8-KRegulation FDOther EventsExhibits & Filings

INTERNATIONAL BUSINESS MACHINES CORP 8-K Report, Regulation FD Disclosure (Oct 4, 2021)

Filed October 4, 2021For Securities:IBM

Summary

International Business Machines Corp. (IBM) filed an 8-K on October 4, 2021, to disclose materials related to an Investor Briefing held on the same day. The filing primarily consists of presentation materials (Exhibit 99.1) and information regarding non-GAAP financial measures (Exhibit 99.2), which management believes offer valuable insights for investors. These materials are intended to provide a more comprehensive understanding of the company's performance, supplementing the standard GAAP reporting. Furthermore, IBM announced an update to its reporting segments in anticipation of the upcoming separation of Kyndryl, expected later in 2021. Information regarding these segment changes was posted to the company's Investor Relations website and is included as Exhibit 99.3. Investors are encouraged to review these exhibits for detailed information on IBM's financial presentation, non-GAAP measures, and strategic organizational adjustments preceding the Kyndryl spin-off.

Key Highlights

  • 1IBM held an Investor Briefing on October 4, 2021, and provided supporting presentation materials (Exhibit 99.1).
  • 2The company is providing non-GAAP financial information, which management believes is useful for investors, with reconciliations to GAAP measures available in the presentation (Exhibit 99.2).
  • 3IBM announced updates to its reporting segments in preparation for the separation of Kyndryl, expected later in 2021.
  • 4Information regarding the reporting segment updates was posted to IBM's Investor Relations website (Exhibit 99.3).
  • 5The filing emphasizes that information furnished under Item 7.01 is not considered 'filed' for purposes of Section 18 of the Exchange Act.
  • 6IBM encourages investors to visit its website for ongoing updates and financial information.

Frequently Asked Questions

The primary purpose of this 8-K filing is to furnish investors with materials from IBM's Investor Briefing on October 4, 2021, including presentation slides and information on non-GAAP financial measures, as well as to announce updates to the company's reporting segments in anticipation of the Kyndryl separation.

Non-GAAP financial measures are financial metrics that exclude certain items from GAAP-based measures. IBM is providing these non-GAAP measures because management believes they offer additional useful information to investors for understanding the company's results and performance, supplementing the standard GAAP reporting.

The filing states that the separation of Kyndryl is expected later in 2021.

Details regarding the reporting segment updates can be found in Exhibit 99.3 of this Form 8-K, which contains information posted to IBM's Investor Relations website.