.

In January 2024, the MDH issued updated, more stringent, HBVs for PFOA and PFOS.

In October 2024, MDH proposed HRLs for PFOA and PFOS.

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.

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.

Separately, 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.

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 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 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 engaged with the MPCA on the draft permit through the public comment period and submitted comments to the permit in August 2024.

In response to comments submitted by 3M and other interested parties, in December 2024, MPCA issued a revised draft Clean Water Act permit for the Cottage Grove facility.

3M is engaging with the MPCA on the revised draft permit.

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.

Hutchinson, Minnesota

MPCA issued to the Company a Notice of Violation in March 2023, alleging that the Company is discharging stormwater containing PFAS at the 3M’s facility in Hutchinson, Minnesota.

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

In January 2024, MPCA issued a pre-publication notice of a draft Clean Water Act permit for 3M’s Cottage Grove facility, with significantly revised limits on PFAS, some of which are below the limit of quantification.

3M is engaging with the MPCA and cannot at this time predict the outcome of such discussions.

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

Department of Justice, state environmental agencies and state attorneys general) as it conducts these reviews and responds to information, inspection, and other requests from the agencies.

Department of Justice, state environmental agencies and state attorneys general) as it responds to information, inspection, and other requests from the agencies.

The Company is in negotiations with EPA, the U.S.

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The Company cannot predict at this time the outcomes of resolving these compliance matters, what actions may be taken by the regulatory agencies or the potential consequences to the Company.

Other Environmental Litigation

Other Environmental Matters

In July 2018, the Company, along with more than 120 other companies, was served with a complaint seeking cost recovery and contribution towards the cleaning up of approximately eight miles of the Lower Passaic River in New Jersey.

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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.

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.

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.

The Cottage Grove facility had self-reported this information to the MPCA in September 2023.

In December 2023, the Company provided a written response to the MPCA detailing what the Company believes to be the completion of all of the corrective actions identified in the Alleged Violation Letter (also including waste spills and container management).

At this time, the Company cannot predict the ultimate outcome or actions that may be taken by MPCA.

In February 2024, the MPCA issued an administrative penalty order to the Company providing for a penalty that was not material to the Company, which the Company paid.

In January 2024, the Company received an information request from U.S.

EPA regarding an October 2023 reported release of 1,2-propylenimine at the Cottage Grove facility.

The Company is working to produce documents and information sought by this request and cooperating with this inquiry.

The Company responded to the information request.

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.

The Company’s environmental liabilities and insurance receivables are described below.

Environmental Liabilities and Insurance Receivables

The Company’s environmental liabilities and insurance recovery are described below.

Environmental Liabilities and Insurance Recoveries

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 2023, as a result of ongoing review and recent developments in ongoing environmental matters and litigation (including the proposed PWS Settlement), the Company increased its accrual for PFAS-related other environmental liabilities by $ 10.6 billion and made related payments of $ 209 million.

During 2024, primarily as a result of interest accretion on the PWS Settlement, the Company increased its accrual for PFAS-related other environmental liabilities by $ 0.7 billion and made related payments of $ 3.1 billion.

As of December 31, 2024, the Company had recorded liabilities of $ 8.6 billion for “other environmental liabilities.” These amounts are reflected in the consolidated balance sheet within other current liabilities ($ 2.0 billion) and other liabilities ($ 6.6 billion).

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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 December 31, 2023, the Company’s receivable for insurance recoveries related to the environmental matters and litigation was not material.

Various factors could affect the timing and amount of recovery of this and future expected increases in the receivable, 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.

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.

During 2024, the Company recorded $ 27 million in insurance recovery benefits related to the environmental matters and litigation and the Company's efforts to cover a portion of the environmental liabilities continues.

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

Combat Arms Earplugs

In December 2018, a military veteran filed an individual lawsuit against 3M in the San Bernardino Superior Court in California alleging that he sustained personal injuries while serving in the military caused by 3M’s Dual-Ended Combat Arms Earplugs – Version 2.

The plaintiff asserts claims of product liability and fraudulent misrepresentation and concealment.

The plaintiff seeks various damages, including medical and related expenses, loss of income, and punitive damages.

As previously disclosed, additional lawsuits were subsequently filed involving similar allegations.

In April 2019, the JPML granted motions to transfer and consolidate all cases pending in federal courts to the U.S.

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

The plaintiffs and 3M filed preliminary summary judgment motions on the government contractor defense.

In July 2020, the MDL court granted the plaintiffs’ summary judgment motion and denied the defendants’ summary judgment motion, ruling that plaintiffs’ claims are not barred by the government contractor defense.

The court denied the Company’s request to immediately certify the summary judgment ruling for appeal to the U.S.

Court of Appeals for the Eleventh Circuit.

In December 2020, the court granted the plaintiffs’ motion to consolidate three plaintiffs for the first bellwether trial, which began in March 2021.

Combat Arms Earplugs Litigation and Insurance Recoveries

Aearo Technologies sold Dual-Ended Combat Arms – Version 2 Earplugs starting in about 1999.

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 (in the range of 260,000 to 285,000 individual 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 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.

3M committed $ 1.0 billion to fund this trust and committed an additional $ 0.2 billion to fund projected related case expenses.

Under the terms of the agreement, the Company would provide additional funding if required by the Aearo Entities to resolve the matter as part of the chapter 11 proceeding.

Related to these actions, 3M reflected a pre-tax charge of $ 1.2 billion (within selling, general and administrative expenses), inclusive of fees and net of related existing accruals, in the second quarter of 2022.

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 September 2022, the bankruptcy judge certified Aearo’s request to appeal the decision directly to the Seventh Circuit Court of Appeals and in October the Seventh Circuit accepted the appeal.

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.

Also in June 2023, the bankruptcy judge certified a direct appeal of the motion to dismiss decision to the U.S.

Court of Appeals for the Seventh Circuit.

Aearo appealed the decision and the Seventh Circuit 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.

A summary of affected material consolidated balance sheet amounts is included at the end of this Combat Arms litigation discussion.

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

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 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.

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.

During 2023, as a result of ongoing review and recent developments in ongoing litigation (including the CAE Settlement), the Company increased its existing accrual for Combat Arms Earplugs by $ 4.3 billion and made the related payments noted above.

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 the payments noted below pursuant to the payment schedule set forth in the amended settlement agreement.

The current claimant participation level under the settlement agreement (including claims dismissed with prejudice) exceeds 99 %;

however, existing or new litigation may continue in the United States and internationally relating to the products that are the subject of the settlement.

For example, the Company is aware of a writ of summons that was filed in Australia on behalf of purported users of the Company's earplug products.

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.

The Company’s aggregate liabilities are unlikely to be fully covered by applicable insurance, and, to the extent covered, will exceed the applicable limits of such insurance.

During 2024, the Company reflected $ 322 million of benefits from insurance recoveries related to the Combat Arms Earplugs litigation.

Through December 31, 2024, the Company has recorded $ 322 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 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 December 31, 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 within other current liabilities ($ 1.5 billion) and within other liabilities ($ 3.5 billion) on 3M’s consolidated balance sheet.

This amount is reflected within contingent liability claims and other ($ 1.3 billion within other current liabilities and $ 2.4 billion within other liabilities) on 3M’s consolidated balance sheet.

The accruals represent the Company’s estimate of the probable loss in connection with the CAE Settlement.

The Company also made an aggregate of $ 723 million in payments (scheduled payments plus insurance recoveries) in January 2025 pursuant to the amended settlement agreement.

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

Additionally, as a result of reconsolidation in the second quarter of 2023 of the former deconsolidated Aearo Entities, the following balances on 3M’s consolidated balance sheet as of December 31, 2022 do not appear on the comparative consolidated balance sheet as of December 31, 2023:

• $ 0.7 billion asset balance in equity and other investments (within other assets), reflecting 3M’s equity investment interest in the entities.

• $ 0.6 billion net liability for former intercompany amounts due from 3M to the deconsolidated entities.

The gross balances were reflected in other liabilities ($ 0.9 billion) and other assets ($ 0.3 billion).

As of December 31, 2023, the Company was a named defendant in approximately 6,231 lawsuits in the United States and one Canadian putative class action with a single named plaintiff, alleging that they underwent various joint arthroplasty, cardiovascular, and other surgeries and later developed surgical site infections due to the use of the Bair Hugger patient warming system.

The plaintiffs seek damages and other relief based on theories of strict liability, negligence, breach of express and implied warranties, failure to warn, design and manufacturing defect, fraudulent and/or negligent misrepresentation/concealment, unjust enrichment, and violations of various state consumer fraud, deceptive or unlawful trade practices and/or false advertising acts.

The JPML consolidated all cases pending in federal courts to the U.S.

District Court for the District of Minnesota to be managed in an MDL proceeding.

In July 2019, the court excluded several of the plaintiffs’ causation experts, and granted summary judgment for 3M in all cases pending at that time in the MDL.

Plaintiffs appealed that decision to the U.S.

Court of Appeals for the Eighth Circuit.

Plaintiffs also appealed a 2018 jury verdict in favor of 3M in the first bellwether trial in the MDL and appealed the dismissal of another bellwether case.

A panel of the appellate court in August 2021 reversed the district court’s exclusion of the plaintiffs’ causation experts and the grant of summary judgment for 3M.

The Company sought further appellate en banc review by the full Eighth Circuit court.

In November 2021, the Eighth Circuit court denied 3M’s petition for rehearing en banc.

In February 2022, the Company filed a petition for a writ of certiorari in the U.S.

Supreme Court.

In May 2022, the U.S.

Supreme Court declined 3M’s request to review the Eighth Circuit court’s decision.

The MDL court has not yet issued a new case management order.

Separately, in August 2021, the Eighth Circuit court affirmed the 2018 jury verdict in 3M’s favor in the only bellwether trial in the MDL.

In February 2022, the MDL court ordered the parties to engage in any mediation sessions that a court-appointed mediator deemed appropriate.

Mediation sessions took place in May and August 2022 without success in resolving the litigation.

The MDL court assigned a new mediator to facilitate discussions of the litigation and possible resolution.

The MDL court denied plaintiffs' April 2023 motion to disqualify the judge and magistrate judge overseeing the MDL.

The parties, working with the mediator, agreed on the beginning of a bellwether process, selecting 34 cases, with the first federal court trials to potentially begin in 2024.

The MDL court recommended remand to the courts where filed of the bellwether cases not filed in Minnesota;

the Joint Panel on Multi-District Litigation will consider that recommendation during the first quarter of 2024.

In addition to the federal cases, there are five state court cases relating to the Bair Hugger patient warming system.

Two are pending in Missouri state court and combine Bair Hugger product liability claims with medical malpractice claims.

One of the Missouri cases was tried in September and October of 2022;

the jury returned a verdict in 3M’s favor on all the claims.

The trial court denied plaintiff’s motion for a new trial, and plaintiffs have filed a notice of appeal.

The other Missouri case is scheduled for trial in September 2024.

There is also one case in Etowah County, Alabama that combines Bair Hugger product liability claims with medical malpractice claims;

it is scheduled for trial in November 2024.

A Texas case that we had removed to federal court was remanded in January 2024.

Finally, a putative class action has been filed in Ramsey County, Minnesota, seeking economic damages for the use of the Bair Hugger system in orthopedic surgeries and surgeries for medically obese people in Minnesota from May 2017 to the present.

The Ramsey County court denied a motion to dismiss in August 2023.

Three other state cases have been resolved in 2023, including a Missouri state court case that was voluntarily dismissed in June 2023 and a Texas state court case that was voluntarily dismissed in September 2023.

As previously disclosed, 3M had been named a defendant in 61 cases in Minnesota state court.

In January 2018, the Minnesota state court excluded plaintiffs’ experts and granted 3M’s motion for summary judgment on general causation.

The Minnesota Court of Appeals affirmed the state court orders in their entirety and the Minnesota Supreme Court denied plaintiffs’ petition for review and entered the final dismissal in 2019, effectively ending the Minnesota state court cases.

In June 2016, the Company was served with a putative class action filed in the Ontario Superior Court of Justice for all Canadian residents who underwent various joint arthroplasty, cardiovascular, and other surgeries and later developed surgical site infections that the representative plaintiff claims were due to the use of the Bair Hugger patient warming system.

The representative plaintiff seeks relief (including punitive damages) under Canadian law based on theories similar to those asserted in the MDL.

For product liability litigation matters described in this section for which a liability has been recorded, the amount recorded is not material to the Company's results of operations or financial condition.

In addition, the Company is not able to estimate a possible loss or range of possible loss in excess of the recorded liability at this time.

Federal False Claims Act / Qui Tam Litigation:

In October 2019, 3M acquired Acelity, Inc.

and its KCI subsidiaries, including Kinetic Concepts, Inc.

and KCI USA, Inc.

As previously disclosed in the SEC filings by the KCI entities, in 2009, Kinetic Concepts, Inc.

received a subpoena from the U.S.

Department of Health and Human Services Office of Inspector General.

In 2011, following the completion of the government’s review and its decision declining to intervene in two qui tam actions described further below, the qui tam relator-plaintiffs’ pleadings were unsealed.

The government inquiry followed two qui tam actions filed in 2008 by two former employees against Kinetic Concepts, Inc.

and KCI USA, Inc.

(collectively, the “KCI defendants”) under seal in the U.S.

District Court for the Central District of California.

As 3M has previously disclosed, one qui tam action (the Godecke case) was dismissed in January 2022.

In the remaining action (the Hartpence case), the complaint contains allegations that the KCI Defendants violated the federal False Claims Act by submitting false or fraudulent claims to federal healthcare programs by billing for V.A.C.® Therapy in a manner that was not consistent with the Local Coverage Determinations issued by the Durable Medical Equipment Medicare Administrative Contractors and seeks monetary damages.

In June 2019, the district court entered summary judgment in the KCI Defendants’ favor on all of the relator-plaintiff’s claims.

The relator-plaintiff then filed an appeal in the U.S.

Court of Appeals for the Ninth Circuit.

Oral argument in the Hartpence case was held in July 2020.

The appellate court issued an opinion in August 2022 reversing the decision of the district court and remanding the case for further proceedings.

Following a mediation conducted in November 2023, the parties reached an agreement in principle to settle the case and resolve all the remaining claims, including dismissal of the action with prejudice, subject to finalization of settlement terms and agreement by the government.

For the KCI-related matters described in this section for which a liability has been recorded, the amount recorded is not material to the Company’s consolidated results of operations or financial condition.

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

3M's lease arrangements include both operating and finance leases.

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Total operating lease cost $ 324 $ 362 $ 382

$ 406 $ 430 $ 446

Short-term lease cost and income related to sub-lease activity is immaterial for the Company.

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(Millions unless noted) Location on face of Balance Sheet 2024 2023

Right of use assets

Operating lease right of use assets $ 759 $ 829

Current liability

Operating lease liabilities - current 225 261

Noncurrent liability

Operating lease liabilities 534 580

Right of use assets Operating lease right of use assets $ 565 $ 657

Current liability Operating lease liabilities - current 163 192

Noncurrent liability Operating lease liabilities 405 464

Weighted average remaining lease term (in years):

Weighted average discount rate:

The consolidated statements of cash flows include the results of continuing and discontinued operations.

Supplemental cash flow information related to operating lease is as follows:

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Long-term obligations $ 405

As of December 31, 2023, the Company has additional operating lease commitments that have not yet commenced of approximately $ 9 million.

As of December 31, 2024, the Company has an immaterial amount of additional operating lease commitments that have not yet commenced.

These commitments pertain to 3M’s right of use of certain buildings.

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therefore, higher stock-based compensation expense is typically recognized in the first quarter.

Due to the intended spin-off of the Health Care business (see Note 3), the 2024 annual grant will be made after the completion of the spin.

However, due to the spin-off of Solventum (see Note 2), the 2024 annual grant was made in May, after the April 1, 2024 separation.

In addition to the annual grants, the Company makes other minor grants of stock options, restricted stock units and other stock-based grants.

The Company issues cash settled restricted stock units and stock appreciation rights in certain countries.

These grants do not result in the issuance of common stock and are considered immaterial by the Company.

The cash settled grants do not result in the issuance of common stock and are considered immaterial by the Company, and not included in the tables below.

In connection with the Solventum separation on April 1, 2024 (see Note 2), all outstanding stock-based compensation awards associated with Solventum employees converted into Solventum awards, became Solventum’s responsibility and were cancelled from 3M plans.

The conversion into Solventum awards was made with the intent to preserve the intrinsic value of each award immediately before and after the Separation.

In addition, for awards associated with remaining 3M employees, the number of shares underlying unvested stock awards was adjusted along with the exercise price and the number of shares underlying outstanding stock options.

These adjustments were made with the intent to preserve the intrinsic value of each award immediately before and after the Separation and were determined using a ratio calculated using the 3M share price based on the market closing price before and the average of the closing price from the first three days of trading after the Separation.

The terms of the outstanding awards remain the same and if unvested, continue to vest over the original vesting periods.

The adjustments to shares underlying unvested stock awards and outstanding stock options did not result in a material stock-based compensation cost.

Stock-Based Compensation Expense:

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The following table summarizes stock option activity:

(Options in thousands) Number of Options Weighted Average Exercise Price Weighted Average

Remaining Contractual Life (months) Aggregate

Intrinsic Value

(Options in thousands) Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (months) Aggregate Intrinsic Value (millions)

Under option —

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34,683 $ 167.38

Expired ( 3,689 ) 130.83

Solventum exits ( 2,558 ) 169.45

Share conversion 3,942 151.08

Granted 528 97.15

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For the primary annual stock option grant, the weighted average fair value at the date of grant was calculated using the Black-Scholes option-pricing model and the assumptions that follow.

2023 2022 2021

Exercise price $ 97.15 $ 116.90 $ 162.41

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3,798 $ 136.55

Granted 2,372 114.71

Vested ( 737 ) 163.69

Solventum exits ( 815 ) 122.38

Share conversion 328 115.54

Granted 4,001 98.01

Forfeited ( 425 ) 109.27

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As of January 1, 2024

Vested ( 101 ) 176.72

Solventum Exits ( 3 ) 144.75

Share conversion 51 113.35

Granted 338 97.82

Distributed ( 146 ) 153.21

Performance change 240 100.86

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3M’s businesses are organized, managed and internally grouped into segments based on differences in markets, products, technologies and services.

3M manages its operations in four business segments:

3M manages its continuing operations in three business segments:

Safety and Industrial;

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and Consumer.

3M’s four business segments bring together common or related 3M technologies, enhancing the development of innovative products and services and providing for efficient sharing of business resources.

In July 2022, 3M announced its intention to spin off the Health Care business as a separate public company (see Note 3 for additional information).

3M’s three business segments bring together common or related 3M technologies, enhancing the development of innovative products and services and providing for efficient sharing of business resources.

On April 1, 2024, 3M completed the previously announced separation of its Health Care business as a separate public company, Solventum (see Note 2 for additional information).

3M is an integrated enterprise characterized by substantial intersegment cooperation, cost allocations and inventory transfers.

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3M discloses business segment operating income (loss) as its measure of segment profit/loss, reconciled to both total 3M operating income (loss) and income before taxes.

Business segment operating income (loss) excludes certain expenses and income that are not allocated to business segments (as described below in “Corporate and Unallocated”).

Effective in the first quarter of 2023, the measure of segment operating performance and segment composition used by 3M’s chief operating decision maker (CODM) changed and, as a result, 3M’s disclosed measure of segment profit/loss (business segment operating income (loss)) was updated.

The change to business segment operating income (loss) aligns with the update to how the CODM assesses performance and allocates resources for the Company’s business segments.

The changes included the items described below.

The financial information presented herein reflects the impact of these business segment reporting changes for all periods presented.

Reflecting gains/losses from sale of property, plant and equipment (PPE) and other assets within Corporate and Unallocated Change

3M updated its business segment operating performance measure to reflect all gains/losses from sales of PPE and other assets within Corporate and Unallocated.

Previously, certain of these gains/losses were included in 3M’s business segments’ operating performance.

Movement of certain businesses between segments

The businesses associated with two groups of products (each with approximately $ 25 million in annual sales) were realigned with one moving from the Consumer business segment to the Health Care business segment and the other moving from the Health Care business segment to the Consumer business segment.

Also effective in the first quarter of 2023, the Consumer business segment re-aligned from four divisions to the following three divisions:

Home, Health and Auto Care;

Construction and Home Improvement Markets;

and Stationery and Office.

Business segment operating income (loss) excludes certain expenses and income that are not allocated to business segments (as described below in “Corporate and Unallocated and Other”).

Business segment disclosures consider information used by/provided to 3M's chief operating decision maker (CODM).

For 3M, the CODM is the chief executive officer.

The CODM uses business segment operating income (loss) to allocate resources to segments in the planning and forecasting process along with periodic ongoing reviews of results and overall market activity.

3M made certain changes to the composition of segment information reviewed by 3M's CODM effective in the second quarter of 2024 largely as a result of the separation of Solventum and changes within its business segments effective in the first quarter of 2024.

Accordingly, information provided herein reflects the impact of these changes for all applicable periods presented.

Effective in the second quarter of 2024, this change included the following:

Elimination of former Health Care business segment

• The former Health Care business segment was eliminated in the second quarter of 2024 in connection with the separation of Solventum and reflection of its historical net income and applicable assets and liabilities included in the Separation as discontinued operations within 3M's financial statements.

Addition of ‘Other’ and update to ‘Corporate and Unallocated’

• 3M added the “Other” category of information as a result of the Separation.

It principally reflects:

◦ Transition arrangement agreements (e.g.

fees charged by 3M, net of underlying costs) related to divested businesses, including those related to the Separation, as well as other applicable divestitures.

◦ Operations of businesses of the former Health Care segment divested prior to the Separation and therefore not reflected as discontinued operations within 3M's financial statements, along with limited-duration supply agreements with those previous divestitures.

• Activity included in 3M’s existing “Corporate and Unallocated” was updated primarily to additionally reflect:

◦ Removal of costs related to separating and divesting Solventum that were eligible to be part of discontinued operations.

◦ Commercial activity with Solventum post-Separation and certain operations of the former Health Care business segment retained by 3M.

◦ Costs previously allocated to Solventum prior to the Separation that were not eligible to be part of discontinued operations other than those beginning in the first quarter of 2024 included in “Other” associated with transition arrangement activity for which 3M began to charge fees in April 2024.

In addition, effective in the first quarter of 2024, 3M made certain changes within its business segments as described below.

While they impacted the composition of certain divisions within business segments, they did not change the overall composition of segments or the measure of segment operating performance used by 3M’s CODM.

Creation of Industrial Specialties division (within Safety and Industrial business segment) and Commercial Branding and Transportation division (within Transportation and Electronics business segment)

• 3M created the Industrial Specialties division within the Safety and Industrial business segment, which consists of the former Closure and Masking Systems division along with certain products formerly within the Industrial Adhesive and Tapes division and the Personal Safety division.

Further, 3M created the Commercial Branding and Transportation division within the Transportation and Electronics business segment, which consists of the former Commercial Solutions division and the Transportation Safety division.

Re-alignment of divisions within Consumer business segment

• Within the Consumer business segment, the business re-aligned to the following four divisions:

Consumer Safety and Well-Being, Home and Auto Care, Home Improvement, and Packaging and Expression.

Business Segment Products

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• Autobody repair solutions

• Closure systems for personal hygiene products, masking, and packaging materials

• Industrial specialty products such as personal hygiene products, masking, and packaging materials

• Electrical products and materials for construction and maintenance, power distribution and electrical original equipment manufacturers (OEMs)

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• Premium large format graphic films for advertising and fleet signage

• Reflective signage for highway, and vehicle safety

• Light management films and electronics assembly solutions

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• Solutions for data centers

• Reflective signage for highway, and vehicle safety

Health Care • Health care procedure coding and reimbursement software

• Skin, wound care, and infection prevention products and solutions

• Dentistry and orthodontia solutions

• Filtration and purification systems

Consumer • Consumer bandages, braces, supports and consumer respirators

• Cleaning products for the home

• Retail abrasives, paint accessories, car care DIY products, picture hanging and consumer air quality solutions

• Stationery products

Some seasonality impacts this business segment related to back-to-school, generally in the third quarter of each year

Consumer • Cleaning products for the home

• Consumer air quality products

• Picture hanging accessories

• Retail abrasives, paint accessories and safety products

• Stationery and office products

• Automotive appearance products

• Consumer bandages, tapes, braces and supports

Some seasonality impacts this business segment, for example back-to-school and holiday

Business Segment Information

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Transportation and Electronics 8,380 8,501 8,902

Health Care 8,195 8,427 8,601

Consumer 4,931 5,026 5,292

Total reportable business segment net sales 24,272 24,483 25,798

Corporate and Unallocated 271 90 82

Total Company $ 24,575 $ 24,610 $ 26,161

Operating Performance (Millions)

Significant Segment Expenses and Operating Performance (Millions)

2024 2023 2022

Safety and Industrial

Cost of sales $ 5,965 $ 6,137 $ 6,510

Selling, general and administrative expenses 2,020 2,023 3,467

Research, development and related expenses 485 472 492

Safety and Industrial operating income (loss) 2,491 2,324 1,135

Transportation and Electronics

Health Care 1,603 1,799 2,034

Consumer 904 978 1,164

Total business segment operating income (loss) 6,143 4,885 7,527

Cost of sales 5,106 5,524 5,413

Selling, general, administrative and goodwill impairment expenses

1,236 1,207 2,042

Research, development and related expenses 460 458 474

Transportation and Electronics operating income (loss) 1,578 1,312 973

Cost of sales 2,912 3,064 3,252

Selling, general and administrative expenses 955 933 943

Research, development and related expenses 132 125 119

Consumer operating income (loss) 932 904 978

Total reportable business segment operating income (loss) 5,001 4,540 3,086

Corporate and Unallocated

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Other expense/(income), net 3 582 165

Income (loss) before income taxes $ ( 9,688 ) $ 6,392 $ 7,204

Income (loss) from continuing operations before income taxes

$ 4,819 $ ( 11,271 ) $ 4,204

Assets Depreciation & Amortization Capital Expenditures

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Transportation and Electronics 6,531 6,826 458 537 410 468 723 562

Health Care 13,315 13,364 597 623 636 228 272 249

Consumer 2,518 2,625 157 160 148 80 105 146

Corporate and Unallocated 16,602 12,058 163 84 120 274 257 453

Total Company $ 50,580 $ 46,455 $ 1,987 $ 1,831 $ 1,915 $ 1,615 $ 1,749 $ 1,603

Corporate and Unallocated and Other

19,942 16,195 53 206 130 183 275 257

Total continuing operations $ 39,868 $ 36,858 $ 1,224 $ 1,433 $ 1,254 $ 1,104 $ 1,388 $ 1,477

Assets subject to attribution to business segments largely include accounts receivable;

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and certain limited other assets.

All other items are reflected in Corporate and Unallocated.

All other items are reflected in Corporate and Unallocated and Other.

Accounts receivable and inventory are attributed based on underlying sales or activity.

Property, plant and equipment are attributed to a particular business segment based on that item’s primary user while certain items such as corporate-shared headquarters/administrative centers, laboratories, distribution centers and enterprise software systems are reflected in Corporate and Unallocated.

Intangible assets and goodwill are largely directly associated with a particular reporting unit and attributed on that basis.

Business segment depreciation reflected above is based on the underlying usage of assets (while the particular asset itself may be entirely reflected within a different business segment’s asset balance as its primary user).

This depreciation also includes allocated depreciation associated with a number of the assets reflected in Corporate and Unallocated as described above.

In 2023, information relative to the attribution of certain assets (limited elements of working capital in particular instances) to business segment assets reviewed by 3M’s CODM changed.

The impact of these changes is reflected in the above table for all periods presented.

Corporate and Unallocated:

This depreciation also includes allocated depreciation associated with a number of the assets reflected in Corporate and Unallocated and Other as described above.

Corporate and Unallocated and Other:

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.

• Corporate and Unallocated operating income (loss) includes “corporate special items” and “other corporate expense-net”.

◦ Corporate special items include net costs for significant litigation impacting operating income (loss) associated with PFAS-related other environmental and Combat Arms Earplugs matters.

In addition, during the voluntary chapter 11 bankruptcy period (which began in July 2022 and ended in June 2023—see Note 18), costs associated with the Aearo portion of respirator mask/asbestos matters were also included in corporate special items.

In addition, during the voluntary chapter 11 bankruptcy period (which began in July 2022 and ended in June 2023), costs associated with the Aearo portion of respirator mask/asbestos matters were also included in corporate special items.

Prior to the bankruptcy, costs associated with Combat Arms Earplugs matters were not included in the Corporate net costs for significant litigation special item, instead being reflected in the Safety and Industrial business segment.

Corporate special items also include divestiture costs, gain/loss on business divestitures (see Note 3), divestiture-related restructuring costs (see Note 5), and Russia exit costs/ benefits (see Note 17).

Divestiture costs include costs related to separating and divesting substantially an entire business segment of 3M following public announcement of its intended divestiture.

Other corporate expense-net includes items such as net costs related to limited unallocated corporate staff and centrally managed material resource centers of expertise costs, corporate philanthropic activity, gains/losses from sales of PPE and other assets, and other net costs that 3M may choose not to allocate directly to its business segments.

Other corporate expense-net also includes costs and income during the term of transition supply, manufacturing, and service arrangements with divested businesses.

Items classified as revenue from this activity are included in Corporate and Unallocated net sales.

Because Corporate and Unallocated includes a variety of miscellaneous items, it is subject to fluctuation on a quarterly and annual basis.

Corporate special items for the periods presented also include divestiture costs, gain on business divestitures, divestiture-related restructuring actions and Russia exit charges/benefits.

Divestiture costs include costs that were not eligible to be part of discontinued operations related to separating and divesting substantially an entire business segment of 3M following public announcement of its intended divestiture.

◦ Other corporate expense-net includes certain enterprise and governance activities resulting in unallocated corporate costs and other activity and net costs that 3M may choose not to allocate directly to its business segments.

Other corporate expense-net also includes costs previously allocated to Solventum prior to the Separation that were not eligible to be part of discontinued operations, commercial activity with Solventum post-Separation, and certain operations of the former Health Care business segment retained by 3M.

• Other principally reflects activity associated with:

◦ Transition arrangement agreements (e.g.

fees charged by 3M, net of underlying costs) related to divested businesses, including those related to the Separation, as well as other applicable divestitures.

Geographic Information:

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Europe, Middle East and Africa 1,051 1,144

Total Company $ 9,159 $ 9,178

United States net property, plant and equipment (PPE) was $ 5,766 million and $ 5,662 million at December 31, 2023 and 2022, respectively.

China/Hong Kong net PPE was $ 486 million and $ 518 million at December 31, 2023 and 2022, respectively.

Total continuing operations $ 7,388 $ 7,690

United States net property, plant and equipment (PPE) was $ 5.0 billion and $ 5.0 billion at December 31, 2024 and 2023, respectively.

China/Hong Kong net PPE was $ 0.4 billion and $ 0.4 billion at December 31, 2024 and 2023, respectively.

Quarterly Data (Unaudited)

As discussed in Note 2, as a result of the April 2024 separation of Solventum, the historical net income of Solventum is reported in 3M's consolidated financial statements as discontinued operations.

The below provides unaudited summarized quarterly financial information on this basis to allow for a meaningful comparison of continuing operations.

(Millions, except per share amounts) First Quarter Second Quarter Third Quarter Fourth Quarter Full Year

Net sales $ 6,016 $ 6,255 $ 6,294 $ 6,010 $ 24,575

Cost of sales 3,485 3,571 3,647 3,744 14,447

Net income (loss) from continuing operations including noncontrolling interest 710 1,210 1,376 728 4,024

Net income (loss) from continuing operations attributable to 3M 705 1,204 1,372 728 4,009

Net income (loss) from discontinued operations, net of taxes 223 ( 59 ) — — 164

Net income (loss) attributable to 3M 928 1,145 1,372 728 4,173

Earnings (loss) per share attributable to 3M common shareholders:

Earnings (loss) per share from continuing operations — basic $ 1.27 $ 2.17 $ 2.49 $ 1.34 $ 7.28

Earnings (loss) per share from continuing operations — diluted 1.27 2.17 2.48 1.33 7.26

Earnings (loss) per share from discontinued operations — basic 0.40 ( 0.10 ) — — 0.30

Earnings (loss) per share from discontinued operations — diluted 0.40 ( 0.10 ) — — 0.29

Earnings (loss) per share — basic 1.67 2.07 2.49 1.34 7.58

Earnings (loss) per share — diluted 1.67 2.07 2.48 1.33 7.55

(Millions, except per share amounts) First Quarter Second Quarter Third Quarter Fourth Quarter Full Year

Net sales $ 6,055 $ 6,283 $ 6,270 $ 6,002 $ 24,610

Cost of sales 3,744 3,728 3,716 3,795 14,983

Net income (loss) from continuing operations including noncontrolling interest 667 ( 7,166 ) ( 2,523 ) 636 ( 8,386 )

Net income (loss) from continuing operations attributable to 3M 662 ( 7,171 ) ( 2,527 ) 634 ( 8,402 )

Net income (loss) from discontinued operations, net of taxes 314 330 452 311 1,407

Net income (loss) attributable to 3M 976 ( 6,841 ) ( 2,075 ) 945 ( 6,995 )

Earnings (loss) per share attributable to 3M common shareholders:

Earnings (loss) per share from continuing operations — basic $ 1.20 $ ( 12.94 ) $ ( 4.56 ) $ 1.14 $ ( 15.17 )

Earnings (loss) per share from continuing operations — diluted 1.20 ( 12.94 ) ( 4.56 ) 1.14 ( 15.17 )

Earnings (loss) per share from discontinued operations — basic 0.57 0.59 0.82 0.56 2.54

Earnings (loss) per share from discontinued operations — diluted 0.56 0.59 0.82 0.56 2.54

Earnings (loss) per share — basic 1.77 ( 12.35 ) ( 3.74 ) 1.70 ( 12.63 )

Earnings (loss) per share — diluted 1.76 ( 12.35 ) ( 3.74 ) 1.70 ( 12.63 )

Gross profit is calculated as net sales minus cost of sales.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

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-K

Item 8. Financial Statements and Supplementary Data