3M CO
For the period ended May 12, 2026. Filed Mar 25, 2026.
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May 12, 2026 · Filed Mar 25, 2026
Contents
Board self-evaluation process
The Board conducts a multi-step annual self-evaluation to determine whether it, its committees, and its directors are
functioning effectively, to consider opportunities for continual enhancement, and as part of its annual director nomination
process.
| 1 | Evaluations by Board Leadership•Chairman/Lead Independent Director/Nominating and Governance (N&G) Committee Chair meet annually to evaluate the performance and skills of each director•Information is shared and discussed with the N&G Committee and considered in the nomination process |
| 2 | One-on-One Discussions with Lead Independent Director or N&G Chair•Lead Independent Director or N&G Chair meets individually with each director to discuss:•Effectiveness of Board and committees•Opportunities for improvement•Director’s self-evaluation•Director’s evaluation of other Board members•Other topics selected by director•N&G Chair shares comments and feedback with the Board and N&G Committee |
| 3 | Annual Questionnaires•Each director completes a questionnaire on the functioning of the Board and committees•Results are discussed at subsequent Board and committee meetings |
| 4 | Feedback Incorporated•As a result of this process:•The Board and its committees identify potential areas for improvement, as well as existing practices which have contributed to high effectiveness•Items requiring follow-up are monitored on a go-forward basis by the full Board, committees and/or committee chairs, as applicable•The N&G Committee considers the performance and contributions of each director as part of its annual recruitment and nomination process to ensure our directors continue to possess the necessary skills and experience to effectively oversee the Company; on occasion, the N&G Committee has decided not to re-nominate a director in part as a result of feedback from this self-assessment |
While this formal self-evaluation is conducted on an annual basis, directors share perspectives, feedback, and
suggestions year-round. The Board and each committee conducted an evaluation of its performance in 2025.
| 2026 Proxy Statement | 22 |
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Proposal One
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