Solventum Corp. 8-K: Effectiveness of Registration Statement

TL;DR

Solventum's registration statement is effective, paving the way for its spin-off from 3M.

AI Summary

Solventum Corporation, formerly 3M Health Care Co., filed an 8-K on March 13, 2024, to report the effectiveness of its previously filed registration statement. This filing is a procedural step related to its separation from 3M Company, with its principal executive offices located at 3M Center, St. Paul, MN.

Why It Matters

This filing marks a key procedural milestone for Solventum's separation from 3M, signaling progress towards its independent operation as a public company.

Risk Assessment

Risk Level: low — This is a routine procedural filing related to a corporate separation and does not introduce new financial or operational risks.

Key Numbers

• 001-41968 — SEC File Number (Identifies the company's filing with the SEC.)
• 92-2008841 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Solventum Corporation (company) — Registrant
• 3M Company (company) — Former Parent Company
• 3M Health Care Co. (company) — Former Name
• March 13, 2024 (date) — Filing Date
• Delaware (jurisdiction) — State of Incorporation
• 3M Center, Building 275-6W (address) — Principal Executive Offices
• St. Paul, MN (location) — City and State of Principal Executive Offices

FAQ

From the Filing

0001628280-24-010988.txt : 20240313 0001628280-24-010988.hdr.sgml : 20240313 20240313171237 ACCESSION NUMBER: 0001628280-24-010988 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 118 CONFORMED PERIOD OF REPORT: 20240313 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240313 DATE AS OF CHANGE: 20240313 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Solventum Corp CENTRAL INDEX KEY: 0001964738 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 922008841 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41968 FILM NUMBER: 24746956 BUSINESS ADDRESS: STREET 1: C/O 3M COMPANY STREET 2: 3M CENTER, BUILDING 275-6W-02 CITY: ST. PAUL STATE: MN ZIP: 55144-1000 BUSINESS PHONE: 651-733-1110 MAIL ADDRESS: STREET 1: C/O 3M COMPANY STREET 2: 3M CENTER, BUILDING 275-6W-02 CITY: ST. PAUL STATE: MN ZIP: 55144-1000 FORMER COMPANY: FORMER CONFORMED NAME: 3M Health Care Co DATE OF NAME CHANGE: 20230203 8-K 1 solventum-effectiveness8xk.htm 8-K Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2024 Solventum Corporation (Exact name of registrant as specified in its charter) Delaware 001-41968 92-2008841 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 3M Center, Building 275-6W 2510 Conway Avenue East Maplewood, MN 55144 (Address of Principal Executive Offices, including Zip code) (651) 733-1110 (Registrant’s telephone number, including area code) (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: £     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) £     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) £     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) £     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share SOLV New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 7.01    Regulation FD Disclosure Information Statement Solventum Corporation (“Solventum”), a wholly owned subsidiary of 3M Company (“3M”), previously filed with the U.S. Securities and Exchange Commission a registration statement on Form 10 (as amended, the “Registration Statement”) relating to the planned distribution by 3M of 80.1% of the issued and outstanding shares of common stock, par value $0.01 per share, of Solventum (the “Solventum common stock”) to 3M shareholders. On March 13, 2024, the Registration Statement was declared effective. The Registration Statement includes