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: SMITH MARSCHALL (VICE PRESIDENT LEGAL)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-15	Common Stock	M	16500	$54.11	Acquired	26876	Direct
2012-02-15	Common Stock	F	10261	$87.01	Disposed	16615	Direct
2012-02-15	Common Stock	F	2664	$87.01	Disposed	13951	Direct
2012-02-16	Common Stock	S	989	$87.581	Disposed	12962	Direct
2012-02-16	Common Stock	S	100	$87.5812	Disposed	12862	Direct
2012-02-16	Common Stock	S	100	$87.5817	Disposed	12762	Direct
2012-02-16	Common Stock	S	2200	$87.582	Disposed	10562	Direct
2012-02-16	Common Stock	S	184	$87.592	Disposed	10378	Direct
2012-02-16	Common Stock	S	2	$87.60	Disposed	10376	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	16500	Disposed	2019-02-08	Common Stock (16500)	Direct

Footnotes

F1: This Form is being filed to report the exercise of a 3M stock option for a total of 16,500 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 3,575 shares of 3M common stock. As a result of this transaction, 2,664 shares were sold to pay withholding taxes to the respective government agencies.