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Item 1. Business

2026-05-29 compared with 2025-05-30 · 134 added, 239 removed, 96 unchanged (80% of the section changed)

Kyndryl Holdings, Inc.

(“we,” “Kyndryl” or the “Company”) is a leading provider of mission-critical enterprise technology services offering advisory, implementation and managed service capabilities to thousands of customers in more than 60 countries.

In this report, we use the terms “Kyndryl,” the “Company,” “we,” “us” and “our” to refer to Kyndryl Holdings, Inc.

and its consolidated subsidiaries.

Kyndryl is a leading provider of mission-critical enterprise technology services, offering advisory, implementation and managed service capabilities to thousands of customers in more than 60 countries.

As the world’s largest IT infrastructure services provider, the Company designs, builds, manages and modernizes the complex information systems that the world depends on every day.

We have a long track record of helping enterprises navigate major technological changes, particularly by enabling our customers to focus on the core aspects of their businesses during these shifts while trusting us with their most critical systems.

Our purpose is to design, build and manage secure and responsive private, public and multi-cloud environments to serve our customers’ needs and accelerate their digital transformations.

We provide engineering talent, operating solutions and insights derived from our knowledge and data around IT systems.

This enables us to deliver advisory, implementation and managed services at scale across technology infrastructures that allow our customers to de-risk and realize the full value of their digital transformations.

We do this while embracing new technologies and solutions and continually expanding our skills and capabilities, as we help advance the vital systems that power progress for our customers.

We deliver technology services capabilities, insights and depth of expertise to modernize and manage IT environments based on our customers’ unique needs.

We offer services across domains such as cloud services, core enterprise and zCloud services, applications, data and artificial intelligence (“AI”) services, digital workplace services, security and resiliency services and network and edge services as we continue to support our customers through technological change.

Our services enable us to modernize and manage cloud and on-premises environments as “one” for our customers, enabling them to scale seamlessly.

To deliver these services, we rely on our team of tens of thousands of skilled practitioners.

Since our large and diversified customer base operates in multiple industries and geographies, we utilize a flexible labor and delivery model with a balanced mix of global and local talent as needed to meet customer-specific needs, regulatory requirements and data protection and labor laws.

Our employees leverage their deep engineering expertise and extensive experience operating complex and heterogeneous technology environments to drive service quality, intellectual property development and our long-term trusted customer relationships.

As described in “— Our Customers,” we have many customer relationships that are decades long, as we provide high-quality, mission-critical services that are core to operations with customers that represent the backbones of their respective industries.

These customers entrust us to deliver the services they need and to manage their complex environments so that they can achieve their business objectives.

We partner with a broad ecosystem, including a wide range of hyperscale cloud providers, system integrators, independent software vendors and technology vendors from startups to market leaders.

This enables us to serve our customers with contemporary technology capabilities that best fit their needs and open new avenues for growth.

We offer services across a number of areas of expertise, such as cloud services, core enterprise services, applications, data and artificial intelligence (“AI”) services, digital workplace services, security and resiliency services and network and edge services as we continue to support our customers through technological change.

Our services enable us to modernize and manage cloud, on-premises and hybrid IT environments as “one” for our customers, enabling them to scale seamlessly.

To deliver these services, we rely on our global team of skilled practitioners.

Our employees leverage their deep engineering expertise and extensive experience operating complex and heterogeneous technology environments to drive service quality and intellectual property development and develop and maintain our long-term trusted customer relationships.

We partner with a broad ecosystem, including a wide range of hyperscale cloud providers, system integrators and independent software and technology vendors from startups to market leaders.

This enables us to serve our customers with innovative technology capabilities that best fit their modernization needs, advancing their digital transformations, with automation and agentic AI-led solutions, and open new avenues for growth.

This is all underpinned by our ability to integrate and operate mission-critical technology at scale using deep engineering expertise and intellectual property.

Our approach has enabled us to reach significant scale, with $15.1 billion in revenue in fiscal year 2025, which ended March 31, 2025.

We are focused on driving revenue growth with sustainable margins by extending our leadership in the markets in which we operate while investing in our capabilities and expanding our high-value, next-generation services consistent with customer needs.

Kyndryl’s Spin-off

In November 2021, our former parent company, International Business Machines Corporation (“IBM” or “former Parent”) effected the spin-off (the “Separation” or the “Spin-off”) of the infrastructure services unit of its Global Technology Services segment through the distribution of shares of Kyndryl’s common stock to IBM stockholders.

On November 3, 2021, the Separation was achieved through the former Parent’s pro rata distribution of 80.1% of the shares

of common stock of Kyndryl to holders of the former Parent’s common stock as of the close of business on the record date of October 25, 2021.

Kyndryl’s stock began trading as an independent company on November 4, 2021, and IBM disposed of its 19.9% retained interest in Kyndryl common stock in the year following the Spin-off.

Our Industry and Market Opportunity

We operate in an industry that provides services for the technology environments that power customers’ businesses.

These services span areas such as management of mission-critical systems across dedicated data centers and multiple clouds.

As customers advance their digital transformations, they are looking for partners that understand their business objectives and unique digital journeys and have the skills to engineer and operate the IT environments to enable their transformations.

Our long-standing position as an informed and trusted partner, with decades-long relationships and leading capabilities, provides us with the knowledge and expertise to help existing and new customers realize their future.

The markets for these services are large and dynamic.

Growth in this market is driven by services that are aligned to customers’ transformations, including public cloud managed services, data services, security services, intelligent automation services and managed services for edge environments.

Several trends underpin the growth of our market, including:

● Greater demand for digital transformation services.

Companies continue to digitally transform to deliver better customer experiences and compete more effectively, which drives the need for services to support modernization of IT within the enterprise.

This trend has expanded in recent years as organizations look to further their digital capabilities and new technologies proliferate.

While customers seek to transform, skills availability often represents a challenge, with lack of skills often being an impediment to transformation of the IT environment.

● Ongoing migration to cloud.

Companies continue to move workloads to the cloud, adopting new capabilities for flexibility, workload portability and management.

Public cloud is an increasingly critical component of enterprise IT strategy, and hybrid and multi-cloud technologies offer flexibility to achieve security, performance and cost savings needed for critical workloads.

These transitions are often complex, with companies frequently seeking assistance from service providers.

The extension of cloud services to multiple environments in different locations has given rise to distributed cloud and migration of workloads to these infrastructures that have a greater fit for purpose.

● Rapid data growth.

As economies have evolved digitally, significantly increasing data volume, management of this data has become much more complex.

The challenge for many organizations is how to collect, harness and govern this data for insights, including by leveraging AI and generative AI, and realizing data readiness as a differentiator.

Generating AI insights at scale requires establishing data foundations, architectures and large-language model operations frameworks.

In order to leverage advanced capabilities such as AI, generative AI and machine learning, enterprises additionally need to address data privacy, compliance, security, multi-cloud data management and data governance across physical and virtual layers of the IT estate.

● Increasing need for secure systems.

As technology environments become increasingly complex and online, remote and distributed work environments persist, cybersecurity will remain of paramount importance as threats proliferate.

Breaches in security can have severe, lasting financial and reputational consequences on businesses.

In response, businesses continue to build out their cybersecurity efforts, using service providers to augment their capabilities.

Enterprises seek service providers that can deploy the expertise and resources needed to manage their growing cybersecurity needs with an efficient and comprehensive view of their IT environment.

● Accelerating pace of technological advancement.

As companies adopt new technologies, such as AI and generative AI, for improved productivity, customer experience, operational agility, business performance and innovation, they often face challenges in complexity to integrate these new technologies with their existing IT estates.

As a result, the required skills, integration burden and cost in end-to-end operational management often

As generative AI is disrupting businesses at an accelerated pace, adopting new technologies requires a well-designed IT environment orchestrated to effectively realize business objectives.

We provide advisory, implementation and managed services in and across a range of technology domains to help our customers manage and modernize enterprise IT environments in support of their business and transformation objectives.

Our services are differentiated based on our expertise, quality of service, innovation, and intellectual property and data around IT patterns across customers in the following domains:

● Cloud Services:

We design, build and provide managed services for our customers’ multi-cloud environments.

We apply a mix of skilled practitioners, intelligent automation and modern service management principles of Site Reliability Engineering, AI for IT operations (“AIOps”), Infrastructure as Code and DevOps.

We help enterprises optimize their use of hyperscale cloud providers in a unified environment, seamlessly integrating services delivered by independent software vendors (“ISVs”), large public cloud providers, internal platforms and other technologies.

● Core Enterprise & zCloud Services:

We establish and operate modern technology infrastructure on behalf of enterprise customers to enable their current and future growth and profitability objectives, whether they want to modernize their existing infrastructure, integrate their existing infrastructure with hyperscale cloud providers, or migrate to a new platform.

We support a range of enterprise architectures, including mainframe environments, distributed computing, enterprise networks and storage environments.

● Application, Data & AI Services:

We provide end-to-end enterprise data services, including data transformation, data architecture and management, data governance and compliance and data migration.

We support chief digital officers, chief information officers (“CIOs”) and chief technology officers (“CTOs”) in governing the vast quantities of enterprise data across internal and external sources to drive their digital strategies, transactions and business objectives and to enable the implementation of AI and generative AI tools, while maintaining security, ethical standards and compliance with country-specific data protection regulations.

We provide services to design, build, manage and automate the IT environments for enterprise applications as they migrate to the cloud.

Our services help CIOs and CTOs unlock the full value of leading third-party enterprise resource planning systems (e.g., Oracle and SAP) and packaged applications through the use of AI and software-defined technologies.

● Digital Workplace Services:

Our digital workplace services provide the technology infrastructure, mobility, security and access solutions to support a global workforce that is constantly evolving.

Kyndryl was formed in November 2021 from a spin-off (the “Separation,” the “Spin-off” or “spin”) from International Business Machines Corporation (“IBM” or “former Parent”) of the infrastructure services unit of IBM’s Global Technology Services segment.

The Company is organized, managed and classified into four reportable segments by geography:

United States, Japan, Principal Markets and Strategic Markets.

For additional information on these segments, refer to Note 4, Segments, to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

We provide advisory, implementation and managed services in and across a range of agentic AI, IT modernization, public and private clouds and cybersecurity solutions to help customers modernize at scale, strengthen

resilience and unlock greater business value.

Our services are differentiated based on our expertise, quality of service and intellectual property and data around IT patterns across customers in a number of areas of expertise, including:

We design, build and manage distributed computing platforms, including on-premises, private, public and hybrid multi-cloud environments.

With visibility across customers’ infrastructures, applications and networks, supported by automation, we help customers improve their operational agility, security and cost efficiency.

● Core Enterprise:

We modernize, operate and integrate mainframe and other core enterprise systems across hybrid environments, supporting mission-critical platforms while connecting to private and public clouds.

Our services include infrastructure optimization and hybrid integration, leveraging AI for analysis, code transformation and operational efficiency, and partnering with hyperscalers to extend core systems into secure and scalable hybrid architecture.

● Applications, Data & AI:

We provide application modernization, data management and AI-related services, with an increased focus on AI-driven transformation.

This includes agentic AI capabilities supported by AI innovation centers and an agentic AI framework for responsible deployment at scale.

We work with customers to design and implement AI-enabled workflows within enterprise systems, using a policy-as-code approach to address governance, security and compliance requirements.

● Digital Workplace:

We provide technology infrastructure, mobility, security and access solutions to support a global workforce that is constantly evolving.

Our services include enterprise mobility solutions that provide users with the ability to work seamlessly across environments and locations.

● Security & Resiliency Services:

We provide comprehensive enterprise cybersecurity services for chief information security officers (“CISOs”) and chief risk officers, including insights, protection, detection, response and recovery to support the security of our customers’ hybrid IT estates, data and operations.

Concurrently, we provide resiliency services that include a mix of business continuity planning and cloud-based disaster recovery capabilities (composed of experts, digital tools, automation and failover environments).

These services allow our customers to operate without issue or disruption in response to attacks, outages, natural disasters and geopolitical events.

● Network & Edge Services:

We provide network and edge services to help customers meet their technological and commercial requirements for connectivity and compute across their digital environments.

Our strategy and assessment services help evaluate customers’ network needs for their multi-cloud environments, while our network transformation and managed services allow customers to realize benefits of the latest software-defined network technologies and wireless technologies.

We deliver these services with a proprietary framework and architecture coupled with proof of concepts to then implement and manage enterprise networks with the appropriate economics.

Our advisory and implementation services are branded as “Kyndryl Consult” and span all six of the practices described above.

In the area of AI and generative AI, we both (i) apply AI and machine learning to deliver services through our Kyndryl Bridge operating platform and (ii) enable our customers to deploy AI and generative AI solutions through our data architecture, data governance, network, security, applications and AI services.

Our Competitive Strengths

We are the largest IT infrastructure services provider in the world.

We are a recognized leader in many of the services we provide.

We are known for our technology integration and modernization expertise – advising, designing, building and managing complex technology environments.

Our global, high-quality service delivery is underpinned by experienced and highly-trained practitioners who deliver our capabilities to our customers on a daily basis.

Importantly, we are committed to maintaining our culture of customer service excellence – especially in times of crisis, from pandemics to natural disasters, cyber-attacks and power outages.

Given our unique capabilities, scale, intellectual property and engineering talent, we are positioned to partner with enterprises for their future across a range of technologies, use cases and business strategies to help them maximize the return on their technology investments and digital transformations.

Our competitive strengths stem from our intellectual property and data around IT patterns, our employees’ experience and knowledge, our mission-critical expertise and our broad ecosystem of partners:

● We are a leader in technology services .

We are the largest provider of IT infrastructure services and are recognized by research analysts as a leader in key service areas.

Through our delivery capabilities, AI that augments our people and underpins our Kyndryl Bridge operating platform, and scale, we provide mission-critical services to a diversified customer base.

We possess significant experience in virtually all industries, gained through collaboration with customers over 30 years designing, building and managing operating environments for their IT systems.

Our highly skilled workforce provides the expertise (e.g., approximately 40,000 hyperscale cloud provider certifications) to securely and reliably handle many of the most complex issues.

We also have unique intellectual property applicable to IT environments, including our substantial patent portfolio.

● We consistently deliver performance and reliability for complex environments .

Our expert practitioners and talented engineers provide services through modern ways of working, such as Agile and DevSecOps.

Together with our customers and partners, we co-create solutions to complex real-world business problems, leveraging Kyndryl Vital, our design-led co-creation experience.

Additionally, our unique intellectual property and industry-leading technology platforms utilize contemporary approaches to IT operations to provide reliable and efficient solutions for each customer’s operating model.

These capabilities allow us to execute with secure and compliant operating and delivery models at scale, driving high-quality performance and customer satisfaction.

We realize high-quality performance across thousands of service-level agreements and consistently achieve top-tier customer satisfaction and advocacy.

● We deliver insights at scale, supported by unique automation capabilities, end-to-end orchestration of processes and application of AI .

Our ability to deliver superior outcomes for customers is driven by our capacity to leverage our data around IT patterns and insights, derived from multiple technology environments across customer engagements.

We apply machine learning, combined with our practitioner expertise, to derive unique insights used to service customers, enhance our offerings and produce our next-generation services.

For example, we are a recognized leader in the use of automation and operational AI in the delivery of our services, executing more than 180 million automated actions per month in the IT environments we manage, which enables greater quality and efficiency for us and our customers.

We leverage our operational AI approach and set of technologies, along with intellectual property that we apply and continually evolve to develop predictive actions to prevent issues before they arise.

● We are a recognized leader in managed services for cloud and on-premises environments and services such as security and resiliency.

We offer a range of high-value capabilities including cloud services and security and resiliency services, providing us with a sustainable competitive advantage when helping customers transform their technology environments.

Our multi-cloud management capabilities are differentiated by our ability to

deliver an integrated view of our customers’ diverse technology environments and to provide our services and solutions digitally.

We offer integrated services between the cloud and on-premises environments and manage the world’s largest mainframe estate.

● We offer an integrated ecosystem to help customers adopt and run increasingly heterogeneous sets of technologies .

As customers pursue multiple cloud-based technology partners, applications and capabilities, integration is increasingly critical for customers to manage and orchestrate the technology environments required to run their businesses and achieve their broader objectives.

We provide holistic services across thousands of diverse technologies, delivering end-to-end integration across public and private / on-premises cloud platforms and other full-stack technology solutions.

Our robust ecosystem of strategic global alliances and technology partners, including large public cloud providers, independent software vendors and other players in the technology stack, allows us to provide industry-leading technologies and capabilities for our customers.

Our Strategies

● Security & Resiliency:

We deliver a full line of cybersecurity, business continuity and disaster recovery services, with a focus on cyber resilience and recovery.

Our services include cloud-based, AI-enabled recovery capabilities that automate and orchestrate disaster recovery across hybrid environments, supported by centralized visibility and orchestration tools.

Our offerings also include zero-trust security architectures, continuous compliance and cyber defense services developed through technology partnerships.

● Network & Edge:

We provide unified network services for cloud and data center connectivity to assist customers in meeting their technological and commercial requirements.

We offer secure access service edge (SASE) and private wireless network services, as well as network automation through new partnerships.

With our large and diversified customer base operating in multiple industries and geographies, our managed services utilize a flexible labor and delivery model with a balanced mix of global and local talent as needed to meet customer-specific needs, regulatory requirements and data protection and labor laws.

Our advisory and implementation services, which are branded as Kyndryl Consult , leverage co-creation methodologies to address complex technological challenges and drive business outcomes and operational improvements.

Through our AI-powered open integration digital business platform, Kyndryl Bridge , we are increasing automation across service delivery by embedding agentic AI within our own operations to drive productivity and efficiency.

We are leveraging machine learning to proactively identify risks before they impact our customers’ operations and use AI-driven recommendations to empower our teams to resolve issues in real-time.

We believe AI agents help streamline knowledge discovery and accelerate incident response, to build greater efficiency and resilience across the IT environments we manage.

As the landscape evolves across applications, infrastructure and operations, we are well positioned to help customers with their digital transformations and modernization, in designing, implementing, scaling and running AI-driven services, embedding AI into decision-making data flows and infrastructure management, and designing strategies tailored to our customers’ business goals – whether through machine learning, traditional AI, generative AI or agentic AI.

We are expanding our capabilities to enable our customers to deploy AI-driven solutions at scale through our data architecture, data governance, network, security, applications and AI services.

Last year, we introduced, and have continually enhanced, a dynamic enterprise-grade agentic AI framework that enables customers to adopt, deploy and scale agentic AI solutions to transform and improve their business operations.

We are continuing to invest in AI innovation labs and in related capabilities and skills to deliver emerging technologies to customers at increasing scale.

Several trends underpin the growth of our market and the strategy we are executing, including greater demand for modernization and digital transformation services, ongoing migration to cloud, rapid data growth and increasing need for secure systems, and the accelerating pace of technological advancement.

Our strategy is centered on our ability to build and enrich trusted relationships with customers and technology partners, differentiating Kyndryl through our proven ability to create and deploy scale-derived intellectual property, provide mission-critical expertise across industries and partner with a broad ecosystem of leading technology providers for contemporary capabilities that best suit customers’ needs.

We regularly introduce new capabilities with these technology providers, including strategic relationships with Amazon Web Services, Google Cloud and Microsoft announced since our Spin-off.

We have a strong and long-standing foundation developed by governing and managing complex technology environments, including a range of third-party technologies (e.g., Cisco, Dell, Dynatrace, HPE, NVIDIA, Oracle, Palo Alto Networks, Red Hat, Rubrik, SAP, ServiceNow and VMware).

Through these alliances, we continue to develop more services to expand the role we play with existing customers and to access new customers and markets.

We have a long track record of running customers’ technology environments, enabling them to focus on other aspects of their businesses.

Given the nature of the work we do, we have a unique perspective on the operating paradigms that enable the high-quality technology environments which our customers have come to rely on for their most critical systems.

This position enables us to meet customers where they are in their unique digital transformations, work alongside our customers to take them where they want to be and in turn enable them to realize the full, at-scale value of that progression.

Underpinning all of this are our intellectual property, mission-critical expertise across industries and a broad ecosystem of technology alliances.

Our focus is centered on the following strategic tenets:

● Scale insights and intellectual property .

We are investing to position ourselves at the forefront of developing and innovating the services and operating paradigms for the evolution and integration of mission-critical technology, further expanding our existing intellectual property in differentiated areas.

Our depth of experience implementing and operating complex architectures across technology sets has yielded valuable experience and intellectual property.

We have approximately 3,000 patents that relate to various areas of running complex technology environments, including patents related to multi-cloud management, orchestration, integrated monitoring, issue triage and resolution and other areas that enable quality of service.

Our mission-critical expertise across all industries, augmented by our automation platforms that draw on our IP and data, is a key differentiator in managing complex technology environments.

● Diverse ecosystem .

As an independent entity, we have embraced a broad ecosystem of strategic partnerships with a wider set of technology and services companies.

We are investing in an ecosystem of technology providers and corresponding skill-sets that are increasingly relevant as enterprises digitize and transform their business models, building on our existing base of certifications across many market-leading technologies.

In parallel, we are extending our operating, governance and compliance models to this broader set of technologies to integrate and provide end-to-end capabilities for our customers as they digitize and evolve their environments.

● Digital service models .

We are increasingly serving customers through our Kyndryl Bridge platform – an AI-powered open integration platform that leverages Kyndryl’s core strengths, data-driven insights and expertise, to create an uninterrupted path between digital business and the technology that delivers it.

We couple our technology governance and capabilities from our ecosystem partners for ease-of-use and scalability, tailored to the needs of specific customer segments.

To execute these strategies, our operating model increasingly reflects that of a flat, fast and focused services company, centered around our customers’ success.

We are focused on building and maintaining world-class teams, developing aligned intellectual property and automation, and leveraging our ecosystem of technology alliance partners.

To accelerate our return to profitable growth, we have aggressively executed on our “three-A” initiatives – Alliances, Advanced Delivery and Accounts.

Our implementation of these strategic priorities has enhanced the services we provide to our customers and has made significant positive contributions to our financial performance.

Our global teams are leveraging our partnerships with leading technology vendors, further strengthening the automation we deploy in delivering our services, and addressing elements of our business with substandard margins as follows:

● Alliances initiative – Driving signings, certifications and revenues with our new ecosystem partners and capabilities.

We leverage our relationships with key hyperscale cloud providers and other leading technology vendors to expand our cloud and other offerings in the market, and the range of technology solutions we can offer to, and implement for, our customers.

We maintain business alliances with Amazon Web Services, Cisco, Dell, Dynatrace, Google Cloud, HPE, Microsoft, NVIDIA, Oracle, Palo Alto Networks, Red Hat, Rubrik, SAP, ServiceNow and VMware, among others.

We continue to expand the cloud-related capabilities we offer to customers and to hold tens of thousands of hyperscale cloud provider certifications.

● Advanced Delivery initiative – Transforming service delivery through upskilling and automation.

Our expanded use of Kyndryl Bridge, automation and other technology tools allows us to further strengthen the quality of services we deliver to our customers, drive efficiency in our operations, and redeploy professionals in our organization to serve new revenue streams and backfill attrition.

Our increased use of automation and AI within our delivery operations helps to reduce costs across the entire organization.

We have built a strong foundation for our business with our “three-A” initiatives – Alliances, Advanced Delivery and Accounts – that have become a core part of our operational discipline and that enable us to adapt to customer needs, enhance operation efficiency and accelerate investments in our growth:

● Alliances initiative – Driving signings, certifications and revenues with our broad ecosystem of partners and capabilities.

We maintain business alliances, and leverage our relationships, with key hyperscale cloud providers and other leading technology vendors to expand our cloud and other offerings in the market, and the range of technology solutions we can offer to, and implement for, our customers.

We continue to expand the cloud-related capabilities we offer to customers and hold tens of thousands of hyperscale cloud provider certifications.

● Advanced Delivery initiative – Transforming service delivery through upskilling, automation and agentic AI.

Through our Kyndryl Bridge operating platform, we continue to drive automation throughout our delivery operations and incorporate other technology tools to allow us to further strengthen the quality of services we deliver to our customers, drive efficiency in our operations, and redeploy professionals in our organization to serve new revenue streams and backfill attrition.

Our increased use of automation and agentic AI within our delivery operations enables our customers to modernize at scale, strengthen resilience and unlock greater business value.

● Accounts initiative – Addressing elements of our business with substandard margins.

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We are also able to reduce costs by applying our Advanced Delivery tools and processes to replace labor-intensive and/or customized services with automated and/or more standardized solutions.

And when managed services contracts with substandard margins are renegotiated and renewed, we seek to adjust pricing and other terms to enhance our margins.

As we evolve as an independent company, we intend to increase our emphasis on top-line revenue growth, both by expanding the scope of services we provide to existing customers and by winning new customers.

In addition, we will continue executing on our three-A’s initiatives, growing Kyndryl Consult and optimizing our costs and expenses throughout our business, from service delivery to corporate functions.

We will continue to focus on these initiatives to drive profitable growth and enable us to deliver more value to customers and stockholders.

In September 2024, Kyndryl published its latest Corporate Citizenship Report outlining the actions and plans that align our corporate citizenship strategy with our mission.

This includes achieving net zero greenhouse gas emissions by 2040 and a 50% reduction in global emissions including our value chain by 2030 aligned with the Science Based Targets initiative.

Beyond our environmental commitments, Kyndryl is focused on building an engaged workforce culture.

Our approach to our workplace consists of empowering employees to advance their careers through ongoing training and upskilling.

Kyndryl has published its human rights and modern slavery statement and launched the Kyndryl Foundation, which delivers philanthropic grants for community development programs.

With respect to governance matters, Kyndryl also leverages industry best practices to govern its quality management system, processes and tools to enable operations to meet the standards of compliance and responsible business practices that clients and partners expect.

We also maintain a Code of Conduct for directors, executive officers and employees which summarizes our policies addressing anti-harassment, anti-discrimination, retaliation prevention, physical security and cybersecurity, confidentiality and data privacy, and prevention of fraud, waste and abuse.

We seek to adjust pricing and other terms of managed services contracts with substandard margins to enhance our margins through renegotiation or at renewal.

Our Customers

Our customer relationships across a broad range of industries demonstrate the deep level of trust that we have earned and the role we play as a partner that provides technical expertise, insight and intellectual property to solve customer challenges.

We have a long track record of running customers’ technology environments to enhance their IT operations to meet their business objectives.

This position enables us to meet customers where they are in their unique digital transformations, work alongside our customers to modernize and enhance their IT operations and in turn enable them to realize the full, at-scale value of that progression.

We are the trusted advisor and partner to thousands of customers worldwide, in technology-intensive and often highly regulated environments, managing mission-critical technology environments across a wide range of industries.

As of our fiscal year ended March 31, 2026:

● Approximately 45 percent of our revenue is derived from companies in the financial services industry, where we serve hundreds of global, multinational and regional banks, insurance companies, mutual fund complexes, credit card and transaction processors and providers of other financial services.

● 17 percent of our revenue is from retail, travel and logistics companies.

● 14 percent of our revenue is generated from the industrial sector, which includes some of the largest automotive manufacturers in the world.

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● 11 percent of our revenue is generated from technology, media and telecom companies.

● 15 percent of our revenue is from retail, travel and other companies.

Within these sectors, our revenues are diversified across a broad set of customers.

In fiscal year 2025, our five largest customers accounted for approximately 8% of our revenue.

federal government accounted for less than one-half of one percent of our revenue.

As companies look to modernize their technology estates, they often face a key impediment because of the skills and expertise needed to realize their transformations.

This, in part, is brought on by the increasing complexity of enterprise environments, the incorporation of new technologies and the deployment of different operating models.

While many companies have strengthened their technology teams, they have also encountered difficulties in sourcing the breadth of expertise needed for their environments and leveraged service providers to address their needs.

Companies will benefit from selecting service providers that have greater insight into their environments and needs, which advantages partners like Kyndryl who have industry-leading scale and long-standing customer relationships.

In fiscal year 2026, our five largest customers accounted for approximately 10 percent of our revenue.

Sales and Marketing

Our customer engagement and brand positioning are focused on deepening our existing customer relationships, attracting and winning new customers and creating an ecosystem built on go-to-market relationships with leading cloud and other technology providers, advisors and integrators to offer best-in-class advisory, implementation and managed services tailored to each existing and new customer’s environment and requirements.

Our customer engagement and brand positioning are focused on deepening our existing customer relationships, attracting and winning new customers and creating an ecosystem built on go-to-market relationships with leading technology providers, advisors and integrators to offer best-in-class advisory, implementation and managed services tailored to each existing and new customer’s environment and requirements.

Customer-centric account approach .

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The teams leverage our intellectual capital and tools underpinned by insights and proven practices derived from operating at scale.

Senior account leaders orchestrate the teams and have end-to-end accountability from sale to delivery for customers.

They tailor the full suite of our services to customers’ needs to deliver value and business outcomes across a wide range of technology environments.

We tailor the full suite of our services to customers’ needs to deliver value and business outcomes across a wide range of technology environments.

Account leaders are supported by dedicated, multi-disciplinary technical sales, delivery and consulting teams, as well as by shared services teams, to support an effective and efficient engagement.

This account coverage model ensures consistent and reliable delivery of services for our existing relationships over the lifetime of current and renewal contracts.

In addition, the model supports the potential expansion of existing relationships based on our deep industry perspective and expertise and knowledge of customers’

unique needs.

In addition, the model supports the potential expansion of existing relationships based on our deep industry perspective and expertise and knowledge of customers’ unique needs.

Finally, this account-based model seeks to build and expand existing relationships with line-of-business buyers, as they have become critical decision makers working alongside our customers.

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We deploy our talent, thought leadership, proven practices, intellectual capital and partnership ecosystem as part of our project engagements to mature them into longer-tail managed services opportunities.

In addition, we attract and develop new customers across the globe via account-based marketing, insights derived from operating at scale and direct sales teams with years of sector-specific experience and proven practices to generate unique insights for customers.

In addition, we attract and develop new customers across the globe through account-based marketing, insights derived from operating at scale and direct sales teams with years of sector-specific experience and proven practices to generate unique insights for customers.

As we gain new customers, we apply our account coverage model to expand our relationships and footprint over time.

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We are continuing to enhance and develop strategic partnerships with companies in the ecosystems most relevant to our customers’ digital transformations.

This includes building new routes to market across these ecosystems to serve as a multiplier, enabling us to expand business via partners such as public cloud providers, ISVs, technology providers, system integrators, business consulting firms and business services providers.

These relationships bring value to our customers through broader access to best-in-class solutions that are tailored for their unique technology environments and digital journeys.

We have several key partnerships, including with Amazon Web Services, Cisco, Dell, Dynatrace, Google Cloud, HPE, Microsoft, NVIDIA, Oracle, Palo Alto Networks, Red Hat, Rubrik, SAP, ServiceNow and VMware that accelerate broader market participation, joint solution development and investment in skills and certification enhancements for Kyndryl.

We have established dedicated teams to support our key alliance partners and will continue to co-create and co-market with them to deliver value to our mutual customers, driving differentiation in the market with industry-leading technology and Kyndryl services.

This includes building new routes to market across these ecosystems to serve as a multiplier, enabling us to expand business through partners such as public and private cloud providers, ISVs, technology providers, system integrators, business consulting firms and business services providers.

These relationships from our broad ecosystem of partners bring value to our customers through broader access to best-in-class solutions and contemporary technology capabilities that are tailored for their needs - their unique technology environments and digital journeys - and open new avenues for growth.

We have several key partnerships, including with Amazon Web Services, Broadcom, Cisco, Dell, Dynatrace, Google Cloud, HPE, Microsoft, NVIDIA, Oracle, Palo Alto Networks, Red Hat, Rubrik, SAP and ServiceNow that accelerate market participation, joint solution development and investment in skills and certification enhancements for Kyndryl.

Through these relationships, we work with a variety of AI large language model companies, reinforcing the strength and value of the ecosystems we have built around a small, selective group of alliance partners.

Our strategic relationships with hyperscalers, such as Amazon Web Services, Google Cloud and Microsoft, allow us to expand the role we play with existing customers and access new customers and market opportunities.

We have established dedicated teams to support

our key alliance partners and will continue to co-create and co-market with them to deliver value to our mutual customers, driving differentiation in the market with industry-leading technology and Kyndryl services.

Our Competition

We compete in a market for technology services along with many other providers, ranging from small, highly specialized companies that serve a limited number of customers to large, multi-service enterprises with many clients.

These service providers include incumbents that have expanded their offerings to migration and management of cloud-based environments;

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Many of these companies offer a mix of advisory, implementation and managed services across infrastructure, application and business processes.

The basis of competition involves multiple factors, with key elements including quality of service, technical skills and capabilities, industry knowledge and experience, financial value, ability to innovate, intellectual property and methods, contracting flexibility and speed of execution.

The principal competitive factors affecting the markets for our solutions and services include:

strategic advisory capabilities, quality of solutions and services, technical skills and capabilities, industry knowledge and experience, financial value, responsiveness to customer needs, innovation abilities, intellectual property and methods, contracting flexibility and speed of execution.

Long-standing partnerships and knowledge of the customers’ technology environment often enable service providers to better address requirements and future needs.

Our decades-long collaboration with customers provides us with the insights to realize distinctive performance that supports their digital transformation.

We deliver differentiated value by providing intellectual property derived from insights at scale, deploying mission-critical expertise and leveraging a broad ecosystem – while building and strengthening partnerships to enhance the customer experience.

We position ourselves uniquely, leveraging a core strength in governance and management of complex IT infrastructure environments, delivered through a global footprint.

Our services support customers’ digital transformations, as we help accelerate their journeys by providing instrumented and engineered technology environments.

We offer choice with consistency through an operating paradigm and management model built from our experiences with complex technologies.

We believe that we possess a number of competitive advantages that distinguish us from our competitors, including:

long-term trusted relationships with customers in highly complex regulated industries and consistently delivering performance reliably in these environments;

delivering insights at scale, supported by unique automation capabilities through Kyndryl Bridge, end-to-end orchestration of processes and application of AI;

leveraging our partnerships with leading technology providers;

and offering a broad and integrated ecosystem to help customers adopt and run increasingly heterogeneous sets of technologies.

Intellectual Property

We are focused on developing leading-edge ideas and technologies and see innovation as a source of competitive advantage.

We are focused on developing leading-edge ideas and technologies and view innovation as a source of competitive advantage.

We remain committed to innovation and the development and maintenance of a focused patent portfolio that is related to our business.

A key pillar of our strategy is continuing to invest in knowledge and intellectual property to support extending our services to a broader ecosystem of technology providers, customer challenges and solutions.

Our decades of experiences working with our customers has generated operational insights, creating intellectual property that we leverage for the benefit of our customers and deploy at scale.

Our decades of experiences working with our customers have generated operational insights, creating intellectual property that we leverage for the benefit of our customers and deploy at scale.

We rely on intellectual property protections in the countries in which we operate, along with contractual restrictions, to establish and protect our offerings and services and other applicable rights.

In addition, we license third-party software along with other technologies that are used in the provision of or incorporated into some elements of our services.

We possess a significant intellectual property portfolio (including automations, AI models, reference architectures and thought leadership materials), which we believe is important to our success.

We possess a significant intellectual property portfolio (including deep operational insights, delivery tools, automations, AI models, reference architectures and thought leadership materials), which we believe is important to our success.

However, we believe our business as a whole is not materially dependent on any particular intellectual property right or any particular group of patents, trademarks, copyrights or licenses.

Additionally, we own or have rights to various trademarks, logos, service marks and trade names that are used in the operation of our business.

We also own or have the rights to copyrights that protect the content of our products and other proprietary materials.

We also own or have the rights to copyrights that protect the content of our service offerings, solutions and other proprietary materials.

Human Capital Resources

As of March 31, 2025, we had approximately 73,000 employees in more than 60 countries.

Approximately 90% of our employees work outside the U.S., with workforce hubs in India, Poland, Brazil, Japan, Czechia and Hungary.

As of March 31, 2026, we had approximately 72,000 employees in 60 countries.

Approximately 90% of our employees work outside the U.S., with workforce hubs in India, Japan, Poland, Brazil, Czechia and Hungary.

Our people advance the vital systems that power human progress and are at the center of designing, building and managing the technology environments that the world depends on every day.

Our global workforce is highly skilled, reflective of the work we do for our customers’ digital transformations and in support of their mission-critical operations.

Our global workforce is highly skilled,

reflective of the work we do for our customers’ digital transformations and in support of their mission-critical operations.

Kyndryl professionals bring deep industry and technical expertise along with a passion for continuous learning.

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and driving accountability balanced with workplace flexibility, well-being, continuous learning and an engaged environment

We are committed to building the technical careers of the future and have made investments in training and skills to enable our people to be relevant, experienced and technically positioned to serve our customers on their most complex challenges.

Our employee base adds and maintains various technical certifications and accreditations through consistent investment in skill development around emerging technologies and key areas for growth.

Health, Safety and Well-Being

Protecting the health, safety and well-being of our employees is a top priority.

We established a global, comprehensive well-being strategy designed to provide programs and benefits that support our employees’ physical, mental, social and financial well-being.

As a skills-based company, we are focused on building the technical careers of the future and have made investments in training and skills to enable our people to be relevant, experienced and technically positioned to serve our customers on their most complex challenges.

Our employee base adds and maintains various technical certifications and accreditations through consistent investment in skill development around emerging technologies and key areas for growth, such as prioritizing AI-specific training with the advancement of AI.

Total Rewards and Well-Being

Offering competitive compensation and benefits packages is an important factor in our ability to attract, retain and motivate our employees and to enhance their well-being.

We have a global, comprehensive well-being strategy designed to provide programs and benefits that support our employees’ physical, mental, social and financial well-being.

We offer comprehensive market-competitive rewards and benefits programs including health benefits, mental health support and employee assistance plans, retirement savings benefits, paid time off and recognition programs, among others.

In addition, our experienced Health and Safety team, comprised of medical doctors, nurses, industrial hygiene, safety and workforce health experts, implemented a health and safety management system that monitors our locations for compliance with all local health and safety regulations, minimizes workplace health and safety risks, and provides for safe and healthy workplaces so our employees can do their best work.

Available Information

We are required to file annual, quarterly and current reports, proxy statements and other information with the U.S.

Securities and Exchange Commission (“SEC”).

We are required to file annual, quarterly and current reports, proxy statements and other information with the SEC.

The SEC maintains a website that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at http://www.sec.gov.

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The information contained on the websites referenced above is not, and shall not be deemed to be, incorporated into this filing or any of our other filings with the SEC.

Executive Officers of the Registrant

Our executive officers as of the date hereof are as follows:

Information About our Executive Officers

Our current executive officers as of the date hereof are as follows:

Martin Schroeter.

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Schroeter served as General Manager of IBM global financing, managing a total asset base in excess of $37 billion, and had served numerous roles in Japan, the United States and Australia.

Schroeter received his MBA from Carnegie Mellon University and his undergraduate degree from Temple University.

David Wyshner.

Wyshner, 58, was appointed our Chief Financial Officer in 2021.

From 2020 until his appointment as our Chief Financial Officer, Mr.

Wyshner served as the Chief Financial Officer at XPO Logistics, Inc., where he led all financial functions for the global transportation and contract logistics company.

Schroeter received his MBA from Carnegie Mellon University and Bachelor of Science in finance and economics from Temple University.

Chugh, 55, was appointed Interim Chief Financial Officer in February 2026.

Prior to that, Mr.

Wyshner served as the Chief Financial Officer at Wyndham Hotels & Resorts, Inc.

from 2018 to 2019, and as its senior advisor from 2019 to 2020.

He served as Executive Vice President and Chief Financial Officer of Wyndham Worldwide Corporation, from which Wyndham Hotels was spun-off, from 2017 to 2018.

From 2006 to 2017, Mr.

Wyshner served as the Chief Financial Officer of Avis Budget Group and also served as Avis Budget Group’s president from 2016 to 2017.

Wyshner received his MBA from the Wharton School of the University of Pennsylvania and his BA in applied mathematics from Yale University.

Chugh was appointed as the Company’s Global Head of Practices, Corporate Development, and Administration in January 2026.

Previously, he served as our Chief Operating Officer from 2021 to January 2026.

Before joining the Company, Mr.

Chugh was Chief Financial Officer at PlanSource Benefits Administration, Inc., a benefits administration software company, from 2020 to 2021.

Chugh also held various leadership positions at IBM from 2002 to 2020, including Vice President of International Corporate and Business Development, Vice President of Investor Relations, and Vice President of Operations for Global Sales.

Chugh received a Master of Science in civil engineering from the India Institute of Technology and an MBA in finance from Indiana University ‒ Kelley School of Business.

Chugh is also a CFA charterholder.

Keinan, 61, was appointed our Group President in 2021.

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Keinan served a variety of executive roles at IBM from 1987 to 2020, including General Manager of IBM North America and Chairman of IBM Japan, and held top leadership roles in Latin America and Europe.

From 2021 to August 2024, Mr.

Keinan served on the board of Ottopia.

Keinan currently serves on the boards of Cellebrite and United Way of New York City.

Keinan received his MBA from the University of Miami Herbert Business School and his Bachelor of Science in Computer Science and Electrical Engineering from Rensselaer Polytechnic Institute.

Maryjo Charbonnier.

Charbonnier, 55, was appointed our Chief Human Resources Officer in 2021.

From 2015 until her appointment, Ms.

Charbonnier served as the Chief Human Resources Officer at Wolters Kluwer, where she was responsible for the design and implementation of all human resources strategies, policies and processes.

Keinan currently serves on the board of United Way of New York City.

Keinan received his MBA from the University of Miami Herbert Business School and his Bachelor of Science in computer science with a minor in electrical engineering from Rensselaer Polytechnic Institute.

Paulek, 55, has served as our Chief Human Resources Officer since April 2026.

Previously, since joining the Company in 2022, he served as Senior Vice President of Human Resources, where he was responsible for human resources for the Company’s commercial organization.

Prior to that, Mr.

Paulek served as Vice President of

Human Resources at Aptiv PLC from 2019 to 2022, Chief Human Resources Officer at Fiserv, Inc.

from 2017 to 2018, and Interim Chief Human Resources Officer at Chamberlain Group from 2016 to 2017.

From 2002 to 2016, Mr.

Paulek held several human resources leadership roles at Honeywell International Inc.

Earlier in his career, Mr.

Paulek also worked at Arthur Andersen Business Consulting, CNH Industrial NV and General Electric Company.

Paulek holds a Bachelor of Science degree in psychology from the University of Northern Iowa.

Ringes, 64, was appointed Interim General Counsel in February 2026.

Prior to that, Mr.

Ringes served as Kyndryl’s Senior Vice President, Deputy General Counsel from 2024 to February 2026 and Vice President, Assistant General Counsel from 2021 to 2024.

Before joining the Company in 2021, Mr.

Ringes served as Vice President, Assistant General Counsel at IBM for over 25 years, leading several global legal functions, including intellectual property and IBM’s services business units in addition to serving in a variety of legal roles in Europe and the United States.

Ringes received his JD from the University of Michigan Law School and his Bachelor of Science degree in economics and computer science from the University of Michigan.

Bhavna Doegar.

Doegar, 49, was appointed Interim Corporate Controller in February 2026.

Previously, since joining the Company in December 2025, Ms.

Doegar served as Senior Vice President, Finance and Strategy.

Prior to that, Ms.

Charbonnier served as the Chief Human Resources Officer at Broadridge Financial Solutions from 2008 to 2014.

From 1995 to 2008, Ms.

Charbonnier was an HR executive in a variety of leadership roles at PepsiCo, including Vice President for Talent Sustainability for PepsiCo Foods Americas.

Charbonnier received her MBA from Southern Methodist University and her undergraduate degree from Catholic University.

Edward Sebold.

Sebold, 60, was appointed our General Counsel and Secretary in 2021.

From 2012 until his appointment as our General Counsel, Mr.

Sebold served as Assistant General Counsel at IBM, leading several global legal functions at IBM, including teams that worked with services, IBM’s Watson Health, litigation and mergers and acquisitions.

Prior to joining IBM in 2012, Mr.

Sebold was a partner at Jones Day in the firm’s Cleveland and Houston offices.

Sebold serves on the board of the Pro Bono Partnership.

Sebold received his JD from the University of Michigan and his Bachelor of Arts in economics from John Carroll University.

Vineet Khurana.

Khurana, 52, was appointed our Corporate Controller in 2021.

Since 2020, Mr.

Khurana had been serving as Chief Financial Officer of IBM’s Global Business Services unit.

Prior to assuming this role, Mr.

Khurana was the Chief Financial Officer of IBM Europe from 2018 through 2020 and the Vice President and Chief Financial Officer of IBM United Kingdom and Ireland from 2016 until 2018.

Earlier in his IBM tenure, Mr.

Khurana held roles of increasing responsibility spanning IBM’s financial strategy and IBM’s Global Financing division.

Khurana received his MBA from University of Warwick, United Kingdom and his undergraduate degree in Chemical Engineering from Manipal Institute of Technology, India.

Doegar served in various senior executive positions at Genpact Limited, an agentic and advanced technology solutions company, beginning in 2007.

Her positions included Senior Vice President and Global Corporate Controller from 2010 to 2017.

She also served as Senior Vice President, Operations Transformation Leader;

Senior Vice President, Corporate FP&A Head and CFO - Transformation Services;

and, most recently, Senior Vice President, Global Sales Leader for the High-Tech Division.

Prior to her tenure at Genpact Limited, Ms.

Doegar held finance roles at General Electric across the United States, China and India.

Doegar holds a Bachelor of Commerce in economics and accounting from Panjab University and an MBA in finance from S.P.

Jain Institute of Management and Research.

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What changed 10-K

Item 1. Business