[Form 4] International Business Machines Corporation Insider Trading Activity

Rhea-AI Filing Summary

On 06/30/2025, Director Michael D. Eisner filed a Form 4 indicating the acquisition of 343 IAC Inc. (ticker: IAC) common share units at $37.34 per share under the company’s Non-Employee Director Deferred Compensation Plan. After the transaction, Eisner’s aggregate beneficial ownership totals 170,711 shares, consisting of 167,349 shares held directly (including those in a grantor trust) and 3,362 share units accrued in the deferred plan. No sales or derivative security transactions were reported, and ownership remains classified as direct. This filing reflects a routine compensation-related share accrual rather than an open-market purchase or a material change in insider positioning.

Insights

Securities Analyst

TL;DR Small, plan-based share accrual; neutral signal, limited market impact.

The Form 4 shows a modest addition of 343 shares by Director Michael Eisner through the company’s deferred compensation program at $37.34 each. Post-transaction holdings rise to 170,711 shares, a negligible percentage of IAC’s outstanding float. Because the acquisition is automatic and compensation-driven—as opposed to a discretionary open-market buy—it offers minimal insight into Eisner’s view of valuation or near-term prospects. The absence of dispositions, options or derivatives suggests no directional change in insider sentiment. Overall, the event is routine, carries no material financial impact, and should not influence valuation models or trading strategies.

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

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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^*

Robinson Anne

(Last) (First) (Middle)

IBM CORPORATION

ONE NEW ORCHARD ROAD

(Street)

ARMONK NY 10504

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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

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

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

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
Common Stock	07/01/2025		M		8,825	A	$0.00	10,404	D
Common Stock	07/01/2025		F		4,881	D	$292.595	5,523	D
Common Stock	07/01/2025		M		1,412	A	$0.00	6,935	D
Common Stock	07/01/2025		F		781	D	$292.595	6,154	D

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
Rst. Stock Unit(1)	$0.00(2)	07/01/2025		M(3)			8,825	(1)	(1)	Common Stock	8,825	$0.00	11,767(1)	D
Rst. Stock Unit(4)	$0.00(2)	07/01/2025		M(3)			1,412	(4)	(4)	Common Stock	1,412	$0.00	4,236(4)	D

Explanation of Responses:

1. On 07/01/24, the reporting person was granted 20,592 RSUs, 8,825 of which vested on 07/01/25, 5,883 of which will vest on 07/01/26, and 5,884 of which will vest on 07/01/27.

2. These units were payable in cash or the company's common stock upon the lapse of the restrictions on the transaction date shown.

3. Release of restricted stock units.

4. On 07/01/24, the reporting person was granted 5,648 RSUs, 1,412 of which vested on 07/01/25, 1,412 of which will vest on 07/01/26, 1,412 of which will vest on 07/01/27, and 1,412 of which will vest on 07/01/28.

Remarks:

	L. Mallardi on behalf of A. Robinson	07/02/2025
	** 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.
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FAQ

How many IAC shares did Michael D. Eisner acquire according to the Form 4?

343 common share units were acquired on 06/30/2025.

What is Michael Eisner's total IAC share ownership after the reported transaction?

He now beneficially owns 170,711 shares (direct and deferred units combined).

At what price were the new IAC share units credited to Eisner?

The units were recorded at $37.34 per share.

Was the transaction an open-market purchase?

No. The shares were accrued under the Non-Employee Director Deferred Compensation Plan, not bought on the open market.

Did Michael Eisner sell any IAC shares in this filing?

No sales were reported; only an acquisition of share units was disclosed.