8f0aafa9 5691 4c87 a842 de119c40a12c

FORM 4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[ ] Check this box if no longer
subject to Section 16. Form 4 or
Form 5 obligations may
continue. See
Instruction 1(b).
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF
SECURITIES
OMB APPROVAL
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or
Section 30(h) of the Investment Company Act of 1940
1. Name and Address of Reporting Person *
2. Issuer Name and Ticker or Trading Symbol
Ashish Khandpur K
3M CO [ MMM ]
(Last)
(First)
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
3. Date of Earliest Transaction (MM/DD/YYYY)
(Middle)
(Street)
4. If Amendment, Date Original Filed (MM/DD/YYYY) 6. Individual or Joint/Group Filing (Check Applicable Line)
ST. PAUL, MN 55144-1000
(City)
_____ Other (specify below)
Sr. VP, Chief Tech. Officer
8/14/2015
3M CENTER
_____ 10% Owner
__ X __ Officer (give title below)
(State)
10/29/2015
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed
Execution
Date, if any
3. Trans. Code
(Instr. 8)
Code
4. Securities Acquired (A) 5. Amount of Securities Beneficially Owned
or Disposed of (D)
Following Reported Transaction(s)
(Instr. 3, 4 and 5)
(Instr. 3 and 4)
V
Amount
(A) or
(D)
Price
6.
Ownership
Form:
Direct (D)
or Indirect
(I) (Instr.
4)
7. Nature
of Indirect
Beneficial
Ownership
(Instr. 4)
Table II - Derivative Securities Beneficially Owned ( e.g.
, puts, calls, warrants, options, convertible securities)
1. Title of Derivate
Security
(Instr. 3)
2.
Conversion
or Exercise
Price of
Derivative
Security
Restricted Stock
Units
3. Trans.
Date
(1)
3A. Deemed 4. Trans.
Execution
Code
Date, if any (Instr. 8)
8/14/2015
5. Number of
6. Date Exercisable and
Derivative
Expiration Date
Securities Acquired
(A) or Disposed of
(D)
(Instr. 3, 4 and 5)
Code
V
J
V
(A)
(D)
133 (2)
7. Title and Amount of
Securities Underlying
Derivative Security
(Instr. 3 and 4)
Date
Expiration
Title
Exercisable Date
(3)
(3)
Common
Stock
8. Price of
Derivative
Security
(Instr. 5)
9. Number of
derivative
Securities
Beneficially
Owned
Following
Reported
Transaction(s)
(Instr. 4)
10.
Ownership
Form of
Derivative
Security:
Direct (D)
or Indirect
(I) (Instr.
4)
11. Nature
of Indirect
Beneficial
Ownership
(Instr. 4)
$0
0
I
by spouse
Amount or
Number of
Shares
133
Explanation of Responses:
(
Each restricted stock unit represents a contingent right to receive one share of 3M common stock.
1)
( On August 14, 2015, due to termination of service, the Issuer cancelled the RSU of 133 shares that was granted on February 3, 2015. This filing updates the
2) previously filed Form 4 filed on October 29, 2015.
(
The restricted stock units will vest 100% on 2/3/2018.
3)
Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer
Ashish Khandpur K
3M CENTER
ST. PAUL, MN 55144-1000
Other
Sr. VP, Chief Tech. Officer
Signatures
/s/ Sheila B. Claugherty, attorney-in-fact for Ashish K. Khanpur
1/22/2016
** Signature of Reporting Person
Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*
If the form is filed by more than one reporting person, see
Instruction 4(b)(v).
**
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:
File three copies of this Form, one of which must be manually signed. If space is insufficient, see
Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control
number.