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: April 1, 2005

(Date of earliest event reported)

 

 

INTERNATIONAL BUSINESS MACHINES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

New York

 

1-2360

 

13-0871985

(State of Incorporation)

 

(Commission File Number)

 

(IRS employer Identification No.)

 

ARMONK, NEW YORK

 

10504

(Address of principal executive offices)

 

(Zip Code)

 

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))

 

 

 


 

Item 5.02

(b) Election of New Director:

 

IBM today announced that Carlos Ghosn has resigned from the IBM Board of Directors effective April 1, 2005.  The press release is Exhibit 99 of this Form 8-K.  With Ghosn’s resignation, there are now 12 director nominees for election at IBM’s 2005 Annual Meeting on April 26, 2005.  The proxy cards released with the 2005 proxy statement remain effective and the shares represented by those proxy cards will be voted in accordance with stockholders’ instructions with respect to these 12 nominees.

 

 

IBM’s web site (www.ibm.com) contains a significant amount of information about IBM, including financial and other information for investors (www.ibm.com/investor/).  IBM encourages investors to visit its various web sites from time to time, as information is updated and new information is posted.

 

 

 

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:  April 1, 2005

 

 

 

By:

/s/ Andrew Bonzani

 

 

 

(Andrew Bonzani)

 

 

 

Assistant Secretary &

 

 

 

Associate General Counsel

 

 

 

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