What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-10-20 compared with 2026-07-21 · 111 added, 103 removed, 327 unchanged (40% of the section changed)

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As discussed in Note 1, certain changes are reflective in this document for all applicable periods presented.

Effective in the first and second quarters of 2026, the Company made changes to the measure of segment operating performance and segment composition used by its CODM, impacting the disclosed measure of segment profit (business segment operating income).

Effective in the first, second, and third quarters of 2026, the Company made changes to the measure of segment operating performance and segment composition used by its CODM, impacting the disclosed measure of segment profit (business segment operating income).

Further details are provided in Note 16.

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From a geographic perspective, "EMEA" refers to Europe, the Middle East, and Africa on a combined basis.

Unless otherwise noted, all year-over-year ("YoY") comparisons in this MD&A refer to the second quarter and the first six months of 2026 compared with the second quarter and first six months of 2025.

Financial highlights for the second quarter and the first six months of 2026:

Unless otherwise noted, all year-over-year ("YoY") comparisons in this MD&A refer to the third quarter and the first nine months of 2026 compared with the third quarter and first nine months of 2025.

Financial highlights for the third quarter and the first nine months of 2026:

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GAAP Adjusted (a)

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3M believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.

Net sales change was driven by strength in industrial, safety, semiconductor and data center—supported by commercial excellence and innovation.

This strength was partially offset by weakness in consumer/consumer electronics, and the YoY impact of the manufactured PFAS products special item.

Net sales change was driven by strength in industrial, safety, semiconductor and data center—supported by commercial excellence and innovation—and activity from the July 2026 acquisition of Madison Fire and Safety.

This strength was partially offset by weakness in consumer electronics and auto, and the YoY impact of the manufactured PFAS products special item.

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GAAP Adjusted (a)

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GAAP operating margins were affected by the YoY impact of special items.

The primary drivers were higher losses on business divestitures, and transformation costs.

These drivers were partially offset by lower net costs for significant litigation and PFAS exit, which on a year-to-date basis reflect increased insurance recoveries (discussed in Note 15).

Outside of special items, both GAAP and adjusted operating margins reflect benefits from growth, productivity, and favorable foreign currency impacts, partially offset by tariff impacts, cost dis-synergies (following the exit of PFAS manufacturing and the 2024 spin of Solventum), and growth investments.

The primary drivers were higher year-to-date losses on business divestitures and transformation costs.

These were partially offset by lower net costs for significant litigation and PFAS exit, which reflect increased insurance recoveries (discussed in Note 15).

Outside of special items, both GAAP and adjusted operating margins reflect benefits from growth and productivity, partially offset by tariff impacts, cost dis-synergies (following the exit of PFAS manufacturing and the 2024 spin of Solventum), and growth investments.

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GAAP Adjusted (a)

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YoY change in EPS 70 % 12 % 14 % 12 %

GAAP EPS YoY was affected by the net impact of special items, including those impacting operating income discussed above, as well as by the impact of changes in Solventum's share price (which was a YoY benefit in the second quarter and YoY headwind in the first six months of 2026).

Outside of special items, both GAAP and adjusted EPS reflect the operating margin drivers discussed above, while non-operating benefits were primarily driven by a lower share count.

On a year-to-date basis, EPS also benefited from favorable tax timing.

GAAP EPS YoY was affected by the net impact of special items, including those impacting operating income discussed above, as well as by the impact of changes in the value of the Company's investment in Solventum (which was a YoY benefit in the third quarter and YoY headwind in the first nine months of 2026) along with amortization and business acquisition costs impacting noncontrolling interest.

Outside of special items, both GAAP and adjusted EPS reflect the operating margin drivers discussed above, while non-operating was primarily driven by a lower share count and tax timing.

3M completed its exit of PFAS manufacturing by the end of 2025.

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Information regarding sales by geographic area is included below.

Three months ended June 30, 2026

Three months ended September 30, 2026

Americas Asia Pacific

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4.4 % (6.2) % (2.8) % 0.2 %

Acquisitions (c)

1.2 0.4 3.5 1.4

Divestitures (c)

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Total sales change 5.7 % (6.5) % (1.7) % 1.0 %

Six months ended June 30, 2026

Nine months ended September 30, 2026

Americas Asia Pacific EMEA

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0.9 % 0.4 % (1.2) % 0.4 %

Acquisitions (c)

0.4 0.1 1.2 0.5

Divestitures (c)

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Operating Expenses:

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

(Percent of net sales) 2026 2025 Change 2026 2025 Change

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Cost of Sales measured as a percent of sales:

Increases in the second quarter and first six months of 2026 were primarily due to cost dis-synergies following the exit of PFAS manufacturing and headwinds from rising oil prices and tariff impacts, partially offset by ongoing manufacturing productivity initiatives.

Decreases in the third quarter of 2026 were primarily due to procurement savings, manufacturing and logistics productivity initiatives, and pricing actions offsetting oil price headwinds, partially offset by PFAS exit-related costs and material inflation.

Increases in the first nine months of 2026 were primarily due to PFAS exit-related costs, tariff impacts, and material inflation, partially offset by procurement savings, manufacturing productivity initiatives, and pricing actions.

See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.

SG&A measured as a percent of sales:

Decreases in the second quarter and first six months of 2026 were primarily driven by lower net costs from significant litigation.

Increases in the third quarter were primarily driven by transformation costs, and decreases in the first nine months of 2026 were primarily driven by lower net costs from significant litigation.

See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.

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Interest expense (net of interest income):

decreased YoY driven by a reduction in interest expense on debt and reduced imputed interest associated with obligations resulting from the PWS Settlement and the CAE Settlement (discussed in Note 15).

The non-service pension and postretirement net period cost decreased in the second quarter and first six months of 2026 YoY.

decreased YoY, primarily as a result of reduced imputed interest associated with obligations resulting from the PWS Settlement and the CAE Settlement (discussed in Note 15).

The non-service pension and postretirement net period cost decreased in the third quarter and first nine months of 2026 YoY.

See also Certain Expenses Impacting Multiple Line Items within Results of Operations subsection further below.

Solventum ownership - change in value resulted in a YoY tailwind of $310 million in the second quarter of 2026 and YoY headwind of $389 million in the first six months of 2026, as Solventum's share price increased during the second quarter of 2026 compared a decrease in 2025 and decreased during the first six months of 2026 compared to an increase in 2025.

Solventum ownership - change in value resulted in a YoY tailwind of $375 million in the third quarter of 2026 and YoY headwind of $14 million in the first nine months of 2026, as Solventum's share price increased during the third quarter of 2026 compared to a decrease in 2025 and increased a bit less during the first nine months of 2026 compared to 2025.

Provision for Income Taxes:

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(Percent of pre-tax income) 2026 2025 2026 2025

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21.1 19.9 19.5 20.6

The primary factors that decreased the Company's effective tax rate YoY for the three months ended June 30, 2026 were the tax impacts of 3M's retained ownership interest in Solventum and the tax impacts of net costs of significant litigation, partially offset by the loss on business divestiture.

The primary factors that decreased the Company's effective tax rate YoY for the six months ended June 30, 2026 were the increased tax benefits from stock-based compensation and the tax impacts of net costs of significant litigation, partially offset by the loss on business divestiture and the tax impacts of 3M's retained ownership interest in Solventum.

Income from Unconsolidated Subsidiaries, Net of Taxes:

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(Millions) 2026 2025 2026 2025

The primary factors that decreased the Company's effective tax rate YoY for the three months ended September 30, 2026 were the tax impacts of 3M's retained ownership interest in Solventum and the tax impacts of net costs of significant litigation.

The primary factors that decreased the Company's effective tax rate YoY for the nine months ended September 30, 2026 were the increased tax benefits from stock-based compensation and the tax impacts of net costs of significant litigation.

Income from Unconsolidated Subsidiaries, Net of Taxes:

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In the second quarter of 2025, 3M sold its interest in one of these investments.

Net Income Attributable to Noncontrolling Interest:

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(Millions) 2026 2025 2026 2025

Net income attributable to noncontrolling interest

$ 5 $ 2 $ 11 $ 8

Net income attributable to noncontrolling interest represents the elimination of the income or loss attributable to non-3M ownership interests in 3M consolidated entities.

The primary noncontrolling interest relates to 3M India Limited, of which 3M’s effective ownership is 75 percent.

Net income (loss) attributable to NCIs and adjustment to redeemable NCI:

This represents the elimination of income or loss attributable to non-3M ownership interests in 3M consolidated entities, as well as adjustments to carry the redeemable noncontrolling interest at the greater of its carrying amount or estimated redemption value.

The primary noncontrolling interests relate to 3M India Limited, of which 3M's effective ownership is 75 percent, and 3M's non-wholly owned venture related to the Fire Safety and Rescue division business (also referred to as 3M Sentorum) as described in Note 3.

Certain Expenses Impacting Multiple Line Items within Results of Operations:

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Pre-tax amounts (millions) 2026 2025 2026 2025

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Safety and Industrial Business:

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

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

2026 2025 2026 2025

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Organic sales (b)

Acquisitions 3.1 1.0

Divestitures (1.2) (0.8)

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Percent of sales 30.1 % 27.1 % 28.7 % 26.8 %

Second quarter 2026 results:

Third quarter 2026 results:

Sales in Safety and Industrial were up 9.1 percent in U.S.

Organic sales increased in electrical markets, abrasives, industrial adhesives and tapes, industrial specialties, personal safety, and roofing granules and decreased in automotive aftermarket.

Organic sales increased in electrical markets, fire safety, industrial adhesives and tapes, personal safety, automotive aftermarket, abrasives and industrial specialties, and decreased in roofing granules.

Progress on commercial excellence and innovation drove strong growth.

Business segment operating income margins increased YoY, driven by benefits from growth and productivity.

These benefits were partially offset by tariffs, continued growth investments, and cost dis-synergies following the exit of PFAS manufacturing.

First six months 2026 results:

Business segment operating income margins increased YoY, driven by benefits from growth and net productivity.

These benefits were partially offset by continued growth investments and cost dis-synergies following the exit of PFAS manufacturing.

First nine months 2026 results:

Sales in Safety and Industrial were up 8.0 percent in U.S.

Organic sales increased in electrical markets, industrial adhesives and tapes, abrasives, personal safety, and industrial specialties, driven by progress on commercial excellence and innovation;

market weakness in roofing granules and automotive aftermarket resulted in decreased sales.

Organic sales increased in electrical markets, industrial adhesives and tapes, abrasives, personal safety, industrial specialties, and automotive aftermarket driven by progress on commercial excellence and innovation;

market weakness in roofing granules and fire safety resulted in decreased sales.

Business segment operating income margins increased YoY primarily driven by benefits from growth and productivity.

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Transportation and Electronics Business :

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2026 2025 2026 2025

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Percent of sales 23.4 % 24.3 % 23.2 % 23.5 %

Second quarter 2026 results:

Third quarter 2026 results:

Sales in Transportation and Electronics were up 0.4 percent in U.S.

Organic growth was driven by strength in semiconductor, aerospace, data center, advanced materials, and commercial branding.

Business segment operating income margins decreased YoY reflecting tariffs, continued growth investments, and cost dis-synergies following the exit of PFAS manufacturing, partially offset by benefits from growth and productivity.

First six months 2026 results:

Organic growth was driven by strength in semiconductor, aerospace, data center, advanced materials, and commercial branding, partially offset by weakness in consumer electronics and auto.

Business segment operating income margins decreased YoY reflecting continued growth investments and cost dis-synergies following the exit of PFAS manufacturing, partially offset by benefits from growth and productivity.

First nine months 2026 results:

Sales in Transportation and Electronics were up 2.8 percent in U.S.

Organic growth was driven by strength in semiconductor, aerospace, data center, advanced materials, and commercial branding, partially offset by weakness in auto and consumer electronics.

Business segment operating income margins were flat YoY due to benefits from growth and productivity, offset by tariffs, continued growth investments, and cost dis-synergies following the exit of PFAS manufacturing.

Consumer Business:

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2026 2025 2026 2025

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Percent of sales 23.0 % 22.2 % 20.9 % 21.0 %

Second quarter 2026 results:

Third quarter 2026 results:

Sales in Consumer were down 0.4 percent in U.S.

Organic sales decreased in packaging and expression, and in home improvement, and increased in home and auto care, and consumer safety and well-being.

Organic sales decreased in packaging and expression, and in home improvement, and increased in consumer safety and well-being, and home and auto care.

retailer inventory levels more than offset positive POS and share gains.

First six months 2026 results:

Business segment operating income margins increased YoY driven by benefits from productivity, partially offset by continued growth investments and cost dis-synergies following the exit of PFAS manufacturing.

First nine months 2026 results:

Sales in Consumer were down 0.6 percent in U.S.

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Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section below and Note 16 for details on the components of corporate special items and their impact.

Corporate-level income decreased YoY in the second quarter and first six months of 2026, primarily due to Solventum-related items and corporate costs.

Corporate-level income decreased YoY in the third quarter and first nine months of 2026, primarily due to Solventum-related items and corporate costs.

Certain amounts adjusted for special items - (non-GAAP measures)

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Net costs for significant litigation and PFAS exit:

• Net costs for significant litigation 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 15).

• Net costs for significant litigation relate to 3M's respirator mask/asbestos (which include Aearo and non-Aearo items), PFAS-related other environmental, Combat Arms Earplugs, and certain divested business matters (as discussed in Note 15).

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.

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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.

Business acquisition-related costs

• These include transaction and integration costs as applicable in the respective periods.

Amortization and business acquisition-related costs

• These include acquired intangible asset amortization (see Note 4 for additional information) and business acquisition-related costs that further include:

◦ Transaction, integration, and inventory fair value step-up costs

◦ Adjustments to redeemable noncontrolling interest and change in value of venture derivative.

See Note 3 for additional information.

Gain/loss on business divestitures:

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Net costs include restructuring and other related items such as site closure, sale, moving and set-up, accelerated depreciation, and program management.

Three months ended June 30, 2025

Three months ended September 30, 2025

Total Company

(Dollars in millions, except per share amounts)

Net sales Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M EPS

Net sales Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M common shareholders EPS

GAAP amounts $ 6,517 $ 1,447 22.2 % $ 1,147 $ 308 26.8 % $ 834 $ 1.55

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Net costs for significant litigation and PFAS exit — (65) 56 (45) 101 0.19

Amortization and business acquisition-related costs — 26 26 5 21 0.04

Loss on business divestitures — 161 161 2 159 0.30

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Solventum ownership - change in value — — 94 23 71 0.13

Transformation costs

— 14 14 3 11 0.02

Total special items (199) 138 353 (11) 364 0.68

Adjusted amounts (non-GAAP measures) $ 6,318 $ 1,585 25.1 % $ 1,500 $ 297 19.9 % $ 1,198 $ 2.23

Three months ended June 30, 2026

Three months ended September 30, 2026

Total Company

(Dollars in millions, except per share amounts)

Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M EPS EPS percent change

Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M common shareholders EPS EPS percent change

GAAP amounts $ 1,558 23.7 % $ 1,670 $ 261 15.7 % $ 1,373 $ 2.63 70 %

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Net costs for significant litigation and PFAS exit 46 160 61 99 0.19

Business acquisition-related costs 12 12 — 12 0.02

Loss on business divestitures 336 336 20 316 0.61

Amortization and business acquisition-related costs 64 64 (14) 102 0.20

Solventum ownership - change in value — (281) 32 (313) (0.60)

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Adjusted amounts (non-GAAP measures) $ 1,726 26.2 % $ 1,671 $ 353 21.1 % $ 1,306 $ 2.50 12 %

Three months ended June 30, 2026

Sales change Organic sales Divestitures Translation Total sales change

Three months ended September 30, 2026

Sales change Organic sales Acquisitions Divestitures Translation Total sales change

Total Company 0.2 % 1.4 % (0.5) % (0.1) % 1.0 %

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Adjusted total Company (non-GAAP measures) 3.3 % 1.4 % (0.5) % — % 4.2 %

Six months ended June 30, 2025

Nine months ended September 30, 2025

Total Company

(Dollars in millions, except per share amounts) Net sales Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M EPS

(Dollars in millions, except per share amounts) Net sales Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M common shareholders EPS

GAAP amounts $ 18,815 $ 3,833 20.4 % $ 3,455 $ 818 23.7 % $ 2,673 $ 4.93

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Net costs for significant litigation and PFAS exit — 356 751 (1) 752 1.39

Amortization and business acquisition-related costs — 78 78 17 61 0.11

Loss on business divestitures — 164 164 3 161 0.30

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Solventum ownership - change in value — — (242) 23 (265) (0.49)

Transformation costs — 14 14 3 11 0.02

Total special items (559) 669 822 59 763 1.41

Adjusted amounts (non-GAAP measures) $ 18,256 $ 4,502 24.7 % $ 4,277 $ 877 20.6 % $ 3,436 $ 6.34

Six months ended June 30, 2026

Nine months ended September 30, 2026

Total Company

(Dollars in millions, except per share amounts) Net sales Sales change Operating income Operating income margin Income before taxes Provision for income taxes Effective tax rate Net income attributable to 3M EPS EPS percent change

GAAP amounts $ 19,114 1.6 % $ 3,939 20.6 % $ 3,668 $ 665 18.1 % $ 2,959 $ 5.63 14 %

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Net costs for significant litigation and PFAS exit — 59 411 100 311 0.59

Business acquisition-related costs — 12 12 — 12 0.02

Amortization and business acquisition-related costs — 125 125 (3) 152 0.29

Loss on business divestitures — 343 343 21 322 0.61

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Adjusted amounts (non-GAAP measures) $ 19,087 4.5 % $ 4,816 25.2 % $ 4,669 $ 910 19.5 % $ 3,739 $ 7.11 12 %

Six months ended June 30, 2026

Sales change Organic sales Divestitures Translation Total sales change

Nine months ended September 30, 2026

Sales change Organic sales Acquisitions Divestitures Translation Total sales change

Total Company 0.4 % 0.5 % (0.4) % 1.1 % 1.6 %

Remove manufactured PFAS products special item impact

2.9 — — — 2.9

Adjusted total Company (non-GAAP measures) 3.3 % 0.5 % (0.4) % 1.1 % 4.5 %

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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.

The Company had no commercial paper outstanding at June 30, 2026 and December 31, 2025.

The Company had no commercial paper outstanding at September 30, 2026 and December 31, 2025.

The strength of 3M’s credit profile and significant ongoing cash flows provide 3M proven access to capital markets.

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Fitch Ratings A- Stable

The Company’s total debt at June 30, 2026, remained largely consistent with December 31, 2025, as there were no material debt maturities or issuances during the period.

In February 2026, the Company renewed its "well-known seasoned issuer" shelf registration statement, which registers an indeterminate amount of debt or equity securities for future issuance and sale.

The Company’s total debt at September 30, 2026, increased when compared to December 31, 2025, due to the issuance of €1.5 billion of fixed-rate notes in September 2026 and the draw of $1.43 billion under the term loan facility in July 2026 in connection with the Madison acquisition, partially offset by the September 2026 repayment of $650 million of notes upon maturity.

Information with respect to long-term debt issuances and maturities for the periods presented is included in Note 11, as applicable.

3M has a principal amount of long-term debt of $1.5 billion that will mature in 2026.

In February 2026, the Company renewed its "well-known seasoned issuer" shelf registration statement, which registers an indeterminate amount of debt or equity securities for future issuance and sale.

The Company's financial condition and liquidity enable it to address these obligations by refinancing, redemption, or both.

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

3M has a $4.25 billion five-year revolving credit facility that expires in August 2031.

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

The credit facility was undrawn at June 30, 2026.

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.

The credit facility was undrawn at September 30, 2026.

Under the 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.

At June 30, 2026, 3M was in compliance with this requirement.

At September 30, 2026, 3M was in compliance with this requirement.

Debt covenants do not restrict the payment of dividends.

In April 2026, as discussed in Note 11, 3M and a subsidiary entered into a $1.43 billion term loan facility and a $200 million revolving credit facility, both of which were undrawn as of June 30, 2026.

These facilities were established to provide financing in connection with the Madison acquisition and venture formation described in Note 3.

In July 2026, $1.43 billion was drawn under the term loan facility to fund the acquisition.

The Company had $0.6 billion in stand-alone letters of credit, bank guarantees, and other similar instruments issued and outstanding at June 30, 2026.

3M's non-wholly owned subsidiary associated the with the Fire Safety and Rescue division has a $200 million revolving credit facility which was undrawn as of September 30, 2026.

The Company had $0.6 billion in stand-alone letters of credit, bank guarantees, and other similar instruments issued and outstanding at September 30, 2026.

These instruments are utilized in connection with normal business activities.

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Cash, cash equivalents and marketable securities are invested in bank instruments and other high quality securities.

The table below provides the breakout of the balance between the Company's foreign subsidiaries and the United States as of June 30, 2026 and December 31, 2025.

(Billions) June 30, 2026 December 31, 2025

The table below provides the breakout of the balance between the Company's foreign subsidiaries and the United States as of September 30, 2026 and December 31, 2025.

(Billions) September 30, 2026 December 31, 2025

Foreign subsidiaries $ 2.8 $ 3.5

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Total cash, cash equivalents and marketable securities $ 5.2 $ 5.9

The decrease from December 31, 2025, was primarily driven by $3.0 billion in purchases of treasury stock.

Additionally, $1.0 billion in payments associated with the CAE legal settlement and PFAS-related environmental liabilities and $0.8 billion in dividend payments further reduced cash.

Overall outflows were partially offset by $0.4 billion in insurance recoveries related to the CAE and PFAS matters (as discussed in Note 15), $0.4 billion in proceeds from the issuances of treasury shares pursuant to option/benefit plans, and cash generated from operating activities (see "Cash Flows from Operating Activities" section below for further discussion).

The decrease from December 31, 2025, was primarily driven by $3.2 billion in purchases of treasury stock, $2.0 billion (net of insurance recoveries) in payments related to net costs for significant litigation and PFAS exit, $1.9 billion for the acquisition of Madison, $1.2 billion in dividend payments, and $0.7 billion in debt-related outflows including the repayment of fixed-rate notes that matured in September 2026.

These outflows were partially offset by $1.4 billion drawn under a term loan facility and $1.3 billion in proceeds from investment by a noncontrolling interest, both in connection with the Madison venture formation (as discussed in Notes 3 and 11), €1.5 billion in proceeds from the issuance of fixed-rate notes in September 2026 (as discussed in Note 11), $0.7 billion in proceeds from the issuances of treasury shares pursuant to option/benefit plans, and cash generated from operating activities (see "Cash Flows from Operating Activities" section below for further discussion).

Current equity investments:

Current equity investments consist of 3M's ownership interest in Solventum.

As of June 30, 2026, 3M owned approximately 15% of Solventum's common stock, with a fair value of $2.0 billion.

As of September 30, 2026, 3M owned approximately 15% of Solventum's common stock, with a fair value of $2.3 billion.

As previously disclosed, 3M expects to sell its ownership in Solventum within five years of its 2024 spin-off.

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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.

In the first six months of 2026, cash flows provided by operating activities of $1.6 billion increased by $2.6 billion YoY, primarily driven by lower net payments for PFAS-related environmental liabilities and the CAE legal settlement impacted by insurance recoveries.

In the first nine months of 2026, cash flows provided by operating activities of $2.0 billion increased by $1.3 billion YoY, primarily driven by lower net payments for PFAS-related environmental liabilities and the CAE legal settlement impacted by insurance recoveries.

Working capital, defined as current assets minus current liabilities, decreased from December 31, 2025.

This decrease was primarily driven by a reduction in current assets, including lower balances of cash, cash equivalents, and marketable securities, as well as an increase in current liabilities related to the PWS legal settlement.

This decrease was primarily driven by an increase in current liabilities, including higher other current liabilities related to the PWS legal settlement and an increase in the current portion of long-term debt, partially offset by growth in accounts receivable and inventory balances within current assets.

Cash Flows from Investing Activities:

Investments in PP&E enable growth across many diverse markets, helping to meet product demand and increasing manufacturing efficiency.

3M invested $0.4 billion on PP&E in the first six months of 2026.

3M invested $0.7 billion on PP&E in the first nine months of 2026.

The Company expects 2026 capital spending to be approximately $1.0 billion as 3M continues to invest in growth, productivity and sustainability.

In July 2026, the acquisition of Madison Fire & Rescue was completed for $1.9 billion, subject to closing and other adjustments, net of cash acquired as described in Note 3.

Purchases of marketable securities and investments and proceeds from maturities and sale of marketable securities and investments are primarily attributable to certificates of deposit/time deposits, commercial paper, and other securities, which are classified as available-for-sale.

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Refer to Note 11 for more detail regarding debt.

Debt cash flow activity included proceeds from the $1.43 billion term loan in connection with the Madison acquisition and from issuance of €1.5 billion aggregate principal amount of notes in the first nine months of 2026.

This was partially offset by $650 million principal amount of debt maturities.

Repayments of the fixed-rate notes are reflected in "Repayment of debt (maturities greater than 90 days)".

Financing activities in the first nine months of 2026 included approximately $1.3 billion of proceeds from a noncontrolling interest contribution in connection with the formation of the venture associated with the Fire Safety and Rescue division (also referred to as 3M Sentorum) as discussed in Note 3.

In February 2025, 3M’s Board of Directors replaced the Company’s 2018 repurchase program with a new repurchase program.

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Repurchases of common stock are made to support the Company’s stock-based employee compensation plans and for other corporate purposes.

In the first six months of 2026, the Company purchased $3.0 billion of its own stock, compared to $2.2 billion of stock purchases in the first six months of 2025.

As of June 30, 2026, approximately $1.8 billion remained available under the authorization.

In the first nine months of 2026, the Company purchased $3.2 billion of its own stock, compared to $2.7 billion of stock purchases in the first nine months of 2025.

As of September 30, 2026, approximately $1.5 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 also had $0.4 billion in proceeds from issuance of treasury stock pursuant to stock option and benefit plans in the first six months of 2026.

The Company also had $0.7 billion in proceeds from issuance of treasury stock pursuant to stock option and benefit plans in the first nine months of 2026.

3M has paid dividend continuously since 1916.

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In May 2026, 3M's Board of Directors declared a second-quarter 2026 dividend of $0.78 per share.

In August 2026, 3M's Board of Directors declared a third-quarter 2026 dividend of $0.78 per share.

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.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis