8-KLeadership ChangesExhibits & Filings

3M CO 8-K Report, Executive Changes (May 13, 2008)

Filed May 13, 2008For Securities:MMM

Summary

3M Company (MMM) filed an 8-K on May 13, 2008, to report the approval of the 3M 2008 Long-Term Incentive Plan (the "2008 Plan") by its stockholders at the annual meeting. This new plan replaces several previous incentive programs, including the 2005 Management Stock Ownership Program and the Performance Unit Plan, and also governs stock-based compensation for non-employee directors, replacing the 1992 Directors Stock Ownership Program. The 2008 Plan is designed to provide stock-based long-term incentives to a broad range of employees, with an anticipated 5,000 employees eligible for equity awards and approximately 110 employees, including Named Executive Officers, eligible for performance-based awards. The plan is administered by the Compensation Committee of the Board of Directors and allows for various award types such as stock options, restricted stock, and performance shares, with performance periods generally lasting at least three years. The plan is set to expire on May 13, 2018, unless terminated earlier by the Board.

Key Highlights

  • 1Stockholders approved the new 3M 2008 Long-Term Incentive Plan (2008 Plan) on May 13, 2008.
  • 2The 2008 Plan replaces previous stock-based incentive programs, including the 2005 Management Stock Ownership Program and the Performance Unit Plan.
  • 3It also consolidates stock-based compensation for non-employee directors, replacing the 1992 Directors Stock Ownership Program.
  • 4Approximately 5,000 employees are eligible for equity awards under the 2008 Plan.
  • 5Around 110 employees, including Named Executive Officers, are eligible for performance-based awards (Performance Shares/Units).
  • 6The plan permits the Compensation Committee to grant various awards including stock options, restricted stock, restricted stock units, and performance-based awards.
  • 7The 2008 Plan will expire on May 13, 2018, unless terminated earlier by the Board of Directors.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report that 3M Company's stockholders approved the 3M 2008 Long-Term Incentive Plan at the annual meeting. This plan outlines the company's strategy for providing long-term stock-based compensation to its executives and employees.

The 2008 Plan replaces the 2005 Management Stock Ownership Program, the Performance Unit Plan, and the 1992 Directors Stock Ownership Program. This consolidates the company's approach to long-term and director compensation.

Participation is limited to selected employees of 3M and its affiliated entities, as determined by the Compensation Committee. Non-employee members of the Board of Directors are also eligible. Approximately 5,000 employees are expected to be eligible for equity awards, and around 110 employees, including Named Executive Officers, may receive performance-based awards.

The 2008 Plan allows the Compensation Committee to grant various stock-based awards, including nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, and performance units. Performance awards are based on the company's performance over a period of at least three years.