International Business Machines Corporation · NYSE:IBM
International Business Machines — Shareholder Meeting (April 2022)
15 slides from International Business Machines's shareholder meeting presentation, Apr 8, 2022
Slide 1: Spring 2022 IBM Investor Update
Spring 2022 IBM Investor Update
Slide 2: 2021 Performance Highlights
2021 Performance Highlights IBM revenue growth at constant currency accelerated through 2021 Exited fourth quarter at 8.6% constant currency revenue growth, including approximately 3.5 pts from incremental external sales to Kyndryl Delivered cash from operations of $12.8 billion* Returned $6 billion
Slide 3: IBM Approach for Hybrid Cloud & AI
Enterprise - focused Delivering technology & outcomes Hybrid Innovating, where a client’s business is AI Embedded into business processes & workflows Open Source Innovation foundation for the future Trust Highest level of security and AI explainability IBM Approach for Hybrid Cloud & AI STRATEGY © 2
Slide 4: Creating Shareholder Value Through Growth
Creating Shareholder Value Through Growth 4 Increasing focus and agility to better serve clients Generating $35B of free cash flow over the next 3 years to enable investments Optimizing portfolio to drive sustainable mid - single digit revenue growth Optimize Portfolio Simplify Go - to - Market Adva
Slide 5: Reinforcing IBM's Pivot to Sustainable Growth
IBM’s Compensation Practices align with IBM’s growth strategy and investor expectations: 1. Accelerate our Hybrid Cloud and AI revenue growth strategy 2. Generate cash flow growth for increased investment and shareholder return 3. Advance our best - in - class culture of diversity and inclusion thro
Slide 6: Compensation Aligns with High-Value Business Model
For 2021, at target, 65% of CEO pay was at risk and subject to attainment of rigorous performance goals Short Term (25%) Base Salary (8%) Annual Incentive (16%) Target: 200% of Base Salary Long Term (75%) Performance Share Units (49%) Restricted Stock Units (26%) Compensation Aligns with High - Valu
Slide 7: Building the Right Board
Building the Right Board 2 New Independent Lead Director ALEX GORSKY Executive Chairman and Retired CEO, Johnson & Johnson 2 50% of our director nominees were first elected to our Board in the past three years Independent and Diverse Board 2019 2020 2021 MARTHA POLLACK F. WILLIAM MCNABB III MICHELLE
Slide 8: Board of Directors
Board of Directors 8 @ 2022 IBM Corporation DIRECTOR Thomas Buberl David N. Farr Alex Gorsky Michelle J. Howard Arvind Krishna Andrew N. Liveris F. William McNabb III Martha E. Pollack Joseph R. Swedish Peter R. Voser Frederick H. Waddell Alfred W. Zollar Client Industry Expertise Organizational Lea
Slide 9: Enabling our Clients and Community
@ 2022 IBM Corporation Enabling our Clients and Community Environmental and Social Responsibility Corporate social responsibility has been a hallmark of IBM’s culture for over 100 years. With oversight from the Board, we lead with purpose and integrity to empower IBMers to be a force of positive cha
Slide 10: Voting Item 4: Stockholder Special Meeting Right
Voting Item 4: Stockholder Special Meeting Right 10 The Board recommends a vote AGAINST this proposal and believes that lowering the special meeting ownership threshold is not in the best interest of stockholders – IBM’s current special meeting ownership threshold is 25% which is consistent with mar
Slide 11: Voting Item 5: Stockholder Proposal on Independent Chair
Voting Item 5: Stockholder Proposal on Independent Chair 11 The Board recommends a vote AGAINST this proposal because the Board’s flexibility to determine the appropriate leadership structure is essential and IBM has a robust Lead Director role ensuring effective independent oversight – IBM’s Lead D
Slide 12: Voting Item 6: Public Report on Use of Concealment Clauses
Voting Item 6: Requesting Public Report on the Use of Concealment Clauses The Board recommends a vote AGAINST this proposal and believes that the requested report will not add meaningful value to the policies, processes, practices, and resources that are already in place at IBM 12 – IBM does not pre
Slide 13: We Request Your Support at the 2022 Annual Meeting of Stockholders
We Request Your Support at the 2022 Annual Meeting of Stockholders ❌ AGAINST Stockholder Proposal on Stockholder Special Meeting Right ❌ AGAINST Stockholder Proposal to Have an Independent Board Chair ❌ AGAINST Stockholder Proposal Requesting Public Report on the Use of Concealment Clauses 13 x FOR
Slide 14: © 2022 IBM Corporation
© 2022 IBM Corporation
Slide 15: Forward-Looking Statements, Non-GAAP and Other Information
Forward - Looking Statements, Non - GAAP and Other Information @ 2022 IBM Corporation Certain comments made in this presentation may be characterized as forward looking under the Private Securities Litigation Reform Act of 1995. Forward - looking statements are based on the company’s current assumpt
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