IBM director granted 377 deferred fee shares

MCNABB FREDERICK WILLIAM III reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

MCNABB FREDERICK WILLIAM III reported acquisition or exercise transactions in this Form 4 filing.

INTERNATIONAL BUSINESS MACHINES CORP director Frederick William McNabb III received an award of 377 Promised Fee Shares on March 31, 2026 under the IBM Board of Directors Deferred Compensation and Equity Award Plan. These Promised Fee Shares represent deferred board fees and will be distributed after retirement in IBM common stock or cash. Following this grant, he directly holds 16,094 shares linked to this arrangement.

Insider Trade Summary

Grant/Award: 377 shares

Grant/Award 1 txn

Insider MCNABB FREDERICK WILLIAM III

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Promised Fee Share	377	$242.39	$91K

Holdings After Transaction: Promised Fee Share — 16,094 contracts (Direct)

Footnotes (3)

1. F1. 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. F2. Deferral of fees into Promised Fee Shares under the terms of the IBM Board of Directors Deferred Compensation and Equity Award Plan.
3. F3. 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: 377 shares Reference price per share: $242.39 per share Shares held after transaction: 16,094 shares

3 metrics

Promised Fee Shares granted 377 shares Grant under IBM Board of Directors Deferred Compensation and Equity Award Plan on March 31, 2026

Reference price per share $242.39 per share Transaction price per Promised Fee Share for this award

Shares held after transaction 16,094 shares Total direct holdings following the grant of Promised Fee Shares

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 is deferred until retirement"

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did IBM (IBM) director Frederick McNabb report in this Form 4?

IBM director Frederick William McNabb III reported an acquisition of 377 Promised Fee Shares on March 31, 2026. The shares were granted as deferred board fees under the IBM Board of Directors Deferred Compensation and Equity Award Plan.

What are Promised Fee Shares in IBM's director compensation plan?

Promised Fee Shares are amounts of IBM board fees deferred into a share-based unit. According to the plan, they are ultimately paid after retirement in IBM common stock or cash, rather than as immediate cash fees.

How many IBM-related shares does Frederick McNabb hold after this transaction?

After the reported grant, Frederick William McNabb III has 16,094 shares associated with this arrangement. The Form 4 shows this as his total direct holdings following the 377 Promised Fee Shares award.

Was the IBM Form 4 transaction a market purchase or sale?

The Form 4 shows an acquisition coded "A", described as a grant, award, or other acquisition. It reflects deferral of board fees into Promised Fee Shares, not an open-market purchase or sale of IBM stock.

When will IBM Promised Fee Shares be distributed to the director?

Footnotes state that distribution of Promised Fee Shares under the IBM Board of Directors Deferred Compensation and Equity Award Plan is deferred until retirement. At that time, they are paid in IBM common stock or cash.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/01/2026 - 05:04 PM EDT 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^*

MCNABB FREDERICK WILLIAM III

(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)		377		(3)	(3)	Common Stock	377	$242.39	16,094	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 F. W. McNabb III	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)