8-KLeadership ChangesExhibits & Filings

3M CO 8-K Report, Executive Changes (Nov 14, 2008)

Filed November 14, 2008For Securities:MMM

Summary

This 8-K filing from 3M Company primarily details changes and new plans related to executive compensation and retirement benefits, effective January 1, 2009. The company is introducing the "3M VIP Excess Plan," replacing the "VIP Plus" plan, to allow highly compensated employees to defer a portion of their compensation on a tax-advantaged basis. This new plan aims to be a true "excess" plan for tax purposes, restricting contributions until certain compensation or 401(k) limits are met, while also expanding company matching contributions to all participants and increasing the match amounts for some. Additionally, 3M is implementing "3M Nonqualified Pension Plan III" to supplement its qualified pension plans for employees whose benefits are capped by federal tax law limits. The filing also outlines various technical amendments made to several existing stock ownership and incentive plans, largely to ensure compliance with Section 409A of the Internal Revenue Code. These changes reflect a strategic effort to enhance executive retention and provide competitive retirement benefits while adhering to evolving tax regulations.

Key Highlights

  • 1Introduction of the 3M VIP Excess Plan, effective January 1, 2009, replacing the VIP Plus plan for deferring executive compensation.
  • 2The new VIP Excess Plan is designed as a true 'excess' plan for tax purposes, with new rules on when participants can contribute.
  • 3Expanded and potentially increased company matching contributions under the new VIP Excess Plan.
  • 4Establishment of the 3M Nonqualified Pension Plan III, also effective January 1, 2009, to supplement qualified pension benefits for certain employees.
  • 5Numerous technical amendments made to various stock ownership programs (1997, 2002, 2005) and incentive plans (2008 Long-Term Incentive Plan, Performance Unit Plan) primarily for Section 409A compliance.
  • 6Amendments to the 3M Deferred Compensation Plan and the 3M Compensation Plan for Nonemployee Directors, also including technical updates for Section 409A and, for directors, a one-time election change opportunity.
  • 7All deferred compensation and supplemental pension benefits are unfunded and are general unsecured obligations of 3M.

Frequently Asked Questions