UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.     )

Filed by the Registrant  x

Filed by a Party other than the Registrant  o

Check the appropriate box:

o

Preliminary Proxy Statement

o

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o

Definitive Proxy Statement

x

Definitive Additional Materials

o

Soliciting Material Pursuant to §240.14a-12

International Business Machines Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

x

No fee required.

o

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1)

Title of each class of securities to which transaction applies:

(2)

Aggregate number of securities to which transaction applies:

(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4)

Proposed maximum aggregate value of transaction:

(5)

Total fee paid:

o

Fee paid previously with preliminary materials.

o

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

(1)

Amount Previously Paid:

(2)

Form, Schedule or Registration Statement No.:

(3)

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(4)

Date Filed:

IVR:

Welcome to Investorvote at Computershare. <pause>

To vote, you’ll need to supply some information from your proxy card, this will only take a moment. If you don’t have your card handy, feel free to hang-up and call back when you’re ready. To start, please enter the control number (pause), this is the 6 digit number that is circled and located in the colored bar on the front of the card.

Caller:

Enters 6-digit control number

IVR:

Next, I’m going to need your holder account number. This number is underlined and located next to the control number. Please enter that number now, excluding any letters or leading zeroes.

Caller:

Enters holder acct number

IVR:

Thank you, please hold while I verify those numbers.

This message will play repeatedly until the host system responds

three seconds of silence followed by... ) ... still verifying (three more seconds of silence)... please continue to hold...

IVR :

Before you can vote, I need to verify one last piece of information. Located on the proxy card next to the underlined account number is a box that contains your proxy access number. Please enter that number now.

Caller:

Enters 5-digit access number

IVR:

Thank you, please hold while I verify that number...

IVR:

Ok, you’ll be voting your proxy for...

IVR:

IBM Corporation

IVR:

You can vote one of two ways. To vote all proposals in accordance with the recommendations of the Board of Directors, press 1. To vote one proposal at a time, press 2.

Caller:

Presses 2

IVR:

Ok, let’s vote on each proposal.

IVR:

Proposal number 1. The Board of Directors recommends a vote for all nominees.

You have three ways to vote this item. You can vote for all nominees, withhold from all nominees or withhold from individual nominees. To vote for ‘all’ nominees, press 1; withhold from all, press 2 or withhold from individual nominees, press 3. To cancel and start over, press star.

Caller:

If 1or 2 is pressed, record and then go to proposal #2. If 3 is pressed take individual withhold selection(s) and then go to proposal #2.

IVR:

Okay, we will withhold the nominees you specify...

For each nominee listed on your card, there is a corresponding two-digit number. Enter the number corresponding to the nominee you want to withhold.

Caller:

Presses number (number of nominee)

IVR:

Ok, withholding from nominee number... .

... (repeats number)

To withhold your vote from another nominee, enter the two-digit number. If there are no other nominees

you wish to withhold press zero. If you’ve made a mistake and want to start over, press star.

Caller:

Presses 0

IVR:

Ok, finished withholding for nominees

IVR:

Proposal number 2. For which the Board of Directors recommends a vote “for”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

Proposal number 3. For which the Board of Directors recommends a vote “against”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

Proposal number 4. For which the Board of Directors recommends a vote “against”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

Proposal number 5. For which the Board of Directors recommends a vote “against”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

Proposal number 6. For which the Board of Directors recommends a vote “against”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

Proposal number 7. For which the Board of Directors recommends a vote “against”. To vote, “for”, press 1; vote “against”, press 2; or to “abstain”, press 3.

Caller:

Presses 1, 2 or 3

IVR:

If you are planning on attending the meeting press 1, otherwise press 2

Caller:

Presses 1or 2

IVR:

Ok, you’ve finished voting but before we process your vote let me list your choices and then you can confirm your vote at the end.

You’ve elected to vote as follows... .

Playback vote confirmation...

If this is correct, press 1; to hear how you voted again, press 2 and to change your vote, press 3.

Caller:

Presses 1

IVR:

Please hold while I record your vote.

This message will play repeatedly until the host system responds

(three seconds of silence followed by... ) ... please continue to hold...

IVR:

<earcon> Your vote has been recorded. It is not necessary for you to mail in your proxy card. If you have another proxy card or wish to change your vote, press 1, otherwise I’m now going to end this call.

Caller:

timeout

IVR:

Thank you for voting, goodbye.

Caller:

Hang-up.

Proceed

01. C. Black

04. M.L. Eskew

07. J.W. Owens

10. S. Taurel

02. W.R. Brody

05. S.A. Jackson

08. S.J. Palmisano

11. L.H. Zambrano

03. K.I. Chenault

06. L.A. Noto

09. J.E. Spero

2. Ratification of Appointment of Independent Registered Public Accounting Firm

o  FOR

o  AGAINST

o  ABSTAIN

IBM’s Directors recommend a vote AGAINST Proposal 3.

3. Stockholder Proposal on Cumulative Voting

o  FOR

o  AGAINST

o  ABSTAIN

IBM’s Directors recommend a vote AGAINST Proposal 4.

4. Stockholder Proposal on Executive Compensation

o  FOR

o  AGAINST

o  ABSTAIN

IBM’s Directors recommend a vote AGAINST Proposal 5.

5. Stockholder Proposal on Board Committee on Human Rights

o  FOR

o  AGAINST

o  ABSTAIN

IBM’s Directors recommend a vote AGAINST Proposal 6.

6. Stockholder Proposal on Special Meetings

o  FOR

o  AGAINST

o  ABSTAIN

IBM’s Directors recommend a vote AGAINST Proposal 7.

7. Stockholder Proposal on Advisory Vote on Executive Compensation

o  FOR

o  AGAINST

o  ABSTAIN