IBM (IBM) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 28, 2026, with virtual participation available for shareholders.

• Shareholders are invited to vote on key proposals, including director elections, executive compensation, and shareholder-submitted initiatives.

Voting matters and shareholder proposals

• Election of 13 directors for a one-year term is on the ballot.

• Ratification of the independent registered public accounting firm is proposed.

• Advisory vote on executive compensation (say-on-pay) is included.

• Approval of the 2026 Long-Term Performance Plan is up for vote.

• Shareholder proposals include changes to outside director stock ownership guidelines, right to act by written consent, a report on AI bias, and a report on discrimination in charitable support.

• Board recommends voting for all management proposals and against all shareholder proposals.

Board of directors and corporate governance

• Nominees for director positions include Marianne C. Brown, Thomas Buberl, David N. Farr, Alex Gorsky, Michelle J. Howard, Arvind Krishna, Ramon Laguarta, Andrew N. Liveris, F. William McNabb III, Michael Miebach, Martha E. Pollack, Peter R. Voser, and Alfred W. Zollar.