Cover and table of contents

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Cover and table of contents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTER ENDED SEPTEMBER 30, 2022

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1-2360

(Commission file number)

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INTERNATIONAL BUSINESS MACHINES CORPORATION

(Exact name of registrant as specified in its charter)

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New York13-0871985
(State of incorporation)(IRS employer identification number)
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One New Orchard Road Armonk**,** New York10504
(Address of principal executive offices)(Zip Code)

914**-**499-1900

(Registrant’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:

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Title of each classTrading symbol(s)Name of each exchange on which registered
Capital stock, par value $.20 per shareIBMNew York Stock Exchange
NYSE Chicago
1.250% Notes due 2023IBM 23ANew York Stock Exchange
0.375% Notes due 2023IBM 23BNew York Stock Exchange
1.125% Notes due 2024IBM 24ANew York Stock Exchange
2.875% Notes due 2025IBM 25ANew York Stock Exchange
0.950% Notes due 2025IBM 25BNew York Stock Exchange
0.875% Notes due 2025IBM 25CNew York Stock Exchange
0.300% Notes due 2026IBM 26BNew York Stock Exchange
1.250% Notes due 2027IBM 27BNew York Stock Exchange
0.300% Notes due 2028​IBM 28B​New York Stock Exchange
1.750% Notes due 2028IBM 28ANew York Stock Exchange
1.500% Notes due 2029IBM 29New York Stock Exchange
0.875% Notes due 2030​IBM 30​New York Stock Exchange
1.750% Notes due 2031IBM 31New York Stock Exchange
0.650% Notes due 2032​IBM 32A​New York Stock Exchange
1.250% Notes due 2034​IBM 34​New York Stock Exchange
1.200% Notes due 2040​IBM 40​New York Stock Exchange
7.00% Debentures due 2025IBM 25New York Stock Exchange
6.22% Debentures due 2027IBM 27New York Stock Exchange
6.50% Debentures due 2028IBM 28New York Stock Exchange
5.875% Debentures due 2032​IBM 32D​New York Stock Exchange
7.00% Debentures due 2045IBM 45New York Stock Exchange
7.125% Debentures due 2096IBM 96New York Stock Exchange

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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section l3 or l5(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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Large accelerated filer ☒Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
​Emerging growth company ☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act). ☐

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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

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The registrant had 904,126,363 shares of common stock outstanding at September 30, 2022.

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Index

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9
​Page
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Part I - Financial Information**:**​
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Item 1. Consolidated Financial Statements (Unaudited)****:​
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Consolidated Income Statement for the three and nine months ended September 30, 2022 and 20213
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Consolidated Statement of Comprehensive Income for the three and nine months ended September 30, 2022 and 20214
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Consolidated Balance Sheet at September 30, 2022 and December 31, 20215
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Consolidated Statement of Cash Flows for the nine months ended September 30, 2022 and 20217
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Consolidated Statement of Equity for the three and nine months ended September 30, 2022 and 20218
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Notes to Consolidated Financial Statements10
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Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition54
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Item 4. Controls and Procedures97
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Part II - Other Information**:**​
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Item 1. Legal Proceedings98
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities98
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Item 6. Exhibits99

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Part I - Financial Information

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Next: Item 1. Consolidated Financial Statements: