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1、Table of ContentsUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30,2024oro TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES E

2、XCHANGE ACT OF 1934For the transition period from _ to _Commission file number:1-32853M COMPANY(Exact name of registrant as specified in its charter)Delaware41-0417775(State or other jurisdiction of incorporation)(IRS Employer Identification No.)3M Center,St.Paul,Minnesota55144-1000(Address of Princ

3、ipal Executive Offices)(Zip Code)(Registrants Telephone Number,Including Area Code)(651)733-1110Not Applicable(Former Name or Former Address,if Changed Since Last Report)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which regis

4、teredCommon Stock,Par Value$.01 Per ShareMMMNew York Stock ExchangeMMMChicago Stock Exchange,Inc.1.500%Notes due 2026MMM26New York Stock Exchange1.750%Notes due 2030MMM30New York Stock Exchange1.500%Notes due 2031MMM31New York Stock ExchangeNote:The common stock of the Registrant is also traded on t

5、he SIX Swiss Exchange.Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(orfor such shorter period that the registrant was required to file such reports),and(2)has been

6、 subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of thischapter)during the preceding 12 months(or for such sh

7、orter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See thedefinitions of“large accelerated filer,”

8、“accelerated filer,”“smaller reporting company,”and“emerging growth company”in Rule 12b-2 of the Exchange Act.:Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by check mark if the registrant has elect

9、ed not to use the extended transition period for complying with any new or revised financial accountingstandards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No Indicate the nu

10、mber of shares outstanding of each of the issuers classes of common stock,as of the latest practicable date.ClassOutstanding at September 30,2024Common Stock,$0.01 par value per share544,558,607 shares1Table of Contents3M COMPANYForm 10-Q for the Quarterly Period Ended September 30,2024TABLE OF CONT

11、ENTSPAGEPART I.Financial Information3Item 1.Financial Statements3Consolidated Statement of Income(Loss)3Consolidated Statement of Comprehensive Income(Loss)4Consolidated Balance Sheet5Consolidated Statement of Cash Flows6Notes to Consolidated Financial Statements7NOTE 1.Significant Accounting Polici

12、es7NOTE 2.Discontinued Operations7NOTE 3.Revenue9NOTE 4.Divestitures9NOTE 5.Goodwill and Intangible Assets10NOTE 6.Restructuring Actions11NOTE 7.Supplemental Income(Loss)Statement Information12NOTE 8.Supplemental Equity and Comprehensive Income(Loss)Information13NOTE 9.Income Taxes15NOTE 10.Earnings

13、(Loss)Per Share16NOTE 11.Marketable Securities16NOTE 12.Long-Term Debt and Short-Term Borrowings17NOTE 13.Pension and Postretirement Benefit Plans18NOTE 14.Supplier Finance Program Obligations20NOTE 15.Derivatives20NOTE 16.Fair Value Measurements23NOTE 17.Commitments and Contingencies24NOTE 18.Stock

14、-Based Compensation45NOTE 19.Business Segments46Item 2.Managements Discussion and Analysis of Financial Condition and Results of Operations48Overview48Results of Operations56Performance by Business Segment57Financial Condition and Liquidity61Item 3.Quantitative and Qualitative Disclosures About Mark

15、et Risk66Item 4.Controls and Procedures66PART II.Other Information67Item 1.Legal Proceedings67Item 1A.Risk Factors67Item 2.Unregistered Sales of Equity Securities and Use of Proceeds75Item 3.Defaults Upon Senior Securities75Item 4.Mine Safety Disclosures75Item 5.Other Information75Item 6.Exhibits762

16、Table of Contents3M COMPANYFORM 10-QFor the Quarterly Period Ended September 30,2024PART I.Financial InformationItem 1.Financial Statements3M Company and SubsidiariesConsolidated Statement of Income(Loss)(Unaudited)Three months endedSeptember 30,Nine months endedSeptember 30,(Millions,except per sha

17、re amounts)2024202320242023Net sales$6,294$6,270$18,565$18,608 Operating expensesCost of sales3,647 3,716 10,703 11,188 Selling,general and administrative expenses1,062 5,419 3,322 18,182 Research,development and related expenses269 267 803 862 Gain on business divestitures(36)(36)Total operating ex

18、penses4,978 9,366 14,828 30,196 Operating income(loss)1,316(3,096)3,737(11,588)Other expense(income),net(405)206(323)334 Income(loss)from continuing operations before income taxes1,721(3,302)4,060(11,922)Provision(benefit)for income taxes348(777)771(2,893)Income(loss)from continuing operations of co

19、nsolidated group1,373(2,525)3,289(9,029)Income(loss)from unconsolidated subsidiaries,net of taxes3 2 7 7 Net income(loss)from continuing operations including noncontrolling interest1,376(2,523)3,296(9,022)Less:Net income(loss)attributable to noncontrolling interest4 4 15 14 Net income(loss)from cont

20、inuing operations attributable to 3M1,372(2,527)3,281(9,036)Net income(loss)from discontinued operations,net of taxes 452 164 1,096 Net income(loss)attributable to 3M$1,372$(2,075)$3,445$(7,940)Earnings(loss)per share attributable to 3M common shareholders:Weighted average 3M common shares outstandi

21、ng basic550.6 554.3 553.1 553.7 Earnings(loss)per share from continuing operations basic$2.49$(4.56)$5.93$(16.32)Earnings(loss)per share from discontinued operations basic 0.82 0.30 1.98 Earnings(loss)per share basic$2.49$(3.74)$6.23$(14.34)Weighted average 3M common shares outstanding diluted552.7

22、554.3 554.5 553.7 Earnings(loss)per share from continuing operations diluted$2.48$(4.56)$5.92$(16.32)Earnings(loss)per share from discontinued operations diluted 0.82 0.29 1.98 Earnings(loss)per share diluted$2.48$(3.74)$6.21$(14.34)The accompanying Notes to Consolidated Financial Statements are an

23、integral part of this statement.3Table of Contents3M Company and SubsidiariesConsolidated Statement of Comprehensive Income(Loss)(Unaudited)Three months endedSeptember 30,Nine months endedSeptember 30,(Millions)2024202320242023Net income(loss)attributable to 3M$1,372$(2,075)$3,445$(7,940)Net income(

24、loss)attributable to noncontrolling interest4 4 15 14 Net income(loss)including noncontrolling interest1,376(2,071)3,460(7,926)Other comprehensive income(loss),net of tax:Cumulative translation adjustment368(365)15(224)Defined benefit pension and postretirement plans adjustment48 50 1,009 151 Cash f

25、low hedging instruments(74)21(55)20 Total other comprehensive income(loss),net of tax342(294)969(53)Comprehensive income(loss)including noncontrolling interest1,718(2,365)4,429(7,979)Comprehensive(income)loss attributable to noncontrolling interest(3)(3)(14)(14)Comprehensive income(loss)attributable

26、 to 3M$1,715$(2,368)$4,415$(7,993)The accompanying Notes to Consolidated Financial Statements are an integral part of this statement.4Table of Contents3M Company and SubsidiariesConsolidated Balance Sheet(Unaudited)(Dollars in millions,except per share amount)September 30,2024December 31,2023AssetsC

27、urrent assetsCash and cash equivalents$6,050$5,735 Marketable securities current1,245 50 Accounts receivable net of allowances of$65 and$623,528 3,601 InventoriesFinished goods1,974 1,842 Work in process1,190 1,242 Raw materials and supplies875 860 Total inventories4,039 3,944 Prepaids470 344 Other

28、current assets967 326 Current assets of discontinued operations 2,379 Total current assets16,299 16,379 Property,plant and equipment23,794 23,494 Less:Accumulated depreciation(16,265)(15,804)Property,plant and equipment net7,529 7,690 Operating lease right of use assets606 657 Goodwill6,395 6,382 In

29、tangible assets net1,242 1,323 Other assets8,804 6,806 Non-current assets of discontinued operations 11,343 Total assets$40,875$50,580 LiabilitiesCurrent liabilitiesShort-term borrowings and current portion of long-term debt$1,870$2,947 Accounts payable2,689 2,776 Accrued payroll703 695 Accrued inco

30、me taxes473 304 Operating lease liabilities current168 192 Other current liabilities5,488 6,660 Current liabilities of discontinued operations 1,723 Total current liabilities11,391 15,297 Long-term debt11,319 13,088 Pension and postretirement benefits1,716 2,156 Operating lease liabilities443 464 Ot

31、her liabilities11,312 14,021 Non-current liabilities of discontinued operations 686 Total liabilities36,181 45,712 Commitments and contingencies(Note 17)Equity3M Company shareholders equity:Common stock par value,$.01 par value;944,033,056 shares issued9 9 Shares outstanding-September 30,2024:544,55

32、8,607,December 31,2023:552,581,136Additional paid-in capital7,182 6,956 Retained earnings36,459 37,479 Treasury stock,at cost:(33,784)(32,859)Shares at September 30,2024:399,474,449,December 31,2023:391,451,920Accumulated other comprehensive income(loss)(5,224)(6,778)Total 3M Company shareholders eq

33、uity4,642 4,807 Noncontrolling interest52 61 Total equity4,694 4,868 Total liabilities and equity$40,875$50,580 The accompanying Notes to Consolidated Financial Statements are an integral part of this statement.5Table of Contents3M Company and SubsidiariesConsolidated Statement of Cash Flows(Unaudit

34、ed)Nine months endedSeptember 30,(Millions)20242023Cash Flows from Operating ActivitiesNet income(loss)including noncontrolling interest$3,460$(7,926)Adjustments to reconcile net income(loss)including noncontrolling interest to net cash provided by operating activitiesDepreciation and amortization1,

35、041 1,450 Company pension and postretirement contributions(116)(85)Company pension and postretirement expense953 113 Stock-based compensation expense242 222 Gain on business divestitures(36)Deferred income taxes293(3,468)Changes in assets and liabilitiesAccounts receivable(87)(371)Inventories(172)23

36、6 Accounts payable8 118 Accrued income taxes(current and long-term)(152)(369)Other net(5,469)14,810 Net cash provided by(used in)operating activities1 4,694 Cash Flows from Investing ActivitiesPurchases of property,plant and equipment(PP&E)(890)(1,257)Proceeds from sale of PP&E and other assets55 11

37、4 Purchases of marketable securities and investments(2,220)(1,143)Proceeds from maturities and sale of marketable securities and investments1,022 1,292 Proceeds from sale of businesses,net of cash sold 60 Other net(27)28 Net cash provided by(used in)investing activities(2,060)(906)Cash Flows from Fi

38、nancing ActivitiesChange in short-term debt net(205)485 Repayment of debt(maturities greater than 90 days)(2,653)(2,434)Proceeds from debt(maturities greater than 90 days)8,367 2,011 Purchases of treasury stock(1,096)(31)Proceeds from issuance of treasury stock pursuant to stock option and benefit p

39、lans68 245 Dividends paid to shareholders(1,604)(2,483)Cash transferred to Solventum related to separation,net(616)Other net(83)(16)Net cash provided by(used in)financing activities2,178(2,223)Effect of exchange rate changes on cash and cash equivalents(2)(80)Net increase(decrease)in cash and cash e

40、quivalents117 1,485 Cash and cash equivalents at beginning of year5,933 3,655 Cash and cash equivalents at end of period$6,050$5,140 The accompanying Notes to Consolidated Financial Statements are an integral part of this statement.The Consolidated Statements of Cash Flows include the results of con

41、tinuing and discontinued operations and,therefore,also include cash and cash equivalents associated with Solventumthrough its April 2024 separation from 3M that were presented in current assets of discontinued operations in the 3M Consolidated Balance Sheet.116Table of Contents3M Company and Subsidi

42、ariesNotes to Consolidated Financial Statements(Unaudited)NOTE 1.Significant Accounting PoliciesBasis of Presentation:The interim consolidated financial statements are unaudited but,in the opinion of management,reflect all adjustments necessary for a fair statement ofthe Companys consolidated financ

43、ial position,results of operations and cash flows for the periods presented.These adjustments consist of normal,recurring items.The resultsof operations for any interim period are not necessarily indicative of results for the full year.The interim consolidated financial statements and notes are pres

44、ented as permittedby the requirements for Quarterly Reports on Form 10-Q.This Quarterly Report on Form 10-Q should be read in conjunction with the Companys consolidated financialstatements and notes included in its Annual Report on Form 10-K.Certain amounts in prior periods consolidated financial st

45、atements have been reclassified to conform to current period presentation.Information provided herein reflects theimpact of these changes for all applicable periods presented.As discussed in Note 2,on April 1,2024,3M completed the previously announced separation of its Health Care business(the Separ

46、ation)through a pro ratadistribution of 80.1%of the outstanding shares of Solventum Corporation(Solventum)to 3M stockholders.As a result of the Separation,Solventum became anindependent public company and 3M no longer consolidates Solventum into 3Ms financial results.In connection with the Separatio

47、n,the historical net income ofSolventum and applicable assets and liabilities included in the Separation are reported in 3Ms consolidated financial statements as discontinued operations.3M made certain changes to the composition of segment information reviewed by 3Ms chief operating decision maker(C

48、ODM)effective in the second quarter of2024 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.To the extent these changes impacted 3Ms disclosed disaggregated revenue information,data in N

49、ote 3 has also been updated.New Accounting Pronouncements:Refer to Note 1 to the Consolidated Financial Statements in 3Ms 2023 Annual Report on Form 10-K for a discussion of applicablestandards issued and not yet adopted by 3M.Relevant New Standards Issued Subsequent to Most Recent Annual ReportIn M

50、arch 2024,the SEC adopted rules under SEC Release No.33-11275,The Enhancement and Standardization of Climate-Related Disclosures for Investors,which require aregistrant to disclose information in annual reports and registration statements about climate-related risks that are reasonably likely to hav

51、e a material impact on its business,results of operations,or financial condition.The information would include disclosure of a registrants greenhouse gas emissions.In addition,certain disclosures related tosevere weather events and other natural conditions would be required in a registrants audited

52、financial statements.Annual disclosure requirements would be effective for 3M asearly as the fiscal year beginning January 1,2025.However,in April 2024,the SEC voluntarily stayed the final rules pending certain legal challenges.The Company isevaluating the impact of these rules on its disclosures.NO

53、TE 2.Discontinued OperationsOn 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 outstandingshares of Solventum Corporation(Solventum)to 3M stockholders.The spin-off transaction was intended to be t

54、ax-free for U.S.federal income tax purposes.To reflect thecompletion of the spin,3M recorded a decrease in shareholders equity for the net book value of applicable assets and liabilities included in the Separation,net of the book valueof 3Ms retained ownership.As a result of the Separation,Solventum

55、 became an independent public company and 3M no longer consolidates Solventum into 3Ms financialresults.In connection with the Separation,the historical net income of Solventum and applicable assets and liabilities included in the Separation are reported in 3Msconsolidated financial statements as di

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

57、 its stake in Solventum over time.The Company entered into various agreements to effect the Separation and provide for the relationship between 3M and Solventum,including,among others,a separation anddistribution agreement;a tax matters agreement;and transition service,distribution,and contract manu

58、facturing agreements;as well as certain commercial supply agreements.The transition service and distribution agreements have overall terms of two years following the Separation and each may be extended an additional year.The transitioncontract manufacturing agreements term is three years with an abi

59、lity to extend under certain circumstances.Supply agreements,by which each company may provide productto the other,have initial three-year terms,but may extend for particular products up to ten or twelve years following the Separation,under certain circumstances.In addition,the companies had certain

60、 amounts due between them as of the Separation date.7Table of Contents3M continuing involvement with Solventum in the form of net sales under supply agreements and income from transition agreements is reflected in amounts disclosed in Note19 relative to Corporate and Unallocated(recorded as net sale

61、s and associated costs)and Other(recorded as a direct offset to associated costs),respectively.Solventumtransition agreement income for the three months ended September 30,2024 included in Other was approximately$5 million(approximately$0.2 billion gross fees,net ofassigned costs).Transition agreeme

62、nt income for the nine months ended September 30,2024 included in Other was approximately$40 million(approximately$0.4 billiongross fees,net of assigned costs).Transition services or purchases from Solventum are not material to 3M.Amounts due from Solventum and amounts due to Solventum underthe agre

63、ements described above were approximately$0.5 billion and$0.2 billion,respectively,as of September 30,2024.Information regarding net income(loss)from discontinued operations,net of taxes includes the following noting there was no material income(loss)from discontinuedoperations for the three months

64、ended September 30,2024:Three months endedSeptember 30,Nine months endedSeptember 30,Net Income(Loss)from Discontinued Operations,Net of Taxes(millions)202320242023Net sales$2,042$1,987$6,060Cost of sales8648442,611Other operating expenses7368372,232Other expense(income),net(6)44(17)Income(loss)from

65、 discontinued operations before income taxes4482621,234Provision for income taxes(4)98138Net income(loss)from discontinued operations,net of taxes$452$164$1,096Major classes of assets and liabilities of discontinued operations include the following:Assets and Liabilities of Discontinued Operations(m

66、illions)December 31,2023AssetsCash and cash equivalents$198 Marketable securities current3 Accounts receivable net1,149 Inventories878 Other current assets151 Current assets of discontinued operations2,379 Property,plant and equipment net1,469 Operating lease right of use assets102 Goodwill6,545 Int

67、angible assets net2,903 Other assets324 Non-current assets of discontinued operations11,343 LiabilitiesAccounts payable469 Accrued payroll209 Accrued income taxes61 Operating lease liabilities current33 Other current liabilities951 Current liabilities of discontinued operations1,723 Pension and post

68、retirement benefits315 Operating lease liabilities70 Other liabilities301 Non-current liabilities of discontinued operations$686 Cash flows related to discontinued operations have not been segregated,and are included in the Consolidated Statement of Cash Flows for all periods presented.Selectedfinan

69、cial information related to cash flows from discontinued operations is below.Nine months endedSeptember 30,Selected Cash Flow Information from Discontinued Operations(millions)20242023Depreciation and amortization$139$416 Purchases of property,plant and equipment(PP&E)77 163 8Table of ContentsNOTE 3

70、.RevenueDisaggregated Revenue Information:The Company views the following disaggregated disclosures as useful to understanding the composition of revenue recognized duringthe respective reporting periods:Three months endedSeptember 30,Nine months endedSeptember 30,Net Sales by Division(millions)2024

71、202320242023Abrasives$323$330$975$1,005Automotive Aftermarket313316923933Electrical Markets333327969980Industrial Adhesives and Tapes5425161,5911,549Industrial Specialties Division287290856896Personal Safety8288402,5422,557Roofing Granules141132402375Total Safety and Industrial Business Segment2,767

72、2,7518,2588,295Advanced Materials244274751880Automotive and Aerospace4695071,4561,446Commercial Branding and Transportation6596521,9411,962Electronics7677382,2382,124Total Transportation and Electronics Business Segment2,1392,1716,3866,412Consumer Safety and Well-Being285295831843Home and Auto Care2

73、91308898963Home Improvement4163911,1151,087Packaging and Expression307321858907Total Consumer Business Segment1,2991,3153,7023,800Corporate and Unallocated812619371Other872630Total Company$6,294$6,270$18,565$18,608Three months endedSeptember 30,Nine months endedSeptember 30,Net Sales by Geographic A

74、rea(millions)2024202320242023Americas$3,484$3,459$10,114$10,027 Asia Pacific1,783 1,758 5,272 5,348 Europe,Middle East and Africa1,027 1,053 3,179 3,233 Worldwide$6,294$6,270$18,565$18,608 Americas included United States net sales to customers of$2.8 billion and$8.1 billion for the three and nine mo

75、nths ended September 30,2024,respectively,and$2.7 billionand$8.0 billion for the three and nine months ended September 30,2023,respectively.Asia Pacific included China/Hong Kong net sales to customers of$0.7 billion and$2.1billion for the three and nine months ended September 30,2024,respectively,an

76、d$0.7 billion and$2.0 billion for the three and nine months ended September 30,2023,respectively.NOTE 4.DivestituresRefer to Note 3 to the Consolidated Financial Statements in 3Ms 2023 Annual Report on Form 10-K for more information on relevant pre-2024 divestitures.One of the 2023divestitures,the d

77、ental local anesthetic business,mentioned therein was part of the former Health Care business segment.Because this anesthetic business was divested prior tothe separation of Solventum,its operations are not reflected as discontinued operations and instead are reflected herein as part of Other for al

78、l applicable periods presented asdiscussed in Note 19.On April 1,2024,3M completed the separation of its Health Care business(the Separation)through a pro rata distribution of 80.1%of the outstanding shares of SolventumCorporation(Solventum)to 3M stockholders.See Note 2 for additional detail,includi

79、ng information regarding reporting the historical net income of Solventum and applicableassets and liabilities included in the Separation in 3Ms consolidated financial statements as discontinued operations.9Table of ContentsNOTE 5.Goodwill and Intangible AssetsGoodwill:The change in the carrying amo

80、unt of goodwill by business segment was as follows:(Millions)Safety and IndustrialTransportation andElectronicsConsumerCorporate andUnallocatedTotal CompanyBalance as of December 31,2023$4,542$1,512$270$58$6,382Translation and other3 9 1 13 Balance as of September 30,2024$4,545$1,521$271$58$6,395The

81、 amounts in the“Translation and other”row in the above table primarily relate to changes in foreign currency exchange rates.As of September 30,2024,the Companys accumulated goodwill impairment loss is$0.3 billion.Acquired Intangible Assets:The carrying amount and accumulated amortization of acquired

82、 finite-lived intangible assets,in addition to the balance of non-amortizableintangible assets follow:(Millions)September 30,2024December 31,2023Customer related$1,343$1,337 Patents225 225 Other technology-based376 375 Definite-lived tradenames489 489 Other48 48 Total gross carrying amount2,481 2,47

83、4 Accumulated amortization customer related(939)(883)Accumulated amortization patents(225)(224)Accumulated amortization other technology-based(329)(317)Accumulated amortization definite-lived tradenames(295)(276)Accumulated amortization other(30)(31)Total accumulated amortization(1,818)(1,731)Total

84、finite-lived intangible assets net663 743 Indefinite lived intangible assets(primarily tradenames)579 580 Total intangible assets net$1,242$1,323 Certain tradenames acquired by 3M are not amortized because they have been in existence for over 60 years,have a history of leading-market share positions

85、,have been andare intended to be continuously renewed,and the associated products of which are expected to generate cash flows for 3M for an indefinite period of time.Amortization expense follows:Three months endedSeptember 30,Nine months endedSeptember 30,(Millions)2024202320242023Amortization expe

86、nse$26$40$80$99 Expected amortization expense for acquired amortizable intangible assets recorded as of September 30,2024 follows:(Millions)Remainder of 202420252026202720282029After 2029Amortization expense$27$106$105$85$59$57$224 3M expenses the costs incurred to renew or extend the term of intang

87、ible assets.10Table of ContentsNOTE 6.Restructuring Actions2023 to 2025 Structural Reorganization Actions:As described in Note 5 in 3Ms 2023 Annual Report on Form 10-K,in the first quarter of 2023,3M announced it wouldundertake structural reorganization actions to reduce the size of the corporate ce

88、nter of the Company,simplify supply chain,streamline 3Ms geographic footprint,reduce layersof management,further align business go-to-market models to customers,and reduce manufacturing roles to align with production volumes.This aggregate initiative,beginningin the first quarter of 2023 and continu

89、ing through 2025,is expected(as updated to exclude discontinued operations)to impact approximately 8,000 positions worldwide withan expected pre-tax charge of$700 million to$800 million over that period.During 2023,management approved and committed to undertake associated actions resulting in a2023

90、pre-tax charge of$415 million.During 2024,management approved and committed to undertake additional actions under this initiative impacting approximately 900positions resulting in a pre-tax charge of$40 million and$178 million in the third quarter and nine months ended September 30,2024,respectively

91、.Since its beginning in 2023through committed third quarter 2024 actions,this initiative has impacted approximately 6,600 positions worldwide.Remaining activities related to the restructuring actionsapproved and committed through September 30,2024 under this initiative are expected to be completed i

92、n 2025.3M expects to commit to further actions under this initiative.The related restructuring charges for periods presented were recorded in the income(loss)statement as follows:Three months endedSeptember 30,Nine months endedSeptember 30,(Millions)2024202320242023Cost of sales$19$2$23$61 Selling,g

93、eneral and administrative expenses18 53 141 224 Research,development and related expenses3 3 14 25 Total operating income impact$40$58$178$310 The business segment operating income(loss)impact of these restructuring charges is summarized as follows:Three months ended September 30,20242023(Millions)E

94、mployee RelatedAsset-Related andOtherTotalEmployee RelatedAsset-Related andOtherTotalSafety and Industrial$15$3$18$10$10 Transportation and Electronics8 1 9 9 9 Consumer4 9 13 3 3 Corporate and unallocated 4 32 36 Total operating expense$27$13$40$26$32$58 Nine months ended September 30,20242023(Mill

95、ions)Employee RelatedAsset-Related andOtherTotalEmployee RelatedAsset-Related andOtherTotalSafety and Industrial$54$28$82$64$64 Transportation and Electronics24 19 43 46 46 Consumer13 20 33 19 19 Corporate and unallocated6 14 20 129 52 181 Total operating expense$97$81$178$258$52$310 Restructuring a

96、ctions,including cash and non-cash impacts,follow:(Millions)Employee-RelatedAsset-Related andOtherTotalAccrued restructuring action balance as of December 31,2023$99$99 Incremental expense incurred in the first quarter of 202446 57 103 Incremental expense incurred in the second quarter of 202424 11

97、35 Incremental expense incurred in the third quarter of 202427 13 40 Non-cash changes(81)(81)Adjustments9 9 Cash payments(124)(124)Accrued restructuring action balance as of September 30,2024$81$81 11Table of Contents2023 to 2025 PFAS Exit Actions:As described in Note 5 in 3Ms 2023 Annual Report on

98、Form 10-K,3M announced in 2022 that it will exit all PFAS manufacturing by theend of 2025.In 2023,3M management approved and committed to undertake certain related workforce actions resulting in a pre-tax charge of$64 million($40 million and$24million in the third and fourth quarter respectively)pri

99、marily impacting cost of sales.During 2024,management approved and committed to undertake additional relatedworkforce actions impacting approximately 100 positions resulting in a pre-tax charge of$7 million and$19 million primarily impacting cost of sales in the third quarter andnine months ended Se

100、ptember 30,2024,respectively.These charges are reflected within the Transportation and Electronics business segment.This initiative,beginning in 2023through committed third quarter 2024 actions,has impacted approximately 650 positions worldwide.The remaining period of activities related to these app

101、roved andcommitted actions aligns with 3Ms PFAS exit timeframe.(Millions)Employee-RelatedAccrued restructuring action balance as of December 31,2023$60 Incremental expense incurred in the first quarter of 20244 Incremental expense incurred in the second quarter of 20248 Incremental expense incurred

102、in the third quarter of 20247 Adjustments(5)Cash payments(33)Accrued restructuring action balance as of September 30,2024$41 NOTE 7.Supplemental Income(Loss)Statement InformationOther expense(income),net consists of the following:Three months endedSeptember 30,Nine months endedSeptember 30,(Millions

103、)2024202320242023Interest expense$276$304$939$571Interest income(107)(72)(360)(160)Pension and postretirement net periodic benefit cost(benefit)7(26)792(77)Solventum ownership-change in value(581)(1,694)Total$(405)$206$(323)$334Beginning in the second quarter and third quarter of 2023,interest expen

104、se also includes imputed interest associated with the obligations resulting from the PWS Settlement andthe CAE Settlement,respectively(discussed in Note 17).Pension and postretirement net periodic benefit income described in the table above include all components of defined benefit plan net periodic

105、 benefit cost(benefit)exceptservice cost,which is reported in various operating expense lines.The non-service cost component above for the nine months ended September 30,2024 was impacted by a$795 million pension settlement charge.Refer to Note 13 for additional details on the components of pension

106、and postretirement net periodic benefit cost(benefit).Solventum ownership-change in value relates to the change in value of 3Ms retained ownership interest in common stock of Solventum Corporation,an independent publiccompany.Solventum separated from 3M in April 2024(discussed in Note 2).At Septembe

107、r 30,2024,the balance of net unrealized gain on this investment is$1.7 billion.12Table of ContentsNOTE 8.Supplemental Equity and Comprehensive Income(Loss)InformationCash dividends declared and paid totaled$1.51 for the first quarter of 2024 and$0.70 for each of the second and third quarters of 2024

108、,respectively,and$1.50 per share foreach of the first,second and third quarters of 2023,or$2.91 and$4.50 per share for the first nine months of 2024 and 2023,respectively.The table below presents the consolidated changes in equity for three and nine months ended September 30,2024 and 2023:3M Company

109、 Shareholders(Millions)TotalCommon Stock andAdditional Paid-inCapitalRetainedEarningsTreasury StockAccumulated OtherComprehensive Income(Loss)Non-controllingInterestBalance at June 30,2024$3,988$7,155$35,475$(33,147)$(5,567)$72 Net income(loss)1,376 1,372 4 Other comprehensive income(loss),net of ta

110、x342 343(1)Solventum spin-off4 4 Dividends declared(383)(383)Stock-based compensation36 36 Reacquired stock(684)(684)Dividend to noncontrolling interest(23)(23)Issuances pursuant to stock option and benefit plans38(9)47 Balance at September 30,2024$4,694$7,191$36,459$(33,784)$(5,224)$52 Balance at J

111、une 30,2023$7,857$6,867$40,290$(32,926)$(6,433)$59 Net income(loss)(2,071)(2,075)4 Other comprehensive income(loss),net of tax(294)(293)(1)Dividends declared(828)(828)Stock-based compensation45 45 Reacquired stock(2)(2)Dividend to non controlling interest(3)(3)Issuances pursuant to stock option and

112、benefit plans27(12)39 Balance at September 30,2023$4,731$6,912$37,375$(32,889)$(6,726)$59 3M Company Shareholders(Millions)TotalCommon Stock andAdditional Paid-inCapitalRetainedEarningsTreasury StockAccumulated OtherComprehensive Income(Loss)Non-controllingInterestBalance at December 31,2023$4,868$6

113、,965$37,479$(32,859)$(6,778)$61 Net income(loss)3,460 3,445 15 Total other comprehensive income(loss),net of tax969 970(1)Solventum spin-off(2,165)(2,749)584 Dividends declared(1,604)(1,604)Stock-based compensation226 226 Reacquired stock(1,105)(1,105)Dividend to noncontrolling interest(23)(23)Issua

114、nces pursuant to stock option and benefit plans68(112)180 Balance at September 30,2024$4,694$7,191$36,459$(33,784)$(5,224)$52 Balance at December 31,2022$14,770$6,700$47,950$(33,255)$(6,673)$48 Net income(loss)(7,926)(7,940)14 Total other comprehensive income(loss),net of tax(53)(53)Dividends declar

115、ed(2,483)(2,483)Stock-based compensation212 212 Reacquired stock(31)(31)Dividend to noncontrolling interest(3)(3)Issuances pursuant to stock option and benefit plans245(152)397 Balance at September 30,2023$4,731$6,912$37,375$(32,889)$(6,726)$59 13Table of ContentsThe table below presents the changes

116、 in accumulated other comprehensive income(loss)attributable to 3M(AOCI),including the reclassifications out of AOCI by componentfor three and nine months ended September 30,2024 and 2023:(Millions)Cumulative TranslationAdjustmentDefined Benefit Pension andPostretirement PlansAdjustmentCash Flow Hed

117、gingInstruments,UnrealizedGain(Loss)Total Accumulated OtherComprehensive Income(Loss)Balance at June 30,2024,net of tax:$(2,795)$(2,737)$(35)$(5,567)Other comprehensive income(loss),before tax:Amounts before reclassifications331 (70)261 Amounts reclassified out 63(21)42 Total other comprehensive inc

118、ome(loss),before tax331 63(91)303 Tax effect38(15)17 40 Total other comprehensive income(loss),net of tax369 48(74)343 Balance at September 30,2024,net of tax:$(2,426)$(2,689)$(109)$(5,224)Balance at June 30,2023,net of tax:$(2,688)$(3,737)$(8)$(6,433)Other comprehensive income(loss),before tax:Amou

119、nts before reclassifications(340)66(274)Amounts reclassified out 65(38)27 Total other comprehensive income(loss),before tax(340)65 28(247)Tax effect(24)(15)(7)(46)Total other comprehensive income(loss),net of tax(364)50 21(293)Balance at September 30,2023,net of tax:$(3,052)$(3,687)$13$(6,726)(Milli

120、ons)Cumulative TranslationAdjustmentDefined Benefit Pension andPostretirement PlansAdjustmentCash Flow HedgingInstruments,UnrealizedGain(Loss)Total Accumulated OtherComprehensive Income(Loss)Balance at December 31,2023,net of tax:$(2,506)$(4,218)$(54)$(6,778)Other comprehensive income(loss),before t

121、ax:Amounts before reclassifications(70)285 14 229 Amounts reclassified out68 1,035(78)1,025 Total other comprehensive income(loss),before tax(2)1,320(64)1,254 Tax effect18(311)9(284)Total other comprehensive income(loss),net of tax16 1,009(55)970 Solventum spin-off64 520 584 Balance at September 30,

122、2024,net of tax:$(2,426)$(2,689)$(109)$(5,224)Balance at December 31,2022,net of tax:$(2,828)$(3,838)$(7)$(6,673)Other comprehensive income(loss),before tax:Amounts before reclassifications(232)144(88)Amounts reclassified out39 194(119)114 Total other comprehensive income(loss),before tax(193)194 25

123、 26Tax effect(31)(43)(5)(79)Total other comprehensive income(loss),net of tax(224)151 20(53)Balance at September 30,2023,net of tax:$(3,052)$(3,687)$13$(6,726)Includes tax expense(benefit)reclassified out of AOCI related to the following:Three months ended September 30,Nine months ended September 30

124、,(millions)2024202320242023Cumulative Translation Adjustment$Defined benefit pension and postretirement plans adjustment(14)(15)(243)(43)Cash flow hedging instruments,unrealized gain/loss5 9 18 27 Income taxes are not provided for foreign translation relating to permanent investments in internationa

125、l subsidiaries,but tax effects within cumulative translation do includeimpacts from items such as net investment hedge transactions.The Company uses the portfolio approach for releasing income tax effects from accumulated othercomprehensive income.2222214Table of ContentsAdditional details on the am

126、ounts reclassified from accumulated other comprehensive income(loss)into consolidated income(loss)include:Cumulative translation adjustment:amounts were reclassified into selling,general and administrative expense.In 2024,this was associated with country exits as partof streamlining 3Ms geographic f

127、ootprint(see Note 6).Defined benefit pension and postretirement plan adjustments:amounts were reclassified into other(expense)income,net(see Note 13).Cash flow hedging instruments,unrealized gain(loss):foreign currency forward/option contacts amounts were reclassified into cost of sales;interest rat

128、e contractamounts were reclassified into interest expense(see Note 15).The tax effects,if applicable,associated with these reclassifications were reflected in provision for income taxes.NOTE 9.Income TaxesThe effective tax rate on a continuing operations basis for the third quarter of 2024 was 20.3

129、percent on pre-tax income compared to 23.5 percent on a pre-tax loss in the prioryear.The effective tax rate for the first nine months of 2024 was 19.0 percent compared to 24.3 percent on a pre-tax loss in the prior year.The primary factors that impacted thecomparison of these rates year-over-year w

130、ere the third quarter 2023 charge related to the settlement agreement to resolve CAE litigation(see Note 17),second quarter 2023charge 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 benefitrelat

131、ed to the change in value of the retained ownership interest in Solventum.The total amounts of unrecognized tax benefits that,if recognized,would affect the effective tax rate as of September 30,2024 and December 31,2023 on a continuingoperations basis are$710 million and$671 million,respectively.It

132、 is reasonably possible that the amount of unrecognized tax benefits could significantly change within thenext 12 months.At this time,the Company is not able to estimate the range by which these potential events could impact 3Ms unrecognized tax benefits in the next 12 months.Net deferred tax assets

133、 are included as components of Other Assets and Other Liabilities within the Consolidated Balance Sheet.As of September 30,2024,3Ms net noncurrent deferred tax asset balance was approximately$3.9 billion.This included a balance of approximately$3.0 billion as a result of the 2023 pre-tax charges rel

134、ated to thePWS Settlement and the CAE Settlement(both discussed in Note 17).As of September 30,2024 and December 31,2023,on a continuing operations basis,the Company hadvaluation allowances of$1.1 billion and$0.7 billion on its deferred tax assets,respectively,with the amounts impacted beginning in

135、2024 by a valuation allowance related tothe difference in basis of the retained ownership interest in Solventum.In connection with the completion of the separation of Solventum in April 2024,3M re-evaluated its global cash needs and certain unrepatriated earnings were no longerconsidered permanently

136、 reinvested,which resulted in a charge of approximately$100 million in the second quarter of 2024.Thereafter,3M provides for income taxesassociated with foreign earnings in certain subsidiaries that are not considered permanently reinvested.The Company has not provided deferred taxes on approximatel

137、y$1.0 billion of undistributed earnings from non-U.S.subsidiaries as of September 30,2024 which are indefinitely reinvested in operations.Because of the multiple avenues bywhich to repatriate the earnings to minimize tax cost,and because a large portion of these earnings are not liquid,it is not pra

138、ctical to determine the income tax liability thatwould be payable if such earnings were not reinvested indefinitely.In 2021,the Organization for Economic Cooperation and Development(OECD)published Pillar Two Model Rules defining a global minimum tax,which calls for the taxationof large corporations

139、at a minimum rate of 15%.The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation ofthe Pillar Two global minimum tax.Effective January 1,2024,a number of countries have proposed or enacted legislation to implement core elements of the Pi

140、llar Twoproposal.Pillar Two did not have a significant impact on 3Ms third quarter 2024 results.While 3M is monitoring developments and evaluating the potential impact on futureperiods,3M does not expect Pillar Two to have a significant impact on its 2024 financial results.15Table of ContentsNOTE 10

141、.Earnings(Loss)Per ShareThe difference in the weighted average 3M shares outstanding for calculating basic and diluted earnings per share attributable to 3M common shareholders is the result of thedilution associated with the Companys stock-based compensation plans.Certain awards outstanding under t

142、hese stock-based compensation plans were not included in thecomputation of diluted earnings per share attributable to 3M common shareholders because they would have had an anti-dilutive effect of 31.1 million and 32.3 million averageoptions for the three and nine months ended September 30,2024,respe

143、ctively,and 35.6 million and 36.0 million average options for the three and nine months endedSeptember 30,2023,respectively.In periods of net losses,these anti-dilutive effects include all weighted option shares outstanding and weighted average shares is the same forthe calculations of both basic an

144、d diluted loss per share.The computations for basic and diluted earnings(loss)per share follow:Three months endedSeptember 30,Nine months endedSeptember 30,(Amounts in millions,except per share amounts)2024202320242023Numerator:Net income(loss)from continuing operations attributable to 3M$1,372$(2,5

145、27)$3,281$(9,036)Net income(loss)from discontinued operations,net of taxes 452 164 1,096 Net income(loss)attributable to 3M$1,372$(2,075)$3,445$(7,940)Denominator:Denominator for weighted average 3M common shares outstanding basic550.6 554.3 553.1 553.7 Dilution associated with stock-based compensat

146、ion plans2.1 1.4 Denominator for weighted average 3M common shares outstanding diluted552.7 554.3 554.5 553.7 Earnings(loss)per share attributable to 3M common shareholders:Earnings(loss)per share from continuing operations basic$2.49$(4.56)$5.93$(16.32)Earnings(loss)per share from discontinued oper

147、ations basic 0.82 0.30 1.98 Earnings(loss)per share basic$2.49$(3.74)$6.23$(14.34)Earnings(loss)per share from continuing operations diluted$2.48$(4.56)$5.92$(16.32)Earnings(loss)per share from discontinued operations diluted 0.82 0.29 1.98 Earnings(loss)per share diluted$2.48$(3.74)$6.21$(14.34)NOT

148、E 11.Marketable SecuritiesThe Company invests in certificates of deposit/time deposits,commercial paper,and other securities.The following is a summary of amounts recorded on the ConsolidatedBalance Sheet for marketable securities(current and non-current).(Millions)September 30,2024December 31,2023A

149、sset backed securities$12$Foreign corporate debt32 U.S.government securities41 Corporate debt securities459 Commercial paper390 Certificates of deposit/time deposits98 46 U.S.treasury securities209 U.S.municipal securities4 4 Current marketable securities1,245 50 U.S.municipal securities20 20 Non-cu

150、rrent marketable securities20 20 Total marketable securities$1,265$70 At September 30,2024 and December 31,2023,gross unrealized,gross realized,and net realized gains and/or losses(pre-tax)were not material.16Table of ContentsThe balances at September 30,2024 for marketable securities by contractual

151、 maturity are shown below.Actual maturities may differ from contractual maturities because theissuers of the securities may have the right to prepay obligations without prepayment penalties.(Millions)Due in one year or less$1,201 Due after one year through five years64 Due after five years through t

152、en years Total marketable securities$1,265 NOTE 12.Long-Term Debt and Short-Term Borrowings2023 issuances,maturities,and extinguishments of short-and long-term debt are described in Note 13 to the Consolidated Financial Statements in 3Ms 2023 Annual Report onForm 10-K.The Consolidated Statements of

153、Cash Flows include the results of continuing and discontinued operations and,therefore,information regarding similar debt-relatedactivity for 2024 includes activity associated with Solventum through its April 2024 Separation.The Company had no commercial paper outstanding at September 30,2024,compar

154、ed to$1.8 billion commercial paper outstanding as of December 31,2023.In the first quarter of 2024,Solventum,prior to the Separation discussed in Note 2,issued a total of$8.4 billion in aggregate principal amount of senior unsecured debt andterm loans.Also during the first quarter of 2024,Solventum

155、further entered into a revolving credit facility of$2 billion which was undrawn as of March 31,2024.TheseSolventum items were guaranteed by 3M until the completion of the Separation on April 1,2024 and obligations under these notes,loans and facilities became,as transferredobligations,the sole respo

156、nsibility of Solventum after the Separation.In February 2024,3M repaid$1.1 billion aggregate principal amount of medium-term notes that matured.Future Maturities of Long-term Debt:Maturities of long-term debt in the table below reflect the impact of put provisions associated with certain debt instru

157、ments and are netof the unamortized debt issue costs such that total maturities equal the carrying value of long-term debt as of September 30,2024.The maturities of long-term debt for theperiods subsequent to September 30,2024 are as follows(in millions):Remainder of 202420252026202720282029After 20

158、29Total$53$1,869$1,575$847$821$1,790$6,234$13,189 17Table of ContentsNOTE 13.Pension and Postretirement Benefit PlansThe service cost component of defined benefit net periodic benefit cost is recorded in cost of sales;selling,general and administrative expenses;and research,development andrelated ex

159、penses.The other components of net periodic benefit cost are reflected in other expense(income),net.Effective April 1,2024,approximately$2.7 billion of benefitobligations and$2.4 billion of plan assets for certain pension and postretirement benefit plans,were transferred to Solventum,which is treate

160、d as a discontinued operation.Components of net periodic benefit cost and other supplemental information for the three and nine months ended September 30,2024 and 2023 follow:Three months ended September 30,Qualified and Non-qualified Pension BenefitsPostretirement BenefitsUnited StatesInternational

161、(Millions)202420232024202320242023Net periodic benefit cost(benefit)Operating expenseService cost$28$42$15$21$5$6 Non-operating expenseInterest cost110 166 50 56 20 21 Expected return on plan assets(140)(243)(81)(76)(15)(20)Amortization of transition asset 1 Amortization of prior service benefit(3)(

162、6)(6)(7)Amortization of net actuarial loss64 73 3 2 5 2 Settlements,curtailments,special termination benefits and other Total non-operating expense(benefit)31(10)(28)(17)4(4)Total net periodic benefit cost(benefit)59 32(13)4 9 2 Service cost-continuing operations$28$34$15$17$5$5 Service cost-discont

163、inued operations 8 4 1 Total service cost28 42 15 21 5 6 Non-operating expense(benefit)-continuing operations31(6)(28)(17)4(3)Non-operating expense(benefit)-discontinued operations(4)(1)Total non-operating expense(benefit)31(10)(28)(17)4(4)Total net periodic benefit cost(benefit)-continuing operatio

164、ns59 28(13)9 2 Total net periodic benefit cost(benefit)-discontinued operations 4 4 Total net periodic benefit cost(benefit)$59$32$(13)$4$9$2 18Table of ContentsNine months ended September 30,Qualified and Non-qualified Pension BenefitsPostretirement BenefitsUnited StatesInternational(Millions)20242

165、0232024202320242023Net periodic benefit cost(benefit)Operating expenseService cost$94$128$50$60$17$18 Non-operating expenseInterest cost411 497 153 165 63 66 Expected return on plan assets(573)(731)(248)(226)(49)(58)Amortization of transition asset 2 2 Amortization of prior service benefit(11)(18)1

166、1(18)(23)Amortization of net actuarial loss242 220 9 6 15 6 Settlements,curtailments,special termination benefits and other795 Total non-operating expense(benefit)864(32)(83)(52)11(9)Total net periodic benefit cost(benefit)958 96(33)8 28 9 Service cost-continuing operations$87$104$45$48$16$15 Servic

167、e cost-discontinued operations7 24 5 12 1 3 Total service cost94 128 50 60 17 18 Non-operating expense(benefit)-continuing operations864(20)(83)(50)11(7)Non-operating expense(benefit)-discontinued operations(12)(2)(2)Total non-operating expense(benefit)864(32)(83)(52)11(9)Total net periodic benefit

168、cost(benefit)-continuing operations951 84(38)(2)27 8 Total net periodic benefit cost(benefit)-discontinued operations7 12 5 10 1 1 Total net periodic benefit cost(benefit)$958$96$(33)$8$28$9 For the nine months ended September 30,2024 contributions totaling$108 million were made to the Companys U.S.

169、and international pension plans and$8 million to itspostretirement plans,including discontinued operations.Future contributions will depend on market conditions,interest rates and other factors.3M does not expect thepreviously disclosed range of$100 million to$200 million of expected 2024 cash contr

170、ibutions to its U.S.and international retirement plans to be materially impacted by theApril 1,2024 separation of Solventum(see Note 2).3Ms annual measurement date for pension and postretirement assets and liabilities is December 31 each year,which is alsothe date used for the related annual measure

171、ment assumptions.In the second quarter of 2024,3M recorded a non-cash pension settlement charge of approximately$795 million reflected in other expense(income),net as a result oftransferring approximately$2.5 billion of its U.S.pension payment obligations and related plan assets to an insurance comp

172、any.The pension risk transfer requiredremeasurement of the plan prior to the calculation of the settlement charge.The net impact of the pension risk transfer and the remeasurement was a decrease of approximately$220 million in the non-current liability for pensions(and corresponding decrease in accu

173、mulated comprehensive loss,before deferred taxes).Assumptions used for thisremeasurement included discount rates determined using June 30,2024 market conditions and calculated using the same methodology as disclosed in Note 14 to theConsolidated Financial Statements in 3Ms 2023 Annual Report on Form

174、 10-K.Using this methodology,the Company determined a discount rate of 5.43%for the U.S.pensionplan as of June 30,2024.The Company also reduced the expected return on assets assumption determined using June 30,2024 market conditions and calculated using the samemethodology as used at the annual meas

175、urement as of December 31,2023.All other assumptions were consistent with the December 31,2023 disclosures.This remeasurementimpacts net periodic benefit cost for the remainder of 2024.As of March 31,2024,3M transferred eligible U.S.Solventum employees and retirees to new U.S.defined benefit pension

176、 and postretirement plans with the same benefits oftheir current plans.The transfer required remeasurement of the plans prior to the calculation of this split.The net impact of the remeasurement was a decrease of approximately$70 million in the non-current liability for pension and postretirement be

177、nefits(and corresponding decrease in accumulated comprehensive loss,before deferred taxes).Assumptions used for this remeasurement included discount rates determined using March 31,2024 market conditions and calculated using the same methodology as disclosedin Note 14 to the Consolidated Financial S

178、tatements in 3Ms 2023 Annual Report on Form 10-K.All other assumptions were consistent with the December 31,2023disclosures.Using this methodology,the Company determined a discount rate of 5.22%for the U.S.pension plans and 5.19%for the U.S.postretirement benefit plans as ofMarch 31,2024,which are i

179、ncreases of 0.24 percentage points and 0.25 percentage points,respectively,from the rates used as of December 31,2023.This remeasurement didnot impact consolidated income for the three months ended March 31,2024,but will impact net periodic benefit cost for the remainder of 2024.As of March 31,2024,

180、therewere several small international pension plans remeasured for purposes of transferring Solventum employees to new pension plans,the impact of which was not material.19Table of ContentsNOTE 14.Supplier Finance Program ObligationsUnder supplier finance programs,3M agrees to pay participating bank

181、s the stated amount of confirmed invoices from its designated suppliers on the original maturity dates ofthe invoices,generally within 90 days of the invoice date.3M or the banks may terminate the agreements with advance notice.Separately,the banks may have arrangementswith the suppliers that provid

182、e them the option to request early payment from the banks for invoices confirmed by 3M.3Ms outstanding balances of confirmed invoices in theprograms as of September 30,2024 and December 31,2023 were approximately$300 million and$270 million,respectively.These amounts are included within accountspaya

183、ble on 3Ms consolidated balance sheet.NOTE 15.DerivativesThe Company uses interest rate swaps and forward and option contracts to manage risks generally associated with foreign exchange rate and interest rate fluctuations.Note 16to the Consolidated Financial Statements in 3Ms 2023 Annual Report on F

184、orm 10-K explains the types of derivatives and financial instruments used by 3M,how and why 3Muses such instruments,and how such instruments are accounted for.It also contains information regarding previously initiated contracts or instruments.Additional information with respect to derivatives is in

185、cluded elsewhere as follows:Impact on other comprehensive income of nonderivative hedging and derivative instruments is included in Note 8.Fair value of derivative instruments is included in Note 16.Derivatives and/or hedging instruments associated with the Companys long-term debt are described in N

186、ote 13 to the Consolidated Financial Statements in 3Ms 2023Annual Report on Form 10-K.Refer to the section below titled Statement of Income(Loss)Location and Impact of Cash Flow and Fair Value Derivative Instruments and Derivatives Not Designated asHedging Instruments for details on the location wit

187、hin the consolidated statements of income(loss)for amounts of gains and losses related to derivative instruments designatedas cash flow or fair value hedges(along with similar information relative to the hedged items)and derivatives not designated as hedging instruments.Additional informationrelativ

188、e to cash flow hedges,fair value hedges,net investment hedges and derivatives not designated as hedging instruments is included below as applicable.Cash Flow Hedges:As of September 30,2024,the Company had a balance of$109 million associated with the after-tax net unrealized loss associated with cash

189、 flow hedginginstruments recorded in accumulated other comprehensive income(loss).This includes a remaining balance of$81 million(after-tax loss)related to forward starting interestrate swap and treasury rate lock contracts terminated in 2019 concurrent with associated debt issuances,which is being

190、amortized over the respective lives of the underlyingnotes.Based on exchange rates as of September 30,2024 of the total after-tax net unrealized balance as of September 30,2024,3M expects to reclassify approximately$13million after-tax net unrealized loss over the next 12 months(with the impact offs

191、et by earnings/losses from underlying hedged items).The amount of pretax gain(loss)recognized in other comprehensive income(loss)related to derivative instruments designated as cash flow hedges is provided in the followingtable.Pretax Gain(Loss)Recognized in Other Comprehensive Income(Loss)on Deriva

192、tiveThree months endedSeptember 30,Nine months endedSeptember 30,(Millions)2024202320242023Foreign currency forward/option contracts$(70)$66$14$144 Fair Value Hedges:The following amounts were recorded on the consolidated balance sheet related to cumulative basis adjustments for active fair value he

193、dges,as well asremaining amounts for discontinued fair value hedges:Location on the Consolidated Balance Sheet(Millions)Carrying Value of the Hedged LiabilitiesCumulative Amount of Fair Value Hedging Adjustment Included in theCarrying Value of the Hedged LiabilitiesSeptember 30,2024December 31,2023S

194、eptember 30,2024December 31,2023Long-term debt$937$918$(65)$(84)20Table of ContentsNet Investment Hedges:At September 30,2024,the total notional amount of foreign exchange forward contracts designated in net investment hedges was approximately 100million euros,along with a principal amount of long-t

195、erm debt instruments designated in net investment hedges totaling 1.8 billion euros.The maturity dates of these derivativeand nonderivative instruments designated in net investment hedges range from 2024 to 2031.The amount of gain(loss)excluded from effectiveness testing recognized in income relativ

196、e to instruments designated in net investment hedge relationships is not material.Theamount of pre-tax gain(loss)recognized in other comprehensive income(loss)related to derivative and nonderivative instruments designated as net investment hedges are asfollows.Pretax Gain(Loss)Recognized as Cumulati

197、ve Translation within OtherComprehensive Income(Loss)Three months endedSeptember 30,Nine months endedSeptember 30,(Millions)2024202320242023Foreign currency denominated debt$(77)$60$(21)$(5)Foreign currency forward contracts(6)5(1)2 Total$(83)$65$(22)$(3)Derivatives Not Designated as Hedging Instrum

198、ents:Derivatives not designated as hedging instruments include de-designated foreign currency forward and option contractsthat formerly were designated in cash flow hedging relationships(as referenced in the Cash Flow Hedges section above).In addition,3M enters into foreign currency contractsthat ar

199、e not designated in hedging relationships to offset,in part,the impacts of changes in value of various non-functional currency denominated items including certainintercompany financing balances.These derivative instruments are not designated in hedging relationships;therefore,fair value gains and lo

200、sses on these contracts are recordedin earnings.The Company does not hold or issue derivative financial instruments for trading purposes.Statement of Income(Loss)Location and Impact of Cash Flow and Fair Value Derivative Instruments and Derivatives Not Designated as Hedging Instruments:Three months

201、ended September 30,Nine months ended September 30,Cost of salesOther expense(income),netCost of salesOther expense(income),net(Millions)20242023202420232024202320242023Total consolidated financial statement line item amount$3,647$3,716$(405)$206$10,703$11,188$(323)$334 Pre-tax amounts recognized in

202、income related to derivative instruments Information regarding cash flow and fair value hedging relationships:(Gain)or loss on cash flow hedging relationships:Foreign currency forward/option contracts:Amount of(gain)or loss reclassified from accumulated othercomprehensive income(loss)into income(23)

203、(40)(84)(125)Interest rate contracts:Amount of(gain)or loss reclassified from accumulated othercomprehensive income(loss)into income 2 2 6 6(Gain)or loss on fair value hedging relationships:Interest rate contracts:Hedged items 29(21)20(18)Derivatives designated as hedging instruments (29)21 (20)18 I

204、nformation regarding derivatives not designated as hedginginstruments:(Gain)or loss on derivatives not designated as instruments:Foreign currency forward/option contracts 1(13)2 76(7)(11)For periods prior to the April 1,2024 separation of Solventum,these include certain insignificant amounts attribu

205、table to discontinued operations.*21Table of ContentsLocation,Fair Value,and Gross Notional Amounts of Derivative Instruments:The following tables summarize the fair value of 3Ms derivative instruments,excludingnonderivative instruments used as hedging instruments,and their location in the consolida

206、ted balance sheet.Notional amounts below are presented at period end foreignexchange rates,except for certain interest rate swaps,which are presented using the inception dates foreign exchange rate.Gross Notional AmountAssetsLiabilities(Millions)LocationFair Value AmountLocationFair Value AmountSept

207、ember 30,2024December 31,2023September 30,2024December 31,2023September 30,2024December 31,2023Derivatives designated as hedging instrumentsForeign currency forward/optioncontracts$1,668$2,109 Other current assets$34$68 Other currentliabilities$29$27 Foreign currency forward/optioncontracts840 342 O

208、ther assets7 11 Other liabilities19 5 Interest rate contracts800 800 Other assets Other liabilities68 88 Total derivatives designated ashedging instruments41 79 116 120 Derivatives not designated as hedging instrumentsForeign currency forward/optioncontracts1,164 1,023 Other current assets5 5 Other

209、currentliabilities2 7 Total derivatives not designatedas hedging instruments5 5 2 7 Total derivative instruments$46$84$118$127 Credit Risk and Offsetting of Assets and Liabilities of Derivative Instruments:The Company is exposed to credit loss in the event of nonperformance by counterparties ininter

210、est rate swaps,currency swaps,and forward and option contracts.However,the Companys risk is limited to the fair value of the instruments.The Company activelymonitors its exposure to credit risk through the use of credit approvals and credit limits,and by selecting major international banks and finan

211、cial institutions as counterparties.3M enters into master netting arrangements with counterparties when possible to mitigate credit risk in derivative transactions.A master netting arrangement may allow eachcounterparty to net settle amounts owed between a 3M entity and the counterparty as a result

212、of multiple,separate derivative transactions.The Company does not anticipatenonperformance by any of these counterparties.3M has elected to present the fair value of derivative assets and liabilities within the Companys consolidated balance sheet on a gross basis even when derivative transactionsare

213、 subject to master netting arrangements and may otherwise qualify for net presentation.3M determined that the impact of the amount of eligible offsetting derivative assetsand liabilities was not material if it had elected to offset the asset and liability balances of derivative instruments,netted in

214、 accordance with various criteria in the event ofdefault or termination as stipulated by the terms of netting arrangements with each of the counterparties.For each counterparty,if netted,the Company would offset the assetand liability balances of all derivatives at the end of the reporting period ba

215、sed on the 3M entity that is a party to the transactions.Derivatives not subject to master nettingagreements are not eligible for net presentation.For the periods presented,3M has not received cash collateral from derivative counterparties.Currency Effects:3M estimates that year-on-year foreign curr

216、ency transaction effects,including hedging impacts,decreased pre-tax income from continuing operations byapproximately$21 million and$40 million for the three and nine months ended September 30,2024,respectively,and decreased pre-tax loss from continuing operations byapproximately$20 million and$82

217、million for the three and nine months ended September 30,2023,respectively.These estimates include transaction gains and losses,including derivative instruments designed to reduce foreign currency exchange rate risks.22Table of ContentsNOTE 16.Fair Value Measurements3M follows ASC 820,Fair Value Mea

218、surements and Disclosures,with respect to assets and liabilities that are measured at fair value on a recurring basis and nonrecurring basis.Refer to Note 17 to the Consolidated Financial Statements in 3Ms 2023 Annual Report on Form 10-K for a qualitative discussion of the assets and liabilities tha

219、t are measuredat fair value on a recurring and nonrecurring basis,a description of the valuation methodologies used by 3M,and categorization within the valuation framework of ASC 820.The following table provides information by level for material assets and liabilities that are measured at fair value

220、 on a recurring basis at September 30,2024 and December 31,2023.Fair Value atFair Value Measurements Using Inputs Considered asLevel 1Level 2Level 3Description(Millions)September 30,2024December 31,2023September 30,2024December 31,2023September 30,2024December 31,2023September 30,2024December 31,202

221、3Assets:Available-for-sale:Marketable securities:Asset backed securities$12$12$Foreign corporate debt32 32 U.S.government securities41 41 Corporate debt securities459 459 Commercial paper390 390 Certificates of deposit/time deposits98 46 98 46 U.S.treasury securities209 209 U.S.municipal securities2

222、4 24 24 24 Solventum common stock2,396 2,396 Derivative instruments assets:Foreign currency forward/option contracts46 84 46 84 Liabilities:Derivative instruments liabilities:Foreign currency forward/option contracts50 39 50 39 Interest rate contracts68 88 68 88 The Company had no material activity

223、with level 3 assets and liabilities during the periods presented.Solventum Corporation common stock is carried at stock prices that are readily available from active markets and are representative of fair value.3M classifies this investmentas Level 1.It is included within other assets on the Company

224、s consolidated balance sheet.In addition,the plan assets of 3Ms pension and postretirement benefit plans are measured at fair value on a recurring basis(at least annually).Refer to Note 14 to theConsolidated Financial Statements in 3Ms 2023 Annual Report on Form 10-K.Assets and Liabilities that are

225、Measured at Fair Value on a Nonrecurring Basis:3M had no material measurements at fair value on a nonrecurring basis of applicableassets or liabilities for the third quarter and first nine months of 2024 and 2023.Fair Value of Financial Instruments:The Companys financial instruments include cash and

226、 cash equivalents,marketable securities,accounts receivable,certain investments,accounts payable,borrowings,and derivative contracts.The fair values of cash equivalents,accounts receivable,accounts payable,and short-term borrowings and currentportion of long-term debt approximated carrying values be

227、cause of the short-term nature of these instruments.Available-for-sale marketable securities,in addition to certaininvestments and derivative instruments,are recorded at fair values as indicated in the preceding disclosures.To estimate fair values(classified as level 2)for its long-term debt,the Com

228、pany utilized third-party quotes,which are derived all or in part from model prices,external sources,market prices,or the third-partys internal records.Informationwith respect to the carrying amounts and estimated fair values of these financial instruments follow:September 30,2024December 31,2023(Mi

229、llions)Carrying ValueFair ValueCarrying ValueFair ValueLong-term debt,excluding current portion$11,319$10,449$13,088$11,859 The fair values reflected in the sections above consider the terms of the related debt absent the impacts of derivative/hedging activity.The carrying amount of long-term debtre

230、ferenced above is impacted by certain fixed-to-floating interest rate swaps that are designated as fair value hedges and by the designation of certain fixed rate Eurobondsecurities issued by the Company as hedging instruments of the Companys net investment in its European subsidiaries.23Table of Con

231、tentsNOTE 17.Commitments and ContingenciesLegal Proceedings:The Company and some of its subsidiaries are involved in numerous claims and lawsuits and regulatory proceedings worldwide.These claims,lawsuitsand proceedings relate to matters including,but not limited to,products liability(involving prod

232、ucts that the Company now or formerly manufactured and sold),intellectualproperty,commercial,antitrust,federal healthcare program related laws and regulations,such as the False Claims Act and anti-kickback laws,securities,and environmental,health and safety laws in the United States and other jurisd

233、ictions.Unless otherwise stated,the Company is vigorously defending all such litigation and proceedings.From timeto time,the Company also receives subpoenas,investigative demands or requests for information from various government agencies in the United States and foreign countries.The Company gener

234、ally responds in a cooperative,thorough and timely manner.These responses sometimes require time and effort and can result in considerable costs beingincurred by the Company.Such requests can also lead to the assertion of claims or the commencement of administrative,civil,or criminal legal proceedin

235、gs against theCompany and others,as well as to settlements.The Company also from time to time becomes aware of certain writs of summons,pre-suit claims,demands or other preliminaryor informal assertions of potential future claims,and may engage in respect of such matters where it believes it would b

236、e appropriate to work towards a negotiated resolution ofsuch matters.The outcomes of legal proceedings and regulatory matters are often difficult to predict.Any determination that the Companys operations or activities are not,orwere not,in compliance with applicable laws or regulations could result

237、in the imposition of fines,civil or criminal penalties,and equitable remedies,including disgorgement,suspension or debarment or injunctive relief.Process for Disclosure and Recording of Liabilities Related to Legal Proceedings:Many lawsuits and claims involve highly complex issues relating to causat

238、ion,scientificevidence,and alleged actual damages,all of which are otherwise subject to substantial uncertainties.Assessments of lawsuits and claims can involve a series of complexjudgments about future events and can rely heavily on estimates and assumptions.The categories of legal proceedings in w

239、hich the Company is involved may include multiplelawsuits and claims,may be spread across multiple jurisdictions and courts which may handle the lawsuits and claims differently,may involve numerous and different types ofplaintiffs,raising claims and legal theories based on specific allegations that

240、may not apply to other matters,and may seek substantial compensatory and,in some cases,punitive,damages.These and other factors contribute to the complexity of these lawsuits and claims and make it difficult for the Company to predict outcomes and makereasonable estimates of any resulting losses.The

241、 Companys ability to predict outcomes and make reasonable estimates of potential losses is further influenced by the fact that aresolution of one or more matters within a category of legal proceedings may impact the resolution of other matters in that category in terms of timing,amount of liability,

242、orboth.When making determinations about recording liabilities related to legal proceedings,the Company complies with the requirements of ASC 450,Contingencies,and relatedguidance,and records liabilities in those instances where it can reasonably estimate the amount of the loss and when the loss is p

243、robable.Where the reasonable estimate of theprobable loss is a range,the Company records as an accrual in its financial statements the most likely estimate of the loss,or the low end of the range if there is no one bestestimate.The Company either discloses the amount of a possible loss or range of l

244、oss in excess of established accruals if estimable,or states that such an estimate cannot bemade.The Company discloses significant legal proceedings even where liability is not probable or the amount of the liability is not estimable,or both,if the Company believesthere is at least a reasonable poss

245、ibility that a loss may be incurred.Based on experience and developments,the Company reexamines its estimates of probable liabilities andassociated expenses and receivables each period,and whether a loss previously determined to not be reasonably estimable and/or not probable is now able to be reaso

246、nablyestimated or has become probable.Where appropriate,the Company makes additions to or adjustments of its reasonably estimated losses and/or accruals.As a result,thecurrent accruals and/or estimates of loss and the estimates of the potential impact on the Companys consolidated financial position,

247、results of operations and cash flows for thelegal proceedings and claims pending against the Company will likely change over time.Because litigation is subject to inherent uncertainties,and unfavorable rulings or developments could occur,the Company may ultimately incur charges substantially in exce

248、ssof presently recorded liabilities,including with respect to matters for which no accruals are currently recorded,because losses are not currently probable and reasonablyestimable.Many of the matters described herein are at varying stages,seek an indeterminate amount of damages or seek damages in a

249、mounts that the Company believes are notindicative of the ultimate losses that may be incurred.It is not uncommon for claims to be resolved over many years.As a matter progresses,the Company may receiveinformation,through plaintiff demands,through discovery,in the form of reports of purported expert

250、s,or in the context of settlement or mediation discussions that purport toquantify an amount of alleged damages,but with which the Company may not agree.Such information may or may not lead the Company to determine that it is able to make areasonable estimate as to a probable loss or range of loss i

251、n connection with a matter.However,even when a loss or range of loss is not probable and reasonably estimable,developments in,or the ultimate resolution of,a matter could be material to the Company and could have a material adverse effect on the Company,its consolidated financialposition,results of

252、operations and cash flows.In addition,future adverse rulings or developments,or settlements in,one or more matters could result in future changes todeterminations of probable and reasonably estimable losses in other matters.24Table of ContentsProcess for Disclosure and Recording of Insurance Receiva

253、bles Related to Legal Proceedings:The Company estimates insurance receivables based on an analysis of theterms of its numerous policies,including their exclusions,pertinent case law interpreting comparable policies,its experience with similar claims,and assessment of the natureof the claim and remai

254、ning coverage,and records an amount it has concluded is recognizable and expects to receive in light of the loss recovery and/or gain contingencymodels under ASC 450,ASC 610-30,and related guidance.For those insured legal proceedings where the Company has recorded an accrued liability in its financi

255、al statements,the Company also records receivables for the amount of insurance that it concludes as recognizable from the Companys insurance program.For those insured matters wherethe Company has not recorded an accrued liability because the liability is not probable or the amount of the liability i

256、s not estimable,or both,but where the Company hasincurred an expense in defending itself,the Company records receivables for the amount of insurance that it concludes as recognizable for the expense incurred.Impact of Solventum Spin-Off:On April 1,2024,the Company completed the planned spin-off of i

257、ts Health Care business,known as Solventum,as an independent company.Concurrent with the spin-off,the Company and Solventum entered into various agreements,including transition agreements and a separation and distribution agreement that,among other things,identified the assets to be transferred,the

258、liabilities to be assumed,indemnification and defense obligations,and the contracts to be transferred toSolventum and 3M as part of the spin-off.In general,and except as noted below and as set forth in the separation and distribution agreement,certain liabilities related toSolventum or the assets th

259、at are transferred to Solventum in connection with the spin-off will be retained by or transferred to Solventum.For example,potential liabilitiesassociated with the matters previously described under the Bair Hugger and Federal False Claims Act/Qui Tam Litigation sections of this Note 17 have been a

260、ssumed bySolventum pursuant to the separation and distribution agreement,and Solventum will indemnify and defend the Company in these actions.The separation and distribution agreement governs the allocation of liabilities related to PFAS(as defined below)between the Company and Solventum,which liabi

261、lities willnot be subject to the general allocation principles otherwise set forth in the separation and distribution agreement.The Company will retain all PFAS-related liabilities resultingfrom the business,operations,and activities of(x)the Companys business(as defined in the separation and distri

262、bution agreement)and(y)Solventums business(as defined inthe separation and distribution agreement)prior to April 1,2024.Solventum will retain liability for all PFAS-related liabilities resulting from the business,operations,andactivities of its business at or after April 1,2024,other than liabilitie

263、s from product claims alleging harm from the presence of PFAS in certain products of Solventums businesssold at or after April 1,2024,and prior to January 1,2026(subject to exceptions described in further detail below).The Company will retain liabilities related to site-basedPFAS contamination at an

264、y real property owned,leased or operated by the Company and liabilities for site-based PFAS contamination arising from third-party claims at sitesallocated to the Solventum group in the separation to the extent such liabilities relate to PFAS contamination existing at or prior to April 1,2024.Solven

265、tum assumes PFASliabilities from the Solventum sites to the extent resulting from an action taken by any member of the Solventum group following April 1,2024,or from any failure bySolventum following April 1,2024,to use commercially reasonable efforts that are consistent with then-current industry s

266、tandards to avoid contamination.The Company willalso retain PFAS liabilities for product claims(x)arising from the Companys products,(y)arising from Solventums products sold prior to April 1,2024,and(z)arising fromcertain products sold by Solventum at or after April 1,2024,and prior to January 1,202

267、6(subject to the exceptions described below).Clause(z)in the immediately precedingsentence will not extend to PFAS liabilities for product claims resulting from(i)new products introduced by Solventum following April 1,2024,that contain or are enabled byPFAS that is not supplied by the Company,(ii)pr

268、oducts that are modified by Solventum after April 1,2024,to add,contain or become enabled by PFAS that is not supplied bythe Company,or with respect to which any modification made after April 1,2024,in the formulation or production of the product that changes the amount or type of PFAScontained in t

269、he product or the amount or type of PFAS enabling the product,in each case from and after the date of such modification,(iii)PFAS that is added to a Solventumproduct after it is sold by Solventum and(iv)PFAS that has accumulated in or on a Solventum product as a result of the use of the product(whet

270、her or not the product is beingused as directed),including through filtration,purification or similar application.Solventum will be responsible for the maintenance of certain PFAS containment measures atits properties after the effective time of the distribution.In addition,and consistent with the a

271、llocation described above,the Company will retain specifically identified PFAS-related liabilities,including those resulting from specified PFAS-related litigation matters and liabilities under the Companys settlement agreement with public water systemsin the United States,as described below.The fol

272、lowing sections first describe the significant legal proceedings in which the Company is involved,and then describe the liabilities and associated insurance receivablesthe Company has accrued relating to its significant legal proceedings.Respirator Mask/Asbestos Litigation:As of September 30,2024,th

273、e Company is a named defendant,with multiple co-defendants,in numerous lawsuits in various courts thatpurport to represent approximately 4,045 individual claimants,compared to approximately 4,042 individual claimants with actions pending December 31,2023.25Table of ContentsThe vast majority of the l

274、awsuits and claims resolved by and currently pending against the Company allege use of some of the Companys mask and respirator products andseek damages from the Company and other defendants for alleged personal injury from workplace exposures to asbestos,silica,coal mine dust or other occupational

275、dustsfound in products manufactured by other defendants or generally in the workplace.A minority of the lawsuits and claims resolved by and currently pending against theCompany generally allege personal injury from occupational exposure to asbestos from products previously manufactured by the Compan

276、y,which are often unspecified,as wellas products manufactured by other defendants,or occasionally at Company premises.The Companys current volume of new and pending matters is substantially lower than it experienced at the peak of filings in 2003.The number of claims alleging more seriousinjuries,in

277、cluding mesothelioma,other malignancies,and black lung disease,is expected to represent a greater percentage of total claims than in the past.Over the past twentyplus years,the Company has prevailed in nineteen of the twenty cases tried to a jury(including the lawsuits described below)and,in the las

278、t twelve months,3M hassuccessfully defended three respirator product liability trials.In November 2023,a jury in Hawaii delivered a defense verdict in favor of 3M,concluding that 3Ms 8710respirator was not a cause of plaintiffs mesothelioma.In February 2024,a jury in Kentucky delivered a defense ver

279、dict in favor of 3M,concluding that 3Ms 8710 and 8210respirators that the plaintiff claimed to have used were not defective.In April 2024,another jury in Kentucky returned a defense verdict in 3Ms favor and concluded that 3Ms8710 respirator that the plaintiff claimed to have used was not defective.T

280、he Company has demonstrated in these past trial proceedings that its respiratory protection products are effective as claimed when used in the intended manner and in theintended circumstances.Consequently,the Company believes that claimants are unable to establish that their medical conditions,even

281、if significant,are attributable to theCompanys respiratory protection products.Nonetheless,the Companys litigation experience indicates that claims of persons alleging more serious injuries,includingmesothelioma,other malignancies,and black lung disease,are costlier to resolve than the claims of uni

282、mpaired persons,and it therefore believes the average cost of resolvingpending and future claims on a per-claim basis will continue to be higher than it experienced in prior periods when the vast majority of claims were asserted by medicallyunimpaired claimants.In the second half of 2020 and into 20

283、21,the Company experienced an increase in the number of cases filed that allege injuries from exposures to coalmine dust,but the rate of coal mine dust-related case filings decelerated in 2022 and continues to stay significantly lower than in 2021.3M moved two cases involving over 400plaintiffs to f

284、ederal court based on,among others,the Class Action Fairness Act.The federal district court remanded the cases to state court.In March 2023,the Sixth CircuitCourt of Appeals granted 3Ms petition to review the remand order,and in April 2023 reversed the district courts remand order;accordingly,those

285、cases will remain in federalcourt.As previously reported,the State of West Virginia,through its Attorney General,filed a complaint in 2003 against the Company and two other manufacturers of respiratoryprotection products in the Circuit Court of Lincoln County,West Virginia,and amended its complaint

286、in 2005.The amended complaint seeks substantial,but unspecified,compensatory damages primarily for reimbursement of the costs allegedly incurred by the State for workers compensation and healthcare benefits provided to all workers withoccupational pneumoconiosis and unspecified punitive damages.In O

287、ctober 2019,the court granted the States motion to sever its unfair trade practices claim,which seekscivil penalties of up to$5,000 per violation under the states Consumer Credit Protection Act relating to statements that the State contends were misleading about 3Msrespirators.In April 2024,the cour

288、t set a trial date for the unfair trade practices claims in December 2024.In October 2024,the court moved the trial date to January 7,2025,for a bench trial only to determine if any liability exists;if liability is found by the judge,then damages would be determined in a separate trial with an advis

289、ory jury at a laterdate.An expert witness retained by the State has estimated that 3M sold over five million respirators into the state during the relevant time period,and the State alleges thateach respirator sold constitutes a separate violation under the Act.3M disputes the experts estimates and

290、the States position regarding what constitutes a separate violation ofthe Act.3M has asserted various additional defenses,including that the Companys marketing did not violate the Act at any time,and that the States claims are barred under theapplicable statute of limitations.No liability has been r

291、ecorded for any portion of this matter because the Company believes that liability is not probable and reasonablyestimable at this time.In addition,the Company is not able to estimate a possible loss or range of loss due to open factual and legal questions.Respirator Mask/Asbestos Liabilities and In

292、surance ReceivablesThe Company regularly conducts a comprehensive legal review of its respirator mask/asbestos liabilities.The Company reviews recent and historical claims data,includingwithout limitation,(i)the number of pending claims filed against the Company,(ii)the nature and mix of those claim

293、s(i.e.,the proportion of claims asserting usage of theCompanys mask or respirator products and alleging exposure to each of asbestos,silica,coal or other occupational dusts,and claims pleading use of asbestos-containingproducts allegedly manufactured by the Company),(iii)the costs to defend and reso

294、lve pending claims,and(iv)trends in filing rates and in costs to defend and resolve claims(collectively,the“Claims Data”).As part of its comprehensive legal review,the Company regularly provides the Claims Data to a third party with expertise in determining theimpact of Claims Data on future filing

295、trends and costs.The third party assists the Company in estimating the costs to defend and resolve pending and future claims.TheCompany uses this analysis to develop its estimate of probable liability.26Table of ContentsDevelopments may occur that could affect the Companys estimate of its liabilitie

296、s.These developments include,but are not limited to,significant changes in(i)the keyassumptions underlying the Companys accrual,including the number of future claims,the nature and mix of those claims,and the average cost of defending and resolvingclaims and in maintaining trial readiness(ii)trial a

297、nd appellate outcomes,(iii)the law and procedure applicable to these claims,and(iv)the financial viability of other co-defendants and insurers.As a result of its review of its respirator mask/asbestos liabilities,of pending and expected lawsuits and of the cost of resolving claims of persons who cla

298、im more seriousinjuries,including mesothelioma,other malignancies,and black lung disease,the Company increased its accruals in the first nine months of 2024 for respirator mask/asbestosliabilities by$41 million.In the first nine months of 2024,the Company made payments for legal defense costs and se

299、ttlements of$69 million related to the respiratormask/asbestos litigation.As of September 30,2024,the Company had an accrual for respirator mask/asbestos liabilities(excluding Aearo accruals)of$546 million.Thisaccrual represents the Companys estimate of probable loss and reflects an estimation perio

300、d for future claims that may be filed against the Company approaching the year2050.The Company cannot estimate the amount or upper end of the range of amounts by which the liability may exceed the accrual the Company has established because of(i)the inherent difficulty in projecting the number of cl

301、aims that have not yet been asserted or the time period in which future claims may be asserted,(ii)the fact that complaintsnearly always assert claims against multiple defendants where the damages alleged are typically not attributed to individual defendants so that a defendants share of liabilityma

302、y turn on the law of joint and several liability,which can vary by state,(iii)the multiple factors described above that the Company considers in estimating its liabilities,and(iv)the several possible developments described above that may occur that could affect the Companys estimate of liabilities.A

303、s of September 30,2024,the Company had an immaterial receivable for insurance recoveries related to the respirator mask/asbestos litigation.In addition,the Companycontinues to seek coverage under the policies of certain insolvent and other insurers.Once those claims for coverage are resolved,the Com

304、pany will have collectedsubstantially all of its remaining insurance coverage for respirator mask/asbestos claims.Respirator Mask/Asbestos Litigation Aearo Technologies:On April 1,2008,a subsidiary of the Company acquired the stock of Aearo Holding Corp.,the parent of AearoTechnologies(“Aearo”).Aear

305、o manufactured and sold various products,including personal protection equipment,such as eye,ear,head,face,fall and certain respiratoryprotection products.Aearo and/or other companies that previously owned and operated Aearos respirator business(American Optical Corporation,Warner-Lambert LLC,AOCorp

306、.and Cabot Corporation(“Cabot”)are named defendants,with multiple co-defendants,including the Company,in numerous lawsuits in various courts in which plaintiffsallege use of mask and respirator products and seek damages from Aearo and other defendants for alleged personal injury from workplace expos

307、ures to asbestos,silica-related,coal mine dust,or other occupational dusts found in products manufactured by other defendants or generally in the workplace.As of September 30,2024,the Company,through its Aearo subsidiary,had accruals of$53 million for product liabilities and defense costs related to

308、 current and future Aearo-related asbestos,silica-related and coal mine dust claims.Responsibility for legal costs,as well as for settlements and judgments,is shared in an informal arrangement amongAearo,Cabot,American Optical Corporation and a subsidiary of Warner Lambert and their respective insur

309、ers(the“Payor Group”).Liability is allocated among the partiesbased on the number of years each company sold respiratory products under the“AO Safety”brand and/or owned the AO Safety Division of American Optical Corporation andthe alleged years of exposure of the individual plaintiff.Aearos share of

310、 the contingent liability is further limited by an agreement entered into between Aearo and Cabot onJuly 11,1995.This agreement provides that,so long as Aearo pays to Cabot a quarterly fee of$100,000,Cabot will retain responsibility and liability for,and indemnify Aearoagainst,any product liability

311、claims involving exposure to asbestos,silica,or silica products for respirators sold prior to July 11,1995.Because of the difficulty in determininghow long a particular respirator remains in the stream of commerce after being sold,Aearo and Cabot have applied the agreement to claims arising out of t

312、he alleged use ofrespirators involving exposure to asbestos,silica or silica products prior to January 1,1997.With these arrangements in place,Aearos potential liability is limited to exposuresalleged to have arisen from the use of respirators involving exposure to asbestos,silica,or silica products

313、 on or after January 1,1997.To date,Aearo has elected to pay thequarterly fee.Aearo could potentially be exposed to additional claims for some part of the pre-July 11,1995,period covered by its agreement with Cabot if Aearo elects todiscontinue its participation in this arrangement,or if Cabot is no

314、 longer able to meet its obligations in these matters.27Table of ContentsDevelopments may occur that could affect the estimate of Aearos liabilities.These developments include,but are not limited to:(i)significant changes in the number of futureclaims,(ii)significant changes in the average cost of r

315、esolving claims,(iii)significant changes in the legal costs of defending these claims,(iv)significant changes in the mixand nature of claims received,(v)trial and appellate outcomes,(vi)significant changes in the law and procedure applicable to these claims,(vii)significant changes in theliability a

316、llocation among the co-defendants,(viii)the financial viability of members of the Payor Group including exhaustion of available insurance coverage limits,and/or(ix)a determination that the interpretation of the contractual obligations on which Aearo has estimated its share of liability is inaccurate

317、.The Company cannot determine theimpact of these potential developments on its current estimate of Aearos share of liability for these existing and future claims.If any of the developments described above wereto occur,the actual amount of these liabilities for existing and future claims could be sig

318、nificantly larger than the amount accrued.Because of the inherent difficulty inprojecting the number of claims that have not yet been asserted,the complexity of allocating responsibility for future claims among the Payor Group,and the several possibledevelopments that may occur that could affect the

319、 estimate of Aearos liabilities,the Company cannot estimate the amount or range of amounts by which Aearos liability mayexceed the accrual the Company has established.Environmental Matters and Litigation:The Companys operations are subject to environmental laws and regulations including those pertai

320、ning to air emissions,wastewaterdischarges,toxic or hazardous substances,and the handling and disposal of solid and hazardous wastes,which are enforceable by national,state,and local authorities aroundthe world,and many for which private parties in the United States and abroad may have rights of act

321、ion.These laws and regulations can form the basis of,under certaincircumstances,claims for the investigation and remediation of contamination,for capital investment in pollution control equipment,for restoration of and/or compensation fordamages to natural resources,and for personal injury and prope

322、rty damages.The Company has incurred,and will continue to incur,costs and capital expenditures in complyingwith these laws and regulations,defending personal injury,natural resource,and property damage claims,and modifying its business operations in light of its environmentalresponsibilities.In its

323、effort to satisfy its environmental responsibilities and comply with environmental laws and regulations,the Company has established,and periodicallyupdates,policies relating to environmental standards of performance for its operations worldwide.Under certain environmental laws,including the United S

324、tates Comprehensive Environmental Response,Compensation and Liability Act of 1980(CERCLA)and similarstate laws,the Company may be jointly and severally liable,sometimes with other potentially responsible parties,for the costs of investigation and remediation ofenvironmental contamination at current

325、or former facilities and at off-site locations where hazardous substances have been released or disposed of.The Company has identifiednumerous locations,many of which are in the United States,at which it may have some liability for remediation of contamination under applicable environmental laws.Ple

326、aserefer to the section entitled“Environmental Liabilities and Insurance Receivables”that follows for information on the amount of the accrual for such liabilities.Environmental MattersAs previously reported,the Company has been voluntarily cooperating with ongoing reviews by local,state,federal(pri

327、marily the U.S.Environmental Protection Agency(EPA),and international agencies of possible environmental and health effects of various perfluorinated compounds,including perfluorooctanoate(PFOA),perfluorooctane sulfonate(PFOS),perfluorohexane sulfonic acid(PFHxS),perfluorobutane sulfonate(PFBS),hexa

328、fluoropropylene oxide dimer acid(HFPO-DA)andother per-and polyfluoroalkyl substances(collectively,PFAS).As a result of a phase-out decision in May 2000,the Company no longer manufactures certain PFAS compounds including PFOA,PFOS,PFHxS,and their precursorcompounds.The Company ceased manufacturing an

329、d using the vast majority of those compounds within approximately two years of the phase-out announcement and ceasedall manufacturing and the last significant use of those compounds by the end of 2008.The Company continues to manufacture a variety of shorter-chain-length PFAScompounds.These compound

330、s are used as input materials to a variety of products,including engineered fluorinated fluids,fluoropolymers and fluorelastomers,as well assurfactants,additives,and coatings.Through its ongoing life cycle management and its raw material composition identification processes associated with the Compa

331、nyspolicies covering the use of all persistent and bio-accumulative materials,the Company continues to review,control or eliminate the presence of certain PFAS in purchasedmaterials,as intended substances in products,or as byproducts in some of 3Ms current manufacturing processes,products,and waste

332、streams.28Table of Contents3M announced in December 2022 it will take two actions with respect to PFAS:exiting all PFAS manufacturing by the end of 2025,and working to discontinue the use ofPFAS across its product portfolio by the end of 2025.3M is progressing toward the exit of all PFAS manufacturi

333、ng by the end of 2025.3M is also working to discontinue theuse of PFAS across its product portfolio by the end of 2025 and has made progress in eliminating the use of PFAS across its product portfolio in a variety of applications.Withrespect to PFAS-containing products not manufactured by 3M in the Companys supply chains,the Company continues to evaluate the availability and feasibility of third-p