Item 5.02(b) (Departure of Named Executive Officer and Director) and
Item 5.02(e) (Compensatory Arrangement for Named Executive Officer)
On December 16, 2020, the company announced that Arvind Krishna, chief executive
officer of IBM, has been elected chairman of the IBM Board of Directors,
effective January 1, 2021. As previously disclosed, Virginia M. Rometty will
retire from the company and the IBM Board of Directors, effective December 31,
2020. The press release is Exhibit 99.1 of this Form 8-K.
The IBM Board of Directors has approved certain arrangements for Mrs. Rometty,
as set forth in the letter attached as Exhibit 99.2. These arrangements are in
effect following her retirement for a period of 3 years.
Consulting Arrangement
After Mrs. Rometty's retirement from the company, she may be asked, from time to
time, to provide services to the company as an independent contractor. The fee
for such services would be $20,000 per day for each day she provides four or
more hours of services and $10,000 per day for each day that she provides less
than four hours.
Office
To facilitate the IBM consulting services to be provided by Mrs. Rometty after
her retirement, IBM will continue to provide company office space with
administrative support.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being filed as part of this report:
Exhibit No. Description of Exhibit
99.1 Press Release
99.2 Letter
104 Cover Page Interactive Data File - the cover page interactive data
file does not appear in the Interactive Data File because its XBRL
tags are 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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