On March 11, 2024, International Business Machines Corporation announced that it has received a shareholder proposal from James McRitchie requesting Board annually analyze and report to shareholders (at reasonable cost, omitting proprietary information) on whether and how the Company is aligning its lobbying and policy influence activities and positions, both direct and indirect (through trade associations, coalitions, alliances, and other organizations) with its target of net-zero emissions 2030, including the activities and positions analyzed, the criteria used to assess alignment, and involvement of stakeholders, if any, in the analytical process. In evaluating the degree of alignment between the Company?s emissions goals and its lobbying, the Company should consider not only its policy positions and those of organizations of which it is a member but also the actual lobbying activities, such as legislative comment submissions. The proponent believes this request is consistent with investor expectations described in the Global Standard on Responsible Climate Lobbying, 1 a valuable resource for implementation.

In addition, the board has recommended shareholders to vote against this proposal at the 2024 Annual Meeting to be held on April 30, 2024.