Bauer Wendy A 4

What Happened
Wendy A. Bauer, Group President of 3M, converted 7,952 restricted stock units (derivative exercise) into common shares on July 1, 2026. The gross value of the shares received was about $1,272,002 (7,952 shares × $159.96). To cover tax and/or exercise obligations, 3,558 of those shares were withheld or surrendered (disposed) at the same per-share value, with an approximate value of $569,138, leaving a net of 4,394 shares added to her holdings. The filing shows a derivative conversion line (0.00) associated with the canceled RSUs.

Key Details

• Transaction date: July 1, 2026; Form 4 filed July 2, 2026 (timely).
• Gross shares converted: 7,952 at $159.96 each → $1,272,002.
• Shares withheld/disposed for tax/exercise: 3,558 at $159.96 each → $569,138.
• Net shares received: 4,394 (7,952 converted − 3,558 withheld).
• Footnotes: F1 — each RSU equals a right to one share; F2 — these RSUs vest in two equal installments beginning July 1, 2025.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of exercise price or tax liability (shares withheld).
• Shares owned after the transaction are not specified in the filing.

Context
This was a conversion/vesting of RSUs with shares withheld to satisfy tax liabilities — a routine, non-open-market transaction commonly used to cover withholding. Such withholding is administrative and does not necessarily indicate buying or selling intent in the market.