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Form 4 INTERNATIONAL BUSINESS For: Jun 08 Filed by: KAVANAUGH JAMES J

June 10, 2022 4:30 PM EDT
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).
1. Name and Address of Reporting Person *
KAVANAUGH JAMES J

(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)
Sr. VP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2022
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 06/08/2022   M   2,968 A $ 0 108,992.2102 D  
Common Stock 06/08/2022   F   1,488 D $ 141.28 107,504.2102 D  
Common Stock 06/08/2022   M   5,687 A $ 0 113,191.2102 D  
Common Stock 06/08/2022   F   2,851 D $ 141.28 110,340.2102 D  
Common Stock 06/08/2022   M   5,162 A $ 0 115,502.2102 D  
Common Stock 06/08/2022   F   2,587 D $ 141.28 112,915.2102 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 (2) 06/08/2022   M (3)     2,968   (2)   (2) Common Stock 2,968 $ 0 0 (1) D  
Rst. Stock Unit (4) $ 0 (2) 06/08/2022   M (3)     5,687   (2)   (2) Common Stock 5,687 $ 0 11,376 (4) D  
Rst. Stock Unit (5) $ 0 (2) 06/08/2022   M (3)     5,162   (2)   (2) Common Stock 5,162 $ 0 15,489 (5) D  
Explanation of Responses:
1. On 06/08/18, the reporting person was granted 11,485 RSUs, 2,871 of which vested on 06/08/19, 2,871 of which vested on 06/08/20, 2,871 of which vested on 06/08/21, and 2,872 of which vested on 06/08/22. In connection with the spin-off of Kyndryl Holdings, Inc. on November 3, 2021, unvested Issuer restricted stock units were adjusted to reflect additional restricted stock units, which additional restricted stock units are included in the figures above.
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 06/08/20, the reporting person was granted 22,020 RSUs, 5,505 of which vested on 06/08/21, 5,505 of which vested on 06/08/22, 5,505 of which will vest on 06/08/23, and 5,505 of which will vest on 06/08/24. In connection with the spin-off of Kyndryl Holdings, Inc. on November 3, 2021, unvested Issuer restricted stock units were adjusted to reflect additional restricted stock units, which additional restricted stock units are included in the figures above.
5. On 06/08/21, the reporting person was granted 19,988 RSUs, 4,997 of which vested on 06/08/22, 4,997 of which will vest on 06/08/23, 4,997 of which will vest on 06/08/24, and 4,997 of which will vest on 06/08/25. In connection with the spin-off of Kyndryl Holdings, Inc. on November 3, 2021, unvested Issuer restricted stock units were adjusted to reflect additional restricted stock units, which additional restricted stock units are included in the figures above.
D. Glowienka on behalf of J. J. Kavanaugh 06/10/2022
** 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.


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