Table of Contents Item 8. Financial Statements and Supplementary Data: Refer to pages 68 through 140 of IBM’s 2020 Annual Report to Stockholders, which are incorporated herein by reference. Also refer to the Financial Statement Schedule on page S-1 of this Form 10-K. We have early adopted the recent amendment to Regulation S-K Item 302, which replaces the current requirement for quarterly tabular disclosure with a principles-based requirement for material retrospective changes. Not applicable. The company’s management evaluated, with the participation of the Chief Executive Officer and Chief Financial Officer, the effectiveness of the company’s disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the company’s disclosure controls and procedures were effective as of the end of the period covered by this report. Refer to “Report of Management” and “Report of Independent Registered Public Accounting Firm” on pages 65 to 67 of IBM’s 2020 Annual Report to Stockholders, which are incorporated herein by reference. There has been no change in the company’s internal control over financial reporting that occurred during the fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting. Due to retirement, Sidney Taurel will not stand for re-election at the company's annual meeting of stockholders on April 27, 2021. As a result, Article III, Section 2 of the company's By-Laws was amended to decrease the number of directors to twelve, effective April 27, 2021. The full text of IBM's By-Laws, as amended effective April 27, 2021, is included as Exhibit 3.2 to this report. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure: Item 9A. Controls and Procedures: Item 9B. Other Information: 13