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: February 1, 2012
(Date of earliest event reported)
INTERNATIONAL BUSINESS MACHINES
CORPORATION
(Exact name of registrant as specified in its charter)
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New York
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1-2360
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13-0871985
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(State of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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ARMONK, NEW YORK
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10504
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(Address of principal executive offices)
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(Zip Code)
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914-499-1900
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Financial Statements and Exhibits.
This Current Report on Form 8-K is being filed to incorporate by reference into Registration Statement No. 333-168333 on Form S-3, effective July 27, 2010, the documents included as Exhibits 1, 2 and 3 hereto, relating to $2,500,000,000 aggregate principal amount of debt securities of the Registrant.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
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Exhibit
Number
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Description
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(1)
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Underwriting Agreement dated February 1, 2012 among International Business Machines Corporation, Credit Suisse Securities (USA) LLC, Merrill Lynch , Pierce, Fenner & Smith Incorporated, Mizuho Securities USA Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Wells Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, RBS Securities Inc., Santander Investment Securities Inc., UBS Securities LLC, UniCredit Capital Markets LLC and The Williams Capital Group, L.P.
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(2)
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Form of 0.550% Notes due 2015
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(3)
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Form of 1.250% Notes due 2017
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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: February 3, 2012 |
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By:
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/s/ Robert Del Bene |
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Name: Robert Del Bene |
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Title: Vice President and Treasurer |
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