Item 5. Other Information

Amendment to By-Laws

As disclosed in the company’s 2024 Proxy Statement filed on March 11, 2024, Joseph R. Swedish was not a nominee for election at the company’s annual meeting of stockholders held on April 30, 2024, and his term on the Board of Directors ended. As a result, Article III, Section 2 of the company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 30, 2024. The full text of IBM’s By-Laws, as amended effective April 30, 2024, is included as Exhibit 3.2 to this report.