[Form 4] International Business Machines Corporation Insider Trading Activity

Rhea-AI Filing Summary

Schedule 13D/A Amendment No. 6 for Gabelli Healthcare & Wellness Rx Trust (GRX) Preferred Shares discloses updated ownership information for multiple Gabelli-related entities and individuals.

Aggregate ownership: The Reporting Persons now hold 1,514,000 preferred shares, equal to 45.49 % of the 3,328,500 shares outstanding as of 30 Jun 2025. Key positions include:

• Associated Capital Group (AC): 400,000 shares – 12.02 %
• GAMCO Investors (GBL): 400,000 shares – 12.02 %
• Mario J. Gabelli (individual): 400,000 shares – 12.02 %
• Gabelli Foundation: 314,000 shares – 9.43 %

Recent transactions (26 Jun 2025): Several entities surrendered a total of 1,440,000 preferred shares (Series E & Series G) at $10.00 per share under the Fund’s put right to redeem up to 100 % of its outstanding cumulative preferred stock. The largest single surrender was 830,000 shares by Mario J. Gabelli.

Post-transaction, the group retains a controlling minority of the preferred class, maintaining significant influence over matters requiring preferred-shareholder approval. All reporting persons exercise sole voting and dispositive power over their respective holdings; no shared power is reported. No new legal proceedings or changes in control arrangements were disclosed.

Implications for investors: While the surrender materially reduces absolute ownership, the group’s collective stake remains large at 45 %. The buy-back at par ($10) may signal limited upside in the current preferred valuation and could affect liquidity of the remaining float. However, continued alignment of interests between the Gabelli entities and preferred shareholders persists.

Positive

• Reporting group retains a significant 45.49 % stake, ensuring continued alignment with other preferred shareholders.
• Redemption performed at full par value ($10), providing immediate liquidity to surrendering holders without discount.

Negative

• Large reduction of 1.44 million shares suggests diminished absolute commitment by Gabelli entities.
• Issuer cash outflow for redemption (details not provided) could pressure liquidity and future dividend coverage.

Insights

Securities Analyst

TL;DR: Gabelli entities cut preferred stake via fund put; still hold 45%, impact neutral.

The amendment shows a sizeable redemption—1.44 million shares—at $10.00, executed through the issuer’s contractual put right. Despite the reduction, the Gabelli complex maintains an influential 45% ownership. Redemption proceeds may reflect capital re-allocation rather than a bearish view, as the shares were put at mandatory terms, not open-market sales. No premium or discount was involved, limiting market-price signaling. Ownership concentration remains high, preserving potential board or voting leverage. Overall market impact is muted: free float increases modestly, but issuer cash outflow (not detailed here) may marginally pressure liquidity ratios. I assign a neutral (0) impact rating.

Portfolio Manager

TL;DR: Large redemption improves holder liquidity but signals par-value ceiling.

The mass surrender implies holders preferred guaranteed par value over continued yield, suggesting limited upside in GRX preferreds above $10. The issuer’s willingness (or obligation) to redeem such volume indicates adequate cash or refinancing capacity, but investors should verify balance-sheet effects in subsequent filings. Remaining Gabelli alignment (45%) still supports governance continuity. From a portfolio perspective, this event is not a catalyst for common shares but worth monitoring for preferred liquidity and future coupon coverage. Rating 0 (neutral).

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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

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)	06/30/2025		A(2)		310		(3)	(3)	Common Stock	310	$294.78	14,803	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	07/01/2025
	** 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.
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.

FAQ

How many GRX preferred shares do the Gabelli entities now own?

They collectively own 1,514,000 shares, representing 45.49 % of the class.

Which entity holds the largest individual GRX preferred position?

Several entities—Associated Capital Group, GAMCO Investors, and Mario Gabelli—each hold 400,000 shares (12.02 %).

What transactions occurred on 26 June 2025?

1.44 million preferred shares were surrendered at $10.00 under the Fund’s put right, reducing the group’s stake.

Does any reporting person share voting power over GRX preferred shares?

No. All reporting persons claim sole voting and dispositive power over their respective holdings.

What percentage of GRX preferred shares is still outstanding after the redemption?

The filing references 3,328,500 shares outstanding; the group now owns 45.49 %, implying 54.51 % remains with other holders.

Why were the shares surrendered rather than sold on the market?

The surrender was executed under the Fund’s contractual right to redeem up to 100 % of its cumulative preferred shares at par.