IBM 8-K
International Business Machines Corp (IBM)
8-K
2026-01-30
For: 2026-01-27
View Original
Added on
April 08, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: January 27, 2026
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
| (State of Incorporation) | (Commission File Number) | (IRS employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
| NYSE Texas | ||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02(d). Election of Directors.
On January 30, 2026, IBM announced that Ramon Laguarta, current Chairman and Chief Executive Officer of PepsiCo, Inc., has been elected to the IBM Board of Directors, effective March 1, 2026. Mr. Laguarta will join the Directors and Corporate Governance Committee.
IBM’s compensatory and other arrangements for non-management directors are set forth in the company’s Proxy Statement, dated March 10, 2025. The press release is attached as Exhibit 99.1 of this Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
The following exhibits are being furnished as part of this report:
| Exhibit No. | Description of Exhibit | |||||||
| 99.1 | ||||||||
The following exhibit is being filed as part of this report:
| Exhibit No. | Description of Exhibit | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) | |||||||
IBM’s web site (www.ibm.com) contains a significant amount of information about IBM, including financial and other information for investors (www.ibm.com/investor/). IBM encourages investors to visit its various web sites from time to time, as information is updated and new information is posted.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| Date: January 30, 2026 | ||||||||
| By: | /s/ Jane P. Edwards | |||||||
Jane P. Edwards | ||||||||
Vice President, Assistant General Counsel and Secretary | ||||||||
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Exhibit 99.1
IBM Elects Ramon L. Laguarta to its Board of Directors
ARMONK, N.Y., January 30, 2026 . . . The IBM (NYSE: IBM) board of directors has elected Ramon L. Laguarta to the board, effective March 1, 2026.
Ramon L. Laguarta, 62, is the chairman and chief executive officer of PepsiCo. With a strong commitment to performance and leadership, Mr. Laguarta has led PepsiCo, a global food and beverage leader, since 2018. He has played a pivotal role in PepsiCo’s portfolio and cultural transformation.
Arvind Krishna, IBM chairman, president and chief executive officer, said: "We are pleased to have Ramon Laguarta join the IBM board of directors. Ramon’s background, expertise and proven track record of leveraging technology to transform large organizations make him an ideal director to help steward IBM and deliver significant value to our shareholders.”
Under Mr. Laguarta’s leadership, PepsiCo has evolved into a growth-driven, best-in-class organization. He has led a strategic, end-to-end transformation agenda, scaling technology across the enterprise, driving long-term value for the company.
Prior to becoming CEO, Mr. Laguarta was president of PepsiCo, responsible for driving the company’s corporate strategy. Throughout his career, he has held several executive positions and served as president of developing markets in Europe and CEO of Europe and Sub-Saharan Africa. He is a board member of the Business Roundtable.
Born and raised in Barcelona, Mr. Laguarta holds an MBA from ESADE Business School in Spain and a Master of Management from Thunderbird School of Global Management.
Contact:
Tim Davidson
914-844-7847