8-K
filed May 1, 2026, 7:59 PM ET
ticker IBM
CIK 0000051143
other material
confidence high
sentiment neutral
materiality 0.35
IBM annual meeting: 2026 LTPP approved, all directors elected, stockholder proposals defeated
INTERNATIONAL BUSINESS MACHINES CORP
- 2026 Long-Term Performance Plan approved with 75.8% of votes cast in favor (443.9M for, 141.4M against).
- All 13 director nominees elected; Andrew N. Liveris received the highest against votes at 77.1M (13.2% of votes cast).
- Advisory vote on executive compensation (Say on Pay) passed with 94.2% support (549.9M for).
- Board size reduced to 13 as Frederick H. Waddell did not stand for re-election.
- All five stockholder proposals defeated; proposal on written consent received 37.3% support.
Machine-readable event card
- schema_version
- secwatch.filing_event.v1
- accession
- 0000051143-26-000043
- form_type
- 8-K
- ticker
- IBM
- cik
- 0000051143
- company_name
- INTERNATIONAL BUSINESS MACHINES CORP
- filed_at
- 2026-05-01T23:59:59+00:00
- discovered_at
- 2026-05-14T18:02:33.612422+00:00
- generated_at
- 2026-05-15T00:26:01.624543+00:00
- sec_items
- ["5.02", "5.03", "5.07", "9.01"]
- event_type
- other_material
- sentiment
- neutral
- materiality_score
- 0.35
- calibrated_materiality_score
- 0.35
- confidence
- high
- secwatch_canonical_url
- https://secwatch.observer/filing/0000051143-26-000043
- json_url
- https://secwatch.observer/filing/0000051143-26-000043.json
- markdown_url
- https://secwatch.observer/filing/0000051143-26-000043.md
- text_url
- https://secwatch.observer/filing/0000051143-26-000043.txt
- edgar_index_url
- https://www.sec.gov/Archives/edgar/data/51143/000005114326000043/0000051143-26-000043-index.htm
- edgar_primary_document_url
- https://www.sec.gov/Archives/edgar/data/51143/000005114326000043/ibm-20260428.htm
- generated_by_model
- deepseek-v4-flash:cloud@v2
- review_status
- machine_generated
- human_reviewed
- false
- corrected
- false
- correction_note
- null
- correction_timestamp
- null
- superseded_by
- null
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other_material
Items 5.02, 5.03, 5.07, 8.01, 9.01
same fact type: governance_change
same SEC item: 5.02, 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
the Board of Directors of the Company amended Section 3.3 of Article III of the Company’s Amended and Restated By-Laws (the “ By-Laws Amendment ”) to permit the removal of a director with or without cause by the affirmative vote of two-thirds of the outstanding shares of capital stock of the Company entitled to vote at a meeting of shareholders duly called for such purpose. The effective date of the By-Laws Amendment is May 8, 2026.
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SNDR
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other_material
Items 5.02, 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.02, 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
On April 30, 2026, the Board of the Company approved Amended and Restated Bylaws of the Company to provide that the lead independent director (if any) may call special meetings of the Board and will act as chair of meetings of the Company’s stockholders and of the Board in the absence, inability, or refusal to act of the Chair of the Board. In addition, in the event of a vacancy in the office of Chair because of death, resignation, removal, disqualification, or otherwise in which the Board does not appoint a successor Chair, the lead independent director (if a lead independent director has been duly elected) or Chief Executive Officer (if no lead independent director has been duly elected) shall be the Chair and assume the duties, responsibilities, and authority of the office of Chair until a successor is appointed by the Board.
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other_material
Items 5.02, 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.02, 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
stockholders approved certain amendments (the “ Charter Amendments ”) to the Company’s Restated Certificate of Incorporation (the “ Certificate of Incorporation ”).
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MRNA
Moderna amends bylaws for federal forum exclusivity; stockholders re-elect directors
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May 11, 2026, 7:59 PM ET
other_material
Items 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
On May 6, 2026 , the Board of Directors (the “Board”) of Moderna, Inc. (the “Company”) approved an amendment to the Company’s Second Amended and Restated By-Laws (the “By-Law Amendment”), effective immediately, to designate the federal district courts of the United States as the sole and exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act of 1933, as amended, unless the Company consents in writing to the selection of an alternative forum.
Filing page
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LKQ
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LKQ CORP
May 8, 2026, 7:59 PM ET
other_material
Items 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
the Company’s stockholders, upon the recommendation of the Company’s board of directors (the “Board”), approved an amendment (the “Charter Amendment”) to the Company’s Restated Certificate of Incorporation to provide stockholders holding a combined 25% or more of the Company’s common stock with the right to request a special meeting of stockholders.
Filing page
SEC filing
ENTG
Entegris shareholders eliminate supermajority voting; all directors elected
ENTEGRIS INC
May 8, 2026, 7:59 PM ET
other_material
Items 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
On February 5, 2026, the Board approved the adoption of the Amended and Restated By-Laws of the Company to conform to the Second Amended and Restated Certificate of Incorporation. The Board’s approval of the Amended and Restated By-Laws was contingent upon the stockholders’ approval of the Second Amended and Restated Certificate of Incorporation. The Amended and Restated By-Laws became effective on May 7, 2026.
Filing page
SEC filing
TCMD
Tactile Systems shareholders approve director removal amendment, re-elect all directors
TACTILE SYSTEMS TECHNOLOGY INC
May 7, 2026, 7:59 PM ET
other_material
Items 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
on May 6, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation that sets forth the Amendment (the “Certificate of Amendment”).
Filing page
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AUB
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May 6, 2026, 7:59 PM ET
other_material
Items 5.03, 5.07, 9.01
same fact type: governance_change
same SEC item: 5.03, 5.07, 9.01
same event type: other_material
similar materiality
This filing
Article III, Section 2 of the Company’s By-Laws was amended to decrease the number of directors to thirteen, effective April 28, 2026.
Comparable filing
The Amended and Restated Articles were effective on May 6, 2026.
Filing page
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