3M CO — Director's Dealing 2012

Feb 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: 3M CO (MMM)
CIK: 0000066740
Period of Report: 2012-02-15

Reporting Person: Lalor Angela S (VICE PRESIDENT HR)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-15	Common Stock	M	25000	$54.11	Acquired	40598	Direct
2012-02-15	Common Stock	F	15547	$87.01	Disposed	25051	Direct
2012-02-15	Common Stock	F	4036	$87.01	Disposed	21015	Direct
2012-02-16	Common Stock	S	200	$87.52	Disposed	20815	Direct
2012-02-16	Common Stock	S	100	$87.5207	Disposed	20715	Direct
2012-02-16	Common Stock	S	1217	$87.521	Disposed	19498	Direct
2012-02-16	Common Stock	S	3900	$87.524	Disposed	15598	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-15	Non-qualified Stock Option (Right to Buy)	$54.11	M	25000	Disposed	2019-02-08	Common Stock (25000)	Direct

Footnotes

F1: This Form is being filed to report the exercise of a 3M stock option for a total of 25,000 shares by means of a stock swap. A stock swap is a method of exercising a stock option in which the option holder attests to the ownership of enough shares of stock already owned by the option holder to cover the exercise price of the option being exercised. As a result of this stock swap, the reporting person acquired ownership of an additional 5,417 shares of 3M common stock. As a result of this transaction, 4,036 shares were sold to pay withholding taxes to the respective government agencies.