8-KRegulation FDExhibits & Filings

INTERNATIONAL BUSINESS MACHINES CORP 8-K Report, Regulation FD Disclosure (Aug 2, 2019)

Filed August 2, 2019For Securities:IBM

Summary

International Business Machines Corp. (IBM) filed an 8-K on August 2, 2019, to disclose information presented at an Investor Briefing held on August 1, 2019. The filing primarily directs investors to additional materials available on IBM's Investor Relations website, including an article dated August 2, 2019, and detailed explanations and reconciliations of non-GAAP financial information used by management. The company's intention is to provide investors with a more comprehensive understanding of its financial results by supplementing GAAP-reported figures with non-GAAP measures. These non-GAAP measures are presented because management believes they offer valuable insights into the company's performance. Investors are encouraged to review the furnished exhibits, particularly Exhibit 99.1 for content from the briefing and Exhibits 99.2 and 99.3 for the non-GAAP financial data and their GAAP reconciliations, to gain a fuller picture of IBM's financial positioning and management's perspective.

Key Highlights

  • 1IBM held an Investor Briefing on August 1, 2019.
  • 2The 8-K filing on August 2, 2019, is primarily a Regulation FD disclosure.
  • 3Key information from the briefing is available via Exhibit 99.1 on IBM's Investor Relations website.
  • 4IBM is providing non-GAAP financial information to offer additional insights beyond GAAP measures.
  • 5Exhibit 99.2 contains the non-GAAP financial information, and Exhibit 99.3 provides reconciliations to GAAP.
  • 6Management believes these non-GAAP measures offer useful information to investors.
  • 7Investors are encouraged to visit IBM's website for updated financial and investor information.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose information presented at IBM's Investor Briefing on August 1, 2019, in compliance with Regulation FD. It directs investors to additional materials on IBM's Investor Relations website that provide further details on topics discussed.

IBM is providing non-GAAP financial information because management believes it offers useful insights to investors for understanding the company's results beyond what is reported under Generally Accepted Accounting Principles (GAAP). The rationale and reconciliations to GAAP are included in the furnished exhibits.

The details of the Investor Briefing and related information are contained in Exhibit 99.1, posted on IBM's Investor Relations website. The non-GAAP financial information itself is in Exhibit 99.2, and the reconciliations to GAAP are in Exhibit 99.3, all furnished as part of this 8-K filing.

No, the information furnished under Item 7.01, including Exhibits 99.1, 99.2, and 99.3, is not deemed 'filed' for the purposes of Section 18 of the Securities Exchange Act of 1934. This means it does not carry the same liability implications as formally filed information.