International Business Machines Corporation (IBM) Q2 FY2026 8-K Filings and Company Events

Filings that contain financial statements

• 8-K, accession 0000051143-26-000077, filed July 22, 2026, Exhibit 99.1 furnishes IBM's second-quarter 2026 earnings release, covering the quarter and six months ended June 30, 2026. It includes the comparative income statement, condensed consolidated balance sheet (June 30, 2026 vs. December 31, 2025), and statement of cash flows, plus non-GAAP reconciliations in Exhibit 99.2. This is the most current fiscal-period source and matches the numbers underlying the July 23, 2026 Form 10-Q.
• 8-K, accession 0000051143-26-000004, filed January 28, 2026, Exhibit 99.1 furnishes fourth-quarter and full-year 2025 results (revenue, margins, cash flow, and EPS for both periods), with non-GAAP reconciliations in Exhibit 99.2.
• 8-K, accession 0000051143-26-000036, filed April 22, 2026, Exhibit 99.1 furnishes first-quarter 2026 results and consolidated financial data, with Exhibit 99.2 non-GAAP reconciliations.
• 8-K, accession 0000051143-25-000061, filed October 22, 2025, Exhibit 99.1 furnishes third-quarter 2025 results and consolidated financial data, with Exhibit 99.2 non-GAAP reconciliations.
• 8-K, accession 0000051143-25-000048, filed July 23, 2025, Exhibit 99.1 furnishes second-quarter 2025 results and consolidated financial data (prior-year comparative basis), with Exhibit 99.2 non-GAAP reconciliations.
• Form 10-Q, accession 0000051143-26-000078, filed July 23, 2026, for the period ended June 30, 2026, carries the full interim financial statements (balance sheet, income statement, comprehensive income, cash flows) and the notes, including the acquisitions note discussed below.

Second-quarter 2026 results and updated full-year outlook

On July 22, 2026, IBM reported second-quarter 2026 revenue of $17.2 billion, up 1 percent year over year, with GAAP diluted earnings per share of $2.27 (down 2 percent) and operating (non-GAAP) diluted EPS of $2.93 (up 5 percent). Software revenue grew 5 percent, led by Red Hat (up 11 percent), while Infrastructure revenue fell 7 percent as IBM Z declined 42 percent, partly offset by Distributed Infrastructure growth of 37 percent. Net cash from operating activities was $2.6 billion for the quarter ($7.8 billion year to date), and free cash flow, a non-GAAP measure IBM defines as net cash from operating activities less the change in IBM Financing receivables and less net capital expenditures, not as operating cash flow less capital expenditure, was $2.5 billion for the quarter ($4.8 billion year to date, flat year over year). IBM ended the quarter with $8.2 billion of cash, restricted cash and marketable securities and total debt of $62.0 billion. The company said it had invested $10.5 billion in acquisitions during the year to date. Management narrowed its full-year 2026 outlook to constant-currency revenue growth of four to five percent (down from "more than 5 percent" previously) while reaffirming an increase of about $1 billion in year-over-year free cash flow (accession 0000051143-26-000077, Exhibit 99.1).

Ahead of the July 22 earnings release, IBM issued a July 14, 2026 letter to investors (accession 0000051143-26-000070) previewing preliminary second-quarter results and explaining a shortfall in Infrastructure and the associated software stack, chiefly Transaction Processing, that management attributed to clients shifting capital spending toward securing supply-constrained servers, storage and memory ahead of anticipated price increases, compounded by industry-wide cybersecurity distractions that delayed the closing of several large deals.

Prior 2026 and 2025 quarterly results

• First-quarter 2026 (reported April 22, 2026, accession 0000051143-26-000036): revenue of $15.9 billion, up 9 percent; GAAP diluted EPS of $1.28 (up 14 percent); operating (non-GAAP) diluted EPS of $1.91 (up 19 percent); free cash flow of $2.2 billion. Management reiterated full-year constant-currency revenue growth of "more than 5 percent" and noted the Confluent acquisition and $1.6 billion of dividends paid in the quarter.
• Fourth-quarter and full-year 2025 (reported January 28, 2026, accession 0000051143-26-000004): fourth-quarter revenue of $19.7 billion, up 12 percent; full-year 2025 revenue of $67.5 billion, up 8 percent; full-year net cash from operating activities of $13.2 billion and free cash flow of $14.7 billion. Full-year 2025 GAAP diluted EPS from continuing operations was $11.14 ($11.17 consolidated), GAAP results benefiting from a tax item tied to the resolution of certain tax audit matters. Management guided to 2026 constant-currency revenue growth of "more than 5 percent" and free cash flow growth of about $1 billion.
• Third-quarter 2025 (reported October 22, 2025, accession 0000051143-25-000061): revenue of $16.3 billion, up 9 percent; management raised its full-year 2025 outlook for revenue growth and free cash flow, citing an AI-related book of business exceeding $9.5 billion.
• Second-quarter 2025 (reported July 23, 2025, accession 0000051143-25-000048): revenue of $17.0 billion, up 8 percent; management raised its full-year 2025 free-cash-flow outlook to more than $13.5 billion.

Mergers and acquisitions

IBM completed its acquisition of Confluent, Inc. on March 17, 2026. Confluent shareholders received $31 per share in cash, for total consideration of approximately $11.6 billion. The transaction added $7.24 billion of goodwill (assigned $7.15 billion to the Software segment and $89 million to Consulting) plus identified intangible assets for client relationships, completed technology and trademarks; the business was integrated into the Software segment (Form 10-Q, accession 0000051143-26-000078, Note 5, "Acquisitions & Divestitures").

Separately, on July 22, 2026, IBM entered into a definitive agreement to acquire an unnamed business that is expected to close in the second half of 2026, subject to regulatory approval and other customary closing conditions. Upon closing, the acquired business will be integrated into the Infrastructure segment. Neither the counterparty's name nor the purchase price was disclosed in the filing (Form 10-Q, accession 0000051143-26-000078, Note 5).

Debt issuance

• On August 10, 2026, IBM priced C$2,750,000,000 of Canadian-dollar notes, consisting of C$1,750,000,000 of 4.100% Notes due 2030 and C$1,000,000,000 of 4.750% Notes due 2034, underwritten by CIBC World Markets, RBC Dominion Securities, Scotia Capital and TD Securities. The notes were offered under IBM's effective shelf registration statement (8-K, accession 0001104659-26-097089, filed August 14, 2026).
• On January 29, 2026, IBM priced a two-currency debt offering totaling €3,500,000,000 of euro-denominated notes (€1,000,000,000 3.000% Notes due 2031; €1,000,000,000 3.450% Notes due 2034; €750,000,000 3.850% Notes due 2038; €750,000,000 Floating Rate Notes due 2028) and $3,250,000,000 of U.S. dollar notes ($500,000,000 4.000% Notes due 2029; $500,000,000 4.300% Notes due 2031; $500,000,000 4.600% Notes due 2033; $1,000,000,000 4.950% Notes due 2036; $750,000,000 5.800% Notes due 2056) (8-K, accession 0001104659-26-009343, filed February 2, 2026).

Credit facilities

On June 22, 2026, IBM extended by one year the maturity of its existing $2.5 billion three-year revolving credit agreement (now maturing June 20, 2029) and its existing $7.5 billion five-year revolving credit agreement (now maturing June 22, 2031). Both agreements are with a bank syndicate led by JPMorgan Chase Bank, N.A. as administrative agent; other terms were unchanged (8-K, accession 0000051143-26-000061, filed June 23, 2026).

Dividend

IBM's board declared a regular quarterly cash dividend of $1.69 per common share, payable September 10, 2026, to stockholders of record August 10, 2026, continuing a streak of consecutive quarterly dividends paid every year since 1916 (8-K, accession 0000051143-26-000077, Exhibit 99.1).

Quantum computing investment

On May 28, 2026, IBM disclosed at an investor meeting plans to invest more than $10 billion over the next five years in quantum computing (R&D, capital expenditures, ecosystem partnerships, manufacturing scaling and M&A), aimed at delivering the first large-scale fault-tolerant quantum computer by 2029. The company said it has deployed more than 90 quantum systems and cited a client and partner ecosystem of more than 325 Fortune 500 companies, startups, universities and government agencies. The announcement followed a letter of intent between IBM and the U.S. Department of Commerce, disclosed the prior week, to build an American quantum chip foundry ("Anderon") (8-K, accession 0000051143-26-000047, filed May 28, 2026).

Governance and annual meeting

• IBM held its 2026 Annual Meeting of Stockholders on April 28, 2026. Stockholders elected all 13 director nominees, ratified the auditor, approved (on an advisory basis) executive compensation, and approved the 2026 Long-Term Performance Plan. Several stockholder proposals, on outside-director stock ownership guidelines, a right to act by written consent, a report on AI bias, and a report on discrimination in charitable support, were voted down. Because director Frederick H. Waddell was not a nominee for re-election, the board decreased the authorized number of directors to thirteen effective April 28, 2026 (8-K, accession 0000051143-26-000043, filed May 1, 2026).
• On January 30, 2026, IBM announced the election of Ramon Laguarta, Chairman and CEO of PepsiCo, Inc., to its board of directors, effective March 1, 2026; the board's authorized size was increased to fourteen directors effective that date (8-Ks, accessions 0000051143-26-000006 and 0000051143-26-000015).

Not reflected as a distinct SEC event

The July 14, 2026 investor letter (Exhibit 99.1, accession 0000051143-26-000070) describes the July 8, 2026 general availability of "Lightwell," an open-source security offering it characterizes as a $5 billion commitment; IBM did not report the Lightwell general availability as a separate 8-K item.