Annual meeting of stockholders

2015 Annual meeting of StockholdersTuesday, April 28, 2015 | Little Rock, Arkansas

IBM 2015 Annual Meeting of Stockholders

IBM's 2015 Annual Meeting of Stockholders was held on Tuesday, April 28, 2015 at 10 a.m. in the Statehouse Convention Center, #1 Statehouse Plaza, Little Rock, Arkansas.

International Business Machines Corporation held its Annual Meeting of Stockholders on April 28, 2015. For more information on the following proposals, see the company's proxy statement dated March 9, 2015. Below are the final voting results.

IBM stockholders elected each of the fourteen nominees to the Board of Directors for a one-year term by a majority of the votes cast.
IBM stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm for the company:
For 778,839,954 98.54%
Against 11,515,058 1.46%
Abstain 4,953,300
Advisory Vote on Executive Compensation:
For 580,516,588 93.65%
Against 39,376,657 6.35%
Abstain 8,775,532
Broker Non-Votes 166,640,169
Four stockholder proposals were presented at the meeting.
Stockholder Proposal for Disclosure of Lobbying Policies and Practices:
For 133,564,914 22.44%
Against 461,724,244 77.56%
Abstain 33,374,350
Broker Non-Votes 166,640,169
Stockholder Proposal on the Right to Act by Written Consent:
For 192,776,015 31.14%
Against 426,335,306 68.86%
Abstain 9,559,577
Broker Non-Votes 166,640,169
Stockholder Proposal to Limit Accelerated Executive Pay:
For 181,651,778 29.26%
Against 439,078,683 70.74%
Abstain 7,940,045
Broker Non-Votes 166,640,169
Stockholder Proposal on Establishing a Public Policy Committee:
For 29,669,123 4.95%
Against 569,817,501 95.05%
Abstain 29,174,498
Broker Non-Votes 166,640,169

Ginni Rometty
Chairman, President and Chief Executive Officer, IBM
2015 IBM Annual Meeting of Stockholders
April 28, 2015
Little Rock, Arkansas

I will now provide a report on your company.

This is time of historic change for our industry, our company – and for each of us as consumers, professionals and citizens. That is the context of IBM's continuing transformation.

As I described to you in our annual report – and as I shared with institutional investors and analysts at our Investor Day in February – our strategy is to seize upon the shifts that are reordering our industry and opening up exciting new applications of information technology.

At its heart, IBM is an innovation company that builds solutions underpinned by the key technology shifts of our era. That is why:

Throughout last year, you saw the bold moves we made:

In 2014, we completed or announced the divestiture of three businesses that a year earlier had driven $7 billion in revenue, but lost about $500 million in profit — what I call “empty calories.” At the same time, we made significant investments in line with the strategy I described to you last year.

The result was a dynamic shift of our portfolio underneath our $92.8 billion in revenue and $21 billion in operating pre-tax income. It is reflected in significant growth of our strategic imperatives:

In Data and Analytics, our business grew 7 percent to $17 billion in 2014. We are driving growth by helping our clients to integrate all data sources and apply a broad range of analytics, all shaped by our deep knowledge of industries and professions. And Watson is launching the next era of computing – the era of cognitive systems.

In Cloud, our business is growing rapidly. It grew 60 percent to $7 billion in 2014. Our “as-a-service” business was $3 billion, up approximately 75 percent, and we exited the year with a run rate of $3.5 billion. IBM Cloud is set apart by focusing on hybrid environments optimized for data and security, shaped by our knowledge of the requirements of enterprise clients. This is unmatched in the industry.

In Engagement, underpinned by security, our growth in mobile more than tripled in 2014. IBM today has the largest digital agency in the world, according to AdAge. Your company is also the global leader in enterprise security, grounded not only in our leadership technology, but in our understanding that cyber-security today is a Big Data problem.

Together, data, analytics, cloud, mobile, social and security generated $25 billion of revenue in 2014, growing by 16 percent. $25 billion is the equivalent of two Facebooks, or six Salesforce.coms. Five years ago, our strategic imperatives represented just 13 percent of our revenue. Today, that has risen to 27 percent. We expect them to reach 40 percent by 2018.

At the same time that we have been growing new businesses, we have been reinventing our core franchises. Last year we promised to address challenges in our Systems and Technology business. We did so in 2014, with hardware going from losses in the first half to nearly $400 million of profit in the fourth quarter. That is a remarkable swing.

In 2014 we reinvented our hardware business:

Our direction is clear, we remain confident in our strategy, and we have made much progress.

In 2015 we are continuing to build on our momentum:

As you saw, our momentum continued into the first quarter. Our revenue trajectory improved, returning to flat growth year-to-year, adjusting for currency and divestitures, and our operating earnings per share from continuing operations grew 9 percent. Our strategic imperatives grew by more than 30 percent. The declines in our core portfolio were consistent with the second half of last year, driven by the realignment of our Systems Group around innovation for future workloads such as mobile, analytics and cloud. In particular, Power returned to growth and we saw excellent results from the new z13 mainframe.

Going forward this year, we are taking three important steps:

Together, these actions will make IBM an even higher-value business – one that will continue to return substantial value to you, our owners, through dividends and gross share repurchases. Last year, these were $4.3 billion and $13.7 billion, respectively. With today’s announcement of an increase in our quarterly dividend from $1.10 to $1.30 – an increase of 18 percent – we marked our 20th consecutive year of raising our dividend and our 100th year of paying one.

We have had a promising start to 2015. We have more work to do, as we seek to capture a moment of rapid change and new opportunity. But this is exactly when IBM’s unique character and capabilities come into their own. Even as we re-invent IBM, we never forget what endures. We remember why many of us chose to work here.

We remain the world’s most innovative company. For the 22nd straight year, in 2014 IBM earned the most U.S. patents of any organization. And our innovations matter. We touch billions of lives every day. In example after example, IBMers are literally changing the way the world works.

IBM is also the world’s most essential company. Our core systems run 90 percent of the top 60 banks and 80 percent of airline reservations. Seventy percent of the world’s business data is managed by our mainframes.

Only one company in our industry has repeatedly reinvented itself. Only one company has led in era after era. IBM.

I am deeply grateful to the IBM team for bringing us to this point, and to you, our shareholders, for your support. I hope you share our excitement about your company’s path and the shared opportunity we have, together, to do something that is truly essential.

Information about non-GAAP financial measures in report on company
This report includes selected references to certain non-GAAP financial measures that are made to facilitate a comparative view of the company's ongoing operational performance. For information about the company's financial results related to operating pre-tax income, revenue growth adjusted for currency and divestitures and operating earnings per share, which are in each case non-GAAP measures, see the company's 2014 Annual Report, which is Exhibit 13 to the Form 10-K filed with the SEC on February 24, 2015 and the company's Form 8-K submitted to the SEC on April 20, 2015 (Attachment II—Non-GAAP Supplementary Materials).

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