3M CO — Remuneration Information 2020

Mar 25, 2020

DEFA14A 1 mmm3661701-defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant

CHECK THE APPROPRIATE BOX:
☐	Preliminary Proxy Statement
☐	Confidential, For Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
☐	Definitive Proxy Statement
☑	Definitive Additional Materials
☐	Soliciting Material Under Rule
14a-12

3M Company

(Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

| PAYMENT OF FILING FEE (CHECK THE APPROPRIATE
BOX): | |
| --- | --- |
| ☑ | No fee
required. |
| ☐ | Fee computed on table below per Exchange Act Rules
14a-6(i)(1) and 0-11. |
| | 1)
Title of each class of securities to which transaction
applies: |
| | 2)
Aggregate number of securities to which transaction applies: |
| | 3)
Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined): |
| | 4)
Proposed maximum aggregate value of transaction: |
| | 5) Total fee paid: |
| ☐ | Fee paid previously with
preliminary materials: |
| ☐ | Check box if any part of the fee is
offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the form or schedule and the
date of its filing. |
| | 1)
Amount previously paid: |
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Filing Party: |
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Filed: |

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* Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 12, 2020.

3M COMPANY

3M CENTER BLDG. 220-9E-02 ST. PAUL, MN 55144-1000

Meeting Information * Meeting Type: Annual Meeting For holders as of: March 17, 2020 Date: May 12, 2020 Time: 8:30 a.m. CDT Location: Archer Hotel 3121 Palm Way Austin, TX 78758 TO ATTEND ANNUAL MEETING: RSVP AND PRINT YOUR ADMISSION TICKET AT WWW.PROXYVOTE.COM Questions? Contact us at 1-800-364-3577

*We are actively monitoring the coronavirus (COVID-19) situation. In the event it is not possible or advisable to hold our Annual Meeting in person, we will publicly announce, as soon as practicable before the meeting, a determination to hold the meeting solely by means of remote communication online. In that event, you or your proxyholder could participate, vote and examine the list of shareholders of record by accessing a designated website using your 16-digit control number. Please monitor our investor relations website at https://investors.3m.com for updated information.

You are receiving this communication because you hold shares in 3M Company.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com , scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.

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Before You Vote

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:

NOTICE AND PROXY STATEMENT ANNUAL REPORT

How to View Online:

Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com , or scan the QR Barcode below.

How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

1)	BY INTERNET :	www.proxyvote.com
2)	BY TELEPHONE:	1-800-579-1639
3)	BY E-MAIL*:	sendmaterial@proxyvote.com

• If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line.

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 28, 2020 to facilitate timely delivery.

How To Vote
Please Choose One of the Following Voting
Methods

Vote By Internet: To vote now by Internet, go to www.proxyvote.com or from a smart phone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow available and follow the instructions. Your voting must be completed by 10:59 p.m. CDT on May 11, 2020 (or by 10:59 p.m. CDT on May 10, 2020 for participants in 3M’s Voluntary Investment Plan and Employee Stock Ownership Plan and the 3M Savings Plan). When you go online, you can help the environment by consenting to receive electronic delivery of future mailings.

Vote By Phone: Instructions to vote by phone will be included with printed and/or online proxy materials.

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Vote In Person: If you are a shareholder of record, you may grant your proxy to 3M or vote in person at the meeting by requesting a ballot. To attend the meeting, register and print your admission ticket in advance at www.proxyvote.com .

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Voting Items

| To elect eleven members to the Board of
Directors, each for a term of one year. | |
| --- | --- |
| Nominees: | |
| 1a. | Thomas “Tony” K. Brown |
| 1b. | Pamela J. Craig |
| 1c. | David B. Dillon |
| 1d. | Michael L. Eskew |
| 1e. | Herbert L. Henkel |
| 1f. | Amy E. Hood |
| 1g. | Muhtar Kent |
| 1h. | Dambisa F. Moyo |
| 1i. | Gregory R. Page |
| 1j. | Michael F. Roman |
| 1k. | Patricia A. Woertz |

| 2. | To ratify the appointment of PricewaterhouseCoopers LLP
as 3M’s independent registered public accounting firm. |
| --- | --- |
| 3. | Advisory approval of executive compensation. |
| The Board of Directors recommends you vote AGAINST proposal
4: | |
| 4. | Shareholder proposal on setting target amounts for CEO
compensation. |
| NOTE: Such other business as may properly come before the
meeting or any adjournment or postponement thereof. | |

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