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Health care · Medical Instruments · NYSE

SOLVSolventum

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The 10-K against last year's

124 changes: 34 added, 21 removed, 69 reworded

10-K Feb 27, 2026 vs Feb 28, 2025
Risk FactorsRedline ↓
16.8%
of the text changed · 17,693 words now
34.7%
of the text changed · 5,812 words now
Legal ProceedingsRedline ↓
27.5%
of the text changed · 1,911 words now
Accounting PoliciesRedline ↓
13.9%
of the text changed · 4,394 words now

10-K 0001964738-26-000007 (2026-02-27) vs 10-K 0001964738-25-000019 (2025-02-28)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 246 words changed in this paragraph; it is 66% similar to last year's version.
•Data Privacy, Emerging Technology and Cybersecurity Laws - Because Solventum is a business with a significant global footprint, compliance with evolving regulations and standards in data privacy, emerging technologies, and cybersecurity may result in increased costs, compliance challenges and the threat of increased regulatory enforcement activity. Solventum’s business relies on the secure electronic transmission, storage and hosting of sensitive information, including personal information, protected health information, financial information, intellectual property and other sensitive information related to our customers and workforce. Solventum is required to comply with increasingly complex and changing legal and regulatory requirements that govern the collection, use, storage, security, transfer, disclosure and other processing of personal data data, including for the development and use of AI, in the U.S. and in other countries, including, countries. Examples of those laws include, but are not limited to, the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), 1996, as amended, amended by the Health Information Technology for Economic and Clinical Health Act of 2009, 2009 (collectively, HIPAA), various U.S. state consumer privacy laws that have become effective recently, the California Consumer Privacy Act (“CCPA”) and other similar state laws in the U.S., the European Union’s Global EU General Data Protection Regulation (“GDPR”), (Regulation (EU) 2016/679 (GDPR) and the U.K.’s Data Protection Act 2018 and General Data Protection Regulation, United Kingdom's version of the same, the Lei Gerai de Proteção de Dados Pessoias (Brazil LGPD), China’s Personal Information Protection Law, Law (PIPL), PRC Cybersecurity Law and Personal Data Cross Border Transfer Rule, the European Union's Artificial Intelligence Act and various other country-specific requirements at the state and federal level around the world. In addition, privacy laws and regulations are becoming stricter and may potentially impose additional requirements on Solventum’s business, and certain jurisdictions have implemented data localization laws which can be costly and operationally difficult to satisfy. Similarly, the legal and regulatory landscape surrounding AI is rapidly evolving and uncertain and includes an increasingly large amount of complex, stringent, and inconsistent global regulations, including with regard to certification requirements in many of the countries in which Solventum's customers are located. Solventum cannot be sure how these laws and regulations will be interpreted, enforced enforced, or applied to its operations. operations, products and services. In addition to the risks associated with enforcement activities and potential contractual liabilities, Solventum’s ongoing efforts to comply with evolving laws and regulations may be costly and require ongoing modifications or limitations to its products, services, policies, procedures and systems. If Solventum or third parties are unable to effectively manage the use of AI or other emerging technologies by employees and third party providers, Solventum or third parties may fail to adequately safeguard confidential personal data, or if such information or data are wrongfully used by Solventum or third parties or disclosed to unauthorized persons or entities, such an event could result in a material adverse effect on its business, results of operations, financial condition and cash flows.

Source: Item 1A, 10-K 0001964738-26-000007 vs Item 1A, 10-K 0001964738-25-000019

Legal Proceedings 124 words changed in this paragraph; it is 68% similar to last year's version.
Because litigation is subject to inherent uncertainties, and unfavorable rulings or developments could occur, the Company may ultimately incur charges substantially in excess of presently recorded liabilities, including with respect to matters for which no accruals are currently recorded because losses are not currently probable and reasonably estimable. Many of the matters described herein are at varying stages, seek an indeterminate amount of damages or seek damages in amounts that the Company believes are not indicative of the ultimate losses that may be incurred. It is not uncommon for claims to be resolved over many years. As a matter progresses, the Company may receive information, through plaintiff demands, through discovery, in the form of reports of purported experts, or in the context of settlement or mediation discussions that purport to quantify an amount of alleged damages, but with which the Company may not agree. Such information may or may not lead the Company to determine that it is able to make a reasonable estimate as to a probable loss or range of loss in connection with a matter. However, even when a loss or range of loss is not probable and reasonably estimable, developments in, or the ultimate resolution of, a matter could be material to the Company and could have a material adverse effect on the Company, its consolidated financial position, results of operations and cash flows. In addition, future adverse rulings or developments, or settlements in, one or more matters could result in future changes to determinations of probable and reasonably estimable losses in other matters.

Source: Item 3, via Note 12 – Commitments and Contingencies, 10-K 0001964738-26-000007 vs Item 3, via Note 11 – Commitments and Contingencies, 10-K 0001964738-25-000019

MD&A 110 words changed in this paragraph; it is 49% similar to last year's version.
Year ended December 31, (Dollars in millions) (Millions) 2025 2024 2025 vs 2024 change Segment Operating Income MedSurg $ 810 $ 887 (8.6)% Dental Solutions 346 350 (1.1) Health Information Systems 496 431 15.0 Purification and Filtration 96 74 29.7 All Other 42 30 40.0 Corporate and Unallocated 390 (736) 153.0 Total Company $ 2,181 $ 1,036 110.5% Year ended December 31, (Millions) 2024 2023 2024 vs 2023 change Segment Operating Income MedSurg $ 887 $ 1,107 (19.9)% Dental Solutions 350 442 (20.8) Health Information Systems 431 423 1.9 Purification and Filtration 94 162 (42.0) 74 111 (33.3) All Other 30 51 (41.2) Corporate and Unallocated (726) (736) (442) 64.3 66.5 Total Company $ 1,036 $ 1,692 (38.8)% Year ended December 31, (Dollars in millions) 2023 2022 2023 vs 2022 change Segment Operating Income MedSurg $ 1,107 $ 1,061 4.3% Dental Solutions 442 437 1.1 Health Information Systems 423 359 17.8 Purification and Filtration 162 177 (8.5) Corporate and Unallocated (442) (341) 29.6 Total Company $ 1,692 $ 1,693 (0.1)%

Source: Item 7, 10-K 0001964738-26-000007 vs Item 7, 10-K 0001964738-25-000019

Accounting Policies 88 words changed in this paragraph; it is 72% similar to last year's version.
Income taxes: Prior to the Spin-Off, the Company was included in the consolidated U.S. federal, state, and foreign income tax returns of 3M, where applicable, through April 1, 2024. The Company's income tax provision for the periods 2022, 2023 and the first quarter of 2024 was prepared using the separate return method. The calculation of income taxes on a separate return basis requires a considerable amount of judgment and use of both estimates and allocations. As a result, transactions included in the consolidated financial statements of 3M may not be included in the Company's consolidated financial statements. Similarly, the tax treatment of certain items reflected in the Company's consolidated financial statements may not be reflected in the consolidated financial statements and tax returns of 3M. Therefore, items such as net operating losses, credit carryforwards, and valuation allowances may exist in the Company's standalone financial statements that may or may not exist in 3M’s consolidated financial statements. After the Spin-Off, the Company has filed tax returns on its own behalf, and its income tax provision was prepared on a standalone basis. As a result, its deferred taxes and effective tax rate for 2025 may differ from those in the historical periods prior to Spin-Off.

Source: Item 8, Note 1 – Significant Accounting Policies, 10-K 0001964738-26-000007 vs Item 8, Note 1 – Significant Accounting Policies, 10-K 0001964738-25-000019

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of SOLV's Risk Factors and MD&A, 10-K 2026-02-27 against 10-K 2025-02-28. Each links to the text at sec.gov.

RemovedRisk Factors
•Solventum is subject to risks related to international, federal, state and local treaties, laws and regulations, as well as related compliance risks.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
•Security and data breaches, cyberattacks and other cybersecurity incidents involving Solventum’s information technology systems and infrastructure could disrupt or interfere with Solventum’s operations.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
extensive global research and development resources, which historically enhanced its ability to innovate, develop new products and technologies, and improve and update existing products and technologies. Solventum’s lack of access to 3M’s research and development resources may negatively impact it.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
•Data Privacy and Cybersecurity Laws - Because Solventum is a business with a significant global footprint, compliance with evolving regulations and standards in data privacy and cybersecurity may result in increased costs, compliance challenges and the threat of increased regulatory enforcement activity. Solventum’s business relies on the secure electronic transmission, storage and hosting of sensitive information, including personal information, protected health information, financial information, intellectual property and other sensitive information related to our customers

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
In the ordinary course of business, Solventum relies on centralized and local information technology networks and systems, some of which are provided, hosted or managed by vendors and other third parties, to process, transmit and store electronic information, and to manage or support a variety of businesses. That technology includes systems that could be used to process, transmit and store sensitive information, including personal information, protected health information, employee data, financial

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
SG&A, measured as a percent of total net sales, decreased slightly in 2023 when compared to 2022. This decrease was driven by the impact of the gain related to the sale of the Company’s dental local anesthetic business of 0.7%, partially offset by higher expense due to restructuring charges of 0.5%.

Read it in 10-K 2025-02-28 at sec.gov ↗

Show the other 10
RemovedMD&A
•Organic sales growth of 1.6% was driven by price partially offset by lower volume. Volume declines from our microfluidics and hand hygiene product lines, which benefited from higher sales during the pandemic, negatively impacted growth by 1.1%.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
•Sales growth was broadly driven across the portfolio, including revenue cycle management, performance management and clinician productivity solutions. Growth was driven by both new customers and product upgrades at existing customers.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
•Sales growth was primarily impacted by inventory rebalancing at our bioprocessing filtration customers, which reduced sales by 5.4%. This decline was partially offset by growth in our separation products.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
The strength and stability of Solventum’s operating model and strong free cash flow capability provides financial flexibility and enables the Company to invest through business cycles. Historically, Solventum generated positive operating cash flows and a majority of such cash flows were transferred to 3M as part of 3M’s cash pooling arrangements, the effect of which is presented as Net transfers to 3M in our consolidated financial statements.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
Upon completion of the Spin-Off, Solventum has ceased participation in 3M's cash pooling arrangement and our cash and cash equivalents are held and used solely for our own operations. As a result, the Company's capital structure, long-term commitments and sources of liquidity have changed significantly.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
On February 16, 2024, the Company entered into a five-year $2.0 billion unsecured revolving credit facility expiring in 2029, an 18-month senior unsecured term loan facility of $500 million and a three-year senior unsecured term loan facility of $1.0 billion (collectively, the “Facilities”). In March 2024, the Company withdrew $1.48 billion under the Facilities. The funds from the Facilities were transferred to 3M as partial consideration for the Spin-Off.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
On February 27, 2024, Solventum issued $6.9 billion of Senior Notes in preparation for the payment of partial consideration to 3M in connection with the Spin-Off.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
In August 2024, the Company prepaid $200 million of the outstanding principal amount from the 18-month senior unsecured term loan credit facility. In December 2024, the Company prepaid an additional $100 million of the outstanding principal amount from the same facility.

Read it in 10-K 2025-02-28 at sec.gov ↗

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