1 unchanged sentence
Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is designed to provide a reader of 3M’s financial statements with a narrative from the perspective of management.
+Added: The MD&A should be read in conjunction with 3M's consolidated financial statements and the accompanying notes to the consolidated financial statements.
3M’s MD&A is presented in the following sections:
3 unchanged sentences
• Cautionary Note Concerning Factors That May Affect Future Results
−Removed: The term "N/M" used herein references "not meaningful" for certain percent changes.
Forward-looking statements in Part I, Item 2 may involve risks and uncertainties that could cause results to differ materially from those projected (refer to the section entitled Cautionary Note Concerning Factors That May Affect Future Results in Part I, Item 2 and the risk factors provided in Part II, Item 1A for discussion of these risks and uncertainties).
3M is a diversified global manufacturer, technology innovator and marketer of a wide variety of products and services.
−Removed: Certain changes are reflective in this document for all applicable periods presented.
−Removed: These include:
−Removed: • 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.
−Removed: As a result of the Separation, Solventum became an independent public company and 3M no longer consolidates Solventum into 3M’s financial results.
−Removed: 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.
−Removed: • 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 19.
−Removed: To the extent these changes impacted 3M's disclosed disaggregated revenue information, data in Note 3 has also been updated.
+Added: As discussed in Note 1, certain changes are reflective in this document for all applicable periods presented.
+Added: As discussed in Note 2, 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.
+Added: As a result, Solventum became an independent public company, 3M no longer consolidates Solventum into 3M’s financial results and 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 manages its continuing operations in three operating business segments:
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and Consumer.
−Removed: From a geographic perspective, any references to EMEA refer to Europe, Middle East and Africa on a combined basis.
−Removed: References are made to organic sales change (which include both organic volume impacts and selling price impacts), which is defined as the change in net sales, absent the separate impacts on sales from foreign currency translation and acquisitions, net of divestitures.
−Removed: Acquisition and divestiture sales change impacts, if any, are measured separately for the first twelve months post-transaction and, beginning April 2024, include the impact of commercial agreements associated with the separation of Solventum.
−Removed: 3M believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.
−Removed: 3M is impacted by certain special items such as costs for significant litigation and the sales and income associated with manufactured PFAS products.
−Removed: See Certain amounts adjusted for special items - (non-GAAP measures) section below for additional discussion of these and other special items, including references therein to where further information is provided.
−Removed: Additional information regarding certain items impacting pre-2024 periods that may also be relevant in 2024 can be found in the Overview section of Part II, Item 7 as well as in further sections of 3M’s 2023 Annual Report on Form 10-K.
−Removed: Earnings (loss) from continuing operations per share attributable to 3M common shareholders – diluted:
−Removed: The following table provides the increases (decreases) in diluted earnings (loss) from continuing operations per share.
−Removed: Earnings (loss) from continuing operations per diluted share Three months ended
−Removed: September 30, 2024 Nine months ended
−Removed: September 30, 2024
−Removed: Same period last year $ (4.56) $ (16.32)
−Removed: Net costs for significant litigation 6.13 20.64
−Removed: Divestiture costs 0.01 0.02
−Removed: Gain on business divestitures (0.05) (0.05)
−Removed: Russia exit charges (benefits)
−Removed: Manufactured PFAS products 0.15 0.08
−Removed: Total special items 6.24 20.65
−Removed: Same period last year, excluding special items $ 1.68 $ 4.33
−Removed: Increase/(decrease) due to:
−Removed: Total organic growth/productivity and other 0.13 0.92
−Removed: Restructuring and related charges 0.02 0.14
−Removed: Foreign exchange impacts (0.03) (0.13)
−Removed: Acquisitions 0.02 0.05
−Removed: Other expense (income), net 0.04 0.23
−Removed: Income tax rate 0.11 0.08
−Removed: Shares of common stock outstanding 0.01 —
−Removed: Current period, excluding special items 1.98 5.62
−Removed: Net costs for significant litigation (0.51) (1.39)
−Removed: Divestiture costs — (0.24)
−Removed: Manufactured PFAS products (0.04) (0.04)
−Removed: Pension risk transfer cost — (1.09)
−Removed: Solventum ownership benefit from change in value
−Removed: Total special items 0.50 0.30
−Removed: Current period $ 2.48 $ 5.92
+Added: From a geographic perspective, EMEA refers to Europe, Middle East and Africa on a combined basis.
+Added: Financial highlights for first quarter of 2025:
+Added: • Sales of $6.0 billion, down 1.0 percent year-on-year (YoY), down 0.3 percent YoY organically 1 ;
+Added: adjusted sales of $5.8 billion, up 0.8 percent YoY, up 1.5 percent YoY organically 1
+Added: ◦ Driven by strength in electrical markets, industrial adhesives and tapes, and aerospace;
+Added: softer auto, abrasives, and packaging/expression;
+Added: and YoY impact of applicable special item (manufactured PFAS products)
+Added: • Operating margin of 20.9%, up 1.8 percentage points YoY;
+Added: adjusted operating margin of 23.5%, up 2.2 percentage points YoY
+Added: ◦ Reflecting benefits from growth, lower restructuring costs, productivity, transition service agreement reimbursement;
+Added: and the YoY impact of special items (primarily manufactured PFAS products), partially offset by continued growth investments in the business, timing of stock-based compensation, cost dis-synergies and foreign currency impacts.
+Added: • Earnings per diluted share (EPS) from continuing operations of $2.04, up 61 percent YoY;adjusted EPS from continuing operations of $1.88, up 10 percent YoY
+Added: ◦ Driven by growth and productivity, lower restructuring costs, share buyback partially offset by higher growth investments, non-operating pension headwind;
+Added: and the YoY impact of special items (primarily the change in value of Solventum ownership).
The Company refers to various "adjusted" amounts or measures on an “adjusted" basis.
1 unchanged sentence
These non-GAAP measures are further described and reconciled to the most directly comparable GAAP financial measures in the Certain amounts adjusted for special items - (non-GAAP measures) section below.
−Removed: A discussion related to the components of year-on-year changes in earnings (loss) from continuing operations per diluted share follows:
−Removed: Total organic growth/productivity and other:
−Removed: • For the third quarter of 2024, the following components impacted operating margins and earnings (loss) from continuing operations per diluted share year-on-year:
−Removed: ◦ Benefits from organic growth, continued productivity and restructuring resulted in a net year-on-year increase of $0.12 per share
−Removed: ◦ Income from transition service agreements with Solventum (refer to Note 2 for additional discussion) resulted in a net year-on-year increase of $0.01 per share
−Removed: • For the first nine months of 2024, the following components impacted operating margins and earnings (loss) from continuing operations per diluted share year-on-year:
−Removed: ◦ Benefits from organic growth, productivity, strong spending discipline and restructuring resulted in a net year-on-year increase of $0.79 per share
−Removed: ◦ Nonrecurring items including gain on property sales resulted in a net year-on-year increase of $0.08 per share.
−Removed: ◦ Income from transition services agreements with Solventum (refer to Note 2 for additional discussion) resulted in a net year-on-year increase of $0.05 per share
−Removed: Restructuring and related charges:
−Removed: • 3M recorded restructuring pre-tax charges of $40 million and $178 million in the third quarter and first nine months of 2024, respectively, compared to $58 million and $310 million in the same periods last year, respectively, (refer to Note 6 for additional discussion).
−Removed: In addition, 3M recorded certain related pre-tax adjustments, accelerated depreciation and other charges of $8 million and $34 million in the third quarter and first nine months of 2024, respectively.
−Removed: Foreign exchange impacts:
−Removed: • Foreign currency impacts (net of hedging) decreased operating income from continuing operations by approximately $18 million (or a decrease of pre-tax income from continuing operations by approximately $25 million) year-on-year for the third quarter of 2024 and decreased operating income from continuing operations by approximately $91 million (or a decrease of pre-tax income from continuing operations by approximately $107 million) year-on-year for the first nine months of 2024.
−Removed: These estimates include:
−Removed: (a) the effects of year-on-year changes in exchange rates on translating current period functional currency profits into U.S.
−Removed: dollars and on current period non-functional currency denominated purchases or transfers of goods between 3M operations, and (b) year-on-year changes in transaction gains and losses, including derivative instruments designed to reduce foreign currency exchange rate risks.
−Removed: Acquisitions/divestitures:
−Removed: • Impacts relate to:
−Removed: ◦ Divestiture impacts include the effect of new commercial agreements associated with the April 2024 separation of Solventum.
−Removed: ◦ Reconsolidation of Aearo entities - in the third quarter of 2022, 3M deconsolidated the Aearo Entities and, in the second quarter of 2023, reconsolidated those entities (discussed in Note 17).
−Removed: For each of the 12-months post-deconsolidation and post-reconsolidation, impacts are each reflected separately as divestiture and acquisition, respectively.
−Removed: Other expense (income), net:
−Removed: • Interest expense (net of interest income) included in other expense (income), net as presented above decreased for the third quarter and first nine months of 2024 compared to the same period year-on-year.
−Removed: • Lower income related to non-service cost components of pension and postretirement expense increased expense year-on-year for the third quarter and first nine months of 2024.
−Removed: Income tax rate:
−Removed: • Certain items above reflect specific income tax rates associated therewith.
−Removed: Overall, the effective tax rate for the third quarter of 2024 was 20.3 percent on a pre-tax income, compared to 23.5 percent on pre-tax loss in the prior year.
−Removed: The effective tax rate for the first nine months of 2024 was 19.0 percent, compared to 24.3 percent in the prior year.
−Removed: The primary factors that impacted the comparison of these rates year-over-year were the third quarter 2023 charge related to the settlement agreement to resolve CAE litigation (see Note 17), second quarter 2023 charge related to the settlement agreement with public water systems in the United States regarding PFAS (see Note 17), and the tax rate associated with the 2024 benefit related to the change in value of the retained ownership interest in Solventum.
−Removed: • On an adjusted basis (as discussed below), the effective tax rate for the third quarter and first nine months of 2024 was 20.5% and 20.1%, respectively, a decrease of 4.3 percentage points and a decrease of 1.1 percentage points, respectively, compared to the same period year-on-year.
−Removed: Shares of common stock outstanding:
−Removed: • Shares outstanding impacted earnings (loss) from continuing operations per share year-on-year.
−Removed: Certain amounts adjusted for special items - (non-GAAP measures):
−Removed: In addition to reporting financial results in accordance with U.S.
−Removed: GAAP, 3M also provides certain non-GAAP measures.
−Removed: These measures are not in accordance with, nor are they a substitute for GAAP measures, and may not be comparable to similarly titled measures used by other companies.
−Removed: Certain measures adjust for the impacts of special items.
−Removed: Special items for the periods presented include the items described in the section entitled “Description of special items”.
−Removed: Because 3M provides certain information with respect to business segments, it is noteworthy that special items impacting operating income (loss) are reflected in Corporate and Unallocated, except as described with respect to net costs for significant litigation and manufactured PFAS products items in the “Description of special items” section.
−Removed: The reconciliations below, therefore, also include impacted segments as applicable.
−Removed: This document contains measures for which 3M provides the reported GAAP measure and a non-GAAP measure adjusted for special items.
−Removed: The document also contains additional measures which are not defined under U.S.
−Removed: These measures and reasons 3M believes they are useful to investors (and, as applicable, used by 3M) include:
−Removed: GAAP amounts for which a measure adjusted for special items is also provided:
−Removed: Reasons 3M believes the measure is useful
−Removed: • Net sales (and sales change)
−Removed: Considered, in addition to segment operating performance, in evaluating and managing operations;
−Removed: useful in understanding underlying business performance, provides additional transparency to special items
−Removed: • Operating income (loss), segment operating income (loss) and operating income (loss) margin
−Removed: • Income (loss) from continuing operations before taxes
−Removed: • Provision for income taxes and effective tax rate
−Removed: • Net income (loss) from continuing operations
−Removed: • Earnings (loss) per share from continuing operations
−Removed: Special items for the periods presented include:
−Removed: Net costs for significant litigation:
−Removed: • These relate to 3M's respirator mask/asbestos (which include Aearo and non-Aearo items), PFAS-related other environmental, and Combat Arms Earplugs matters (as discussed in Note 17).
−Removed: Net costs include the impacts of changes in accrued liabilities (including interest imputation on applicable settlement obligations), external legal fees, and insurance recoveries, along with the associated tax impacts.
−Removed: Associated tax impacts of significant litigation include impacts on Foreign Derived Intangible Income (FDII), Global Intangible Low Taxed Income (GILTI), foreign tax credits and tax costs of repatriation.
−Removed: 3M does not consider the elements of the net costs associated with these matters to be normal, operating expenses related to the Company’s ongoing operations, revenue generating activities, business strategy, industry, and regulatory environment.
−Removed: Net costs related to respirator mask/asbestos are reflected as special items in the Safety and Industrial business segment while those impacting operating income (loss) associated with PFAS-related other environmental and Combat Arms Earplugs matters are reflected as corporate special items in Corporate and Unallocated.
−Removed: In addition, during the voluntary chapter 11 bankruptcy period (which began in July 2022 and ended in June 2023—see Note 17), costs associated with the Aearo portion of respirator mask/asbestos matters were reflected in corporate special items in Corporate and Unallocated.
−Removed: Prior to the bankruptcy, costs associated with Combat Arms Earplugs matters were reflected as part of special items in the Safety and Industrial business segment.
−Removed: Divestiture costs:
−Removed: • These include certain limited costs that were not eligible to be included within discontinued operations related to separating and divesting substantially an entire business segment of 3M following public announcement of its intended divestiture.
−Removed: As a result of completion of the April 2024 separation of Solventum, this includes the tax cost of update to 3M’s previous indefinite reinvestment plans on past unrepatriated earnings through the period of the Separation’s close and to tax positions retained by 3M.
−Removed: Manufactured PFAS products:
−Removed: • These amounts relate to sales and estimates of income (loss) regarding manufactured PFAS products that 3M plans to exit by the end of 2025 included within the Transportation and Electronics business segment.
−Removed: Along with other costs in arriving at this associated income, these amounts include estimates of costs of sales of $210 million and $348 million for the three months ended September 30, 2024 and 2023, respectively, and $626 million and $857 million for the nine months ended September 30, 2024 and 2023, respectively.
−Removed: Estimated income does not contemplate impacts on non-operating items such as net interest income/expense and the non-service cost components portion of defined benefit plan net periodic benefit costs.
−Removed: Russia exit charges/benefits:
−Removed: • In the second quarter of 2023, 3M recorded a gain on final disposal of net assets in Russia.
−Removed: Previously, in the third quarter of 2022, 3M recorded a charge primarily related to impairment of these assets in connection with management's committed exit and disposal plan.
−Removed: Pension risk transfer charge:
−Removed: • In the second quarter of 2024, 3M recorded a non-cash pension settlement charge reflected in other expense (income), net as a result of transferring a portion of its U.S.
−Removed: pension payment obligations and related plan assets to an insurance company (as discussed in Note 13).
−Removed: Solventum ownership - change in value:
−Removed: • This amount relates to the change in value of 3M's retained ownership interest in Solventum common stock reflected in other expense (income), net.
−Removed: Three months ended September 30, 2023
−Removed: (Dollars in millions, except per share amounts) Net sales Operating income (loss) Operating income (loss) margin Income (loss) from continuing operations before taxes Provision (benefit) for income taxes Effective tax rate Net income (loss) from continuing operations attributable to 3M Earnings (loss) from continuing operations per diluted share
−Removed: Safety and Industrial
−Removed: GAAP amounts $ 666 24.2 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 42
−Removed: Total special items 42
−Removed: Adjusted amounts (non-GAAP measures) $ 708 25.7 %
−Removed: Transportation and Electronics
−Removed: GAAP amounts $ 2,171 $ 389 17.9 %
−Removed: Adjustments for special items:
−Removed: Manufactured PFAS products (292) 105
−Removed: Total special items (292) 105
−Removed: Adjusted amounts (non-GAAP measures) $ 1,879 $ 494 26.3 %
−Removed: Total Company
−Removed: GAAP amounts $ 6,270 $ (3,096) (49.4) % $ (3,302) $ (777) 23.5 % $ (2,527) $ (4.56)
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 3
−Removed: — 4,312 4,469 1,068 3,401 6.13
−Removed: Manufactured PFAS products (292) 105 105 25 80 0.15
−Removed: Gain on business divestitures — (36) (36) (11) (25) (0.05)
−Removed: Divestiture costs — 7 7 2 5 0.01
−Removed: Total special items (292) 4,388 4,545 1,084 3,461 6.24
−Removed: Adjusted amounts (non-GAAP measures) $ 5,978 $ 1,292 21.6 % $ 1,243 $ 307 24.8 % $ 934 $ 1.68
−Removed: 3 For the per share amount, this includes adjusting-out the impact of this item causing weighted average shares outstanding to be the same for both basic and diluted loss per share in periods of resulting net losses.
−Removed: Three months ended September 30, 2024
−Removed: (Dollars in millions, except per share amounts) Net sales Sales change Operating income (loss) Operating income (loss) margin Income (loss) from continuing operations before taxes Provision (benefit) for income taxes Effective tax rate Net income (loss) from continuing operations attributable to 3M Earnings (loss) from continuing operations per diluted share Earnings (loss) from continuing operations per diluted share percent change
−Removed: Safety and Industrial
−Removed: GAAP amounts $ 650 23.5 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 22
−Removed: Total special items 22
−Removed: Adjusted amounts (non-GAAP measures) $ 672 24.3 %
−Removed: Transportation and Electronics
−Removed: GAAP amounts $ 2,139 (1.5) % $ 436 20.4 %
−Removed: Adjustments for special items:
−Removed: Manufactured PFAS products (226) 34
−Removed: Total special items (226) 34
−Removed: Adjusted amounts (non-GAAP measures) $ 1,913 1.8 % $ 470 24.5 %
−Removed: Total Company
−Removed: GAAP amounts $ 6,294 0.4 % $ 1,316 20.9 % $ 1,721 $ 348 20.3 % $ 1,372 $ 2.48 154 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation
−Removed: — 47 204 (75) 279 0.51
−Removed: Manufactured PFAS products (226) 34 34 9 25 0.04
−Removed: Solventum ownership - change in value
−Removed: — — (581) — (581) (1.05)
−Removed: Total special items (226) 81 (343) (66) (277) (0.50)
−Removed: Adjusted amounts (non-GAAP measures) $ 6,068 1.5 % $ 1,397 23.0 % $ 1,378 $ 282 20.5 % $ 1,095 $ 1.98 18 %
−Removed: Three months ended September 30, 2024
−Removed: Sales Change Organic sales Acquisitions Divestitures Translation Total sales change
−Removed: Total Company (0.1) % — % 0.8 % (0.3) % 0.4 %
−Removed: Remove manufactured PFAS products special item impact 1.1 — 0.1 (0.1) 1.1
−Removed: Adjusted total Company (non-GAAP measures)
−Removed: 1.0 % — % 0.9 % (0.4) % 1.5 %
−Removed: Transportation and Electronics (1.2) % — % — % (0.3) % (1.5) %
−Removed: Remove manufactured PFAS products special item impact 3.2 — — 0.1 3.3
−Removed: Adjusted Transportation and Electronics (non-GAAP measures) 2.0 % — % — % (0.2) % 1.8 %
−Removed: Nine months ended September 30, 2023
−Removed: (Dollars in millions, except per share amounts) Net sales Operating income (loss) Operating income (loss) margin Income (loss) from continuing operations before taxes Provision (benefit) for income taxes Effective tax rate Net income (loss) from continuing operations attributable to 3M Earnings (loss) from continuing operations per diluted share
−Removed: Safety and Industrial
−Removed: GAAP amounts $ 1,801 21.7 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 83
−Removed: Total special items 83
−Removed: Adjusted amounts (non-GAAP measures) $ 1,884 22.7 %
−Removed: Transportation and Electronics
−Removed: GAAP amounts $ 6,412 $ 1,093 17.0 %
−Removed: Adjustments for special items:
−Removed: Manufactured PFAS products (969) 54
−Removed: Total special items (969) 54
−Removed: Adjusted amounts (non-GAAP measures) $ 5,443 $ 1,147 21.1 %
−Removed: Total Company
−Removed: GAAP amounts $ 18,608 $ (11,588) (62.3) % $ (11,922) $ (2,893) 24.3 % $ (9,036) $ (16.32)
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 3
−Removed: — 14,792 14,961 3,532 11,429 20.64
−Removed: Manufactured PFAS products (969) 54 54 12 42 0.08
−Removed: Gain on business divestitures — (36) (36) (11) (25) (0.05)
−Removed: Russia exit charges (benefits) — (18) (18) 3 (21) (0.04)
−Removed: Divestiture costs — 11 11 2 9 0.02
−Removed: Total special items (969) 14,803 14,972 3,538 11,434 20.65
−Removed: Adjusted amounts (non-GAAP measures) $ 17,639 $ 3,215 18.2 % $ 3,050 $ 645 21.2 % $ 2,398 $ 4.33
−Removed: Nine months ended September 30, 2024
−Removed: (Dollars in millions, except per share amounts) Net sales Sales change Operating income (loss) Operating income (loss) margin Income (loss) from continuing operations before taxes Provision (benefit) for income taxes Effective tax rate Net income (loss) from continuing operations attributable to 3M Earnings (loss) from continuing operations per diluted share Earnings (loss) from continuing operations per diluted share percent change
−Removed: Safety and Industrial
−Removed: GAAP amounts $ 1,919 23.2 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation 40
−Removed: Total special items 40
−Removed: Adjusted amounts (non-GAAP measures) $ 1,959 23.7 %
−Removed: Transportation and Electronics
−Removed: GAAP amounts $ 6,386 (0.4) % $ 1,345 21.1 %
−Removed: Adjustments for special items:
−Removed: Manufactured PFAS products (743) 30
−Removed: Total special items (743) 30
−Removed: Adjusted amounts (non-GAAP measures) $ 5,643 3.7 % $ 1,375 24.4 %
−Removed: Total Company
−Removed: GAAP amounts $ 18,565 (0.2) % $ 3,737 20.1 % $ 4,060 $ 771 19.0 % $ 3,281 $ 5.92 136 %
−Removed: Adjustments for special items:
−Removed: Net costs for significant litigation — 136 699 (69) 768 1.39
−Removed: Manufactured PFAS products (743) 30 30 7 23 0.04
−Removed: Divestiture costs — 20 20 (111) 131 0.24
−Removed: Solventum ownership - change in value — — (1,694) — (1,694) (3.06)
−Removed: Pension risk transfer charge — — 795 188 607 1.09
−Removed: Total special items (743) 186 (150) 15 (165) (0.30)
−Removed: Adjusted amounts (non-GAAP measures) $ 17,822 1.0 % $ 3,923 22.0 % $ 3,910 $ 786 20.1 % $ 3,116 $ 5.62 30 %
−Removed: Nine months ended September 30, 2024
−Removed: Sales Change Organic sales Acquisitions Divestitures Translation Total sales change
−Removed: Total Company (0.2) % 0.3 % 0.5 % (0.8) % (0.2) %
−Removed: Remove manufactured PFAS products special item impact 1.2 — 0.1 (0.1) 1.2
−Removed: Adjusted total Company (non-GAAP measures) 1.0 % 0.3 % 0.6 % (0.9) % 1.0 %
−Removed: Transportation and Electronics — % 0.8 % — % (1.2) % (0.4) %
−Removed: Remove manufactured PFAS products special item impact 3.9 0.1 — 0.1 4.1
−Removed: Adjusted Transportation and Electronics (non-GAAP measures) 3.9 % 0.9 % — % (1.1) % 3.7 %
−Removed: Sales and operating income (loss) by business segment:
−Removed: The following tables contain sales and operating income (loss) results by business segment for the three and nine months ended September 30, 2024 and 2023.
−Removed: Refer to the section entitled Performance by Business Segment later in MD&A for additional discussion concerning 2024 versus 2023 results, including Corporate and Unallocated and Other.
−Removed: Corporate and Unallocated and Other are not reportable business segments as they do not meet the segment reporting criteria.
−Removed: Refer to Note 19 for additional information on business segments.
−Removed: Three months ended September 30,
−Removed: 2024 2023 % change
−Removed: (Dollars in millions) Net
−Removed: Sales Operating
−Removed: Income (Loss) Net
−Removed: Sales Operating
−Removed: Income (Loss) Net
−Removed: Sales Operating
−Removed: Income (Loss)
−Removed: Safety and Industrial $ 2,767 $ 650 $ 2,751 $ 666 0.5 % (2.4) %
−Removed: Transportation and Electronics 2,139 436 2,171 389 (1.5) 11.8
−Removed: Consumer 1,299 263 1,315 269 (1.2) (2.5)
−Removed: Corporate and Unallocated 81 (39) 26 (4,426)
−Removed: Other 8 6 7 6
−Removed: Total Company $ 6,294 $ 1,316 $ 6,270 $ (3,096) 0.4 % N/M
−Removed: Nine months ended September 30,
−Removed: 2024 2023 % change
−Removed: (Dollars in millions) Net Sales Operating Income (Loss) Net Sales Operating Income (Loss) Net Sales Operating Income (Loss)
−Removed: Safety and Industrial $ 8,258 $ 1,919 $ 8,295 $ 1,801 (0.5) % 6.5 %
−Removed: Transportation and Electronics 6,386 1,345 6,412 1,093 (0.4) 23.0
−Removed: Consumer 3,702 698 3,800 683 (2.6) 2.2
−Removed: Corporate and Unallocated 193 (203) 71 (15,190)
−Removed: Other 26 (22) 30 25
−Removed: Total Company $ 18,565 $ 3,737 $ 18,608 $ (11,588) (0.2) % N/M
−Removed: Three months ended September 30, 2024
−Removed: Worldwide Sales Change
−Removed: By Business Segment Organic sales Acquisitions Divestitures Translation Total sales
−Removed: Safety and Industrial 0.9 % — % — % (0.4) % 0.5 %
−Removed: Transportation and Electronics (1.2) — — (0.3) (1.5)
−Removed: Consumer (0.7) — — (0.5) (1.2)
−Removed: Nine months ended September 30, 2024
−Removed: Worldwide Sales Change
−Removed: By Business Segment Organic sales Acquisitions Divestitures Translation Total sales change
−Removed: Safety and Industrial 0.2 % — % — % (0.7) % (0.5) %
−Removed: Transportation and Electronics — 0.8 — (1.2) (0.4)
−Removed: Consumer (2.0) — — (0.6) (2.6)
−Removed: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section for additional details on the impact of special items on sales (and sales change) and operating income (loss) by business segment.
−Removed: Sales by geographic area:
−Removed: Percent change information compares the three and nine months ended September 30, 2024 with the same prior year period, unless otherwise indicated.
−Removed: Additional discussion of business segment results is provided in the Performance by Business Segment section.
−Removed: Three months ended September 30, 2024
+Added: Additional information regarding certain items impacting pre-2025 periods that may also be relevant in 2025 can be found in the Overview section of Part II, Item 7 as well as in further sections of 3M’s 2024 Annual Report on Form 10-K.
+Added: Results of Operations
+Added: Percent change information compares the three months ended March 31, 2025 and 2024, unless otherwise indicated.
+Added: Discussion of business segment results is provided in the Performance by Business Segment section.
+Added: Information regarding sales by geographic area is included below.
+Added: Three months ended March 31, 2025
Americas Asia Pacific
−Removed: Europe, Middle East & Africa
Net sales (millions) $ 3,207 $ 1,722 $ 1,025 $ 5,954
2 unchanged sentences
Organic sales 1
−Removed: Divestitures 1.2 0.1 0.5 0.8
−Removed: Translation (0.8) (0.4) 1.3 (0.3)
−Removed: Total sales change 0.7 % 1.4 % (2.4) % 0.4 %
−Removed: Nine months ended September 30, 2024
−Removed: Americas Asia Pacific Europe, Middle East & Africa Worldwide
−Removed: Net sales (millions) $ 10,114 $ 5,272 $ 3,179 $ 18,565
−Removed: % of worldwide sales 54.5 % 28.4 % 17.1 % 100.0 %
−Removed: Components of net sales change:
−Removed: Organic sales (0.3) 1.3 (2.5) (0.2)
−Removed: Acquisitions 0.5 0.1 — 0.3
+Added: 1.6 (0.7) (5.1) (0.3)
Divestitures 2
+Added: 1.6 0.2 0.5 1.0
Translation (1.4) (2.1) (2.1) (1.7)
Total sales change 1.8 % (2.6) % (6.7) % (1.0) %
−Removed: Additional information beyond what is included in the preceding tables are as follows:
−Removed: • For the third quarter of 2024, in the Americas geographic area, U.S.
−Removed: total sales increased 1 percent which included flat organic sales.
−Removed: In the Asia Pacific geographic area, China total sales increased 8 percent which included increased organic sales of 7 percent.
−Removed: • For the first nine months of 2024, in the Americas geographic area, U.S.
−Removed: total sales increased 1 percent which included flat organic sales.
−Removed: In the Asia Pacific geographic area, China total sales increased 8 percent which included increased organic sales of 9 percent.
−Removed: Financial condition:
−Removed: Refer to the section entitled Financial Condition and Liquidity later in MD&A for a discussion of items impacting cash flows.
−Removed: In November 2018, 3M’s Board of Directors replaced the Company’s February 2016 repurchase program with a new repurchase program.
−Removed: This new program authorizes the repurchase of up to $10 billion of 3M’s outstanding common stock, with no pre-established end date.
−Removed: In the first nine months of 2024, the Company purchased $1,096 million of its own stock, compared to $31 million of stock purchases in the first nine months of 2023.
−Removed: As of September 30, 2024, approximately $3.1 billion remained available under the authorization.
−Removed: In February 2024, 3M’s Board of Directors declared a first-quarter 2024 dividend of $1.51 per share.
−Removed: In May 2024, 3M's Board of Directors declared a second-quarter 2024 dividend of $0.70 per share resetting 3M's dividend post-Solventum spin.
−Removed: In August 2024, 3M's Board of Directors declared a third-quarter 2024 dividend of $0.70 per share.
−Removed: Results of Operations
−Removed: Refer to the preceding Overview section and the Performance by Business Segment section later in MD&A for additional discussion of sales change.
+Added: 1 Organic sales change (which includes both organic volume and selling price impacts), is defined as the change in net sales, absent the separate impacts from foreign currency translation and acquisitions, net of divestitures.
+Added: 3M believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.
+Added: 2 Acquisition and divestiture sales change impacts are measured separately for the first twelve months post-transaction and, beginning April 2024, include, within divestitures, the impact of commercial agreements associated with the separation of Solventum.
+Added: For the first quarter of 2025, in the Americas geographic area, U.S.
+Added: total sales increased 3 percent which included increased organic sales of 1 percent.
Operating Expenses:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: (Percent of net sales) 2024 2023 Change 2024 2023 Change
+Added: (Percent of net sales) 2025 2024 Change
Cost of sales 58.4 % 57.9 % 0.5 %
1 unchanged sentence
Research, development and related expenses (R&D) 4.8 4.2 0.6
−Removed: Gain on business divestitures — (0.6) 0.6 — (0.2) 0.2
−Removed: Operating income (loss) margin 20.9 % (49.4) % 70.3 % 20.1 % (62.3) % 82.4 %
−Removed: Cost of Sales:
−Removed: Cost of sales, measured as a percent of sales, decreased in the third quarter and first nine months of 2024 when compared to the same period last year.
−Removed: Decreases were primarily due to ongoing manufacturing productivity initiatives and lower raw materials and energy costs, along with lower year-on-year restructuring charges.
+Added: Operating income margin
+Added: 20.9 % 19.1 % 1.8 %
+Added: Cost of Sales measured as a percent of sales :
+Added: Increases in the first quarter of 2025 were primarily due to foreign currency impacts;
+Added: cost dis-synergies due to the spin of Solventum and PFAS exit partially offset by ongoing manufacturing productivity initiatives.
See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.
−Removed: Selling, General and Administrative Expenses:
−Removed: SG&A, measured as a percent of sales, decreased in the third quarter and first nine months of 2024 when compared to the same period last year.
−Removed: Decreases were primarily impacted by a $10.3 billion pre-tax charge related to the PWS settlement and the $4.2 billion pre-tax charge related to the CAE settlement in the second and third quarters of 2023 respectively (both discussed in Note 17).
−Removed: SG&A in 2024 was also impacted by lower year-on-year restructuring charges.
+Added: SG&A measured as a percent of sales :
+Added: Decreases were primarily impacted by lower YoY restructuring charges, Solventum transition agreement income partially offset by timing of stock-based compensation grants.
See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.
−Removed: Research, Development and Related Expenses:
−Removed: R&D, measured as a percent of sales, was consistent in the third quarter and decreased in the first nine months of 2024 when compared to the same period last year.
+Added: R&D measured as a percent of sales :
3M continues to invest in a range of R&D activities from application development, product and manufacturing support, product development and technology development aimed at disruptive innovations.
See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.
−Removed: Gain on Business Divestitures:
−Removed: In 2023, 3M recorded a pre-tax gain of $36 million related to the sale of assets associated with its dental local anesthetic business net of a previous contingent indemnification obligation from a 2020 divestiture.
Other Expense (Income), Net:
See Note 7 for a detailed breakout of this line item.
−Removed: Interest expense (net of interest income) decreased in the third quarter compared to the same period last year due to the pay down of debt maturities and additional interest income from increased cash balances.
−Removed: Interest expense (net of interest income) increased in the first nine months of 2024 compared to the same period last year primarily driven by the addition of imputed interest associated with the obligations resulting from the PWS Settlement and the CAE Settlement in the second and third quarters of 2023 respectively (discussed in Note 17) partially offset by additional interest income.
−Removed: The non-service pension and postretirement net benefit decreased approximately $33 million in the third quarter of 2024 and decreased approximately $869 million in the first nine months of 2024 compared to the same period last year, largely due to the $795 million second quarter 2024 pension settlement charge as a result of transferring a portion of U.S.
−Removed: pension payment obligations and related plan assets to an insurance company (see Note 13).
+Added: Interest expense (net of interest income) decreased in the first quarter of 2025 compared to the same period YoY driven by decreased imputed interest associated with the obligations resulting from the PWS Settlement and the CAE Settlement (discussed in Note 17).
+Added: The non-service pension and postretirement net benefit decreased approximately $39 million in the first quarter of 2025 compared to the same period YoY.
See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.
−Removed: Solventum ownership - change in value resulted in a year-on-year benefit of $0.6 billion and $1.7 billion for the third quarter and first nine months of 2024, respectively, following Solventum's separation from 3M in April 2024 (discussed in Note 2).
+Added: Solventum ownership - change in value resulted in a YoY benefit of $0.3 billion in the first quarter of 2025.
Provision (benefit) for Income Taxes:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
(Percent of pre-tax income/loss) 2025 2024
Effective tax rate 19.1 % 23.7 %
−Removed: Factors that impacted the tax rates between years are further discussed in the Overview section above and in Note 9.
+Added: The primary factors that decreased the Company's effective tax rate for first quarter 2025 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 and CAE Settlements (as discussed in Note 17) and implementation of Pillar Two Model Rules published by the Organization for Economic Cooperation and Development (OECD).
+Added: On an adjusted basis, the effective tax rate for the first quarter of 2025 was 20.9%, no change from the prior year.
+Added: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section below.
Income from Unconsolidated Subsidiaries, Net of Taxes:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
(Millions) 2025 2024
3 unchanged sentences
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
(Millions) 2025 2024
3 unchanged sentences
Certain Expenses Impacting Multiple Line Items within Results of Operations:
−Removed: Stock compensation expense is discussed in Note 18 and impacts cost of sales, SG&A, and R&D.
−Removed: As note therein, higher stock-based compensation expense is recognized in the quarter in which 3M’s annual stock option and restricted stock unit grant is made because of accounting rules for grants to employees that are retiree-eligible.
+Added: Stock compensation is discussed in Note 18 and impacts cost of sales, SG&A, and R&D.
+Added: As noted therein, higher stock-based compensation expense is recognized in the quarter in which 3M’s annual stock option, restricted stock unit and performance share grant is made because of accounting rules for grants to employees that are retiree-eligible.
Typically, the annual grant is made in the first quarter.
However, due to the spin-off of Solventum (see Note 2), the 2024 annual grant was made in May 2024, after the April 1, 2024 separation.
−Removed: Defined benefit pension and postretirement service cost expense for continuing operations (which impacts cost of sales, SG&A, and R&D) for the first nine months of 2024 was $148 million compared to $167 million in same period last year (as discussed in Note 13).
−Removed: The non-service cost component of pension and postretirement service cost impacts the other expense (income), net line item.
−Removed: For total year 2024, considering the remeasurements of U.S.
−Removed: pension and postretirement pension plans and second quarter 2024 $795 million pension settlement charge associated the pension risk transfer special item (all discussed in Note 13), 3M estimates full year 2024 continuing operations defined benefit pension and postretirement service cost expense to total approximately $195 million while continuing operations non-service pension and postretirement net benefit cost is anticipated to be a charge of approximately $825 million, for a total estimated continuing operations consolidated defined benefit pre-tax pension and postretirement expense of approximately $1,025 million.
−Removed: These amounts reflect a decrease of $27 million and an increase of $933 million in the service and non-service cost components, respectively.
−Removed: For total year 2023 on a comparable continuing operations basis, the Company recognized defined benefit pension and postretirement service cost expense of $222 million and a benefit of $108 million related to all non-service pension and postretirement net benefit costs (after settlements, curtailments, special termination benefits and other) for a total continuing operations defined benefit pension and postretirement expense of $114 million.
−Removed: For 2025, 3M preliminarily expects a year-on-year non-service pension and postretirement expense tailwind of approximately $720 million, primarily as a result of the second quarter 2024 pension risk transfer charge special item (see Note 13 and section entitled “Description of special items”).
−Removed: Adjusting for this 2024 special item, 3M expects a year-on-year headwind of approximately $70 million primarily due to amortization of prior service costs and impacts from previously deferred asset losses.
−Removed: These estimates are based on assumptions from 3M's most recent remeasurements of applicable plans carrying over to the year-end 2024 measurement.
−Removed: The Company continues to make investments in the implementation of new business systems and solutions, including enterprise resource planning, with these investments impacting cost of sales, SG&A, and R&D.
−Removed: Significant Accounting Policies:
−Removed: Information regarding new accounting standards is included in Note 1 to the Consolidated Financial Statements.
+Added: Pre-tax continuing operations stock compensation expense was $85 million and $26 million for the first quarter of 2025 and 2024, respectively.
+Added: Pre-tax defined benefit pension and postretirement service cost expense for continuing operations impacts cost of sales, SG&A, and R&D while the non-service cost component of pension and postretirement benefits for continuing operations impacts the other expense (income), net line item.
+Added: Refer to Note 13 for additional information.
+Added: For the first quarter of 2025, the Company recognized pre-tax defined benefit pension and postretirement benefit service cost expense of $41 million and non-service pension and postretirement net benefit costs (including settlements, curtailments, special termination benefits and other) of $28 million for a total pre-tax continuing operations defined benefit pension and postretirement expense of $69 million.
+Added: For the first quarter of 2024 on a comparable continuing operations basis, the Company recognized pre-tax defined benefit pension and postretirement service cost expense of $52 million and a benefit of $11 million related to non-service pension and postretirement net benefit costs (including settlements, curtailments, special termination benefits and other) for a total pre-tax continuing operations defined benefit pension and postretirement expense of $41 million.
+Added: The Company continues to make investments in the implementation of new business systems and solutions, including enterprise resource planning, with the amortization relating to these investments impacting cost of sales, SG&A, and R&D.
Performance by Business Segment
−Removed: Item 1, Business Segments within 3M's 2023 Annual Report on Form 10-K, provides an overview of 3M’s business segments.
+Added: The section entitled Business Segments in Item 1 within 3M's 2024 Annual Report on Form 10-K provides an overview of 3M’s business segments including discussion of 3M products that are included in each business segment.
In addition, disclosures relating to 3M’s business segments are provided in Note 19.
−Removed: As discussed in Note 19, 3M made 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.
−Removed: Information provided herein reflects the impact of these changes for all applicable periods presented.
3M manages its continuing operations in three business segments.
2 unchanged sentences
and Consumer.
−Removed: Refer to 3M's 2023 Annual Report on Form 10-K, Item 1, Business, for discussion of 3M products that are included in each business segment.
Safety and Industrial Business:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
Sales (millions) $ 2,745 $ 2,732
4 unchanged sentences
Business segment operating income (millions)
−Removed: $ 650 $ 666 $ 1,919 $ 1,801
Percent change 5.9 %
Percent of sales 25.4 % 24.1 %
−Removed: Adjusted business segment operating income (millions) (non-GAAP measure) $ 672 $ 708 $ 1,959 $ 1,884
−Removed: Percent change (5.1) % 4.0 %
−Removed: Percent of sales 24.3 % 25.7 % 23.7 % 22.7 %
−Removed: The preceding table also displays business segment operating income (loss) information adjusted for special items.
−Removed: For Safety and Industrial these adjustments include net costs related to respirator mask/asbestos (Aearo-related and non-Aearo related).
−Removed: During the voluntary Aearo chapter 11 bankruptcy period (which began in July 2022 and ended in June 2023 —see Note 17), net costs related to Aearo-respirator mask/asbestos matters were reflected as corporate special items in Corporate and Unallocated while those associated with non-Aearo respirator mask/asbestos matters continued to be reflected as special items in the Safety and Industrial business segment.
−Removed: Prior to the bankruptcy, costs associated with Combat Arms Earplugs matters were reflected in the Safety and Industrial business segment (rather than reflected in Corporate and Unallocated—see Note 19 for additional information).
−Removed: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section for additional details.
−Removed: Third quarter 2024 results:
+Added: First quarter 2025 results:
Sales in Safety and Industrial were up 0.5 percent in U.S.
On an organic sales basis:
−Removed: • Sales increased in roofing granules, industrial adhesives and tapes and electrical markets, were flat in industrial specialties and automotive aftermarket, and decreased in abrasives and personal safety.
−Removed: • Growth primarily came from industrial adhesives and tapes driven by strength in bonding solutions for electronic devices and from growth in roofing granules and electrical markets.
−Removed: Business segment operating income margins decreased year-on-year driven by cost inefficiencies due to the spin of Solventum, partially offset by benefits from organic growth and productivity.
−Removed: Adjusting for special item costs for significant litigation (non-GAAP measure), business segment operating income margins decreased year-on-year as displayed above.
−Removed: First nine months 2024 results:
−Removed: Sales in Safety and Industrial were down 0.5 percent in U.S.
−Removed: On an organic sales basis:
−Removed: • Sales increased in roofing granules and industrial adhesives and tapes, were flat in personal safety and electrical markets, and decreased in industrial specialties, abrasives and automotive aftermarket.
−Removed: • Industrial end market demand remained mixed as end user and channel remain cautious.
−Removed: Growth primarily came from industrial adhesives and tapes driven by strength in bonding solutions for electronic devices and roofing granules driven by replacement demand for residential roofs.
−Removed: Business segment operating income margins increased year-on-year primarily driven by benefits from productivity actions and strong spending discipline, partially offset by cost inefficiencies due to the spin of Solventum.
−Removed: Adjusting for special item costs for significant litigation (non-GAAP measure), business segment operating income margins increased year-on-year as displayed above.
+Added: • Sales increased in electrical markets, industrial adhesives and tapes, roofing granules, industrial specialties and personal safety, and decreased in automotive aftermarket and abrasives.
+Added: • Growth primarily came from electrical markets with strong demand for cable accessories from construction of data centers and renewable energy projects and from industrial adhesives and tapes with strength in industrial and electronic bonding solutions driven by continued share gains in structural adhesives.
+Added: Business segment operating income margins increased YoY driven by benefits from growth, lower restructuring costs, productivity partially offset by continued growth investments in the business, timing of stock-based compensation and cost dis-synergies due to the spin of Solventum.
+Added: Adjusting for special item net costs for significant litigation (non-GAAP measure) related to respirator mask/asbestos, business segment operating income margins increased YoY from 24.3 percent to 25.5 percent.
+Added: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section below for additional details.
Transportation and Electronics Business :
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
Sales (millions) $ 1,990 $ 2,104
1 unchanged sentence
Organic sales 1
−Removed: Acquisitions — 0.8
Translation (1.4)
3 unchanged sentences
Percent of sales 17.7 % 22.9 %
−Removed: Adjusted sales (millions) (non-GAAP measure) $ 1,913 $ 1,879 $ 5,643 $ 5,443
−Removed: Sales change analysis:
−Removed: Organic sales 2.0 % 3.9 %
−Removed: Acquisitions — 0.9
−Removed: Translation (0.2) (1.1)
−Removed: Total sales change 1.8 % 3.7 %
−Removed: Adjusted business segment operating income (millions) (non-GAAP measure) $ 470 $ 494 $ 1,375 $ 1,147
−Removed: Percent change (5.2) % 19.8 %
−Removed: Percent of sales 24.5 % 26.3 % 24.4 % 21.1 %
−Removed: The preceding table also displays business segment sales (and sales change) and operating income (loss) information adjusted for special items.
−Removed: For Transportation and Electronics these adjustments include the sales and estimates of income regarding PFAS manufactured products that 3M plans to exit by the end of 2025.
−Removed: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section for additional details.
−Removed: Third quarter 2024 results:
−Removed: Sales in Transportation and Electronics were down 1.5 percent in U.S.
−Removed: Adjusting for special item PFAS manufactured products (non-GAAP measure), sales were up 1.8 percent in U.S.
−Removed: On an organic sales basis:
−Removed: • Sales increased in electronics and commercial branding and transportation, and decreased in advanced materials and automotive and aerospace.
−Removed: • Growth was held back by headwinds related to PFAS manufactured products.
−Removed: • Growth primarily came from electronics as consumer electronics OEM customers ramped production volumes ahead of the upcoming holiday season.
−Removed: Automotive and aerospace was negatively impacted by decline in automotive OEM build rates partially offset by growth in aerospace driven by bonding and acoustic solutions.
−Removed: Acquisitions:
−Removed: • Impacts related to reconsolidation of Aearo entities are included in Transportation and Electronics.
−Removed: ◦ In the third quarter of 2022, 3M deconsolidated the Aearo Entities and, in the second quarter of 2023, reconsolidated those entities (discussed in Note 17).
−Removed: For each of the 12-months post-deconsolidation and post-reconsolidation, impacts are each reflected separately as divestiture and acquisition, respectively.
−Removed: Business segment operating income margins increased year-on-year driven by benefits from organic growth and productivity, partially offset by cost inefficiencies due to the spin of Solventum.
−Removed: Adjusting for special item PFAS manufactured products (non-GAAP measure), business segment operating income margins decreased year-on-year as displayed above.
−Removed: First nine months 2024 results:
+Added: First quarter 2025 results:
Sales in Transportation and Electronics were down 5.4 percent in U.S.
−Removed: Adjusting for special item PFAS manufactured products (non-GAAP measure), sales were up 3.7 percent in U.S.
On an organic sales basis:
−Removed: • Sales increased in electronics, were flat in commercial branding and transportation, and decreased in advanced materials, and in automotive and aerospace.
−Removed: • Growth from strength in electronics due to additional spec-in wins and strength in semiconductor was offset by headwinds related to PFAS manufactured products.
−Removed: Acquisitions/divestitures:
−Removed: • Divestiture and acquisition impacts relate to lost/gained Transportation and Electronics sales year-on-year from the Aearo Entities.
−Removed: In the third quarter of 2022, 3M deconsolidated the Aearo Entities and, in the second quarter of 2023, reconsolidated those entities (discussed in Note 17).
−Removed: For each of the 12-months post-deconsolidation and post-reconsolidation, impacts are each reflected separately as divestiture and acquisition, respectively.
−Removed: Business segment operating income margins increased year-on-year driven by benefits from strong leverage on organic growth, productivity actions, and strong spending discipline, partially offset by cost inefficiencies due to the spin of Solventum.
−Removed: Adjusting for special item PFAS manufactured products (non-GAAP measure), business segment operating income margins increased year-on-year as displayed above.
+Added: • Sales increased in commercial branding and transportation and decreased in advanced materials, electronics and automotive and aerospace.
+Added: • Growth was negatively impacted by headwinds related to PFAS manufactured products.
+Added: • The electronics business was negatively impacted by lower device demand, while the automotive OEM business was down reflecting continued weakness in auto builds, particularly in Europe and the U.S.
+Added: This was partially offset by growth from commercial aircraft and defense related business in aerospace and from project wins in advanced materials.
+Added: Business segment operating income margins decreased YoY due to challenging comparison against last year's strong share gains from spec-in wins and new product introductions in automotive and consumer electronics, cost dis-synergies due to the spin of Solventum and exit of PFAS manufacturing, continued growth investments in the business, timing of stock-based compensation partially offset by benefits from growth, lower restructuring costs and productivity.
+Added: Adjusting for special item PFAS manufactured products (non-GAAP measure), sales of $1,816 million were down 0.4 percent YoY in U.S.
+Added: dollars, or up 1.1 percent organically while business segment operating income margins decreased YoY from 26.3 percent to 21.5 percent.
+Added: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section below for additional details.
Consumer Business:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
Sales (millions) $ 1,124 $ 1,140
6 unchanged sentences
Percent of sales 19.5 % 19.0 %
−Removed: Third quarter 2024 results:
−Removed: Sales in Consumer were down 1.2 percent in U.S.
−Removed: On an organic sales basis:
−Removed: • Sales increased in home improvement, and decreased in home and auto care, packaging and expression and consumer safety and well-being.
−Removed: • Growth was led by home improvement driven by Command’s new product introductions for the back-to-school and holiday seasons.
−Removed: The remaining divisions within the Consumer business declined due to portfolio prioritization actions as well as retail customers continuing to be price sensitive and value focused.
−Removed: • Growth was negatively impacted by continued softness in consumer discretionary spending for hard goods along with product portfolio and geographic prioritization.
−Removed: Business segment operating income margins decreased year-on-year driven by organic growth declines and headwinds from cost inefficiencies due to the spin of Solventum.
−Removed: First nine months 2024 results:
+Added: First quarter 2025 results:
Sales in Consumer were down 1.4 percent in U.S.
On an organic sales basis:
−Removed: • Sales increased in home improvement, and decreased in home and auto care, packaging and expression and consumer safety and well-being.
−Removed: • Growth was negatively impacted by continued softness in consumer discretionary spending along with product portfolio and geographic prioritization.
−Removed: Business segment operating income margins increased year-on-year from benefits from productivity actions, portfolio initiatives, and strong spending discipline, partially offset by decline in organic growth and cost inefficiencies due to the spin of Solventum.
−Removed: Corporate and Unallocated and Other:
−Removed: 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.
−Removed: Because Corporate and Unallocated and Other include a variety of miscellaneous items, they are subject to fluctuation on a quarterly and annual basis.
−Removed: Corporate and Unallocated and Other are presented separately in the preceding business segments table and in Note 19.
−Removed: • Corporate and Unallocated operating income (loss) includes “corporate special items” and “other corporate expense-net”.
−Removed: ◦ Corporate special items include net costs for significant litigation impacting operating income (loss) associated with PFAS-related other environmental and Combat Arms Earplugs matters.
−Removed: In addition, during the voluntary chapter 11 bankruptcy period (which began in July 2022 and ended in June 2023—see Note 17), costs associated with the Aearo portion of respirator mask/asbestos matters were also included in corporate special items.
−Removed: 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.
−Removed: Corporate special items for the periods presented also include divestiture costs and Russia exit costs/ benefits.
−Removed: 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.
−Removed: ▪ Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section for additional details on the impact of special items for additional information on the components of corporate special items.
−Removed: Corporate special item net costs decreased year-over-year in the third quarter and first nine months of 2024 primarily due to lower net costs for significant litigation associated with Corporate and Unallocated.
−Removed: ◦ 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.
−Removed: 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.
−Removed: ▪ Other corporate operating expenses, net, decreased year-over-year in the third quarter and first nine months of 2024 primarily due to the extent of non-discontinued operations-eligible former Solventum-allocated costs included in Corporate and Unallocated prior to Solventum's April 2024 Separation.
−Removed: ◦ This category principally reflects activity associated with:
−Removed: ▪ 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.
−Removed: ▪ Transition arrangement agreements (e.g.
−Removed: fees charged by 3M, net of underlying costs) related to divested businesses, including those related to the Separation, as well as other applicable divestitures.
−Removed: ◦ Operating income categorized as "Other" were similar year-over-year in the third quarter of 2024 and decreased year-over-year in the first nine months of 2024 primarily due to the extent of transition arrangement income from divested businesses.
−Removed: Operating Business Segments:
−Removed: Information related to 3M’s business segments is presented in the tables that follow with additional context in the corresponding narrative below the tables.
+Added: • Sales increased in consumer safety and well-being, were flat in home improvement and home and auto care and decreased in packaging and expression.
+Added: • Growth was led by consumer safety & well-being driven by demand for Filtrete™ filters and respiratory products.
+Added: • Home improvement and home and auto care were both flat with growth driven by investment and new product innovation in paint protection and Meguiar’s™ auto care partially offset by soft consumer spending, principally in Command™ and packaging and expression.
+Added: Business segment operating income margins increased YoY driven by benefits from growth, productivity, and lower restructuring costs partially offset by continued growth investments in the business, timing of stock-based compensation and cost dis-synergies due to the spin of Solventum.
+Added: Corporate and Other:
+Added: Outside of 3M's reportable operating segments, 3M has Corporate and Other which is not a reportable business segment as it does not meet the segment reporting criteria.
+Added: Because Corporate and Other includes a variety of miscellaneous items, it is subject to fluctuation on a quarterly and annual basis.
+Added: Corporate and Other are further described in Note 19.
+Added: Other corporate operating expenses, net, decreased YoY in the first three months of 2025 primarily due to the extent of transition arrangement income from divested businesses (and associated costs) largely related to Solventum's April 2024 Separation as well as the extent of non-discontinued operations-eligible former Solventum-allocated costs included in Corporate and Other prior to the Separation.
+Added: Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section and Note 19 for additional details on the components of corporate special items and their impact.
+Added: Certain amounts adjusted for special items - (non-GAAP measures)
+Added: In addition to reporting financial results in accordance with U.S.
+Added: GAAP, 3M also provides certain non-GAAP measures.
+Added: These measures are not in accordance with, nor are they a substitute for GAAP measures, and may not be comparable to similarly titled measures used by other companies.
+Added: Certain measures adjust for the impacts of special items.
+Added: Special items for the periods presented include the items described in the section entitled “Description of special items”.
+Added: Because 3M provides certain information with respect to business segments, it is noteworthy that special items impacting operating income (loss) are reflected in Corporate and Other, except as described with respect to net costs for significant litigation and manufactured PFAS products items in the “Description of special items” section.
+Added: The reconciliations below, therefore, also include impacted segments as applicable.
+Added: This document contains measures for which 3M provides the reported GAAP measure and a non-GAAP measure adjusted for special items.
+Added: The document also contains additional measures which are not defined under U.S.
+Added: These measures and reasons 3M believes they are useful to investors (and, as applicable, used by 3M) include:
+Added: GAAP amounts for which a measure adjusted for special items is also provided:
+Added: Reasons 3M believes the measure is useful
+Added: • Net sales (and sales change)
+Added: Considered, in addition to segment operating performance, in evaluating and managing operations;
+Added: useful in understanding underlying business performance, provides additional transparency to special items
+Added: • Operating income (loss), segment operating income (loss) and operating income (loss) margin
+Added: • Income from continuing operations before taxes
+Added: • Provision for income taxes and effective tax rate
+Added: • Net income from continuing operations
+Added: • EPS from continuing operations
+Added: Special items for the periods presented include:
+Added: Net costs for significant litigation:
+Added: • These relate to 3M's respirator mask/asbestos (which include Aearo and non-Aearo items), PFAS-related other environmental, and Combat Arms Earplugs matters (as discussed in Note 17).
+Added: Net costs include the impacts of changes in accrued liabilities (including interest imputation on applicable settlement obligations), legal costs, and insurance recoveries, along with the associated tax impacts.
+Added: Associated tax impacts of significant litigation include impacts on Foreign Derived Intangible Income (FDII), Global Intangible Low Taxed Income (GILTI), foreign tax credits and tax costs of repatriation.
+Added: 3M does not consider the elements of the net costs associated with these matters to be normal, operating expenses related to the Company’s ongoing operations, revenue generating activities, business strategy, industry, and regulatory environment.
+Added: Net costs related to respirator mask/asbestos are reflected as special items in the Safety and Industrial business segment while those impacting operating income (loss) associated with PFAS-related other environmental and Combat Arms Earplugs matters are reflected as corporate special items in Corporate and Other.
+Added: Divestiture costs:
+Added: • These include certain limited costs that were not eligible to be included within discontinued operations related to separating and divesting substantially an entire business segment of 3M following public announcement of its intended divestiture.
+Added: As a result of completion of the April 2024 separation of Solventum, this includes the tax cost of updating 3M’s previous indefinite reinvestment plans on past unrepatriated earnings through the period of the Separation’s close and to tax positions retained by 3M.
+Added: Manufactured PFAS products:
+Added: • These amounts relate to sales and estimates of income (loss) regarding manufactured PFAS products that 3M plans to exit by the end of 2025 included within the Transportation and Electronics business segment.
+Added: Estimated income does not contemplate impacts on non-operating items such as net interest income/expense and the non-service cost components portion of defined benefit plan net periodic benefit costs.
+Added: Solventum ownership - change in value:
+Added: • This amount relates to the change in value of 3M's retained ownership interest in Solventum common stock reflected in other expense (income), net.
+Added: Three months ended March 31, 2024
+Added: Amounts from continuing operations
+Added: (Dollars in millions, except per share amounts) Net sales Operating income
+Added: Operating income margin
+Added: Income before taxes
+Added: Provision for income taxes
+Added: Effective tax rate Net income attributable to 3M
+Added: Safety and Industrial
+Added: GAAP amounts $ 657 24.1 %
+Added: Adjustments for special items:
+Added: Net costs for significant litigation 7
+Added: Adjusted amounts (non-GAAP measures) $ 664 24.3 %
+Added: Transportation and Electronics
+Added: GAAP amounts $ 2,104 $ 481 22.9 %
+Added: Adjustments for special items:
+Added: Manufactured PFAS products (281) (2)
+Added: Adjusted amounts (non-GAAP measures) $ 1,823 $ 479 26.3 %
+Added: Total company
+Added: GAAP amounts $ 6,016 $ 1,149 19.1 % $ 929 $ 220 23.7 % $ 705 $ 1.27
+Added: Adjustments for special items:
+Added: Net costs for significant litigation — 70 274 31 243 0.44
+Added: Manufactured PFAS products (281) (2) (2) (1) (1) —
+Added: Divestiture costs — 6 6 2 4 —
+Added: Total special items (281) 74 278 32 246 0.44
+Added: Adjusted amounts (non-GAAP measures) $ 5,735 $ 1,223 21.3 % $ 1,207 $ 252 20.9 % $ 951 $ 1.71
+Added: Three months ended March 31, 2025
+Added: Amounts from continuing operations
+Added: (Dollars in millions, except per share amounts) Net sales Sales change Operating income
+Added: Operating income margin
+Added: Income before taxes
+Added: Provision for income taxes
+Added: Effective tax rate Net income attributable to 3M
+Added: EPS percent change
+Added: Safety and Industrial
+Added: GAAP amounts $ 696 25.4 %
+Added: Adjustments for special items:
+Added: Net costs for significant litigation 3
+Added: Adjusted amounts (non-GAAP measures) $ 699 25.5 %
+Added: Transportation and Electronics
+Added: GAAP amounts $ 1,990 (5.4) % $ 352 17.7 %
+Added: Adjustments for special items:
+Added: Manufactured PFAS products (174) 38
+Added: Adjusted amounts (non-GAAP measures) $ 1,816 (0.4) % $ 390 21.5 %
+Added: Total company
+Added: GAAP amounts $ 5,954 (1.0) % $ 1,246 20.9 % $ 1,385 $ 265 19.1 % $ 1,116 $ 2.04 61 %
+Added: Adjustments for special items:
+Added: Net costs for significant litigation — 74 224 (2) 226 0.41
+Added: Manufactured PFAS products (174) 38 38 9 29 0.06
+Added: Solventum ownership - change in value — — (343) — (343) (0.63)
+Added: Total special items (174) 112 (81) 7 (88) (0.16)
+Added: Adjusted amounts (non-GAAP measures) $ 5,780 0.8 % $ 1,358 23.5 % $ 1,304 $ 272 20.9 % $ 1,028 $ 1.88 10 %
+Added: Three months ended March 31, 2025
+Added: Sales Change Organic sales Acquisitions Divestitures Translation Total sales change
+Added: Total company
+Added: (0.3) % — % 1.0 % (1.7) % (1.0) %
+Added: Remove manufactured PFAS products special item impact 1.8 — — — 1.8
+Added: Adjusted total company (non-GAAP measures)
+Added: 1.5 % — % 1.0 % (1.7) % 0.8 %
+Added: Transportation and Electronics (4.0) % — % — % (1.4) % (5.4) %
+Added: Remove manufactured PFAS products special item impact 5.1 — — (0.1) 5.0
+Added: Adjusted Transportation and Electronics (non-GAAP measures) 1.1 % — % — % (1.5) % (0.4) %
Financial Condition and Liquidity
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For those international earnings considered to be reinvested indefinitely, the Company currently has no plans or intentions to repatriate these funds for U.S.
−Removed: See Note 9 for further information on earnings considered to be reinvested indefinitely.
+Added: As of March 31, 2025, 3M owned 19.9% of Solventum Corporation common stock which ownership interest's fair value was $2.6 billion.
+Added: As previously disclosed, 3M intends to divest its ownership in Solventum within five years from its April 2024 spin-off.
3M maintains a strong liquidity profile.
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3M’s commercial paper program permits the Company to have a maximum of $5 billion outstanding with a maximum maturity of 397 days from date of issuance.
−Removed: The Company had no commercial paper outstanding at September 30, 2024, compared to $1.8 billion commercial paper outstanding as of December 31, 2023.
+Added: The Company had no commercial paper outstanding as of March 31, 2025 and December 31, 2024.
The strength of 3M’s credit profile and significant ongoing cash flows provide 3M proven access to capital markets.
Additionally, the Company’s debt maturity profile is staggered to help ensure refinancing needs in any given year are reasonable in proportion to the total portfolio.
−Removed: As of the date of this report, 3M has a credit rating of A3, stable outlook from Moody's Investors Service, a credit rating of BBB+, negative outlook from S&P Global Ratings, and a credit rating of A-, stable outlook from Fitch.
−Removed: The Company’s total debt associated with continuing operations at September 30, 2024 decreased when compared to December 31, 2023 as a result of $2.9 billion in debt maturities, consisting of $1.1 billion of medium-term notes and $1.8 billion repayment of commercial paper borrowings.
−Removed: Amounts borrowed by Solventum during the first quarter of 2024 were a liability associated with discontinued operations and, as transferred obligations, became the sole responsibility of Solventum after the April 1, 2024 Separation, as discussed in Note 12.
+Added: As of the date of this report, 3M has a credit rating of A3, stable outlook from Moody's Investors Service, a credit rating of BBB+, stable outlook from S&P Global Ratings, and a credit rating of A-, stable outlook from Fitch.
+Added: The Company’s total debt at March 31, 2025 increased when compared to December 31, 2024 as a result of issuance of $1.1 billion in aggregate principal amount of debt partially offset by $750 million aggregate principal amount of debt maturities.
For discussion of repayments of and proceeds from debt refer to the following Cash Flows from Financing Activities section.
Effective February 8, 2023, the Company renewed its “well-known seasoned issuer” (WKSI) shelf registration statement, which registers an indeterminate amount of debt or equity securities for future issuance and sale.
−Removed: This replaced 3M’s previous WKSI shelf registration dated February 10, 2020.
−Removed: The Company has issued debt securities under a WKSI shelf in August 2019 and March 2020.
3M also has a medium-term notes program (Series F) program, originally established in 2016, up to an aggregate principal amount of $18 billion.
−Removed: As of September 30, 2024, the total amount of debt issued under the (Series F) program is approximately $17.6 billion (utilizing the foreign exchange rates applicable at the time of issuance for the euro denominated debt).
+Added: As of March 31, 2025, the total amount of debt issued under the (Series F) program is approximately $17.6 billion (utilizing the foreign exchange rates applicable at the time of issuance for the euro denominated debt).
The Company has not issued any debt under the (Series F) program since February 2019 and does not intend to issue any additional debt under this program in the future.
Information with respect to long-term debt issuances and maturities for the periods presented is included in Note 12.
−Removed: In May 2023, 3M entered into a $4.25 billion five-year revolving credit facility expiring in 2028;
−Removed: the facility was amended in July and September 2023.
+Added: 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.
−Removed: 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.
−Removed: The credit facility was undrawn at September 30, 2024.
+Added: The credit facility was undrawn at March 31, 2025.
Under the $4.25 billion credit facility, the Company is required to maintain its EBITDA to Interest Ratio as of the end of each fiscal quarter at not less than 3.0 to 1.
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.
−Removed: At September 30, 2024, 3M was in compliance with this requirement.
+Added: At March 31, 2025, 3M was in compliance with this requirement.
Debt covenants do not restrict the payment of dividends.
−Removed: The Company also had $343 million in stand-alone letters of credit and bank guarantees issued and outstanding at September 30, 2024.
+Added: The Company also had $0.7 billion in stand-alone letters of credit, bank guarantees, and other similar instruments issued and outstanding at March 31, 2025.
These instruments are utilized in connection with normal business activities.
Cash, cash equivalents and marketable securities:
−Removed: At September 30, 2024, 3M had $7.3 billion of cash, cash equivalents and marketable securities, of which approximately $5.3 billion was held by the Company’s foreign subsidiaries and approximately $2.0 billion was held in the United States.
+Added: At March 31, 2025, 3M had $7.0 billion of cash, cash equivalents and marketable securities, of which approximately $3.2 billion was held by the Company’s foreign subsidiaries and approximately $3.8 billion was held in the United States.
These balances are invested in bank instruments and other high quality securities.
At December 31, 2024, 3M had $7.7 billion of cash, cash equivalents and marketable securities, of which approximately $3.5 billion was held by the Company’s foreign subsidiaries and $4.2 billion was held by the United States.
−Removed: The increase from December 31, 2023 was driven by $8.4 billion in proceeds from debt (primarily related to Solventum's issuance of debt prior to the Separation as discussed in Note 12) partially offset by approximately $4.5 billion in payments associated with PFAS-related other environmental liabilities and the CAE legal settlement (both discussed in Note 17 - note also the "Material Cash Requirements from Known Contractual and Other Obligations" section further below) and debt maturities.
+Added: The decrease from December 31, 2024 was driven by $0.7 billion in payments associated with the CAE legal settlement (discussed in Note 17), debt maturities of $0.8 billion, purchases of treasury stock of $1.3 billion and dividend payments of $0.4 billion, partially offset by $1.1 billion in proceeds from debt and $0.9 billion of proceeds from issuances of treasury shares pursuant to option/benefit plans.
Net Debt (non-GAAP measure):
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3M believes net debt is meaningful to investors as 3M considers net debt and its components to be important indicators of liquidity and financial position.
−Removed: The table below provides net debt as of September 30, 2024 and December 31, 2023.
−Removed: (Millions) September 30, 2024 December 31, 2023 Change
+Added: The table below provides net debt as of March 31, 2025 and December 31, 2024.
+Added: (Millions) March 31, 2025 December 31, 2024 Change
Total debt $ 13,476 $ 13,044 $ 432
7 unchanged sentences
Working capital (non-GAAP measure):
−Removed: (Millions) September 30, 2024 December 31, 2023 Change
+Added: (Millions) March 31, 2025 December 31, 2024 Change
Current assets $ 15,657 $ 15,884 $ (227)
6 unchanged sentences
3M believes working capital is meaningful to investors as a measure of operational efficiency and short-term financial health.
−Removed: Working capital increased $3.8 billion compared with December 31, 2023 primarily driven by lower balances of current liabilities principally of discontinued operations, short-term borrowings and current portions of long-term debt, and current liabilities relating to the PWS settlement (discussed in Note 17).
+Added: Working capital increased $1.6 billion compared with December 31, 2024 primarily driven by lower balances of current liabilities relating to CAE legal settlement, short-term borrowings and current portions of long-term debt.
Discussions of cash flows from operating, investing and financing activities are provided in the sections that follow.
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Cash flows from operating activities can fluctuate significantly from period to period, as working capital movements, tax timing differences and other items such as litigation payments can significantly impact cash flows.
−Removed: In the first nine months of 2024, cash flows provided by operating activities decreased $4.7 billion compared to the same period last year, primarily driven by approximately $4.5 billion in payments associated with PFAS-related other environmental liabilities and the CAE legal settlement (both discussed in Note 17).
−Removed: The 2023 pre-tax charges of $10.3 billion related to the PWS Settlement and of $4.2 billion related to the CAE settlement largely impacted the net income component within the Consolidated Statements of Cash Flows, with offsets in the other-net and deferred tax elements.
+Added: In the first three months of 2025, cash flows provided by operating activities decreased $0.8 billion compared to the same period last year, primarily driven by approximately $0.7 billion in payments associated with the CAE legal settlement .
Cash Flows from Investing Activities:
Investments in property, plant and equipment (PP&E) enable growth across many diverse markets, helping to meet product demand and increasing manufacturing efficiency.
−Removed: 3M invested $890 million on PP&E in the first nine months of 2024.
+Added: 3M invested $0.2 billion on PP&E in the first three months of 2025.
+Added: The Company expects 2025 capital spending to be approximately $1.1 billion as 3M continues to invest in growth, productivity and sustainability.
3M invests in renewal and maintenance programs, which pertain to cost reduction, cycle time, maintaining and renewing current capacity, eliminating pollution, and compliance.
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Refer to Note 11 for more details about 3M’s diversified marketable securities portfolio.
−Removed: Purchases of investments include additional survivor benefit insurance, plus investments in equity securities.
Cash Flows from Financing Activities:
−Removed: Debt cash flow activity includes proceeds from Solventum's issuance of $8.4 billion in aggregate principal amount of debt in the first quarter of 2024 partially offset by $2.9 billion in debt maturities, consisting of $1.1 billion of medium-term notes and $1.8 billion repayment of commercial paper borrowings.
+Added: Debt cash flow activity includes proceeds from issuance of $1.1 billion in aggregate principal amount of debt partially offset by $750 million aggregate principal amount of debt maturities in the first quarter of 2025.
Gross commercial paper issuances and repayments, in addition to repayments of the fixed-rate notes, are largely reflected in “Proceeds from debt (maturities greater than 90 days)” and "Repayment of debt (maturities greater than 90 days)".
−Removed: The Company had no commercial paper outstanding at September 30, 2024, compared to $1.8 billion commercial paper outstanding as of December 31, 2023.
+Added: The Company had no commercial paper outstanding as of March 31, 2025 and December 31, 2024.
3M’s primary short-term liquidity needs are met through cash on hand and U.S.
1 unchanged sentence
Refer to Note 12 for more detail regarding debt.
+Added: In February 2025, 3M’s Board of Directors replaced the Company’s November 2018 repurchase program with a new repurchase program.
+Added: This new program authorizes the repurchase of up to $7.5 billion of 3M’s outstanding common stock, with no pre-established end date.
Repurchases of common stock are made to support the Company’s stock-based employee compensation plans and for other corporate purposes.
−Removed: In the first nine months of 2024, the Company purchased $1,096 million of its own stock.
+Added: In the first three months of 2025, the Company purchased $1.3 billion of its own stock, compared to $21 million of stock purchases in the first three months of 2024.
+Added: As of March 31, 2025, approximately $6.6 billion remained available under the authorization.
For more information, refer to the table titled “Issuer Purchases of Equity Securities” in Part II, Item 2.
The Company does not utilize derivative instruments linked to the Company’s stock.
+Added: The Company also had $0.9 billion in proceeds from issuance of treasury stock pursuant to stock option and benefit plans in the first three months of 2025.
3M has paid dividends since 1916.
−Removed: In February 2024, 3M’s Board of Directors declared a first-quarter 2024 dividend of $1.51 per share.
−Removed: In May 2024, 3M's Board of Directors declared a second-quarter 2024 dividend of $0.70 per share resetting 3M's dividend post-Solventum spin.
−Removed: In August 2024, 3M's Board of Directors declared a third-quarter 2024 dividend of $0.70 per share.
−Removed: Cash flows from financing activity in 2024 also include $0.6 billion of net cash transferred to Solventum associated with the close of the Separation (discussed in Note 2).
+Added: In February 2025, 3M's Board of Directors declared a first-quarter 2025 dividend of $0.73 per share, an increase of 4 percent.
Other cash flows from financing activities may include various other items, such as cash paid associated with certain derivative instruments, distributions to or sales of noncontrolling interests, changes in overdraft balances, and principal payments for finance leases.
+Added: Significant Accounting Policies:
+Added: Information regarding new accounting standards is included in Note 1 to the Consolidated Financial Statements.
Material Cash Requirements from Known Contractual and Other Obligations:
5 unchanged sentences
Forward-looking statements relate to future events and typically address the Company’s expected future business and financial performance.
−Removed: Words such as “plan,” “expect,” “aim,” “believe,” “project,” “target,” “anticipate,” “intend,” “estimate,” “will,” “should,” “could,” "would," “forecast” and other words and terms of similar meaning, typically identify such forward-looking statements.
+Added: Words such as “plan,” “expect,” “aim,” “believe,” “project,” “target,” “anticipate,” “intend,” “estimate,” “will,” “should,” “could,” "would," “forecast,” "future," "outlook," "guidance" and other words and terms of similar meaning, typically identify such forward-looking statements.
In particular, these include, among others, statements relating to:
−Removed: • worldwide economic, political, regulatory, international trade, geopolitical, capital markets and other external conditions and other factors beyond the Company's control, including inflation, recession, military conflicts, and natural and other disasters or climate change affecting the operations of the Company or its customers and suppliers,
+Added: • worldwide economic, political, regulatory, international trade, geopolitical, capital markets and other external conditions and other factors beyond the Company's control, including inflation;
+Added: military conflicts;
+Added: trade restrictions such as sanctions, tariffs, reciprocal and retaliatory tariffs, and other tariff-related measures;
+Added: regulatory requirements, legal actions, or enforcement;
+Added: and natural and other disasters or climate change affecting the operations of the Company or its customers and suppliers,
• foreign currency exchange rates and fluctuations in those rates,
−Removed: • liabilities and the outcome of contingencies related to certain fluorochemicals known as "PFAS," including liabilities related to claims, lawsuits, and government regulatory proceedings concerning various PFAS-related products and chemistries, as well as risks related to the Company's plans to exit PFAS manufacturing and discontinue use of PFAS across its product portfolio,
+Added: • liabilities and the outcome of contingencies related to certain fluorochemicals known as "PFAS," including liabilities related to claims, lawsuits, and government regulatory proceedings concerning various PFAS-related products and chemistries, as well as risks related to the Company's plans to exit PFAS manufacturing and work to discontinue use of PFAS across its product portfolio,
• risks related to the class-action settlement (“PWS Settlement”) to resolve claims by public water suppliers in the United States regarding PFAS,
−Removed: • legal proceedings, including significant developments that could occur in the legal and regulatory proceedings described in the Company's reports on Form 10-K, 10-Q, and 8-K,
+Added: • legal proceedings, including significant developments that could occur in the legal and regulatory proceedings described in the Company's reports on Form 10-K, 10-Q, and 8-K, as well as compliance risks related to legal or regulatory requirements, government contract requirements, policies and practices, or other matters that require or encourage the Company or its customers, suppliers, vendors, or channel partners to conduct business in a certain way,
• competitive conditions and customer preferences,
• the timing and market acceptance of new product and service offerings,
−Removed: • the availability and cost of purchased components, compounds, raw materials and energy due to shortages, increased demand and wages, supply chain interruptions, or natural or other disasters,
+Added: • the availability and cost of purchased components, compounds, raw materials and energy due to shortages, increased demand and wages, tariffs, supply chain interruptions, or natural or other disasters,
• unanticipated problems or delays with the phased implementation of a global enterprise resource planning (ERP) system, or security breaches and other disruptions to the Company's information or operational technology infrastructure,
6 unchanged sentences
the risk that the costs or dis-synergies will exceed the anticipated amounts;
−Removed: potential business disruption;
−Removed: the diversion of management time;
−Removed: the impact of the transaction on the Company's ability to retain talent;
potential impacts on the Company's relationships with its customers, suppliers, employees, regulators and other counterparties;
the ability to realize the desired tax treatment;
−Removed: the risk that any consents or approvals required will not be obtained;
risks under the agreements and obligations entered into in connection with the spin-off, and
−Removed: • matters relating to Combat Arms Earplugs (“CAE”), including those related to the August 2023 settlement that is intended to resolve, to the fullest extent possible, all litigation and alleged claims involving the CAE sold or manufactured by the Company's subsidiary Aearo Technologies and certain of its affiliates (“Aearo Entities”) and/or 3M (“CAE Settlement”).
+Added: • matters relating to Combat Arms Earplugs (“CAE”) and related products, including those related to the August 2023 settlement that is intended to resolve, to the fullest extent possible, all litigation and alleged claims involving the CAE sold or manufactured by the Company's subsidiary Aearo Technologies and certain of its affiliates (“Aearo Entities”) and/or the Company (“CAE Settlement”).
The Company assumes no obligation to update or revise any forward-looking statements.
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.