IBM (IBM) director David Farr granted 243 Promised Fee Shares as deferred board fees

Rhea-AI Filing Summary

FARR DAVID N reported acquisition or exercise transactions in this Form 4 filing.

INTERNATIONAL BUSINESS MACHINES CORP director David N. Farr received an award of 243 Promised Fee Shares on March 31, 2026 as part of his board compensation, at a reference price of $242.39 per share. His direct holdings after this grant total 22,994 shares of IBM common stock.

The Promised Fee Shares represent deferred director fees under the IBM Board of Directors Deferred Compensation and Equity Award Plan. According to the plan, these deferred fee shares are paid out after retirement in IBM common stock or cash, with distribution of the Promised Fee Shares deferred until retirement.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider FARR DAVID N

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Promised Fee Share	243	$242.39	$59K

Holdings After Transaction: Promised Fee Share — 22,994 shares (Direct)

Footnotes (1)

1. Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan are paid out after retirement in the company's common stock or cash. Deferral of fees into Promised Fee Shares under the terms of the IBM Board of Directors Deferred Compensation and Equity Award Plan. Distribution of Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan is deferred until retirement.

Key Figures

Promised Fee Shares granted: 243 shares Reference price per share: $242.39 per share Shares held after transaction: 22,994 shares

3 metrics

Promised Fee Shares granted 243 shares Director fee award on March 31, 2026

Reference price per share $242.39 per share Value used for Promised Fee Share award

Shares held after transaction 22,994 shares David N. Farr direct IBM common stock holdings

Key Terms

Promised Fee Shares, Deferred Compensation and Equity Award Plan, grant, award, or other acquisition

3 terms

Promised Fee Shares financial

"Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan are paid out after retirement"

Deferred Compensation and Equity Award Plan financial

"under the IBM Board of Directors Deferred Compensation and Equity Award Plan"

grant, award, or other acquisition regulatory

"transaction code description shows this as a Grant, award, or other acquisition"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FARR DAVID N

(Last) (First) (Middle)

C/O SECRETARY'S OFFICE, IBM CORPORATION

ONE NEW ORCHARD ROAD

(Street)

ARMONK NEW YORK 10504

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL BUSINESS MACHINES CORP [ IBM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Promised Fee Share	$0.00(1)	03/31/2026		A(2)		243		(3)	(3)	Common Stock	243	$242.39	22,994	D

Explanation of Responses:

1. Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan are paid out after retirement in the company's common stock or cash.

2. Deferral of fees into Promised Fee Shares under the terms of the IBM Board of Directors Deferred Compensation and Equity Award Plan.

3. Distribution of Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan is deferred until retirement.

Remarks:

	L. Mallardi on behalf of D. N. Farr	04/01/2026
	** 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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did IBM director David N. Farr report in this Form 4 filing for IBM?

David N. Farr reported receiving an award of 243 Promised Fee Shares as part of his IBM board compensation. These represent deferred fees under IBM’s Board of Directors Deferred Compensation and Equity Award Plan and are tied to IBM common stock at a reference price of $242.39.

How many IBM shares does David N. Farr hold after this Form 4 transaction for IBM?

After the reported transaction, David N. Farr directly holds 22,994 IBM common shares. This total includes the newly awarded 243 Promised Fee Shares associated with deferred director fees under the IBM Board of Directors Deferred Compensation and Equity Award Plan.

What are Promised Fee Shares in the IBM Board of Directors plan for IBM?

Promised Fee Shares are deferred director fees that track IBM common stock value under the IBM Board of Directors Deferred Compensation and Equity Award Plan. They are ultimately paid out in IBM common stock or cash, with distribution deferred until the director’s retirement from the board.

Is the IBM Form 4 transaction for David N. Farr a market purchase or sale of IBM shares?

The IBM Form 4 transaction for David N. Farr is not an open-market trade. It is a grant or award acquisition of 243 Promised Fee Shares, reflecting deferral of board fees into IBM-linked share units under the company’s Board of Directors Deferred Compensation and Equity Award Plan.

When will David N. Farr receive the IBM shares or cash from these Promised Fee Shares?

The Promised Fee Shares for David N. Farr are scheduled to be distributed after his retirement from the IBM board. Under the IBM Board of Directors Deferred Compensation and Equity Award Plan, distribution occurs at retirement in either IBM common stock or cash, according to plan terms.