SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 11-K
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1995
or
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ___________________
Commission file number 1-2360
IBM TAX DEFERRED SAVINGS PLAN
-----------------------------
(Full title of the plan)
Manager of Benefits - U.S. Operations
IBM
Route 9
Town of Mount Pleasant
North Tarrytown, New York 10591
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(Address of the plan)
INTERNATIONAL BUSINESS MACHINES CORPORATION
-------------------------------------------
(Name of issuer of the securities held pursuant to the plan)
Old Orchard Road
Armonk, New York 10504
----------------------
(Address of issuer's principal executive office)
1
REQUIRED INFORMATION
Page
----
Consent of Independent Accountants 3
Report of Independent Accountants 4
Financial Statements:
---------------------
Statements of Net Assets Available for Plan Benefits, with Fund
Information, as of December 31, 1995 and December 31, 1994 5
Statement of Changes in Net Assets Available for Plan
Benefits, with Fund Information, for the year ended
December 31, 1995 7
Notes to Financial Statements 8
Supplementary Schedules:
________________________
Schedule I - Item 27a - Assets Held for Investment Purposes
at December 31, 1995 22
Schedule II - Item 27d - Schedule of Reportable Transactions 26
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the
plan) have duly caused this annual report to be signed by
the undersigned thereunto duly authorized.
IBM TAX DEFERRED SAVINGS PLAN
Dated June 28, 1996 By: J. R. Joyce
-------------------------------
(Vice President and Controller)
2
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in
the Registration Statement on Form S-8 (33-33458) of the IBM
Tax Deferred Savings Plan of our report dated June 17, 1996
appearing on page 4 of this Annual Report on Form 11-K for
the year end December 31, 1995.
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, NY 10036
June 28, 1996
3
REPORT OF INDEPENDENT ACCOUNTANTS
To the Members of the
IBM Retirement Plans Committee and the
Participants of the International Business Machines Corporation (IBM)
IBM Tax Deferred Savings Plan
In our opinion, the financial statements as referenced in the Required
Information Section on page 2, present fairly, in all material respects, the net
assets available for plan benefits of the IBM Tax Deferred Savings Plan at
December 31, 1995 and 1994, and the changes in net assets available for plan
benefits for the year ended December 31, 1995, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the plan's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information included in
supplementary schedules I and II is presented for purposes of additional
analysis and is not a required part of the basic financial statements but is
additional information required by ERISA. Such information has been subjected to
the auditing procedures applied in the audit of the basic financial statements
and, in our opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, NY 10036
June 17, 1996
4
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1995
(Dollars in thousands)
U.S.
Money Large Co. Small Co. IBM Fixed Govt. Int'l. Balanced
Market Index Stock Stock Income Sec. Stock Asset Loan
Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
------- --------- --------- ------- --------- -------- ------- ------- ------- ---------
Assets:
Investments at fair value:
Interest in equity-oriented
General Employee Benefit
Trust pooled funds
(cost: $3,436,696) 2,600,587 1,238,699 358,819 209,990 4,408,095
Interest in short-term investment-
oriented General Employee Benefit
Trust pooled funds
(cost: $327,791) 314,589 13,193 9 327,791
Investment contracts
(cost: $3,528,652) 3,424,025 104,627 3,528,652
Interest in U.S. Gov't Securities-
oriented General Employee Benefit
Trust pooled funds
(cost: $87,235) 59,964 34,906 94,870
IBM Common Stock (cost: $441,245) 524,270 524,270
------- --------- --------- ------- --------- ------ ------- -------- ------- --------
Total investments 314,589 2,600,587 1,238,699 537,463 3,424,025 59,964 358,819 349,532 8,883,678
Income and sales proceeds receivable 1,597 49 (18) 43 1,671
Contributions receivable (payable) 68 122 34 139 27 2 (17) 17 392
Loans receivable 258,078 258,078
Transfers receivable (payable) (315) (293) 1,002 1,510 (2,733) (176) 282 143 580
Reinstatements receivable 4 3 296 1 426 730
------- --------- --------- ------- --------- ------ ------- ------- ------- ---------
Total assets 315,943 2,600,419 1,239,735 539,161 3,421,597 59,790 359,085 349,735 259,084 9,144,549
Liabilities:
Expenses payable 134 630 422 229 1,136 23 168 101 2,843
Investments purchased 8 9 1,796 4 2 1 1,820
------- --------- --------- ------- --------- ------ ------- ------- ------- ---------
Total liabilities 134 638 431 2,025 1,140 23 170 102 4,663
------- --------- --------- ------- --------- ------ ------- ------- ------- ---------
Net assets available for plan
benefits 315,809 2,599,781 1,239,304 537,136 3,420,457 59,767 358,915 349,633 259,084 9,139,886
======= ========= ========= ======= ========= ====== ======= ======= ======= =========
The accompanying notes are an integral part of this financial statement.
5
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1994
(Dollars in thousands)
U.S.
Money Large Co. Small Co. IBM Fixed Govt. Int'l. Balanced
Market Index Stock Stock Income Sec. Stock Asset Loan
Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
------- --------- --------- ------- --------- -------- ------- ------- ------ -----
Assets:
Investments at fair value:
Interest in equity-oriented
General Employee Benefit
Trust pooled funds
(cost: $2,906,006) 1,793,598 812,908 337,231 2,943,737
Interest in short-term investment-
oriented General Employee Benefit
Trust pooled funds
(cost: $313,738) 288,807 793 4,286 1,610 12,250 119 2,023 3,850 313,738
Investment contracts
(cost: $3,376,832) 3,376,832 3,376,832
Interest in U.S. Gov't Securities-
oriented General Employee Benefit
Trust pooled funds
(cost: $62,554) 63,074 63,074
IBM Common Stock
(cost: $327,867) 356,735 356,735
------- --------- -------- ------- --------- -------- ------- ------- ------ ----------
Total investments 288,807 1,794,391 817,194 358,345 3,389,082 63,193 339,254 3,850 7,054,116
Income and sales proceeds receivable 1,352 49 9 18,563 4 18 19,995
Contributions receivable (payable) (107) 21 (29) (527) 960 (27) 30 (237) 84
Loans receivable 251,178 251,178
Transfers receivable (payable) (382) 229 640 627 (3,153) 8 704 303 1,024
Balanced Asset Fund allocation (75,838) (18,954) (57,012) (19,012) (18,805) 189,621
------- --------- ------- ------- --------- ------- ------- ------- ------- ---------
Total assets 289,670 1,718,803 798,900 358,454 3,348,440 44,162 321,187 193,555 252,202 7,325,373
Liabilities:
Expenses payable (167) (58) 32 (310) 756 (46) (37) 25 195
Investments purchased (1) (5) 3,440 1,407 (9) 1 4,833
------- --------- ------- ------- --------- ------- ------- ------- ------- --------
Total liabilities (168) (63) 3,472 1,097 747 (46) (36) 25 5,028
------- --------- ------- ------- --------- ------- ------- ------- ------- --------
Net assets available for plan
benefits 289,838 1,718,866 795,428 357,357 3,347,693 44,208 321,223 193,530 252,202 7,320,345
======= ========= ======= ======= ========= ======= ======= ======= ======= =========
The accompanying notes are an integral part of this financial statement.
6
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
(Dollars in thousands)
U.S.
Money Large Co. Small Co. IBM Fixed Govt Int'l Balanced
Market Index Stock Stock Income Sec. Stock Asset Loan
Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
------- --------- --------- ------- --------- ------ ------- -------- -------- ---------
Additions:
Participant contributions 34,134 126,698 103,286 41,214 166,805 6,219 41,339 23,474 426 543,595
Employer contributions 14,322 42,722 34,022 14,261 56,786 2,114 13,197 7,933 185,357
Transfer of Balanced Asset
Fund contributions 4,486 1,121 1,121 (6,728)
Participant loan repayments 7,647 35,803 24,092 13,521 57,133 1,407 8,256 4,356 (152,215)
Participant directed transfer
of investments, net (25,486) 101,906 60,283 36,951 (211,139) 4,236 (55,685) 88,934
------- --------- --------- ------- --------- ------ ------- -------- -------- ---------
Total contributions
and transfers 30,617 311,615 221,683 105,947 69,585 15,097 8,228 117,969 (151,789) 728,952
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
Interest and dividend
income from investments 18,552 13 19,886 6,537 225,904 1 20 5,333 19,527 295,773
Unrealized and realized gain
on investments, net 673,989 251,880 91,144 5,163 47,177 43,838 1,113,191
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
Total additions 49,169 985,617 493,449 203,628 295,489 20,261 55,425 167,140 (132,262) 2,137,916
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
Reductions:
Distributions to participants 16,473 71,888 30,562 8,938 149,877 2,497 11,096 6,296 19,181 316,808
Transfer to/(from) other
benefits plans, net (4,077) 71,977 (523) 183 (1,474) 19,918 19,089 (112,414) (36) (7,357)
Balanced Asset Fund alloc. (75,838) (19,012) (18,805) 113,655
Loans to participants 10,290 34,510 18,486 14,112 70,649 1,212 5,814 3,216 (158,289)
Administrative expenses 512 2,165 1,048 616 3,673 87 539 284 8,924
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
Total reductions 23,198 104,702 49,573 23,849 222,725 4,702 17,733 11,037 (139,144) 318,375
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
Increase in net
assets during the year 25,971 880,915 443,876 179,779 72,764 15,559 37,692 156,103 6,882 1,819,541
Net assets available for plan
benefits:
Beginning of year 289,838 1,718,866 795,428 357,357 3,347,693 44,208 321,223 193,530 252,202 7,320,345
------- --------- --------- ------- --------- ------- ------- -------- -------- ---------
End of year 315,809 2,599,781 1,239,304 537,136 3,420,457 59,767 358,915 349,633 259,084 9,139,886
======= ========= ========= ======= ========= ======= ======= ======== ======== =========
The accompanying notes are an integral part of this financial statement.
7
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF THE PLAN:
The International Business Machines Corporation ("IBM") Tax Deferred
Savings Plan (the "Plan") offers all qualifying active regular or part-time
employees of IBM and certain of its domestic subsidiaries an opportunity to
defer up to twelve percent of their compensation (up to nine percent prior to
January 1, 1995), subject to the legal limit allowed by IRS regulations, which
IBM will contribute on their behalf to any of eight investment funds. The
investment objectives of these funds are described in Note 3. The Plan was
established by resolution of IBM's Retirement Plans Committee effective July
1, 1983 and is held in trust for the benefit of its participants.
Beginning in 1994, the Plan includes the employees of Technology Service
Solutions (TSS), a less than wholly-owned subsidiary of IBM. The provisions of
the Plan for TSS employees are identical to those of the other Plan participants
except for the matching deferral, which is one hundred percent of each
participant's deferral up to a maximum of seven percent of eligible
compensation.
The Plan is intended to qualify as a profit-sharing plan under the Internal
Revenue Code of 1954, as amended, and is subject to the provisions of the
Employees Retirement Income Security Act of 1974 ("ERISA"), as amended.
Administration:
The Plan is administered by IBM's Retirement Plans Committee which has
appointed officials of IBM as plan administrators to assist in administering the
Plan. The IBM Retirement Plans Committee has also appointed Bankers Trust
Company as Trustee to safeguard the assets of the various funds, and outside
investment managers to direct investments in the various funds. In addition,
through 1993 IBM acted as the investment manager for the Small Company Stock
Fund, International Stock Fund, and U.S. Government Securities Fund, and
negotiated contracts with the respective financial institutions for Fixed Income
Fund investments. Effective March 1, 1994, management of the U.S. Government
Securities Fund was transferred to Bankers Trust Company; effective May 13,
1994, management of the Small Company Stock Fund was transferred to State
Street Global Advisors, the institutional investment management affiliate of
State Street Bank and Trust Company, and management of the International
Stock Fund was transferred to Bankers Trust Company.
8
Contributions and participants' equity:
Contributions are made to the Plan by IBM on behalf of each participant
based upon the participant's elected compensation deferral. Participants
may elect to defer up to twelve percent of their eligible compensation
(up to nine percent prior to January 1, 1995), subject to the legal limit
allowed by IRS regulations.
IBM's matching deferral is fifty percent (thirty percent prior to January
1, 1995) of each participant's deferral up to a maximum of six percent (five
percent prior to January 1, 1995) of a participant's eligible compensation.
Participants may choose to have their contributions invested entirely in any one
of, or in any combination of, the following funds in 5 percent multiples: Money
Market Fund, Large Company Index Fund, Small Company Stock Fund, IBM Stock Fund,
Fixed Income Fund, U.S. Government Securities Fund, International Stock Fund,
and Balanced Asset Fund. These funds and their investment objectives are more
fully described in Note 3. Contributions are temporarily invested in short-term
investments and are then allocated to the funds selected by the participant.
Participants may elect to change their investment selection for future
contributions during any payroll period. Also, the participant may transfer part
or all of existing account balances among funds in the Plan on a daily basis
effective May 18, 1995 (previously on a weekly basis), except that participant
balances in the Fixed Income Fund may not be transferred directly into the Money
Market Fund or U.S. Government Securities Fund, and if transferred to an equity
fund may not subsequently be transferred to the Money Market Fund or U.S.
Government Securities Fund for three months. The Trustee maintains an account in
the name of each participant to which the Trustee records each participant's
contributions and share of the net earnings, losses and expenses, if any, of the
various investment funds. The earnings on the assets held in each of the funds
and all proceeds from the sale of such assets are held and reinvested in the
respective funds.
The interest of each participant in each of the funds is represented by
units/shares credited to the participant's account.
The initial unit value of each fund (excluding the IBM Stock Fund), on the
first valuation date, was equivalent to $1.00. On each succeeding valuation
date, the unit value of each fund is determined by dividing the value of the
fund on that date by the number of outstanding units in the fund. In determining
the unit value, new contributions that are to be allocated as of the valuation
date are excluded from the calculation. The number of additional units to be
credited to a participant's account for each fund, due to new contributions, is
equal to the amount of the participant's new contributions to the fund divided
by the unit value for the applicable fund as determined on the valuation date.
9
For the IBM Stock Fund, the initial valuation price per share was $106.125
(March 30, 1990 closing price). On each succeeding valuation date, the
valuation price per share for the IBM Stock Fund is the closing price of IBM
stock as reported on the New York Stock Exchange Composite tape for that date.
This valuation price, applied to the participant's whole and fractional shares,
and cash awaiting investment in IBM stock comprise the participant's equity in
the Fund. Effective May 18, 1995, the IBM Stock Fund changed from share
accounting to unit value accounting to provide for daily settlement of fund
transactions.
At December 31, 1995 and 1994 the number of participants in the Plan
approximated 188,000 and 182,000, respectively. The number of individuals
participating in each of the Plan's funds at December 31, 1995, were
approximately:
Money Market 51,000
Large Company Index 124,000
Small Company Stock 98,000
IBM Stock 44,000
Fixed Income 136,000
U.S. Government Securities 15,000
International Stock 46,000
Balanced Asset 27,000
Contributions made to the Plan and interest, dividends or other earnings of
the Plan are not includable in gross income of the participant until withdrawal,
at which time all earnings and contributions withdrawn are generally taxed as
ordinary income to the participant. Additionally, withdrawals by the participant
before attaining age 59 1/2 are generally subject to a penalty tax of 10%.
Consistent with provisions established by the IRS, a 1995 annual limit of
$9,240 was set on employee deferrals under salary deferral plans, such as the
IBM Tax Deferred Savings Plan.
Vesting:
Participants in the Plan are at all times fully vested in their account
balance, including deferred compensation, matching contributions and earnings
thereon.
10
Distribution:
A participant who has attained age 59 1/2 may request a cash distribution
of all or part of the value of the participant's account. The minimum amount
of any such distribution shall be the lesser of the participant's account
balance or $500. In the event that the participant retires under the IBM
Retirement Plan or becomes eligible for benefits under the IBM Long-Term
Disability Plan, the participant may elect to receive the balance of the par-
ticipant's account in a specified number of annual cash installments over a
period not to exceed ten years or to defer payment, whether lump-sum or
installment, until age 70 1/2.
Upon the death of a participant, the value of the participant's account
will be distributed to the participant's beneficiary in a lump-sum cash payment.
If the participant is married, the beneficiary will be the participant's
spouse. If the participant is single, the beneficiary will be as designated
under the IBM Group Life Insurance Plan (unless the participant has assigned
ownership of such insurance). In the absence of an effective designation under
the Plan at the time of death, the proceeds will normally be paid in the
following order: the participant's spouse, the participant's children in equal
shares, or to surviving parents equally. If no spouse, child, or parent is
living, payments will be made to the executors or administrators of the
participant's estate.
Participants may borrow, subject to additional limitations relative to
prior loans, up to one-half of the value of the participant's account balance,
but not to exceed $50,000. The loan shall bear a fixed rate of interest, set
quarterly, for the term of the loan, determined by the plan administrator to be
1.25 percent above the prime rate. Repayment of a loan shall be made through
monthly payroll deductions over a term of one to four years. (Effective July 1,
1994, participants may prepay the entire remaining loan principal after three
regular monthly payments have been made). Employees on an approved leave of
absence may elect to make monthly loan payments directly to the Trustee. Partic-
ipants may continue to contribute to the Plan while having an outstanding
loan, provided that the loan is not in default.
Prior to July 1, 1994, all outstanding loans were due and payable as of the
last date of employment in the case of retirement, separation, or death. In
the event payment was not made within forty-five days of notification by the
Trustee, the participant was deemed to have received a distribution from the
Plan in an amount equal to the remaining outstanding principal and accrued
interest on the loan. Participants who retire or separate from IBM on or after
July 1, 1994, and have outstanding Plan loans, are no longer required to pay off
their loans within forty-five days of notification by the trustee. By choosing
automated loan repayments or coupon payment options, retirees and other
employees separating from IBM can continue monthly loan repayments according to
their original amortization schedule.
11
The number of outstanding loans at December 31, 1995 and 1994 was 49,077
and 51,027, respectively. Interest rates on outstanding loans at December 31,
1995 ranged from 7.0% to 10.25%.
Termination of service:
The value of the participant's account will be distributed to the
participant in a lump-sum cash payment as soon as practical following the
termination of the participant's employment with IBM for any reason other than
retirement, medical disability or death. If the account balance is greater than
$3,500 at the time of separation, the participant may elect to defer
distribution of the account until age 70 1/2.
Termination of the Plan:
IBM reserves the right to terminate this Plan at any time by action of its
Retirement Plans Committee. In such event, each participant or beneficiary
receiving or entitled to receive payments under the Plan will receive the
balance of his or her account at such time and in such manner as the
Retirement Plans Committee shall determine at its discretion.
In the event of a full or partial termination of the Plan, or upon complete
discontinuance of contributions under the Plan, the rights of all affected
participants in the value of their accounts will be nonforfeitable.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Valuation of investments:
The fair value of the net assets of the Plan is based on the estimated
fair values of the underlying assets and liabilities.
Investments in registered investment companies and pooled funds are valued
at the net asset values per share as quoted by such companies or funds as of the
valuation date. Investments in insurance and group annuity contracts and fixed
rate time deposits are valued at the cost of amounts contributed plus interest
paid and reinvested. United States Government Treasury Securities and common
stocks, including IBM stock, are valued at quoted market prices. Interest
accrued on investments is recorded separately as interest receivable until paid
and reinvested.
Security transactions and related investment income:
Security transactions are recorded on a trade-date basis. Realized gains
and losses on sales of securities are based on average cost at the time of sale.
Dividend income is recorded on the ex-dividend date and interest income is
recorded on the accrual basis.
12
Administrative expenses and investment management fees:
All administrative costs of the Plan are paid by the Plan. This includes:
(a) brokerage fees and commissions which are included in the cost of investments
when purchased and in determining net proceeds on sales of investments (b)
investment management fees which are paid from the respective fund's assets
(such fees consist of fixed annual charges, with the exception of the Large
Company Index Fund and Money Market Fund, which are based on a percentage of
net asset value) (c) operational expenses required for administration of the
Plan consisting of trustee, recordkeeping, participant reports and
communications, and service center expenses, which are expenses charged against
the fund's assets on a pro rata basis throughout the year.
NOTE 3 - DESCRIPTION OF INVESTMENT FUNDS:
The eight investment funds to which employees have contributed monies are
described below.
Money Market Fund - Preservation of principal, liquidity and a variable
rate of income based on current market interest rates.
Investments in the Money Market Fund are managed by the Bankers Trust
Company.
Investments are made in a diversified portfolio of high-quality money
market instruments with average maturity dates not exceeding 91 days from the
date of purchase. Twenty percent of the value of the fund may be invested in
instruments with maturities not to exceed 182 days. At all times not less than
twenty percent of the remaining assets of the fund must be composed of cash,
demand obligations and assets that mature on the next business day.
The fund in which monies are invested is the Bankers Trust Company's
Discretionary Short-term Investment Fund.
Large Company Index Fund - Long term growth of capital with a market rate
of return from a diversified group of large- and medium-sized company stocks.
This fund invests in a broad range of common stocks through Bankers Trust
Company's Large Capitalization Equity Index Fund which is designed to produce
investment results approximating the price and yield performance of the Standard
& Poor's Composite Index of 500 Stocks (S & P 500). The S & P 500 Index is
composed of 500 selected common stocks, most of which are listed on the New York
Stock Exchange. Standard and Poor's, a financial services corporation, chooses
the stocks to be included in the index solely on a statistical basis, by which
it seeks to represent a cross-section of industry sectors and companies within
each sector.
13
Investments in the Large Company Index Fund are managed by the
Bankers Trust Company.
Small Company Stock Fund - Long term growth of capital from a
diversified group of medium- and small-company common stocks.
This fund invests in a broad range of common stocks to produce in-
vestment results approximating the price and yield performance of
medium- and small-company common stocks generally not represented
in the Standard & Poor's 500 Index. Investors can use this fund
as a complement to the Large Company Index Fund to attain exten-
sive coverage of the total U.S. equity market. Dividends paid on
common stocks in the portfolio are reinvested in the fund.
The Small Company Stock Fund may not have as close a correlation
to its market segment rate of return as the Large Company Index
Fund. This results from higher transaction costs associated with
trading in medium- and small-company stocks and from the fund not
investing in every company.
Effective May 13, 1994, management of the Small Company Stock Fund
was assumed from IBM by State Street Global Advisors, the institu-
tional investment management affiliate of State Street Bank and
Trust Company.
IBM Stock Fund - Direct investment in IBM common stock, with divi-
dends being reinvested in additional shares of IBM common stock.
The IBM Stock Fund permits the participant to have contributions
invested in IBM $1.25 par value common stock, or to have existing
account balances transferred into this fund so as to be invested
in such IBM common stock. The return on the participant's invest-
ment will be determined by the market price of IBM common stock
and by the amount of any dividends paid thereon.
Assets invested in the IBM Stock Fund will be expressed in whole
and fractional shares (in units effective May 18, 1995, to allow
for daily settlement of fund transactions). In addition, interest
will be earned on money that is in the participant's account
awaiting investment in IBM common stock.
An investment in a single stock is generally more risky than in-
vesting in a broadly diversified group of stocks.
Effective January 1, 1995, IBM corporate officers became eligible
to participate in the IBM Stock Fund.
14
Fixed Income Fund - Preservation of principal with a relatively stable and
predictable rate of interest.
Investments consist of interest-bearing instruments, including corporate
and U.S. government securities, bank time deposits, and contracts with insurance
companies, banks, and other financial institutions.
The investments in this fund may have fixed rates of interest for fixed
periods of time, or may have rates of interest that vary during the contract
period based upon the contract issuer's investment experience for the assets
or pooled assets supporting the contract or upon another formula applicable
under the contract.
Investment contracts with insurance companies and other financial
institutions require the repayment of principal plus interest as determined
under the contract. Certain of the investment contracts are held in trusts
owned by the Plan, and managed by insurance companies or financial
institutions. Such investment contracts provide for return of principal and
interest earned, with interest rates being fixed quarterly. The contract value
of the investments held in trusts is $2,078,123,243, fair value being
$2,063,402,258. IBM will take steps to place investments with highly rated
institutions, but cannot guarantee the return of either principal or interest.
U. S. Government Securities Fund - A market rate of return with effectively
no credit risk by investing primarily in short-term U.S. Treasury notes and
bonds.
The U.S. Government Securities Fund, invests primarily in a diversified
portfolio of U.S. Treasury notes and bonds that have an average maturity
between one and three years. It is designed to approximate the composite
investment results of U.S. Treasury securities having similar remaining
maturities. The fund may also invest in U.S. government agency securities which
are guaranteed as to principal and interest by the U.S. Government.
U.S. government securities, while secure as to payment of principal at
maturity, can fluctuate in market value in the interim because of changes in
prevailing interest rates. Therefore, any withdrawals, distributions or
transfers from the U.S. Government Securities Fund will be subject to some
market value variability.
Effective March 1, 1994, Bankers Trust Company assumed management of the
U.S. Government Securities Fund.
Effective May 1, 1996, the U.S. Government Securities Fund was closed to
new contributions. On June 28, 1996 the U.S. Government Securities Fund will be
closed; any balances remaining in the U.S. Government Securities Fund at that
time will be automatically transferred to the Fixed Income Fund. (Refer to Note
8 - Subsequent Events).
15
International Stock Fund - Long-term capital growth with a market rate of
return from a diversified group of equity holdings in the major stock markets of
Europe and Asia/Pacific.
These Equity market investments are based on the Morgan Stanley Capital
International Europe, Australia, and Far East (EAFE) Index, with a modified
country weighting that limits investments in securities of any one country to
approximately 25% of the fund. In order to reduce long-term volatility and
operating costs, the fund may also invest in stock index futures and other
contracts structured to obtain similar results. Dividend income is reinvested
in the fund.
The International Stock Fund is designed to broaden and supplement plan
investment options by offering a way to participate in foreign equity markets,
while maintaining diversification within and across different assets classes.
Like U.S. equities, foreign equities are subject to price fluctuations.
In addition, they are impacted by other factors such as foreign currency
exchange fluctuations that affect the dollar value of the fund.
The International Stock Fund may not have as close a correlation to the
modified EAFE Index as the Large Company Index Fund does to the S&P 500 Index.
This results from the higher transaction costs of trading in foreign markets,
and not investing in every company in the EAFE Index.
Balanced Asset Fund - Long-term returns consistent with preservation of
capital through a combination of equity and fixed income investment options
available in the Plan.
A single investment (payroll contribution or fund transfer) in this fund
will automatically be allocated among the following five TDSP investment
options, while maintaining the target allocations as shown: Large Company Index
Fund - 40%, Small Company Stock Fund - 10%, International Stock Fund - 10%,
Fixed Income Fund - 30%, and U.S. Government Securities Fund - 10%. This fund
will be rebalanced each month to maintain the target allocations, as the value
of the underlying investment funds fluctuates.
The Balanced Asset Fund is designed to blend the long-term performance of
equity and fixed income investments. Although the fund's value may fluctuate,
its diversification among equity and fixed income investments can potentially
improve stability of returns over the long-term.
16
NOTE 4 - PLAN TRANSFERS:
The transfers below represent the participants' account balances
attributable to employees transferred to(from) IBM:
Effective September 29, 1989 an agreement was finalized establishing ROLM
Systems as part of Siemens and ROLM Company as a joint venture between IBM and
Siemens. Under this agreement, IBM heritage employees working at ROLM/Siemens
could return to and/or retire from IBM. If said employees chose to return to
IBM, they could exercise the option to transfer their "pre-tax" ROLM/Siemens
401(K) assets into the IBM Plan. As a result of this transaction, there were
net transfers of cash and securities of $28,179 and $265,283 during 1995 and
1994, respectively, between the plans established for these companies.
Effective January 1, 1992, approximately 200 employees of Continental
Bank were transferred to IBM's wholly owned subsidiary, Integrated Services
Solutions Corporation (ISSC) as a result of an outsourcing agreement between
ISSC and Continental Bank. There were net transfers of cash and securities of
$(2,752,466) and $3,160,523 during 1995 and 1994, respectively, between the Plan
and a similar savings plan established by Continental Bank.
On March 1, 1994, IBM completed the sale of its Federal Systems Company to
Loral Corporation, effective January 1, 1994. As a result of this transaction,
there were net transfers of cash and securities of $97,869 and $(158,716,147)
during 1995 and 1994, respectively between the Plan and a similar savings plan
established by Loral Corporation.
On February 8, 1995, IBM Credit Corporation acquired all of the issued and
outstanding stock of Chrysler Systems, Inc. and certain of its affiliates. As a
result of this transaction, there were net transfers of cash and securities of
$4,016,139 between the Plan and a similar savings plan established by Chrysler
Systems, Inc.
On December 31, 1994, Metaphor, a wholly-owned IBM subsidiary, was
dissolved and its 401(k) savings plan was merged into the IBM Tax Deferred
Savings Plan. As a result, there were net transfers of cash and securities of
$2,984,604 into the Plan during 1995.
NOTE 5 - INCOME TAXES:
The Trust established under the Plan is qualified under the appropriate
section of the Internal Revenue Code and intends to continue as a qualified
trust. The Plan received a favorable determination letter from the IRS on June
14, 1993. In management's opinion, the Plan, since June 14, 1993, continues to
qualify under the Internal Revenue Code. Accordingly, a provision for federal
income taxes has not been made.
17
NOTE 6 - TDSP INVESTMENT VALUATIONS:
The following schedules summarize the fair value of investments, and the
related net unrealized and realized gain/loss on investments by type
of investment (dollars in thousands):
Fair value determined by
----------------------------------
December 31, 1995: Quoted
market Estimates
prices of Trustee Total
---------- ---------- ----------
Interest in equity-oriented General $4,408,095 $4,408,095
Employee Benefit Trust pooled funds
Interest in short-term investment-
oriented General Employee Benefit
Trust pooled funds 327,791 327,791
Investment contracts $3,528,652 3,528,652
Interest in U.S. Government Securities-
oriented General Employee Benefit Trust
pooled funds 94,870 94,870
IBM common stock 524,270 524,270
---------- ---------- ----------
Total $5,355,026 $3,528,652 $8,883,678
========== ========== ==========
December 31, 1994:
Interest in equity-oriented General
Employee Benefit Trust pooled funds $2,943,737 $2,943,737
Interest in short-term investment-
oriented General Employee Benefit
Trust pooled funds 313,738 313,738
Investment contracts $3,376,832 3,376,832
Interest in U.S. Government Securities-
oriented General Employee Benefit Trust
pooled funds 63,074 63,074
IBM common stock 356,735 356,735
---------- ---------- ----------
Total $3,677,284 $3,376,832 $7,054,116
========== ========== ==========
18
NOTE 6 - TDSP INVESTMENT VALUATIONS (continued):
Net Unrealized and Realized Gain (Loss) on investments (dollars in
thousands):
For the year ended
December 31, 1995
__________________
Investments at fair value
determined by quoted market
price:
Interest in equity-oriented General
Employee Benefit Trust pooled funds $1,016,884
U.S. Government Treasury Securities 5,163
IBM common stock 91,144
----------
Total $1,113,191
==========
NOTE 7 - RELATED PARTY TRANSACTIONS
At December 31, 1995, a majority of the Plan's assets are invested in
Bankers Trust Company Funds. Bankers Trust also acts as the trustee and
recordkeeper for the Plan.
At December 31, 1995, the Plan held 5,737,561 shares of IBM common stock
valued at $524,269,636.
NOTE 8 - SUBSEQUENT EVENTS
Effective January 1, 1996, the Plan will accept rollovers of "pre-tax
savings" from other employers' qualified plans, or from IRA's set up for
employer qualified plan distributions.
Effective May 1, 1996 a new fund, the Total Bond Market Fund, managed by
State Street Global Advisors, became available as an investment option. The
Total Bond Market Fund seeks investment results that modestly exceed the total
return of the Lehman Brothers Aggregate Bond Index, a broad market-weighted
index comprised of U.S. Treasury and agency securities, corporate
investment-grade bonds and mortgage-backed securities, each with maturities
greater than one year.
19
Effective June 28, 1996, the U.S. Government Securities Fund
(USGSF) will be closed. Contributions to the USGSF were suspended
on May 1, 1996. Participants with balances in the USGSF must
transfer these balances into other investment funds by June 28,
1996. Any balances remaining in the USGSF on June 28, 1996 will
automatically be transferred to the Fixed Income Fund on that day.
With the closing of the USGSF, the ten percent Balanced Asset Fund
allocation previously targeted for the USGSF will be directed to
the Total Bond Market Fund.
20
NOTE 9 - SCHEDULE OF UNIT/SHARE VALUES AND PARTICIPANT UNITS/SHARES (FUND UNITS IN THOUSANDS):
The following is a schedule of the TDSP individual fund unit/share values and participant units/shares as calculated by the
Trustee based on each weekly valuation date (daily valuation date as of May 1995):
Money Market Large Company Small Company Fixed Income U.S. Gov't. IBM Stock Balanced Int'l Stock
Fund Index Fund Stock Fund Fund Sec. Fund Fund * Asset Fund Fund
------------- ------------- -------------- --------------- ------------ -------------- -------------- -------------
Unit/
Unit Unit Unit Unit Unit Share Units/ Unit Unit
value Units value Units value Units Value Units Value Units Value Shares Value Units Value Units
----- ------- ----- ------- ----- ------- ----- --------- ----- ------ ------ ------- ----- ------- ----- -------
Month in 1995:
January $2.49 117,856 $6.41 276,726 $1.62 496,429 $2.26 1,496,781 $1.14 39,616 $ 79.44 5,227 $1.12 173,338 $1.15 259,799
February 2.50 118,622 6.60 278,725 1.67 499,477 2.27 1,505,903 1.16 40,293 82.75 5,191 1.14 174,897 1.17 253,705
March 2.51 119,962 6.90 281,144 1.71 507,382 2.29 1,514,466 1.17 41,552 89.85 5,365 1.17 177,344 1.23 253,298
April 2.52 120,287 7.11 284,767 1.74 509,649 2.30 1,506,456 1.18 42,205 100.42 5,591 1.19 180,962 1.30 255,244
May 2.53 121,132 7.03 287,334 1.78 511,873 2.31 1,507,751 1.20 43,446 1.00 519,376 1.21 185,214 1.28 259,044
June 2.55 121,227 7.47 288,823 1.86 515,922 2.32 1,502,008 1.20 44,594 1.03 539,093 1.23 189,578 1.27 258,699
July 2.56 121,365 7.72 292,279 1.97 529,079 2.34 1,484,360 1.21 45,414 1.17 548,645 1.26 197,253 1.34 258,609
August 2.57 121,297 7.74 294,360 2.01 543,027 2.35 1,482,601 1.21 46,358 1.11 537,717 1.26 204,496 1.29 259,281
September 2.58 120,439 8.06 296,640 2.05 558,526 2.36 1,476,160 1.22 46,222 1.02 509,260 1.29 208,183 1.32 256,017
October 2.60 122,200 8.04 299,649 2.00 570,575 2.37 1,458,025 1.23 46,855 1.05 527,096 1.29 232,163 1.30 256,658
November 2.61 120,986 8.39 302,759 2.09 580,171 2.39 1,438,589 1.24 46,894 1.04 533,740 1.32 252,869 1.32 258,133
December 2.62 119,966 8.55 303,706 2.11 583,983 2.40 1,426,435 1.25 47,702 .99 541,417 1.34 259,940 1.37 260,421
Month in 1994:
January $2.38 118,451 $6.33 294,333 $1.70 542,097 $2.12 1,452,081 $1.12 46,875 $56.50 2,989 $1.l0 156,318 $1.22 198,093
February 2.38 116,452 6.11 293,586 1.66 538,764 2.13 1,440,405 1.12 44,839 52.88 3,141 1.08 183,466 1.17 230,962
March 2.39 116,892 5.90 292,847 1,59 541,191 2.14 1,446,286 1.12 44,967 54.63 3,104 1.06 188,673 1.14 238,241
April 2.40 120,402 5.98 291,287 1.62 537,704 2.16 1,468,241 1.11 45,407 57.50 3,173 1.07 189,299 1.17 236,782
May 2.41 120,778 6.20 289,718 1.61 538,092 2.17 1,478,052 1.12 43,666 63.00 3,220 1.08 187,531 1.17 246,427
June 2.42 120,437 5.92 290,068 1.54 541,432 2.18 1,478,491 1.12 43,279 58.73 3,404 1.06 189,986 1.17 249,458
July 2.43 120,230 6.12 289,199 1.58 536,470 2.19 1,485,226 1.13 42,902 61.88 3,473 1.09 189,552 1.23 253,343
August 2.43 120,173 6.33 287,952 1.64 518,684 2.20 1,503,238 1.13 41,854 68.50 3,472 1.11 186,479 1.24 273,429
September 2.44 120,008 6.08 287,947 1.59 519,149 2.22 1,501,302 1.13 41,560 69.63 3,718 1.09 186,543 1.19 280,577
October 2.45 120,177 6.29 286,307 1.63 513,742 2.23 1,502,618 1.13 41,422 74.50 4,341 1.11 184,525 1.23 278,814
November 2.46 120,068 6.06 284,398 1.56 511,839 2.24 1,508,476 1.12 40,098 70.75 4,675 1.08 181,649 1.18 276,362
December 2.48 116,524 6.23 275,778 1.59 495,358 2.25 1,484,226 1.13 39,014 73.50 4,854 1.10 175,239 1.17 268,675
* NOTE: Effective May 18, 1995, the IBM Stock Fund changed from share accounting to unit value accounting to provide for daily
settlement of fund transactions.
21
SCHEDULE I
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
ITEM 27a - ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1995
Total Fair
Shares/Units or Cost Value
Maturity Value (In Thousands) (In Thousands)
Interest in Bankers Trust _______________ ______________ ______________
Company Pooled Funds:
Discretionary Accounts 327,791,440 $ 327,791 $ 327,791
========== ==========
Equity Index Funds 110,102,938 $3,436,696 $4,408,095
========== ==========
U.S. Government Securities Index Fund 70,936,688 $ 87,235 $ 94,870
========== ==========
Common Stock:
IBM Stock Fund 5,737,561 $ 441,245 $ 524,270
========== ==========
Investment Contracts:
Bankers Trust Company
#90-023 9.05% 7/1/1997 59,389,094 $ 59,389 $ 59,389
Bankers Trust Company
#90-060 8.50% 10/1/1997 35,073,230 35,073 35,073
Bankers Trust Company
#91-028 8.20% 4/1/1996 29,060,658 29,061 29,061
Black Rock
7.78% 9/30/1999 101,846,626 101,847 101,847
Brundage Story & Rose
5.78% 1/1/1999 78,424,420 78,424 78,424
CDC Bric
BR 130-01 6.48% 10/1/1996 77,412,743 77,413 77,413
CDC Bric
BR 130-02 7.42% 10/1/1999 79,061,229 79,061 79,061
CIGNA
#25189 6.31% 9/30/1998 51,458,650 51,459 51,459
CIGNA
#25193 6.58% 9/30/1999 41,820,161 41,820 41,820
22
Total Fair
Shares/Units or Cost Value
Investment Contracts (Continued): Maturity Value (In Thousands) (In Thousands)
_______________ ______________ ______________
CIGNA
7.73% 9/30/1999 27,011,651 $ 27,012 $ 27,012
Citibank
#0307G 8.27% 4/1/1996 13,458,692 13,459 13,459
Citibank
#178360 6.75% 1/1/1999 176,074,469 176,074 176,074
Citibank
#178361 4.93% 10/1/1996 76,841,704 76,842 76,842
Citibank
#178362 5.17% 1/1/1999 55,703,264 55,703 55,703
Citibank
#178364 6.51% 7/1/1999 78,649,842 78,650 78,650
Citibank
#178365 7.21% 4/1/1998 26,969,123 26,969 26,969
CNA Insurance
GP 13078 8.05% 4/1/1999 43,238,289 43,238 43,238
Confederation Life Insurance Co.
#43002 9.32% 6/30/1995 15,999,637 16,000 16,000
Confederation Life Insurance Co.
#43005 8.75% 1/2/1996 22,204,493 22,205 22,205
Connecticut General Life
#D025146 8.29% 6/1/1999 40,026,192 40,026 40,026
John Hancock Life Insurance Co.
GAC #5627 9.03% 7/1/1997 27,363,106 27,363 27,363
Hartford Life
8.08% 3/31/1999 53,994,003 53,994 53,994
J. P. Morgan, Delaware
#881220 8.19% 12/31/1995 34,337,078 34,337 34,337
J. P. Morgan, Delaware
#681220 8.36% 7/1/1996 34,364,316 34,364 34,364
Loomis Sayles
5.79% 9/1/1998 53,064,747 53,065 53,065
23
Total Fair
Shares/Units or Cost Value
Investment Contracts (Continued): Maturity Value (In Thousands) (In Thousands)
_______________ ______________ ______________
Metropolitan Life Insurance Co.
MM-70834 6.95% 12/31/1998 10,788,327 $ 10,788 $ 10,788
Metropolitan Life Insurance Co.
GAC #11862-6 9.03% 1/1/1996 36,052,109 36,052 36,052
Metropolitan Life Insurance Co.
GAC #11863-7 9.03% 1/1/1996 5,145,481 5,145 5,145
Metropolitan Life Insurance Co.
GAC #13630 5.20% 4/1/1998 78,535,770 79,536 79,536
Metropolitan Life Insurance Co.
GAC #13831 6.90% 1/2/1998 60,332,435 60,332 60,332
Metropolitan Life Insurance Co.
GAC #13993 8.04% 3/31/1999 43,197,692 43,198 43,198
New York Life Insurance Company
GA-06554-001 7.56% 7/1/1997 306,418,609 306,419 306,419
New York Life Insurance Company
GA-06554-002 5.35% 1/1/1999 82,494,674 82,495 82,495
New York Life Insurance Company
GA-06554-003 7.13% 7/1/1999 63,214,344 63,214 63,214
Pacific Investment Management Co.
#242 5.96% Non-Maturing 100,636,444 100,636 100,636
Pacific Investment Management Co.
#915 4.95% 10/1/1996 60,689,629 60,690 60,690
Pacific Investment Management Co.
#916 5.95% 1/1/1999 40,523,808 40,524 40,524
Provident National Assurance Co.
#020-03459-05A 9.13% 3/31/1996 11,564,836 11,565 11,565
Prudential Asset Management Co.
GA-7406 7.03% 3/31/1998 144,643,976 144,644 144,644
Prudential Asset Management Co.
GA-7406-212 6.49% 6/30/1999 80,701,071 80,701 80,701
24
Total Fair
Shares/Units or Cost Value
Investment Contracts (Continued): Maturity Value (In Thousands) (In Thousands)
_______________ ______________ ______________
Prudential Asset Management Co.
GA-7406-213 7.17% 12/31/1998 103,552,408 $ 103,552 $ 103,552
Prudential Asset Management Co.
GA-7913 7.45% 3/31/2000 101,834,817 101,835 101,835
Putnam Management Group
6.20% 4/1/1998 268,452,778 268,453 268,453
Sanford C. Bernstein
5.92% 7/1/1998 51,301,653 51,302 51,302
State Street Global Advisors
#103177 7.23% 6/30/2000 210,066,971 210,067 210,067
Union Bank of Switzerland
#2001 7.81% 1/1/1997 22,428,373 22,428 22,428
Union Bank of Switzerland
#2010 7.15% 4/1/1998 210,695,616 210,696 210,696
Union Bank of Switzerland
#2071 5.17% 10/1/1998 50,644,479 50,644 50,644
Union Bank of Switzerland
#2096 7.98% 12/15/1997 25,328,165 25,328 25,328
Union Bank of Switzerland
#2097 8.07% 6/15/1998 25,262,368 25,262 25,262
UNUM Life Insurance Company
8.10% 1/31/1996 297,762 298 298
__________ __________
$3,528,652 $3,528,652
========== ==========
25
SCHEDULE II
INTERNATIONAL BUSINESS MACHINES CORPORATION
IBM TAX DEFERRED SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS*
DECEMBER 31, 1995
(Dollars in Thousands)
Acquisitions Disposals
--------------------- --------------------------------------------------
Realized
Volume Cost Volume Proceeds Cost Gain
------ ---------- ------- ---------- ---------- ----------
Bankers Trust Discretionary
Cash Fund
- Acquisition Transactions 350 $ 365,071
- Disposal Transactions 295 $ 330,598 $ 330,598 -
Bankers Trust Directed Account
Cash Fund
- Acquisition Transactions 414 $1,387,011
- Disposal Transactions 523 $1,381,476 $1,381,476 -
International Business Machines
Corporation Common Stock
- Acquisition Transactions 125 $ 253,585
- Disposal Transactions 63 $ 177,195 $ 138,561 $ 38,634
Bankers Trust Large
Capitalization Equity Index Fund
- Acquisition Transactions 202 $ 330,868
- Disposal Transactions 138 $ 89,271 $ 76,036 $ 13,235
* NOTE: Cumulative transactions involving an amount in excess of 5 percent of the value of plan assets.
26