Executive compensation

2014 Grants of plan-based awards

Estimated Future Payouts
Under Non-Equity Incentive Plan Awards
Estimated Future Payouts Under Equity Incentive Plan Awards (3)
Name
(a)
Type of Award (1) Grant Date
(b)
Compensation Committee Approval
Date
Threshold
($)
(c)
Target(2)
($)
(d)
Maximum
($)
(e)
Threshold
(#)
(f)
Target
(#)
(g)
Maximum
(#)
(h)
All Other Stock Awards: Number of Shares of Stock or Units (4)
(#)
(i)
All Other Option Awards: Number of Securities Underlying Options
(#)
(j)
Exercise or Base Price of Option Awards
($/Sh)
(k)
Closing Price on the NYSE on the Date of Grant
($/Sh)
Grant Date Fair Value of Stock and Option Awards (5)
($)
(l)
V.M. Rometty AIP N/A 01/28/2014 $0 $4,000,000 $12,000,000 0 0 N/A N/A
PSU 06/09/2014 01/28/2014 17,709 70,834 106,251 $12,460,409
M.J. Schroeter AIP N/A 01/28/2014 0 890,000 2,670,000 0 0 N/A N/A
PSU 06/09/2014 01/28/2014 5,139 20,556 30,834 3,616,006
K.M. Keverian AIP N/A 02/25/2014 0 607,500 1,882,500 0 N/A N/A
PSU 04/16/2014 02/25/2014 2,606 10,422 15,633 1,926,402
PSU 04/16/2014 02/25/2014 1,284 5,134 7,701 971,199
RSU 04/16/2014 02/25/2014 22,223 4,190,813
S.A. Mills AIP N/A 01/28/2014 0 1,005,000 3,015,000 0 0 N/A N/A
PSU 06/09/2014 01/28/2014 6,945 27,778 41,667 4,886,428
J.E. Kelly III AIP N/A 01/28/2014 0 879,000 2,637,000 0 0 N/A N/A
PSU 06/09/2014 01/28/2014 5,556 22,223 33,335 3,909,248

(1) Type of Award:
AIP = Annual Incentive Program
PSU = Performance Share Unit
RSU = Restricted Stock Unit

Each of these awards was granted under IBM’s 1999 Long-Term Performance Plan. See the 2014 Summary Compensation Table Narrative for additional information on these types of awards.

(2)Mr. Keverian was hired effective April 1, 2014. His annual incentive target was $810,000 for 2014. The amount reflected in column (d) is prorated to reflect the actual time worked in 2014.

(3) PSU awards will be adjusted based on performance and paid in February 2017. Mr. Keverian’s PSU award of 10,422 shares relates to the 2014–2016 performance period and his PSU award of 5,134 shares relates to the 2013–2015 performance period.

(4) Mr. Keverian’s award vests 50% on April 1, 2015, 25% on April 1, 2016 and 25% on April 1, 2017. If Mr. Keverian’s employment is terminated by the Company without cause prior to the award fully vesting, the unvested portion of this award will continue to vest as described in Section 2 of the 2014 Compensation Discussion and Analysis.

(5) The amounts in this column reflect the aggregate grant date fair values of PSU and RSU awards calculated in accordance with accounting guidance. The values shown for the PSU awards are based on the Target number, as described in the 2014 Summary Compensation Table Narrative. The values shown for the PSUs and RSUs reflect an adjustment for the exclusion of dividend equivalents.