Kyndryl Holdings, Inc.

We regularly review our compensation program to ensure that it continues to fit our stage of development as an independent company since the Company’s spin-off from our former parent company (“Spin-off”). During its annual review for fiscal 2026, the CHC Committee considered market data, Company performance and our business strategy. The CHC Committee’s principal objectives were to reinforce pay-for-performance, increase the emphasis on long-term value creation and retain the leadership team responsible for executing the Company’s multi-year growth strategy.

Driving Value Creation with Fiscal 2026 Long-Term Equity Incentive Design Changes

To support those objectives, the CHC Committee revised the PSU design for fiscal 2026. Under the revised design, potential PSU payout is based on our cumulative three-year adjusted operating cash flow, subject to a relative TSR modifier assessed against the companies in the S&P MidCap 400 Index, which can increase or decrease the ultimate payout. The CHC Committee also increased the maximum PSU payout opportunity from 150% to 180% of target, with the maximum payout requiring both strong adjusted operating cash flow performance and relative TSR at or above the 75th percentile.

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The CHC Committee believes the revised design strengthens long-term pay-for-performance alignment by sharpening the focus on a key strategic metric that is central to the Company’s growth strategy, margin expansion and cash generation and that the CHC Committee believes will have the most impact on driving long-term performance. The CHC Committee also believes the design is easier for investors to evaluate because it reduces the number of metrics and eliminates total signings, which the CHC Committee no longer views as the most useful long-term measure for this phase of the Company’s strategy.

Retaining and Motivating Executive Officers and Fiscal 2026 Compensation

At the beginning of fiscal 2026, and with input from its independent compensation consultant, the CHC Committee concluded that targeted compensation adjustments were appropriate to reflect the scale of performance achieved since the Spin-off, the scope of the leadership team’s responsibilities, and the competitive market for executive talent. The CHC Committee viewed those adjustments as necessary to retain the executives responsible for executing Kyndryl’s multi-year growth strategy, while continuing to deliver the vast majority of compensation in performance and equity-based forms.

For Mr. Schroeter, the independent members of the Board, with input from the independent compensation consultant, increased his total target direct compensation to better reflect his responsibilities, his experience in the CEO role and leadership in advancing the Company’s strategic priorities, Kyndryl’s post-spin size and complexity, and competitive market positioning. The revised package remained heavily weighted toward at-risk compensation, with 94% of target pay being variable, and consisted of a $1,450,000 base salary, a target annual bonus of 225% of salary and a target long-term incentive award of $18 million, of which 65% is PSUs. In determining to increase Mr. Schroeter’s compensation for fiscal 2026, the independent members of the Board specifically took into consideration (1) the Company’s significant progress since the Spin-off through the beginning of fiscal 2026 in executing the Company’s strategy centered around building our capabilities, skills, partnerships and innovation to drive sustainable growth, as reflected in the Company’s financial progress through fiscal 2025 and (2) the vesting of PSUs that were awarded shortly after the Spin-off in order to motivate long-term value creation, ensure retention of high-performing talent and further align the interests of Kyndryl’s executives with those of Kyndryl’s stockholders following the Spin-off (“Launch PSUs”). In particular, the CHC Committee considered that the Launch PSUs, which had been previously considered as part of Mr. Schroeter’s ongoing compensation on an annualized basis, vested during the latter half of fiscal 2025, which resulted in below-market positioning of Mr. Schroeter’s target compensation at the start of fiscal 2026.

The CHC Committee also approved limited one-time RSU awards for select senior executives for business continuity and leadership in key areas and growth opportunities, including Messrs. Chugh, Keinan and Khurana. These awards, which will cliff vest 100% on the third anniversary of the date of grant, were intended to provide retention value through a defined execution period and to support continuity in the senior leadership team; they were not part of the Company’s annual long-term incentive program.

In connection with the appointments of Messrs. Chugh and Ringes in their roles as Interim Chief Financial Officer and Interim General Counsel, respectively, the CHC Committee approved one-time RSU awards that vest after six months from the date of grant, together with supplemental monthly cash bonus payments during the interim

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service period. The CHC Committee considered guidance from the independent compensation consultant regarding typical practices in similar situations and viewed this compensation as appropriate to recognize the added responsibilities and support continuity during the transition.