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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/22/22 Int’l Business Machines Corp. S-3ASR 2/22/22 9:801K Toppan Merrill/FA Ibm International Group Capital LLC |
Document/Exhibit Description Pages Size 1: S-3ASR Automatic Shelf Registration Statement by a HTML 340K Well-Known Issuer 2: EX-5 Opinion of Counsel re: Legality HTML 21K 3: EX-23.(A) Consent of Expert or Counsel HTML 6K 4: EX-24.(A) Power of Attorney HTML 27K 5: EX-24.(B) Exhibit 24.(A) HTML 20K 6: EX-24.(C) Power of Attorney HTML 17K 7: EX-25.(A) Statement of Eligibility to Act as a Trustee HTML 31K 8: EX-25.(C) Statement of Eligibility to Act as a Trustee HTML 31K 9: EX-FILING FEES Filing Fees HTML 35K
tm226999-1_s3asr - none - 7.671908s |
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New York
(State or other jurisdiction
of incorporation or organization) |
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13-0871985
(I.R.S. employer
identification number) |
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Delaware
(State or other jurisdiction
of incorporation or organization) |
| |
61-1533315
(I.R.S. employer
identification number) |
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Large accelerated filer
☒
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Accelerated filer
☐
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Non-accelerated filer
☐
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Smaller reporting company
☐
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Emerging growth company
☐
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Page
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Page
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| | | | 13 | | | |
| | | | 14 | | | |
| | | | 14 | | |
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Securities and Exchange Commission Registration Fee
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| | | $ | * | | |
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Trustee’s Fees
|
| | | | 200,000 | | |
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Printing and Engraving Expenses
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| | | | 300,000 | | |
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Rating Agency Fees
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| | | | 5,000,000 | | |
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Accounting Fees and Expenses
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| | | | 750,000 | | |
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Legal Fees and Expenses
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| | | | 1,800,000 | | |
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Listing Fees
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| | | | 50,000 | | |
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Miscellaneous Expenses
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| | | | 800,000 | | |
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Total
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| | | $ | 8,900,000 | | |
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(1)(a)
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(1)(b)
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(3)(a)
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(3)(b)
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(3)(c)
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(3)(d)
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(4)(a)
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| | Certificate of Incorporation of IBM (included in Exhibit(3)(a)) | |
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(4)(b)
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(4)(c)
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| | First Supplemental Indenture dated as of December 15, 1995, to Indenture dated as of October 1, 1993, between IBM and The Bank of New York Mellon, as successor to The Chase Manhattan Bank (National Association)(7) | |
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(4)(d)
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| | | |
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(4)(e)
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(4)(f)
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(4)(h)
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| | Form of Temporary Global Fixed Rate Bearer Medium-Term Note(2) | |
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(4)(i)
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| | Form of Definitive Global Fixed Rate Bearer Medium-Term Note(2) | |
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(4)(j)
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| | Form of Definitive Fixed Rate Bearer Medium-Term Note(2) | |
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(4)(k)
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| | Form of Fixed Rate Debt Security with Optional Redemption(2) | |
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(4)(l)
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| | Form of Fixed Rate Debt Security with Optional Redemption and Sinking Fund(2) | |
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(4)(m)
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| | Form of Extendible Debt Security with Optional Redemption(2) | |
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(4)(n)
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| | Form of Zero Coupon Debt Security with Optional Redemption(2) | |
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(4)(o)
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| | Form of Original Issue Discount Debt Security with Optional Redemption(2) | |
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(4)(p)
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| | Form of Certificate of Amendment(4) | |
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(4)(q)
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| | Form of Preferred Stock Certificate(4) | |
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(4)(r)
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| | Form of Deposit Agreement(4) | |
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(4)(s)
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| | Form of Depositary Receipt (included as Exhibit A to the Form of Deposit Agreement(4) | |
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(4)(t)
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| | Form of Warrant Agreement(5) | |
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(4)(u)
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| | Form of Warrant Certificate(5) | |
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(4)(aa)
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| | | |
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(5)
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| | Opinion of IBM Legal Counsel (Mr. Frank Sedlarcik, Esq.)(1) | |
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(23)(a)
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| | Consent of PricewaterhouseCoopers LLP(1) | |
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(23)(b)
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| | Consent of Counsel (included in Exhibit 5)(1) | |
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(24)(a)
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(24)(b)
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(24)(c)
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(25)(a)
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| | Statement of Eligibility and Qualification on Form T-1 of The Bank of New York Mellon to act as Trustee under the Senior Indenture dated October 1, 1993(1) | |
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(25)(b)
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| | Statement of Eligibility and Qualification on Form T-1 of the Subordinated Trustee to act as Trustee under the Subordinated Indenture(12) | |
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(25)(c)
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| | Statement of Eligibility and Qualification on Form T-1 of The Bank of New York Mellon to act as Trustee under the IBM International Group Capital LLC Indenture(1) | |
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107
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Signature
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Title
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| |
Date
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|
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*
Arvind Krishna
|
| |
Chairman of the Board, and Chief Executive Officer
(Principal Executive Officer) |
| | | |
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*
James J. Kavanaugh
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| | Senior Vice President, and Chief Financial Officer (Principal Financial Officer) | | | | |
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*
Robert F. Del Bene
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Vice President and Controller
(Principal Accounting Officer) |
| | | |
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*
Thomas Buberl
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| | Director | | | | |
|
*
Michael L. Eskew
|
| | Director | | | | |
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*
David N. Farr
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| | Director | | | | |
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*
Alex Gorsky
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| | Director | | | | |
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*
Michelle J. Howard
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| | Director | | | | |
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*
Andrew N. Liveris
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| | Director | | | | |
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*
F. William McNabb III
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| | Director | | | |
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Signature
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Title
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Date
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*
Martha E. Pollack
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| | Director | | | | |
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*
Joseph R. Swedish
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| | Director | | | | |
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*
Peter R. Voser
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| | Director | | | | |
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*
Frederick H. Waddell
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| | Director | | | | |
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*
Alfred W. Zollar
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| | Director | | | |
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| *By: | | |
/s/ Frank Sedlarcik
Frank Sedlarcik
Attorney-in-Fact |
| |
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Signature
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Title
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| |
Date
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|
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*
Brendan Turnbull
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Manager and President
(Principal Executive Officer) |
| | | |
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*
Simon Beaumont
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Manager and Treasurer
(Principal Financial Officer) |
| | | |
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*
Karl Minahan
|
| |
Manager and Controller
(Principal Accounting Officer) |
| | |
| | | | | | | | |
| *By: | | |
/s/ Robert M. Hayes
Robert M. Hayes
Attorney-in-Fact |
| |
This ‘S-3ASR’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on / Effective on: | 2/22/22 | 10-K, IRANNOTICE | ||
12/31/21 | 10-K, 11-K, 3, 4, SD | |||
10/22/21 | 8-K | |||
10/1/21 | 4, 8-K, S-8 | |||
9/30/17 | 10-Q | |||
8/13/07 | 424B5 | |||
6/11/07 | ||||
12/15/95 | ||||
10/1/93 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/03/23 Int’l Business Machines Corp. 8-A12B 6:296K Toppan Merrill/FA 2/03/23 Int’l Business Machines Corp. 8-K:9 1/30/23 23:1.5M Toppan Merrill/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/22/22 Int’l Business Machines Corp. 10-K 12/31/21 213:52M Toppan Merrill Bridge/FA 2/08/22 Int’l Business Machines Corp. 8-K:9 2/02/22 19:1.3M Toppan Merrill/FA 2/04/22 Int’l Business Machines Corp. 8-K:5 1/31/22 11:424K Toppan Merrill/FA 10/22/21 Int’l Business Machines Corp. 8-K:5,9 10/22/21 12:656K Toppan Merrill/FA 10/31/17 Int’l Business Machines Corp. 10-Q 9/30/17 103:21M Toppan Merrill/FA 7/26/13 Int’l Business Machines Corp. S-3ASR 7/26/13 12:1.5M Toppan Merrill-FA 1/21/03 Int’l Business Machines Corp. S-3 7:154K Toppan Merrill-FA 5/15/00 Int’l Business Machines Corp. S-3 8:314K Toppan Merrill-FA2/FA 12/18/95 Int’l Business Machines Corp. S-3 22:915K Merrill Corporate/FA |