3M management check
MMM · Industrials · Industrial Conglomerates · CEO William M. Brown
Filings as of
4 good · 1 to watch · 2 flagged, across the seven questions below.
- Flag
Have owners done well?
Trailed its chosen peers$100 invested at the start of fiscal 2021 grew to $132, against $173 for the peer group the company picked itself.
- Good
Does pay follow performance?
Pay rose and fell with returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of 0.79 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Good
What does the CEO cost owners?
0.6% of net income$21.0m of reported pay in fiscal 2025, against $3.3bn of net income.
- Flag
Do they own the stock?
CEO stake ≈ 0.1 years of payThe CEO holds 13,243 shares, directly or through trusts (unvested awards not counted): about 0.1 years of pay. 5 insiders sold $4.3m in the last six months and none bought.
- Good
Are owners being diluted?
Share count shrinkingDiluted shares changed -1.1% a year over the last three fiscal years. Stock-based pay was 0.9% of revenue in the latest year.
- Watch
Is leadership stable?
2 CEOs in the pay tableCEOs in the pay table: Michael F. Roman, William M. Brown. 10 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Industrials.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 20 | 55 | |
| Pay for performance | 89 | 86 | |
| CEO cost | 66 | 48 | |
| Skin in the game | 0 | 55 | |
| Dilution | 64 | 62 | |
| Stable leadership | 35 | 75 | |
| Clean books | 100 | 100 |
Closest peers
Others in Industrial Conglomerates, by management score. 3M is 71st of 81 in its sector.
- 385NSCNorfolk Southern55
- 396MMM3M54
- 406FTVFortive52
- 407FASTFastenal52
- 416DDDuPont51
- 470HONHoneywell Technologies39
Pay versus performance
From the proxy statement filed March 25, 2026. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2025 | William M. Brown | $21.0m | $35.7m | $6.2m | $132 | $173 | $3.3bn |
| 2024 | William M. Brown, Michael F. Roman | $21.2m | $37.8m | $7.0m | $104 | $150 | $4.2bn |
| 2023 | Michael F. Roman | $16.4m | $15.6m | $11.2m | $71 | $131 | −$7.0bn |
| 2022 | Michael F. Roman | $14.0m | $152k | $5.3m | $74 | $113 | $5.8bn |
| 2021 | Michael F. Roman | $18.2m | $18.4m | $5.5m | $105 | $121 | $5.9bn |
The board says pay is tied most to Organic Sales Growth. Its other key measures: Local Currency Sales, Relative Organic Sales Growth, Operating Income, Free Cash Flow Growth, Operating Cash Flow, Earnings per Share Growth.
Insiders and the CEO's stake
William M Brown (Chairman & CEO) held 13,243 shares directly after their latest Form 4 on May 1, 2026, roughly $1.9m at that filing's price.
5 insiders sold $4.3m in the last six months and none bought.
- SoldJohn Patrick BanovetzExecutive Vice President$1.3mJul 23, 2026
- SoldKevin H RhodesEVP, Chief Legal Off & Secret$1.3mJul 22, 2026
- SoldChristian T Jr GoralskiGroup President$836kJul 22, 2026
- SoldRodriguez Beatriz Karina ChavezGroup President$663kAug 5, 2026
Leadership and governance on file
- Jun 8, 2026Leadership change8-K 5.02
- Feb 5, 2026Leadership change8-K 5.02
- Aug 15, 2025Leadership change8-K 5.02
- Feb 21, 2025Leadership change8-K 5.02
- Feb 10, 2025Leadership change8-K 5.02
- Aug 1, 2024Leadership change8-K 5.02
- Jul 10, 2024Leadership change8-K 5.02
- Mar 12, 2024Leadership change8-K 5.02
- Nov 9, 2023Leadership change8-K 5.02
- Nov 7, 2023Leadership change8-K 5.02
- Aug 22, 2023Leadership change8-K 5.02
- Aug 11, 2023Leadership change8-K 5.02
Latest shareholder vote results: May 13, 2026, including the say-on-pay vote.
Where the money went
Over 2021–2025: $22.4bn returned to owners in buybacks and dividends, 185% of net income, and $1.3bn of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $35.4bn | $26.2bn | $24.6bn | $24.6bn | $24.9bn |
| Net income | $5.9bn | $5.8bn | −$7.0bn | $4.2bn | $3.3bn |
| Stock-based pay | $274.0m | $263.0m | $274.0m | $289.0m | $225.0m |
| Buybacks | $2.2bn | $1.5bn | $33.0m | $1.8bn | $3.3bn |
| Dividends | $3.4bn | $3.4bn | $3.3bn | $2.0bn | $1.6bn |
| Diluted shares | 585m | 568m | 554m | 552m | 541m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.