3M 2007 Annual Report Download - page 95

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89
Item 11. Executive Compensation. The information required by Item 402 of Regulation S-K is contained under the
captions “Executive Compensation” (excluding the information under the caption “– Compensation Committee
Report”) and “Director Compensation and Stock Ownership Guidelines” of the 3M Proxy Statement. Such information
is incorporated by reference.
The information required by Items 407(e)(4) and (e)(5) of Regulation S-K is contained under the captions
“Compensation Committee Interlocks and Insider Participation” and “Executive Compensation – Compensation
Committee Report” of the 3M Proxy Statement. Such information (other than the Compensation Committee Report,
which shall not be deemed to be “filed”) is incorporated by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information relating to security ownership of certain beneficial owners and management is set forth under the
designation “Beneficial Ownership Table” and “Security Ownership of More Than 5 Percent Stockholders” in the 3M
Proxy Statement and such information is incorporated by reference herein.
Equity compensation plans information follows:
Equity Compensation Plans Information (1)
A B C
Plan Category Number of Weighted- Number of securities
securities to be average remaining available for
issued upon exercise future issuance under
exercise of price of equity compensation
outstanding outstanding plans (excluding
options, warrants options, warrants securities reflected in
and rights and rights column (A)
Equity compensation
plans approved by
security holders
MSOP – Options 74,613,051 $70.50 –
MSOP – RSU’s 2,001,581 – –
MSOP – Total 76,614,632 $70.50 4,408,083
GESPP – – 8,940,650
Non-employee directors – – 504,893
Subtotal 76,614,632 $70.50 13,853,626
Equity compensation
plans not approved by
security holders – – –
Total 76,614,632 $70.50 13,853,626
(1) The weighted-average exercise price in column B is only applicable to options issued under the MSOP. The number
of securities remaining available for future issuance in column C is approved for the MSOP program in total and not
individually with respect to MSOP – Options and MSOP – RSU’s.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
With respect to certain relationships and related transactions as set forth in Item 404 of Regulation S-K, no matters
require disclosure. The information required by Item 407(a) of Regulation S-K is contained under the caption
“Governance of the Company – Director Independence” of the 3M Proxy Statement and such information is incorporated
by reference herein.
Item 14. Principal Accounting Fees and Services. The information relating to principal accounting fees and services
is set forth under the designation “Fees of the Independent Registered Public Accounting Firm” in the 3M Proxy
Statement and such information is incorporated by reference herein.