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    Solventum Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/2/25 4:12:15 PM ET
    $SOLV
    Medical/Dental Instruments
    Health Care
    Get the next $SOLV alert in real time by email
    solv-20250430
    FALSE000196473800019647382025-02-272025-02-27

    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): April 30, 2025
    SOLVENTUM CORPORATION
    (Exact Name of Registrant as Specified in Its Charter)
    Delaware
    File No. 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, Minnesota
    55144
    (Address of Principal Executive Offices)
    (Zip Code)
    (Registrant’s Telephone Number, Including Area Code) (651) 733-1110
    Not Applicable
    (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 (see General Instruction A.2. below):
    ☐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 $.01 Per Share
    SOLV
    New York Stock Exchange
    Securities registered pursuant to section 12(g) of the Act: None
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
    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 5.07 Submission of Matters to a Vote of Security Holders.
    Solventum Corporation (“Solventum”) held its annual meeting of shareholders on April 30, 2025. Set forth below are the final voting results for each of the matters submitted to a vote of the shareholders. For more information about the proposals set forth below, please see our definitive proxy statement filed with the U.S. Securities and Exchange Commission on March 21, 2025 (“Proxy Statement”).
    Proposal Number 1: The shareholders elected each of the four Class I nominees to the Board of Directors for a three-year term by the vote of the majority of votes cast, in accordance with Solventum’s Bylaws.

    NomineeVotes ForVotes AgainstAbstentionsBroker Non-Votes
    Glenn A. Eisenberg136,413,166539,798582,46716,218,224
    Elizabeth A. Mily136,439,426532,358563,64716,218,224
    John H, Weiland136,422,829527,320585,28216,218,224
    Amy A. Wendell135,548,3431,341,502645,58616,218,224
    Proposal Number 2: The shareholders approved, on an advisory basis, the compensation of Solventum’s Named Executive Officers as described in the Proxy Statement.

    Votes ForVotes AgainstAbstentionsBroker Non-Votes
    117,421,36119,247,470866,60016,218,224

    Proposal Number 3: The shareholders cast non-binding votes on the frequency with which Solventum should offer shareholders the opportunity to cast future advisory votes on the compensation of its named executive officers (every 1 year, 2 years, or 3 years). A plurality of shareholders favored an annual advisory vote on the Company’s executive compensation. Based on the Board of Directors’ recommendation in the Proxy Statement and the voting results, Solventum has determined to hold an advisory vote on executive compensation annually.

    One YearTwo YearsThree YearsAbstentionsBroker Non-Votes
    135,522,957262,9721,071,704677,79816,218,224

    Proposal Number 4: The shareholders ratified the appointment of PricewaterhouseCoopers LLP as Solventum’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

    Votes ForVotes AgainstAbstentionsBroker Non-Votes
    152,696,656417,038639,961N/A

    SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
    SOLVENTUM CORPORATION
    By:
    /s/ Matthew M. Rice
    Matthew M. Rice
    Vice President, Associate General Counsel & Assistant Secretary



    Dated: May 2, 2025

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