IBM SVP reports stock award and share disposition

International Business Machines Corporation’s Senior Vice President Robert David Thomas reported equity compensation activity in the company’s common stock.

Rhea-AI Filing Summary

International Business Machines Corporation’s Senior Vice President Robert David Thomas reported equity compensation activity in the company’s common stock. On February 1, 2026, he acquired 42,247 shares at $0.00 per share, resulting from performance share units that vested for the 2023–2025 period and were settled in stock.

On the same date, he disposed of 20,879 shares at a price of $303.755 per share. After these transactions, Thomas directly beneficially owned 67,379.979 IBM common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Thomas Robert David

Role Senior Vice President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	42,247	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	20,879	$303.755	$6.34M

Holdings After Transaction: Common Stock — 67,379.979 shares (Direct)

Footnotes (1)

1. F1. These shares result from performance share units which vested at the end of the performance period (2023-2025) and were payable in cash or the company's common stock on the transaction date shown.

FAQ

What insider transactions did IBM SVP Robert David Thomas report?

Robert David Thomas, a Senior Vice President at IBM, reported acquiring 42,247 common shares and disposing of 20,879 shares on February 1, 2026. These transactions changed his directly owned balance to 67,379.979 shares of IBM common stock.

How many IBM shares did the SVP acquire in the latest Form 4 filing?

The IBM Senior Vice President acquired 42,247 shares of IBM common stock at $0.00 per share. According to the footnote, these shares came from performance share units that vested for the 2023–2025 performance period and were settled in stock.

What was the nature of the IBM performance share unit vesting for 2023–2025?

The filing states that performance share units for the 2023–2025 period vested and were payable in cash or IBM common stock. On the transaction date, the Senior Vice President received 42,247 shares of IBM common stock as settlement.

How many IBM shares did the executive dispose of and at what price?

On February 1, 2026, the executive disposed of 20,879 IBM common shares at a price of $303.755 per share. This transaction is coded F in the Form 4, indicating a disposition of shares.

What is the IBM executive’s IBM share ownership after these transactions?

Following the reported transactions, the IBM Senior Vice President directly beneficially owned 67,379.979 shares of IBM common stock. This figure reflects the net result of acquiring 42,247 shares and disposing of 20,879 shares on February 1, 2026.

What does transaction code A mean in the IBM Form 4 filing?

In this IBM Form 4, transaction code A relates to the acquisition of 42,247 shares of common stock. The footnote explains these shares resulted from vested performance share units for the 2023–2025 performance period, settled in stock.

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Accepted by SEC EDGAR 02/02/2026 - 05:58 PM Learn about SEC filing dates

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^*

Thomas Robert David

(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)
02/01/2026

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	02/01/2026		A(1)		42,247	A	$0.00	88,258.979	D
Common Stock	02/01/2026		F		20,879	D	$303.755	67,379.979	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

Explanation of Responses:

1. These shares result from performance share units which vested at the end of the performance period (2023-2025) and were payable in cash or the company's common stock on the transaction date shown.

Remarks:

	L. Mallardi on behalf of R. Thomas	02/02/2026
	** 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.