International Business Machines : 2023 International Business Machines Corporation Proxy Card

INTERNATIONAL BUSINESS MACHINES CORPORATION 1 NEW ORCHARD RD, MD 325

ARMONK, NY 10504

SCAN TO w

VIEW MATERIALS &VOTE

VOTE BY INTERNET

Before The Meeting - Go to www.proxyvote.comor scan the QR Barcode above

Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 p.m. Eastern Time on April 24, 2023, for shares held directly and by 11:59 p.m. Eastern Time on April 23, 2023, for shares held in the 401(k) Plus Plan. Have your proxy card in hand when you access the website and follow the instructions to obtain your records and to create an electronic Voting Instruction Form.

During The Meeting - Go to www.virtualshareholdermeeting.com/IBM2023

You may attend the meeting via the Internet and vote during the meeting. Have the information that is printed in the box marked by the arrow available and follow the instructions.

VOTE BY PHONE - 1-800-690-6903

Use any touch-tone telephone to transmit your voting instructions. Vote by 11:59 p.m. Eastern Time on April 24, 2023, for shares held directly and by 11:59 p.m. Eastern Time on April 23, 2023, for shares held in the 401(k) Plus Plan. Have your proxy card in hand when you call, and then follow the instructions.

VOTE BY MAIL

Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. If you vote by telephone or Internet, please DO NOT mail back this Proxy Card.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:

D96424-P83309

THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.

INTERNATIONAL BUSINESS MACHINES CORPORATION

IBM's Directors recommend a vote FOReach director (please mark your vote for each director separately).

KEEP THIS PORTION FOR YOUR RECORDS

DETACH AND RETURN THIS PORTION ONLY

1. Election of Directors for a Term of One Year

Nominees:	For Against Abstain
1a.	Thomas Buberl	!	!	!
1b.	David N. Farr	!	!	!
1c.	Alex Gorsky	!	!	!
1d.	Michelle J. Howard	!	!	!
1e.	Arvind Krishna	!	!	!
1f.	Andrew N. Liveris	!	!	!
1g.	F. William McNabb III	!	!	!

IBM's Directors recommend a vote FORproposals 2 and 3.	For	Against	Abstain
2.	Ratification of Appointment of Independent Registered	!	!	!
	Public Accounting Firm
3.	Advisory Vote on Executive Compensation		!	!	!
IBM's Directors recommend a vote for 1 YEAR	1 Year	2 Years 3 Years	Abstain
for proposal 4.
4.	Advisory Vote Regarding the Frequency of the	!	!	!	!
	Advisory Vote on Executive Compensation
IBM's Directors recommend a vote AGAINSTproposals	For	Against	Abstain
5, 6, 7 and 8.

1h.	Martha E. Pollack	!	!	!
1i.	Joseph R. Swedish	!	!	!
1j.	Peter R. Voser	!	!	!
1k.	Frederick H. Waddell	!	!	!
1l.	Alfred W. Zollar	!	!	!

1. Stockholder Proposal to Have an Independent Board Chairman
2. Stockholder Proposal Requesting a Public Report on Lobbying Activities
3. Stockholder Proposal Requesting a Public Report on Congruency in China Business Operations and ESG Activities
4. Stockholder Proposal Requesting a Public Report on Harassment and Discrimination Prevention Efforts

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Please sign exactly as your name appears hereon, date, and return in the enclosed envelope. If acting as executor, administrator, trustee, guardian, etc., you should so indicate when signing. If the signer is a corporation, please sign the full corporate name by duly authorized officer. If shares are held jointly, each stockholder named should sign.

Signature [PLEASE SIGN WITHIN BOX]	Date		Signature (Joint Owners)	Date

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting:

The Notice of Meeting, Proxy Statement and Annual Report are available at www.ibm.com/investor/material

D96425-P83309

International Business Machines Corporation

Annual Meeting of Stockholders

This proxy is solicited by the Board of Directors

Arvind Krishna, James J. Kavanaugh, Michelle H. Browdy and Frank Sedlarcik, or any of them with the power of substitution, are hereby appointed Proxies of the undersigned to vote all common stock of International Business Machines Corporation owned on the record date by the undersigned at the Annual Meeting of Stockholders to be held virtually via www.virtualshareholdermeeting.com/IBM2023 at 10:00 a.m. Eastern Time on Tuesday, April 25, 2023, or any adjournment or postponement thereof.

THE PROXIES WILL VOTE USING THE DIRECTIONS PROVIDED ON THE REVERSE SIDE OF THIS CARD. IF YOU SIGN AND RETURN

THIS PROXY, BUT DO NOT PROVIDE SPECIFIC DIRECTION WITH RESPECT TO A VOTING ITEM, THIS PROXY WILL BE VOTED WITH RESPECT TO SUCH ITEM AS RECOMMENDED BY THE BOARD OF DIRECTORS. THE PROXIES ARE ALSO AUTHORIZED TO VOTE UPON ALL OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING, OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF, UTILIZING THEIR OWN DISCRETION AS SET FORTH IN THE NOTICE OF THE 2023 ANNUAL MEETING AND PROXY STATEMENT.

THIS CARD WILL ALSO BE USED TO PROVIDE VOTING INSTRUCTIONS TO THE TRUSTEE FOR ANY SHARES OF COMMON STOCK OF INTERNATIONAL BUSINESS MACHINES CORPORATION HELD IN THE IBM STOCK FUND INVESTMENT ALTERNATIVE UNDER THE IBM 401(k) PLUS PLAN ON THE RECORD DATE, AS SET FORTH IN THE NOTICE OF 2023 ANNUAL MEETING AND PROXY STATEMENT.

UNLESS YOU USE THE INTERNET OR THE TELEPHONE TO VOTE THESE SHARES, YOU MUST SIGN AND RETURN THIS PROXY FOR THESE SHARES TO BE VOTED.

Continued and to be signed on reverse side