AKAMAI TECHNOLOGIES INC — Director's Dealing 2024

Feb 23, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AKAMAI TECHNOLOGIES INC (AKAM)
CIK: 0001086222
Period of Report: 2024-02-21

Reporting Person: LEIGHTON F THOMSON (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-21	Common Stock	A	21840	—	Acquired	21840	Direct
2024-02-21	Common Stock	F	9687	$107.16	Disposed	12153	Direct
2024-02-21	Common Stock	M	10467	—	Acquired	22620	Direct
2024-02-21	Common Stock	F	4643	$108.36	Disposed	17977	Direct
2024-02-21	Common Stock	M	50229	—	Acquired	68206	Direct
2024-02-21	Common Stock	F	20280	$108.36	Disposed	47926	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-02-21	TSR Restricted Stock Units	$0	M	10467	Disposed	2024-03-02	Common Stock (10467)	Direct
2024-02-21	Performance Restricted Stock Units	$0	M	50229	Disposed	2024-03-02	Common Stock (50229)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	108358	Indirect
Common Stock	2320621	Indirect

Footnotes

F1: Represents shares issued under the Akamai Technologies, Inc. Amended and Restated 2013 Stock Incentive Plan in payment of 2023 bonus award.

F2: Held by the TBL Foundation of which Mr. Leighton serves as a trustee.

F3: Held by the F. Thomson Leighton and Bonnie B. Leighton Revocable Trust dtd 11/3/99 of which Mr. Leighton serves as a trustee. Mr. Leighton disclaims beneficial ownership of shares held by such trust except to the extent of his pecuniary interest therein.

F4: Includes 10,481 shares received pursuant to a distribution from the David T. Leighton trust, of which the Reporting Person served as trustee. Such distribution was made in accordance with the exemptions afforded under 16a-9 and 16a-13.

F5: Each restricted stock unit ("RSU") represents the right to receive one share of Akamai common stock upon vesting.

F6: Vesting of such RSUs is dependent on the relative cumulative total shareholder return of Akamai's common stock as compared to the S&P 500 Information Technology Index for 2021, 2022 and 2023. To the extent the company's total shareholder return exceeds specified target percentile rankings within such index, the RSUs will vest in full on the date the company's financial results for 2023 are certified. Amount reported reflects number of RSUs earned.

F7: Vesting of such RSUs is dependent on Akamai's achievement of a specified financial performance targets for each of 2021, 2022 and 2023. To the extent such targets are met, the RSUs will vest on the date the company's financial results for 2023 are certified. Amount reported reflects number of RSUs earned.