2019 annual meeting · 2019-11-20 · annual meeting rules stockholder proponents •your remarks...
TRANSCRIPT
1
2019 Annual Meeting
2
Agenda
• Opening remarks
• Business items
• Shareholder questions
3M 2019 Annual Meeting
3
Inge Thulin
Executive Chairman of the Board
4
2019 Annual Meeting
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FY 2018 summary
Organic local-currency growth
Return on invested capital
Adjusted earnings per share
$10.46+14.1% year-on-year
22.2%
Free cash flowconversion
91%
+3.2%year-on-year Sales of $32.8B, up +3.5% year-on-year:
GAAP EPS of $8.89, up +12.1%
Invested $3.4B in research and development and capital expenditures
Returned $8.1B to shareholders via dividends and gross share repurchases
Refer to 3M’s January 29, 2019 press release for details, including discussion of non-GAAP measures.
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Q1 2019 summary
Sales of $7.9B, down 5.0% year-on-year
• Organic growth impacted by China, automotive, and
electronics end-market softness; channel inventory
adjustments, particularly industrial markets
GAAP EPS of $1.51 vs. $0.98 last year
Adjusted EPS of $2.23 vs. $2.50 last year
• Q1 2019 excludes significant litigation-related charges ($0.72)
• Q1 2018 excludes impacts from Tax Cuts and Jobs Act (TCJA) measurement adjustment ($0.36) and significant litigation-related charges ($1.16)
Adjusted operating income of $1.7B, down 11.6%, impacted by negative organic growth and weak productivity
Organic local-currency growth
Adjusted operating margin
Adjusted earnings per share
$2.23 -10.8% year-on-year
21.4%-1.6% year-on-year
-1.1%year-on-year
Refer to 3M’s April 25, 2019 press release for details, including discussion of non-GAAP measures.
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Board of Directors
• Edward M. Liddy
• Thomas K. Brown
• David B. Dillon
• Michael L. Eskew
• Herbert L. Henkel
• Amy E. Hood
• Muhtar Kent
• Dambisa F. Moyo
• Gregory R. Page
• Michael F. Roman
• Patricia A. Woertz
• Inge G. Thulin
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Gregg M. Larson
Corporate Secretary
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Annual meeting rules
Stockholder proponents
• Your remarks must be limited to three minutes
Questions and comments
• Please limit yourself to one question or comment of about one minute in length
Improper subject matter- this meeting is not a forum for discussing:
• Pending or threatened litigation against the Company
• Political or other views not directly related to 3M business
• Personnel matters or grievances against the Company
Prohibited conduct
• Disruptive comments or conduct are prohibited and a basis for removal from the meeting• Use of cameras, recording devices, or other electronic devices during the meeting is prohibited
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Business items
1. Elect the twelve directors identified in the 2019 Proxy Statement, each for a term of one year
2. Ratify the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2019
3. Approve, on an advisory basis, executive compensation
4. Consider a stockholder proposal on CEO compensation, if properly presented
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Nominees for Board of Directors
• Thomas K. Brown
• Pamela J. Craig
• David B. Dillon
• Michael L. Eskew
• Herbert L. Henkel
• Amy E. Hood
• Muhtar Kent
• Edward M. Liddy
• Dambisa F. Moyo
• Gregory R. Page
• Michael F. Roman
• Patricia A. Woertz
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Business items
1. Elect the twelve directors identified in the 2019 Proxy Statement, each for a term of one year
2. Ratify the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2019
3. Approve, on an advisory basis, executive compensation
4. Consider a stockholder proposal on CEO compensation, if properly presented
13
Business items
1. Elect the twelve directors identified in the 2019 Proxy Statement, each for a term of one year
2. Ratify the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2019
3. Approve, on an advisory basis, executive compensation
4. Consider a stockholder proposal on CEO compensation, if properly presented
14
Business items
1. Elect the twelve directors identified in the 2019 Proxy Statement, each for a term of one year
2. Ratify the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2019
3. Approve, on an advisory basis, executive compensation
4. Consider a stockholder proposal on CEO compensation, if properly presented
15
Business items
1. Elect the twelve directors identified in the 2019 Proxy Statement, each for a term of one year
2. Ratify the appointment of PricewaterhouseCoopers LLP as 3M’s independent registered public accounting firm for 2019
3. Approve, on an advisory basis, executive compensation
4. Consider a stockholder proposal on CEO compensation, if properly presented
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2019 Annual Meeting