Akamai Technologies (AKAM) 10-K risk factor changes: FY2023 vs FY2022

[removed: We may face slowing] [added: Slowing] revenue growth [removed: which could] [added: has in the past and may continue to] negatively impact our profitability and stock price.

The [added: overall] revenue growth we have enjoyed in recent years may not continue in future periods and could decline, which could negatively impact our profitability and stock price.

Our [added: ability to generate] revenue depends on the amount of services we deliver, continued growth in demand for our [removed: delivery, compute] [added: security, delivery] and [removed: security] [added: compute] solutions and our ability to maintain the prices we charge for them.

[removed: We experienced a significant increase in] [added: For example,] revenue from our delivery solutions [added: increased significantly] in 2020 due in large part to greater consumption of online media and games during the onset of the COVID-19 pandemic and [added: the] associated stay-at-home orders across the globe.

[removed: If we do not] [added: Our ability to generate revenue in our security business depends on our ability to] increase our industry recognition as a [added: provider of] security [removed: and compute solutions provider,] [added: solutions,] develop or acquire new solutions in a rapidly-changing environment where security threats are constantly evolving [removed: or] [added: and] ensure that our solutions operate effectively and are competitive with products offered by [removed: others, our security or compute revenue, or both, may decline.][added: others.]

For example, approximately 1% of our 2021 revenue had been generated from traffic into Russia, Belarus and Ukraine, and we experienced a decline in revenue in 2022 [added: and 2023] related to the war in Ukraine due to a decrease in traffic in these countries.

Global [removed: economic and geopolitical] conditions [added: have in the past and] may [added: in the future] harm our industry, business and results of operations.

The success of our activities is affected by general economic and market conditions, including, among others, inflation, interest rates, tax rates, economic uncertainty, political instability, warfare, changes in laws, trade barriers, [added: the actual or perceived failure or financial difficulties of financial institutions,] reduced consumer confidence and spending and economic and trade sanctions.

The U.S. capital markets [added: have] experienced and [added: may] continue to experience extreme volatility and disruption [removed: following the global outbreak of COVID-19] in [removed: 2020 and] the [removed: Russian invasion of Ukraine in 2022.][added: recent past.]

Such economic volatility [added: has in the past and] could [added: in the future] adversely affect our business, financial condition, results of operations and cash [removed: flows,] [added: flows] and future market disruptions could negatively impact us.

[removed: These] [added: For example, these] unfavorable economic conditions could increase our operating costs, which could negatively impact our profitability.

Geopolitical destabilization and warfare have impacted and could continue to impact global currency exchange rates, resources from our suppliers, and [added: our] ability to operate or grow our business.

Additionally, we have offices and employees located in regions that historically have and may [added: again] experience periods of political instability, warfare, changes in laws, trade [removed: barriers,] [added: barriers] and economic and trade sanctions.

Maintaining or improving our profitability depends both on our ability to increase our [removed: revenue, even with the potential challenges discussed above,] [added: revenue] and limit our expenses.

[removed: For example,] [added: In addition,] we have [added: recently] experienced rising energy costs in areas in which we operate, particularly in Europe.

If we are unable to increase revenue [removed: through traffic growth, growth of sales of our products] and [removed: services or otherwise and] limit expenses, our results of operations will suffer.

We [added: have in the past and] may [added: in the future] take certain steps to reduce expenses, [removed: but] [added: however,] there are no assurances that we will be able to effectively reduce our [removed: expenses.][added: expenses and such actions may negatively affect our ability to invest in our business for innovation, systems improvements and other initiatives.]

In particular, as security and compute solutions have become, and are expected to continue to be, an [removed: increasingly] important part of our business, we must be particularly adept at developing new security [removed: and compute services] [added: solutions] that meet the constantly-changing threat [removed: landscape.][added: landscape and compute and compute-to-edge solutions that meet the needs of professional users and enterprises looking to increase the utility of the internet for their business.]

The process of developing new solutions and product enhancements is complex, lengthy and uncertain and has become increasingly complex due to the sophistication [removed: and the addressing] of our customers’ needs.

Failure to develop, on a cost-effective basis, innovative [removed: new] or enhanced solutions that are attractive to customers and profitable to us could have a material detrimental effect on our business, results of operations, financial condition and cash flows.

The primary competitive factors in our market are differentiation of technology, global presence, quality of solutions, [added: long-term product roadmap,] customer service, technical expertise, security, ease-of-use, breadth of services offered, price and financial strength.

[removed: - increase their] [added: Failure to adequately and rapidly deploy additional] points of [removed: presence and] [added: presence, increased] proximity to enterprise data centers and end users [removed: faster than us;][added: and develop competitive offerings]

[removed: -] [added: Smaller and more nimble competitors may be able to: attract customers by offering less sophisticated versions of products and services than we provide at lower prices than those we charge; develop new business models that are disruptive to us; and] respond more quickly than we can to new or emerging technologies, changes in customer requirements and market and industry developments, resulting in superior offerings.

We could face the loss of customers [removed: as a result of recent and any future] [added: from these] incidents as they seek alternative or supplemental providers.

If we are unable to efficiently and cost-effectively fix errors or other problems that we identify and improve the quality of our solutions or systems, or if there are unidentified errors that allow persons to improperly access our services or systems, we could experience litigation, the need to issue credits to customers, loss of revenue and market share, damage to our reputation, diversion of management attention, increased [removed: expenses and] [added: expenses,] reduced [removed: profitability.][added: profitability and other negative consequences which could harm our business.]

Defects in our security solutions could lead to negative publicity, loss of business, damages payments to [removed: customers] [added: customers, diminishing customer appeal] and other negative [removed: consequences.][added: consequences which could harm our business.]

If they are successful, we could experience a serious impact on our reputation [added: and financial condition] as a provider of security solutions.

We are devoting significant resources to develop and deploy our own competing [removed: cloud-based and SaaS software and services strategies.][added: cloud computing offering.]

[removed: While we believe our expertise and infrastructure provides us with a strong foundation to compete, it] [added: It] is [added: also] uncertain whether our strategies [added: to develop and deploy our own competing cloud computing offering] will attract the customers or generate the revenue required to be successful.

[removed: Failure to adequately and rapidly deploy additional points of presence, increased proximity to enterprise data centers and end users and develop competitive offerings] could result in negative publicity, loss of business, diminishing customer appeal and other negative consequences which could harm our business.

As a result, these systems [added: have in the past and] could [added: in the future] generate errors that impact traffic measurement or invoicing, revenue recognition and financial forecasting or other parts of our business.

Cybersecurity breaches and attacks on us, [added: our contractors or our third-party vendors,] as well as steps we need to take in an effort to prevent them, can lead to significant costs and disruptions that would harm our business, financial results and reputation.

We regularly face attempts to gain unauthorized access or deliver malicious software to [removed: the] Akamai Connected Cloud and our internal IT systems, with the goal of stealing proprietary information related to our business, products, employees and customers; disrupting our systems and services or those of our customers or others; or demanding ransom to return control of such systems and services.

These attempts take a variety of forms, including Distributed Denial of Service [added: (DDoS)] attacks, infrastructure attacks, botnets, malicious file uploads, application abuse, credential abuse, [added: social engineering,] ransomware, bugs, viruses, worms and malicious software programs.

There [added: have in the past and] could [added: in the future] be attempts to infiltrate our systems through our supply chain and contractors.

Furthermore, nation state [added: and hacktivist] attacks against us or our customers may intensify during periods of heightened geopolitical tensions or armed conflict, such as the ongoing war in [removed: Ukraine.][added: Ukraine and the Israel-Hamas War.]

[removed: While we have taken and continue to take actions to mitigate against attacks by state actors and others, we] [added: We] may not be able to anticipate the techniques used in such attacks, as they change frequently and may not be recognized until launched.

[removed: To] [added: While we have, from time to time, experienced threats to and breaches of our and our third-party vendors' data and systems, to] date, [added: to our knowledge,] cyber threats and other attacks have not resulted in any material adverse [removed: impact] [added: effect] to our business or operations, but such threats are constantly evolving, increasing the difficulty of detecting and successfully defending against them.

[removed: While the impact to date of Log4Shell on our systems was relatively modest, these vulnerabilities,] [added: Vulnerabilities,] resident in either software or configurations, may require significant operational efforts to mitigate and may persist for extended periods of time and the effects of any such vulnerability could be exacerbated.

To protect our corporate and deployed networks, we [removed: must] [added: aim to] continuously engineer more secure solutions, enhance security and reliability features, improve the deployment of software updates to address security vulnerabilities, develop mitigation technologies that help to secure customers from attacks and maintain the digital security infrastructure that protects the integrity of our network and services.

Revenue we generate from our delivery solutions is impacted by pricing pressure due to competition and fluctuations in content traffic as a result of, among other factors, changes in the popularity of our customers' content including video delivery and gaming.

However, as these orders were lifted and more return-to-work policies were adopted, our revenue from delivery solutions declined.

We have continued to experience revenue declines in our delivery solutions and expect this trend to continue in the near future.

Our security solutions currently generate the largest portion of our revenue.

In addition, an increasing proportion of our revenue has been generated by our compute solutions.

Our ability to generate revenue in our compute business is dependent on our ability to successfully continue building our compute infrastructure, attract a customer base that has traditionally partnered with more established companies in the compute industry and develop effective, price competitive and attractive solutions.

See the risk factor titled, "*Global conditions have in the past and may in the future harm our industry, business and results of operations*" below.

In addition, due to changes in international tax laws, we expect our effective income tax rate will increase in 2024.

Adverse conditions in these countries have in the past and may in the future affect our operations, including disruptions to our workforce, supply chains, networks, financial systems and other critical infrastructure, which could adversely affect our business, results of operations, financial condition and cash flows.

For example, approximately five percent of our global employees are located in Tel Aviv,

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Israel and some of our employees have been mobilized as members of the Israeli military reserves.

The ongoing war could cause harm to our employees or otherwise impair their ability to work for extended periods of time.

We base our decisions about expense levels and investments on estimates of our future revenue and future anticipated rates of growth and may incur varying levels of expense based on strategic initiatives, including acquisitions and the build out of our network to support our compute solutions.

In addition, many of our expenses are fixed costs for a certain amount of time which may impact our ability to reduce costs in a timely manner or without incurring additional costs.

The development timetable is uncertain and we may commit significant resources to developing solutions for which a viable market may not ultimately develop.

For example, with the acquisition of Linode, we are investing significant resources in our compute solutions and platform, working on expanding the capacity of these facilities, adding additional sites and developing increased compute features and functionality.

This is particularly true with respect to our compute solutions, as a small number of very large competitors have established themselves as leaders in the compute business.

As a result, some competitors may be able to: develop superior products or services; leverage better name recognition, particularly in the security and compute markets; enter new markets more easily or better manage the impact of changes in general economic conditions, geopolitical conditions and industry pressures; gain greater market acceptance for their products and services; enter into long-term contracts with our potential customers; increase their points of presence and proximity to enterprise data centers and end users faster than us; expand their offerings more efficiently and more rapidly; bundle their products that are competitive with ours with other solutions they offer in a way that makes our offerings less appealing to, or more costly for, current and potential customers; more quickly adapt to new or emerging technologies and changes in customer requirements; take advantage of acquisition,

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investment and other opportunities more readily; offer lower prices than ours, including at levels that may not be profitable for us to match; spend more money on the promotion, marketing and sales of their products and services; offer higher salaries to talented professionals which may impact our ability to hire or retain engineering and other personnel; and implement shorter sales cycles with customers and prospects.

The rapid development and deployment of new compute infrastructure bears the risk of bugs and unforeseen failures that could affect our reputation and ability to execute our strategies.

The risks of such bugs and unforeseen failures introduced to our compute infrastructure by our customers who control many aspects of their use of our compute services and experimental technologies could affect our reputation and ability to execute our strategies.

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Additionally, the use of artificial intelligence by bad actors has heightened the sophistication and effectiveness of these types of attacks.

For example, our ongoing efforts to continually enhance the security and reliability of Akamai Connected Cloud, customer applications and corporate systems comprise various initiatives and mitigation efforts, including, but not limited to, upgrading access and configuration controls; improving security instrumentation, monitoring, detection and prevention tools; enhancing software inventory and tracking and patching systems; upgrading encryption processes and protections; enhancing authorization methods in applications; enhancing data loss prevention and endpoint security management capabilities; upgrading vulnerability identification, assessment and remediation processes and technologies; and enhancing the security of passwords and other credentials, as applicable and appropriate.

Our efforts to engineer more secure

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solutions are frequently costly, with a negative impact on near-term profitability, and may be unsuccessful in preventing security incidents that may have an adverse effect on our business and reputation.

These risks include: foreign exchange rate risks; uncertainty regarding liability for content or services, including uncertainty as a result of local laws and lack of legal precedent; loss of revenues if the U.S. or international governments impose limitations on doing business with significant current or potential customers; difficulty in staffing, training, developing and managing international operations as a result of distance, language, cultural differences, differences in employee/employer relationships or regulations; theft of intellectual property in high-risk countries where we operate; difficulties in enforcing contracts, collecting accounts and longer payment cycles in certain countries; difficulties in transferring funds from, or converting currencies in, certain countries; managing the costs and processes necessary to comply with export control, sanctions, such as the sanctions imposed in connection with the Russian invasion of Ukraine, anti-corruption, data protection, cybersecurity and competition laws and regulations or other regulatory or contractual limitations on our ability to sell or develop our products and services in certain international markets; macroeconomic developments and changes in the labor markets in which we operate; geopolitical developments, including any that impact our or our customers’ ability to operate in or deliver content to a country; other circumstances outside of our control such as trade disputes, political unrest, warfare, military or armed conflict, such as the Russian invasion of Ukraine and the ongoing Israel-Hamas War, terrorist attacks, public health emergencies, energy crises and natural disasters that could disrupt our ability to provide services or limit customer purchases of them.

For example, approximately five percent of our global employees are located in Tel Aviv, Israel and have been and may continue to be impacted by the Israel-Hamas War.

A number of our employees have been, and more may be, required to report for military duty which could impact our ability to operate and successfully complete ongoing initiatives particularly with respect to our security offerings and our efforts to move our internal applications from third-party clouds to Akamai Connected Cloud.

In addition, further attacks by Hamas or other groups on Israel could further impact our workforce, our operations and our offices located in Tel Aviv.

Furthermore, a widening of the conflict in the Middle East or further escalation could lead to broader geopolitical destabilization and macro-economic impacts.

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called "fair share" or internet content taxes; foreign exchange controls and cash repatriation; data privacy; cyber security; competition; consumer protection; and employment.

Acquisitions and other complex transactions are accompanied by a number of risks, including the following: difficulty integrating technologies, operations and personnel while maintaining the quality standards that are consistent with our reputation; potential disruptions of our ongoing business and distraction of management attention; diversion of financial and business resources from core operations or other attractive investments; financial consequences, such as increased operating expenses, incurrence of material post-closing liabilities, incurrence of additional debt and other dilutive effects on our earnings, particularly in the current environment where we have seen relatively high valuations of, and valuation expectations for, many technology companies and increasing allocation of risk to acquirors; failure to realize synergies or other expected benefits; lawsuits resulting from an acquisition or disposition; the inability to retain the acquired company's key talent; exposure to cybersecurity risks and the cost associated with remediating those risks in connection with the acquisition of IT systems; increased accounting charges such as impairment of goodwill or intangible assets, amortization of intangible assets acquired and a reduction in the useful lives of intangible assets acquired; the need to use substantial portions of available cash or dilutive issuances of securities to finance large transactions; and potential unknown liabilities and regulatory requirements associated with an acquired business.

The data practices and technology systems of businesses that we have acquired, or may acquire, and our efforts to integrate our acquisitions with our existing technologies have in the past and may in the future pose risks, such as cybersecurity vulnerabilities or past cybersecurity or privacy incidents.

Following an acquisition, we work to enhance the security and reliability of our systems.

As such, there is a period of increased cybersecurity risk during the period between closing an acquisition and the completion of our security upgrades and integration.

In particular, varying levels of the amount of traffic on our network can have a significant impact on our short-term revenue growth rate.

In 2021 and 2022, our revenue growth from delivery solutions declined as stay-at-home orders were lifted.

Numerous factors impact our revenue, traffic and sales growth including:

- our ability to build on recurring revenue commitments for our security, compute and delivery offerings;

- our ability to develop new products;

- the pace of introduction of over-the-top video delivery initiatives by our customers;

- the popularity of our customers’ streaming offerings as compared to those offered by other companies;

- factors that impact the pricing and unit pricing we can obtain for our offerings;

- variation in the popularity of online gaming;

- customers utilizing their own data centers and implementing solutions that limit or eliminate reliance on third-party providers like us;

- the adoption of permanent hybrid or work from home policies by employees; and

- general macroeconomic, regulatory and geopolitical conditions, including the war in Ukraine, and industry pressures.

We have experienced significant growth in revenue from our security and compute solutions in recent years.

We are dependent upon the overall economic health of our current and prospective customers and the continued growth and evolution of information technology.

We have experienced revenue declines in recent quarters for portions of our business that include our delivery-based solutions and expect this trend to continue because of continued pricing pressure due to competition and fluctuations in traffic growth rates.

In addition, in 2021 and 2022, some of our customers continued to experience disruptions to their businesses following the emergence of COVID-19 variants.

These disruptions or changes in international, national, regional and local economic conditions could adversely affect our business.

Any of these circumstances would negatively impact our revenues.

Our ability to increase our overall revenue also depends on many other factors including how well we can:

- retain existing customers, including by maintaining the levels of existing services they buy and by delivering consistent and quality performance levels;

- upsell new solutions to existing customers;

- expand our customer base;

- develop and sell innovative and appealing new solutions;

- continue to expand our sales internationally;

- successfully integrate our recent acquisitions into our business;

- address potential commoditization of certain of our solutions, which can lead to lower prices and loss of customers to competitors;

- maintain pricing and make decisions on pricing strategy;

- successfully manage the sales cycle, including improving the ability of or pace at which our customers or prospects purchase new services and solutions;

- counteract multi-vendor policies that could cause customers to reduce their reliance on us;

- handle other competitive threats to our business;

- adapt to changes in our customer contracting models from a committed revenue structure to a "pay-as-you-go" approach, which would make it easier for customers to stop doing business with us, or from traditional overage billing models to ones that do not incorporate surcharges for usage above committed levels; and

- manage the impact of changes in general economic conditions, geopolitical conditions, industry pressures, public health issues, natural disasters and public unrest on our ability to sell, market and provide our solutions.

For example, as a result of the recent uncertain macroeconomic environment, we have experienced elongated sales cycles with our customers and prospects and customers are delaying purchases of our solutions.

Adverse conditions in these countries directly affect our operations.

As a result, our operations and employees could be disrupted and may not be able to function at full capacity, which could adversely affect our business, results of operations, financial condition, and cash flows.

We base our decisions about expense levels and investments on estimates of our future revenue and future anticipated rates of growth; however, many of our expenses are fixed costs for a certain amount of time so it may not be possible to reduce costs in a timely manner or without incurring fees to exit certain obligations early.

In addition, we have seen our costs increase and our costs may continue to increase due to rising inflation, increasing cost of labor, interest rates, supply chain disruptions or other market conditions.

If we are required to further reduce expenses to maintain or improve profitability, such actions may negatively affect our ability to invest in our business for innovation, systems improvements and other initiatives.

In addition, we must continue to develop compute and compute-to-edge solutions that meet the needs of professional users and enterprises looking to increase the utility of the internet for their business.

The development timetable to commercial release is uncertain and we must commit significant resources to developing new services or features without knowing whether our investments will result in solutions the market will accept, and we may choose to invest in business areas

[removed: For most] [added: We primarily derive revenue from the sale] of [removed: our solutions, our customers commit] [added: services] to [added: customers executing] contracts having terms of [removed: a] [added: one] year or longer, which allows us to have a consistent and predictable base level of revenue.

[removed: As a result, our] [added: Our] revenue is [added: also] impacted by [removed: the amount of traffic we serve on our network or the usage of cloud computing services,] [added: customer renewals,] the rate of adoption [removed: of gaming, social media] and [removed: video platform offerings, the] timing [removed: and] [added: of customer offerings,] variability of [removed: customer-specific] one-time [removed: events and geopolitical, economic] [added: events, usage of cloud computing services] and [removed: other developments that impact] [added: the amount of traffic we serve on] our [removed: customers' businesses.][added: network.]

- Increased sales of our security solutions, led by application security solutions and segmentation solutions from our [added: acquisition of] Guardicore [removed: acquisition,] [added: Ltd.,] and [removed: more recently,] increased sales of our compute [removed: solutions] [added: solutions,] primarily attributable to our acquisition of Linode in [removed: the first quarter of] [added: early] 2022, have made a significant contribution to revenue growth.

During [removed: 2022,] [added: 2023,] security [added: represented the largest share of revenue with security] and compute revenue [removed: represented] [added: representing] over half of our total revenue.

We plan to continue to invest in these areas with a focus on further [removed: enhancing] [added: advancing] our product [removed: portfolios and extending our go-to-market capabilities, particularly in certain markets and through our channel partners.][added: portfolios.]

- The prices paid by some of our [added: delivery and security] customers have declined in recent years due to competition and contract renewals, which negatively impacts our revenue growth rates.

We have been able to mitigate some of the negative impacts to our revenue growth rates by upselling incremental solutions to our existing [added: delivery and security] customers.

- Revenue from our international operations has generally been growing at a faster pace in recent years than from our U.S. operations, particularly from [added: new customer acquisition and] cross-selling of incremental solutions.

[removed: Because we] publicly report in U.S. dollars, [removed: and due to the strengthening U.S. dollar,] our reported revenue results [removed: have been] [added: are] negatively impacted [removed: during 2022.][added: when the dollar strengthens and benefit when the dollar weakens.]

- We have experienced variations in certain types of revenue from [removed: quarter to quarter.][added: quarter-to-quarter.]

In addition, we experience quarterly variations in revenue attributable to, among other things, the [added: timing of large customer contract renewals; the frequency and timing of purchases of custom solutions or licensed software; the] nature and timing of software and gaming releases by our customers; [added: and] whether there are large live sporting or other events or situations that impact the amount of media traffic on our [removed: network; the timing of large customer contract renewals; and the frequency and timing of purchases of custom solutions or licensed software.][added: network.]

Our level of profitability is [removed: also] impacted by our expenses, including direct costs to support our revenue such as bandwidth and co-location costs, which includes energy to power our network.

We will need to continue to effectively manage our bandwidth costs to maintain [added: or improve] current levels of profitability.

As we [added: continue to] build out our new compute locations to provide us with the ability to scale our platform, we expect to enter into longer term leases that include certain financial commitments in order to achieve more favorable unit economics.

With these efficiencies we have been able to [removed: minimize] [added: moderate] the impact of rising energy [removed: costs, particularly in Europe.][added: costs.]

We expect to continue to scale our network in the future, which [added: we believe] will allow us to [removed: continue to] effectively manage our co-location costs to maintain [added: or improve] current levels of profitability.

These costs include maintenance and supporting services incurred as we continue to [removed: build-out] [added: build out] our compute infrastructure and maintain our global network, and costs of third-party cloud providers used for some of our operations.

We have seen these costs increase in recent [removed: years,] [added: years] as a result of our network [removed: expansion] [added: expansion,] and [removed: increased use] [added: particularly the build out] of [removed: third-party cloud services.][added: our compute infrastructure.]

We will need to [added: continue to] effectively manage our network build-out and supporting [added: service] costs [added: and continue] to [added: migrate third-party cloud services to Akamai Connected Cloud to] maintain [added: or improve] current levels of profitability.

- Our employees are core to the operations of our business, and payroll and related costs, including stock-based compensation, is [removed: one of] our largest [removed: expenses.][added: expense.]

In recent [removed: years] [added: years,] we have invested in our network as traffic levels have [removed: increased,] [added: increased and as part of building out our compute infrastructure,] which increased our capital expenditures and resulting depreciation expense.

Due to the software and hardware initiatives we have undertaken to manage our global network more efficiently, [removed: we expect] the useful lives of our [removed: network] servers [added: have been extended from five] to [removed: be extended.][added: six years effective January 1, 2023, which has offset increased depreciation expense from our network expansion and the build out of our compute infrastructure.]

[removed: Linode is] [added: In March 2022, we acquired Linode,] an infrastructure-as-a-service platform [removed: provider that] [added: provider, which] allows for developer-friendly cloud computing capabilities.

The acquisition [removed: is] [added: was] intended to enhance our computing services by enabling us to create a unique cloud platform to build, run and secure applications from the cloud to the edge.

[removed: Guardicore's] [added: In October 2021, we acquired Guardicore whose] micro-segmentation solution is designed to limit user access to only those applications that are authorized to communicate with each other, thereby limiting the spread of malware and protecting the flow of enterprise data across the network.

Guardicore had approximately 270 employees when we completed the [removed: acquisition, and the acquisition was dilutive to our earnings per share in 2022.][added: acquisition.]

[removed: In addition, we,] [added: We,] along with our customers, continue to manage through an uncertain period of [added: fluctuating] inflation, [removed: growing recessionary concerns, supply chain challenges,] [added: economic uncertainty,] uncertain energy supplies, heightened geopolitical [removed: tensions] [added: tensions, potential for supply chain disruptions, changes in international tax laws, fluctuations in foreign exchange rates] and [removed: rising] [added: elevated] interest rates.

[removed: The extent of] [added: To] the [removed: ongoing impact of] [added: extent] these macroeconomic [removed: events on our business and on global economic activity] [added: conditions continue, we expect that it] may [removed: continue to] adversely affect our business, operations and financial results.

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Cost of revenue (exclusive of amortization of acquired intangible assets shown below) | | | [removed: 38.3] [added: 39.6] | | | | | | [removed: 36.7] [added: 38.3] | | | | | | [removed: 35.4] [added: 36.7] | | |

| Research and development | | | [removed: 10.8] [added: 10.7] | | | | | | [removed: 9.7] [added: 10.8] | | | | | | [removed: 8.4] [added: 9.7] | | |

| Sales and marketing | | | [removed: 13.9] [added: 14.0] | | | | | | [removed: 13.3] [added: 13.9] | | | | | | [removed: 16.0] [added: 13.3] | | |

| General and administrative | | | [removed: 16.2] [added: 15.8] | | | | | | [removed: 16.0] [added: 16.2] | | | | | | [removed: 17.1] [added: 16.0] | | |

| Amortization of acquired intangible assets | | | 1.8 | | | | | | [removed: 1.4] [added: 1.8] | | | | | | [removed: 1.3] [added: 1.4] | | |

| Restructuring charge | | | [removed: 0.4] [added: 1.5] | | | | | | [removed: 0.3] [added: 0.4] | | | | | | [removed: 1.2] [added: 0.3] | | |

| Total costs and operating expenses | | | [removed: 81.4] [added: 83.4] | | | | | | [removed: 77.4] [added: 81.4] | | | | | | [removed: 79.4] [added: 77.4] | | |

| Income from operations | | | [removed: 18.6] [added: 16.6] | | | | | | [removed: 22.6] [added: 18.6] | | | | | | [removed: 20.6] [added: 22.6] | | |

| Interest and marketable securities income, net | | | [removed: 0.1] [added: 1.2] | | | | | | [removed: 0.5] [added: 0.1] | | | | | | [removed: 0.9] [added: 0.5] | | |

| Interest expense | | | [removed: (0.3)] [added: (0.5)] | | | | | | [removed: (2.1)] [added: (0.3)] | | | | | | [removed: (2.2)] [added: (2.1)] | | |

| Other (expense) income, net | | | (0.3) | | | | | | [removed: 0.1] [added: (0.3)] | | | | | | [removed: (0.1)] [added: 0.1] | | |

We provide solutions to power and protect life online through our massively distributed edge and cloud platform, which we refer to as Akamai Connected Cloud.

Akamai Connected Cloud underpins our cloud computing, security and content delivery solutions, and is central to our financial success.

Services included in our contracts consist of security solutions, the delivery of content, applications and software over the internet, cloud computing solutions and professional services.

In addition to a base level of revenue, we are also dependent on our ability to increase our product offerings and to cross-sell additional services to our new and existing customers, particularly for our security and compute solution portfolios.

Geopolitical, economic and other developments that impact our customers' businesses can also impact our ability to attract new customers or continue to cross-sell additional services to existing customers.

- Traffic on our network continues to grow at a modest pace as compared to prior years, and is impacted by a number of external factors.

Most recently, as we and our customers manage through a time of economic headwinds and uncertainty, traffic growth rates have been impacted.

Conversely, our rate of traffic growth increased significantly during the onset of the COVID-19 pandemic and the associated stay-at-home orders across the globe.

However, as these orders were lifted and more return-to-work policies were adopted, our traffic growth rates declined.

These traffic fluctuations may continue to impact our delivery revenue.

We are taking steps upon contract renewals to optimize how we charge certain high-volume traffic delivery customers, including charging a premium for higher-cost destinations and continuing to maintain alignment between customer traffic volumes and unit pricing.

Because we

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The costs of the financial commitments are expensed ratably over the life of the lease, and, as a result, in some cases, we are incurring costs in advance of these compute locations being fully utilized.

We had also experienced increased costs from third-party cloud providers, but have recently begun to mitigate those costs by migrating to our own cloud solutions and optimizing third-party cloud spend.

In 2023, we redesigned one of our non-executive short-term incentive compensation programs by shifting certain employees from a cash-based to stock-based program.

We also introduced a non-executive incentive program tied to our initiative to migrate certain third-party cloud services onto Akamai Connected Cloud.

These programs are designed to better align employee incentives with the interests of our stockholders.

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Because we publicly report in U.S. dollars, our expenses are positively impacted when the dollar strengthens and are negatively impacted when the dollar weakens.

We acquired certain customer contracts from Lumen Technologies, Inc. ("Lumen") in October 2023 and from StackPath, LLC ("StackPath") in August 2023.

These acquisitions are intended to further strengthen our existing content delivery and other businesses as we transition the acquired customers to our Akamai Connected Cloud and offer our portfolio of other services to these customers.

Revenue attributable to these asset acquisitions was $20.3 million during the year ended December 31, 2023.

We also acquired Neosec, Inc ("Neosec") in May 2023, which is intended to complement our application and API security portfolio by extending its visibility into the rapidly growing API threat landscape, and StorageOS, Inc. ("StorageOS"), also known as Ondat, in March 2023, which is intended to strengthen our cloud computing offerings.

Neither Neosec or Ondat included a significant number of employees when we completed the acquisitions.

*Global Economic Conditions*

Global macroeconomic and geopolitical conditions continue to impact our business and revenue growth rates.

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The increase in 2023 as compared to 2022 was partially offset by a decline in revenue from our delivery solutions due to the pricing impact of renewals and moderated traffic growth.

The increase in security solutions revenue for 2023 as compared to 2022 was also due to growth in certain products that combine elements of our security and delivery offerings to provide robust security solutions.

The decrease in delivery solutions revenue for 2023 as compared to 2022 was due to the pricing impact of renewals and moderated traffic growth.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

The increase in compute solutions revenue in 2023 as compared to 2022 was also due to a price increase for some of our compute solutions in 2023.

| | | | 2023 | | | | | | 2022 | | | | | | % Change | | | | | | % Change at Constant Currency | | | | | | 2022 | | | | | | 2021 | | | | | | % Change | | | | | | % Change at Constant Currency | | |

| *As a percentage of revenue* | | | *51.6* | | *%* | | | | *52.6* | | *%* | | | | | | | | | | | | | | | | *52.6* | | *%* | | | | *53.1* | | *%* | | | | | | | | | | | | |

| *As a percentage of revenue* | | | *48.4* | | *%* | | | | *47.4* | | *%* | | | | | | | | | | | | | | | | *47.4* | | *%* | | | | *46.9* | | *%* | | | | | | | | | | | | |

| Total revenue | | | $ | 3,811,920 | | | | | $ | 3,616,654 | | | | | 5.4 | | % | | | | 5.8 | | % | | | | $ | 3,616,654 | | | | | $ | 3,461,223 | | | | | 4.5 | | % | | | | 8.0 | | % |

For each of the years ended December 31, 2023, 2022 and 2021, no single country outside of the U.S. accounted for 10% or more of revenue.

- co-location fees as a result of investment in Akamai Connected Cloud, particularly as we build out our compute infrastructure to support future growth and scalability;

- bandwidth fees to support the increase in traffic served on our network and for traffic served from higher cost regions;

We provide solutions to power and protect life online.

In addition to a base level of revenue, we are also dependent on delivery customers, and some cloud computing customers, where usage of our solutions is more variable.

Seasonal variations that impact traffic on our network, such as holiday-related activities, can cause revenue fluctuations from quarter to quarter.

- During 2020 and early 2021, we saw a dramatic increase in traffic growth on our network due to the shutdowns and restrictions related to the COVID-19 pandemic.

While traffic on our network continues to grow as compared to prior years, the rate of traffic growth has decelerated.

Our delivery revenue was negatively impacted by the deceleration, which we believe is partly due to the rollback of COVID-19 pandemic-related restrictions.

We expect traffic growth rates in 2023 to continue to be below historical levels as we and other companies manage through a time of economic headwinds and uncertainty.

We are taking steps to try to maintain alignment between customer traffic volumes and unit pricing.

The costs of the financial commitments are straight-lined over the life of the lease.

We expect this trend to continue in the near-term as we invest in our network to support our compute solutions, including migrating from third-party cloud providers to our own cloud solutions.

We are prioritizing our hiring to our high growth areas.

In addition, we are re-tasking certain employees to develop, deploy and support go-to-market efforts for our compute solutions.

As a result of our expected investments in our network, particularly with respect to cloud computing, we expect depreciation to increase, which will be partially offset by the expected change in useful lives of our network servers.

In 2022, due to the strengthening U.S. dollar, our expenses that are denominated in foreign currencies have been positively impacted and partially offset the negative impact on revenue, resulting in a negative overall impact on our operating margins.

In March 2022, we acquired all of the outstanding equity interests of Linode for $898.5 million in cash.

In October 2021, we acquired Guardicore for $610.7 million in cash.

*Remote Work*

In May 2022, we launched our FlexBase program, which allows the more than 95% of our workforce designated as flexible to choose whether they want to work from an Akamai office, their home office or a combination of both.

Our operations have not been significantly disrupted by the shift to remote working.

While we have incurred and expect to continue to incur expenses associated with enabling remote work, reconfiguring work spaces and re-thinking our facility footprint and the way we utilize office space, we do not currently believe those costs will materially impact our financial condition or results of operations.

*Global Developments*

Since the start of 2022, several global macroeconomic and geopolitical developments have emerged.

These developments impacted our traffic growth rates, and as a result, our revenue growth rates.

We have experienced a decline in revenue in 2022 related to the war in Ukraine due to a decrease in traffic in Russia, Belarus and Ukraine.

Approximately 1% of our 2021 revenue was generated from traffic we served into these countries, and we experienced a decline in revenue in 2022 due to a decrease in traffic in these countries.

Additionally, we were negatively impacted by the strengthening of the U.S. dollar.

As a result of the uncertain macroeconomic environment, we have experienced elongated sales cycles with our customers and prospects, and expect to continue to experience elongated sales cycles in 2023.

Our board of directors is continuing to oversee risks related to macroeconomic and geopolitical developments, including the ongoing war in Ukraine, and management is monitoring these developments, including the potential impact from the war or other geopolitical events on our business.

As a result of overall macroeconomic trends, growing concerns of a potential global recession and future projections of traffic consumption that suggest traffic growth will moderate as restrictions related to the COVID-19 pandemic are lifted, we anticipate our traffic will grow, but at a more moderate pace than we have experienced previously.

The Company reports its revenue in three solution categories: security, delivery and compute.

Prior to January 1, 2022, revenue by solution was reported by product group: Security Technology Group and Edge Technology Group.

Revenue from security solutions was previously presented as Security Technology Group revenue.

Revenue from delivery and compute solutions was previously presented as Edge Technology Group revenue.

The periods presented prior to January 1, 2022 have been revised to reflect this new presentation.

The increase in security solutions revenue in 2021 as compared to 2020, was due to growth across our security products portfolio, including Bot Manager, Kona Site Defender, Prolexic and our access control product suite.

The decrease in delivery solutions revenue for 2021 as compared to 2020 was due to reduction in sales of application performance solutions, partially offset by growth in edge application solutions.

Revenue attributable to Linode since the date of the acquisition, and included in our consolidated statements of income, for the year ended 2022 was $103.5 million.

The increase in compute solutions revenue in 2021 as compared to 2020, was due to strong growth in cloud optimization solutions.

For each of the years ended December 31, 2022 and 2021, approximately 47% of our revenue was derived from our operations located outside of the U.S., compared to 44% for the year ended December 31, 2020.

No single country outside of the U.S. accounted for 10% or more of revenue during any of these periods.

Our portfolio of cash equivalents and short- and long-term investments is maintained in a variety of securities, including [added: money market funds, time deposits, commercial paper, corporate bonds,] U.S. government agency [removed: obligations, commercial paper] [added: obligations] and [removed: high-quality corporate bonds.][added: mutual funds.]

If market interest rates were to increase by 100 basis points from December 31, [removed: 2022] [added: 2023] levels, the fair value of our available-for-sale portfolio would decline by approximately [removed: $7.0] [added: $19.2] million.

[removed: Additionally, the fair value] can be affected when the market price of our common stock fluctuates.

There were no outstanding borrowings under the 2022 Credit Agreement as of December 31, [removed: 2022.][added: 2023.]

Foreign currency transaction gains and losses from these forward contracts were determined to be immaterial during the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020.][added: 2021.]

Foreign exchange rate fluctuations may also adversely impact our consolidated financial condition as the assets and liabilities of our [removed: foreign] [added: international] operations are translated into U.S. dollars in preparing our consolidated balance sheet.

As of December 31, [removed: 2022] [added: 2023, no customer had an accounts receivable balance greater than 10%,] and [removed: 2021,] [added: as of December 31, 2022,] there was one customer with an accounts receivable balance greater than 10% of our accounts receivable.

We believe that at December 31, [removed: 2022,] [added: 2023,] the concentration of credit risk related to accounts receivable was insignificant.

In August 2023, we issued $1,265 million in aggregate principal amount of 1.125% convertible senior notes due 2029.

Additionally, the fair value

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This platform, which we [removed: recently began referring] [added: refer] to as [removed: the] Akamai Connected [removed: Cloud] [added: Cloud,] is comprised of an edge and cloud architecture [added: and underlying network] for cloud computing, security and content [removed: delivery.][added: delivery services.]

[removed: The] [added: With this scale and distribution,] Akamai Connected Cloud provides us with visibility and insight into traffic volumes, congestion, attack patterns, vulnerabilities and other activities across the internet's complex intersections of networks and systems.

Leveraging these insights, [removed: the] Akamai Connected Cloud offers solutions designed to protect our customers from threats and attacks, while empowering them to securely deliver [removed: their business as they] [added: digital experiences to] engage, entertain and interact with their [removed: customers; and extend their internal systems beyond their corporate perimeters to control access and better leverage the cloud by efficiently building, deploying and securing performant workloads that require single-digit millisecond latency and global reach.][added: customers.]

[removed: After multiple years of the COVID-19 pandemic, which shifted how millions of people work and communicate globally, we] [added: We] firmly believe that the internet’s role in transforming the way we exchange ideas and information and conduct business is more vital than ever.

We provide solutions in three core [removed: categories:] [added: offerings:] security, content delivery and compute.

We also provide [removed: solutions for carriers and certain] services and support for our customers as they utilize our [removed: core] solutions.

Our [removed: cloud] security solutions are designed to keep infrastructure, websites, applications, application programming interfaces [removed: ("APIs"),] [added: ("APIs")] and users safe from a multitude of cyberattacks and online threats while improving performance.

[removed: Akamai’s cloud security solutions include web] application and API protection, bot management and mitigation to protect against credential abuse and account takeover, [removed: customer identity and access management,] distributed denial of service ("DDoS") mitigation, protection from in-browser threats to protect against supply chain compromise and audience hijacking.

Based on the concept of least privilege, which dictates that users, applications and services utilize the bare minimum amount of access needed to perform their function, these tools are intended to shift protections from a legacy approach based on establishing a corporate perimeter, to a more modern, [added: risk-based approach.]

[removed: Solutions] [added: Other solutions] in this category include [removed: Zero Trust Network Access ("ZTNA"), and multi-factor authentication ("MFA"),] [added: zero trust network access,] which [removed: replace] [added: replaces] legacy virtual private [removed: networks ("VPNs"), micro-segmentation] [added: networks, multi-factor authentication, micro-segmentation,] which replaces legacy network firewalls and helps protect businesses from the threat of [removed: ransomware] [added: ransomware,] and [removed: Secure Web Gateway ("SWG"), that] [added: secure internet access, which] helps protect against the threat of malware and phishing attacks.

Our acquisition of Guardicore Ltd. ("Guardicore") in [removed: late] [added: October] 2021 was a significant milestone in positioning Akamai as a leader in [removed: technology that powers and protects life online.][added: implementing "zero trust" methodology.]

[removed: Akamai] [added: Akamai's] cloud computing [removed: services (which] [added: services, which] we sometimes refer to as [removed: "Compute")] [added: compute,] include compute, storage, networking, database and container management services that are required to build, deploy and secure applications and workloads.

The cloud computing services running on [removed: the] Akamai Connected Cloud enable companies to distribute workloads and applications across our core to edge infrastructure to help solve the cost, performance and scale [added: challenges] that centralized cloud computing platforms present today.

In [removed: early] [added: March] 2022, Akamai acquired Linode Limited Liability Company ("Linode"), an established cloud computing platform.

While Linode was traditionally focused on individual developers, we are [removed: looking to leverage] [added: leveraging] the Linode cloud computing services for enterprise customers by building new enterprise-grade core [removed: and distributed sites] [added: computing regions] and connecting them to the Akamai [removed: backbone,] [added: network,] which we believe will give Akamai an advantage over its bigger cloud rivals.

While many other cloud providers are building their cloud platforms based on a [removed: regional,] [added: centralized,] data center-centric model, Akamai [removed: is designing] [added: designed] its cloud [added: to be massively distributed] based on the fundamental belief that modern applications will be comprised of workloads that will [added: need to] be [added: automatically and efficiently] distributed across a continuum of computing [removed: sites that] [added: from cloud to edge in order to] meet the specific [added: performance and latency] needs of that workload.

[removed: We provide an array of] [added: Through our] service and support offerings [removed: designed] [added: we work closely with our customers] to [added: develop creative and tailored solutions to] assist [removed: customers] [added: them] with integrating, configuring, optimizing and managing our core offerings.

Once customers are deployed on [removed: the] Akamai Connected Cloud, they can rely on our [added: professional services and security experts for customized solutions, problem resolution and 24/7 customer support.]

Additional features are available to enterprises that purchase our premium and managed security [removed: solutions] [added: solutions,] including a dedicated technical account team, proactive service monitoring, custom technical support handling, security traffic monitoring, technical security reviews, threat advisories and emergency support for security events.

Our employees – our human capital – are our most valuable resources as they are fundamental to our innovation, the operation and ongoing enhancement of [removed: the] Akamai Connected Cloud, the fostering and maintenance of relationships with our customers and the management of our operations.

Different aspects of our human capital management are overseen by our board of directors as well as its Talent, Leadership [removed: &] [added: and] Compensation [added: Committee] and Environmental, Social [removed: &] [added: and] Governance [removed: Committees.][added: Committee.]

As of December 31, [removed: 2022,] [added: 2023,] we had over [removed: 9,800] [added: 10,250] employees located in more than 30 countries (with approximately 60% of those employees located outside of the U.S.) and representing over [removed: 95] [added: 100] nationalities, which we believe helps bring a global perspective to our operations.

Our employees are grouped across the following roles, with the approximate percentage of the overall population noted: engineering and research and development [removed: (33%),] [added: (35%),] services and support [removed: (28%),] [added: (27%),] sales and marketing [removed: (19%)] [added: (18%)] and administrative functions (20%).

We have been acknowledged in respected publications across the U.S., India and [removed: Poland] [added: Poland, among other countries,] as a great place to work.

Continuing in [removed: 2022,] [added: 2023,] all employees were [removed: invited] [added: able] to participate in a company-wide program, developed by a behavioral research organization, that was intended to help us increase inclusivity, become more open to change and accelerate our innovation.

[removed: In 2022, the] [added: The] Akamai Compassion Fund, created [added: in 2020] by employees for employees with support from the Akamai Foundation, [removed: was established as] [added: continued to provide] a way for Akamai employees to unite and support global colleagues and their families during times of unexpected hardships following a catastrophic [removed: event.][added: event, such as the ongoing war in Ukraine.]

We do not tolerate discrimination on the basis of gender, gender identity, sexual orientation, race or ethnicity, protected veteran status, [removed: disability] [added: disability,] or other protected group status.

We have [removed: nine] [added: eight] employee resource groups ("ERGs") that offer opportunities for employees to come together for mutual support, education and development.

At December 31, [removed: 2022,] [added: 2023,] global female representation was [removed: 27.2%, down] [added: 27.4%, up] slightly from [removed: 27.3%] [added: 27.2.%] at the end of [removed: 2021.][added: 2022.]

Racial and ethnic minority representation in the U.S. was [removed: 40.3%, down] [added: 41.1%, up] from [removed: 41.4%] [added: 40.3%] at the end of [removed: 2021; however,] [added: 2022, and] since the end of [removed: 2021] [added: 2021,] our Black representation and Hispanic representation have both increased.

To foster a stronger sense of ownership and align the interests of employees with shareholders, [removed: restricted] stock [removed: units] [added: awards] are held by the vast majority of our employees under our broad-based stock incentive [removed: programs,] [added: programs] and most employees are eligible to participate in our employee stock purchase plan.

We currently conduct bi-annual internal pay equity analyses (with the assistance of a nationally-recognized outside consultant), covering gender globally and race and gender in the U.S. We take action to remedy identified discrepancies [removed: as] [added: when we believe it is] appropriate.

All employees [added: are eligible to] participate in our Akamai Elevation performance review program, which provides guidance around setting [added: annual performance] objectives, developing competencies and receiving feedback.

As a result of these investments and others, approximately [removed: 21%] [added: 20%] of open positions were filled with internal candidates in [removed: 2022.][added: 2023.]

All employees are required to complete annual ethics and compliance and data security [removed: training.][added: trainings.]

In addition to these required trainings, nearly all of our employees and contractors completed at least one training in our Akamai University program during [removed: 2022.][added: 2023.]

We believe that flexible workforce positions and a focus on employee choice, [removed: will] make us a more attractive employer, increase productivity, enable us to recruit from a more diverse pool of applicants and present additional growth and development opportunities for our employees.

[removed: Throughout] [added: Since] 2022, we [added: have] rolled out a number of tools and resources to support this program, such as supporting employees with guidance on maximizing our internal tools to deliver great virtual meeting experiences.

Our customers include many of the world's leading corporations, such as Adobe, Airbnb, Alibaba, Autodesk, Capital Group, Carnival Corporation, The Coca-Cola Company, Comcast, Crate & Barrel, eBay, Electronic Arts, Epic Games, FedEx, Fidelity Investments, Honda, IKEA, Japan Airlines, [added: Liberty Mutual,] Lufthansa, Maersk Transportation & Logistics, Marriott, NBCUniversal, Panasonic, Panera Bread, [removed: PayPal,] [added: Paramount Global,] Philips, Rabobank, Riot Games, Sony Interactive Entertainment, Spotify, Telefonica, Toshiba, Ubisoft, [removed: Viacom,] WarnerMedia and The Washington Post.

As of December 31, [removed: 2022,] [added: 2023,] our public-sector customers included the U.S. Census Bureau, the U.S. Department of Defense, the U.S. Department of Labor, the U.S. Department of [removed: State, the U.S. Department of] Transportation and the U.S. Department of the Treasury.

Akamai's mission is to power and protect life online.

Since 1998, Akamai has developed and provided solutions for global enterprises to build, deliver and secure their digital experiences on our massively distributed worldwide network.

Akamai Connected Cloud spans more than 4,100 edge points-of-presence in approximately 130 countries and nearly 750 cities, with roughly 1,200 network partners.

Akamai Connected Cloud also offers a continuum of computing designed to efficiently build, deploy and secure performant applications and workloads that require single-digit millisecond latency and global reach.

Today, billions of people work, learn, shop, bank, communicate and do more online globally.

Akamai’s security solutions include web

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

In May 2023, Akamai acquired Neosec, Inc. ("Neosec"), which enabled us to offer a solution we refer to as API Security that works to discover and audit APIs and monitor API activity.

API Security uses behavioral analytics to detect and respond to threats and abuse detection and operates using a response platform based on data and behavioral analytics.

We believe API Security will complement our application and API security portfolio by extending our visibility into the growing API threat landscape.

Our content delivery solutions consist primarily of web and mobile performance focused solutions and media delivery solutions.

In 2023, we launched 13 new core computing regions, bringing our total footprint to 24 regions around the world.

In order to continue the expansion of our cloud computing services, we plan to continue increasing the number of computing regions on our platform.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

We provide an array of service and support offerings across our core offerings.

The importance of our workforce to our success is underscored by the inclusion of corporate mission critical goals centered on our employees.

In 2023, we focused on fostering an inclusive community that supports the success of our employees and continuing to deliver a positive experience for both employees and customers by living our values each day.

Results from these surveys have consistently shown a strong sense of engagement and confidence in Akamai’s future.

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Attrition was down in 2023 when compared to 2022.

Less than 10% of our total revenue in each of the years ended December 31, 2023, 2022 and 2021 was derived from contracts

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- massive distribution and availability of our network;

- our long-term product roadmaps;

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For 25 years, Akamai has developed and provided solutions to power and protect life online through our massively distributed worldwide network of servers.

Our platform spans more than 350,000 servers in over 4,100 locations, with roughly 1,300 network partners.

We are planning to significantly increase the number of core and distributed cloud computing sites on our platform in order to continue the expansion of our cloud computing services.

risk-based approach.

*Carrier*

Our carrier offerings are designed to help customers operate a cost-efficient network that capitalizes on traffic growth and new subscriber services for security, traffic management and content delivery.

Our solutions help carriers sell easy-to-deploy cybersecurity protection offerings to their subscriber base; offerings include protection from phishing, viruses, malware and ransomware.

Additionally, our carrier security solutions include parental controls to tailor internet access.

We also offer DNS infrastructure and content delivery solutions for carriers through our intelligent recursive DNS offering and managed content delivery network, which has dedicated servers for the carriers’ own services with Akamai providing content provisioning, delivery and reporting.

professional services and security experts for customized solutions, problem resolution and 24/7 customer support.

The importance of our workforce to our success is underscored by the inclusion of corporate mission critical goals centered on our employees – in 2022 we focused on further developing an inclusive, diverse, productive and flexible work environment by embracing the future of work, and on putting our culture and our purpose into action by applying a growth mindset to creatively and collaboratively solve our toughest challenges.

Results from these surveys have consistently shown a strong sense of engagement and confidence in Akamai’s future; as Akamai, in 2022, outperformed the high performing benchmark comparative index used by our third-party survey provider, an internationally-recognized consulting firm specializing in corporate culture.

Attrition was slightly down in 2022 when compared to 2021, and, we believe our attrition rate is significantly lower than the global average for technology companies.

This is a significant change to the way employees worked prior to the program, and prior to office shutdowns as part of the COVID-19 pandemic.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately [removed: $14,326.7] [added: $13,393.7] million based on the last reported sale price of the Common Stock on the Nasdaq Global Select Market on June 30, [removed: 2022.][added: 2023.]

The number of shares outstanding of the registrant’s Common Stock, par value $0.01 per share, as of February [removed: 24, 2023: 156,275,794] [added: 23, 2024: 151,530,300] shares.

Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission relative to the registrant’s [removed: 2023] [added: 2024] Annual Meeting of Stockholders are incorporated by reference into Items 10, 11, 12, 13 and 14 of Part III of this annual report on Form 10-K.

FOR THE FISCAL YEAR ENDED DECEMBER 31, [removed: 2022][added: 2023]

| Item 1. | | | [removed: [Business](#i06ba45651f224435913cc07c6f0b5609_13)] [added: [Business](#i7bc0b21384a14208b605f1b5d8005ffb_13)] | | | [removed: [3](#i06ba45651f224435913cc07c6f0b5609_13)] [added: [3](#i7bc0b21384a14208b605f1b5d8005ffb_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i06ba45651f224435913cc07c6f0b5609_22)] [added: Factors](#i7bc0b21384a14208b605f1b5d8005ffb_22)] | | | [removed: [9](#i06ba45651f224435913cc07c6f0b5609_22)] [added: [9](#i7bc0b21384a14208b605f1b5d8005ffb_22)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i06ba45651f224435913cc07c6f0b5609_25)] [added: Comments](#i7bc0b21384a14208b605f1b5d8005ffb_25)] | | | [removed: [23](#i06ba45651f224435913cc07c6f0b5609_25)] [added: [22](#i7bc0b21384a14208b605f1b5d8005ffb_25)] | | |

| Item 2. | | | [removed: [Properties](#i06ba45651f224435913cc07c6f0b5609_28)] [added: [Properties](#i7bc0b21384a14208b605f1b5d8005ffb_28)] | | | [removed: [24](#i06ba45651f224435913cc07c6f0b5609_28)] [added: [23](#i7bc0b21384a14208b605f1b5d8005ffb_28)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i06ba45651f224435913cc07c6f0b5609_31)] [added: Proceedings](#i7bc0b21384a14208b605f1b5d8005ffb_31)] | | | [removed: [24](#i06ba45651f224435913cc07c6f0b5609_31)] [added: [24](#i7bc0b21384a14208b605f1b5d8005ffb_31)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i06ba45651f224435913cc07c6f0b5609_34)] [added: Disclosures](#i7bc0b21384a14208b605f1b5d8005ffb_34)] | | | [removed: [24](#i06ba45651f224435913cc07c6f0b5609_34)] [added: [24](#i7bc0b21384a14208b605f1b5d8005ffb_34)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i06ba45651f224435913cc07c6f0b5609_40)] [added: Securities](#i7bc0b21384a14208b605f1b5d8005ffb_40)] | | | [removed: [24](#i06ba45651f224435913cc07c6f0b5609_40)] [added: [24](#i7bc0b21384a14208b605f1b5d8005ffb_40)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#i06ba45651f224435913cc07c6f0b5609_43)] [added: [\[Reserved\]](#i7bc0b21384a14208b605f1b5d8005ffb_43)] | | | [removed: [24](#i06ba45651f224435913cc07c6f0b5609_43)] [added: [24](#i7bc0b21384a14208b605f1b5d8005ffb_43)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i06ba45651f224435913cc07c6f0b5609_46)] [added: Operations](#i7bc0b21384a14208b605f1b5d8005ffb_46)] | | | [removed: [25](#i06ba45651f224435913cc07c6f0b5609_46)] [added: [25](#i7bc0b21384a14208b605f1b5d8005ffb_46)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i06ba45651f224435913cc07c6f0b5609_64)] [added: Risk](#i7bc0b21384a14208b605f1b5d8005ffb_64)] | | | [removed: [46](#i06ba45651f224435913cc07c6f0b5609_64)] [added: [45](#i7bc0b21384a14208b605f1b5d8005ffb_64)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i06ba45651f224435913cc07c6f0b5609_67)] [added: Data](#i7bc0b21384a14208b605f1b5d8005ffb_67)] | | | [removed: [48](#i06ba45651f224435913cc07c6f0b5609_67)] [added: [47](#i7bc0b21384a14208b605f1b5d8005ffb_67)] | | |

| Item 9. | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#i06ba45651f224435913cc07c6f0b5609_160)] [added: Disclosure](#i7bc0b21384a14208b605f1b5d8005ffb_163)] | | | [removed: [93](#i06ba45651f224435913cc07c6f0b5609_160)] [added: [86](#i7bc0b21384a14208b605f1b5d8005ffb_163)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i06ba45651f224435913cc07c6f0b5609_163)] [added: Procedures](#i7bc0b21384a14208b605f1b5d8005ffb_166)] | | | [removed: [93](#i06ba45651f224435913cc07c6f0b5609_163)] [added: [86](#i7bc0b21384a14208b605f1b5d8005ffb_166)] | | |

| Item 9B. | | | [Other [removed: Information](#i06ba45651f224435913cc07c6f0b5609_166)] [added: Information](#i7bc0b21384a14208b605f1b5d8005ffb_169)] | | | [removed: [94](#i06ba45651f224435913cc07c6f0b5609_166)] [added: [88](#i7bc0b21384a14208b605f1b5d8005ffb_169)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i06ba45651f224435913cc07c6f0b5609_169)] [added: Inspections](#i7bc0b21384a14208b605f1b5d8005ffb_172)] | | | [removed: [94](#i06ba45651f224435913cc07c6f0b5609_166)] [added: [88](#i7bc0b21384a14208b605f1b5d8005ffb_169)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i06ba45651f224435913cc07c6f0b5609_175)] [added: Governance](#i7bc0b21384a14208b605f1b5d8005ffb_178)] | | | [removed: [95](#i06ba45651f224435913cc07c6f0b5609_175)] [added: [89](#i7bc0b21384a14208b605f1b5d8005ffb_178)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i06ba45651f224435913cc07c6f0b5609_178)] [added: Compensation](#i7bc0b21384a14208b605f1b5d8005ffb_181)] | | | [removed: [95](#i06ba45651f224435913cc07c6f0b5609_178)] [added: [89](#i7bc0b21384a14208b605f1b5d8005ffb_181)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i06ba45651f224435913cc07c6f0b5609_181)] [added: Matters](#i7bc0b21384a14208b605f1b5d8005ffb_184)] | | | [removed: [95](#i06ba45651f224435913cc07c6f0b5609_181)] [added: [89](#i7bc0b21384a14208b605f1b5d8005ffb_184)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i06ba45651f224435913cc07c6f0b5609_184)] [added: Independence](#i7bc0b21384a14208b605f1b5d8005ffb_187)] | | | [removed: [95](#i06ba45651f224435913cc07c6f0b5609_184)] [added: [89](#i7bc0b21384a14208b605f1b5d8005ffb_187)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i06ba45651f224435913cc07c6f0b5609_187)] [added: Services](#i7bc0b21384a14208b605f1b5d8005ffb_190)] | | | [removed: [96](#i06ba45651f224435913cc07c6f0b5609_187)] [added: [90](#i7bc0b21384a14208b605f1b5d8005ffb_190)] | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i06ba45651f224435913cc07c6f0b5609_193)] [added: Schedules](#i7bc0b21384a14208b605f1b5d8005ffb_196)] | | | [removed: [96](#i06ba45651f224435913cc07c6f0b5609_193)] [added: [90](#i7bc0b21384a14208b605f1b5d8005ffb_196)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i06ba45651f224435913cc07c6f0b5609_196)] [added: Summary](#i7bc0b21384a14208b605f1b5d8005ffb_199)] | | | [removed: [99](#i06ba45651f224435913cc07c6f0b5609_196)] [added: [94](#i7bc0b21384a14208b605f1b5d8005ffb_199)] | | |

| Item 1C. | | | [C](#i7bc0b21384a14208b605f1b5d8005ffb_1678)[yber](#i7bc0b21384a14208b605f1b5d8005ffb_1678)[security](#i7bc0b21384a14208b605f1b5d8005ffb_1678) | | | [22](#i7bc0b21384a14208b605f1b5d8005ffb_25) | | |

| [SIGNATURES](#i7bc0b21384a14208b605f1b5d8005ffb_202) | | | | | | [95](#i7bc0b21384a14208b605f1b5d8005ffb_202) | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

Actual results may differ materially from the forward-looking statements we make as a result of various factors, including, but not limited to: potential slowing revenue growth, global economic and geopolitical conditions, our ability to acquire or develop new solutions, our ability to compete effectively, including our ability to continue to grow our compute solutions, security risks stemming from ineffective information technology systems or cybersecurity breaches, risks of maintaining global operations, regulatory developments, intellectual property claims or disputes, investment related risks and maintaining an effective system of internal controls.

See “Risk Factors” elsewhere in this annual report on Form 10-K and in our other reports filed with the Securities and Exchange Commission for a discussion of certain risks associated with our business.

| [SIGNATURES](#i06ba45651f224435913cc07c6f0b5609_199) | | | | | | [100](#i06ba45651f224435913cc07c6f0b5609_199) | | |

Actual results may differ materially from the forward-looking statements we make.

Factors that may cause or contribute to such differences include, but are not limited to, those discussed in this annual report on Form 10-K under the section entitled “Risk Factors” and in other reports we file with the U.S. Securities and Exchange Commission.

Our customers rely upon Akamai to power and protect the online experiences of their end user customers.

We provide security, content delivery and compute services through Akamai Connected Cloud and maintain internal systems and other data associated with running our business.

We have implemented cybersecurity risk management programs and procedures designed to identify and address threats to both internal and customer facing data and systems that are subject to ongoing compliance assessments, certifications and testing.

Under the oversight and direction of the Akamai executive management team and the Audit Committee of Akamai’s board of directors, the Chief Security Officer (the “CSO”) has primary responsibility for overseeing Akamai’s management of cybersecurity risks.

Reporting to the Chief Executive Officer through the Company's Executive Vice President and General Manager of the Security Technology Group, the CSO leads Akamai’s Information Security Committee, which works cross-functionally with other Akamai departments, including legal, business, policy and technical functions, as appropriate, to exchange information related to cybersecurity.

Our current CSO is an accomplished security professional with 15 years of experience in building and leading information security teams at both public and private companies.

Akamai’s information security team is comprised of senior ranking staff who have experience in a broad range of security domains, including security operations, software security, risk management and auditing.

The CSO and Akamai’s information security team regularly communicate the nature and state of security risks to senior business leaders across the organization.

In addition, the CSO meets on a regular basis with the Information Security Committee to provide cybersecurity program updates and to discuss potential risks and changes in the cyber threat landscape in which we operate.

On a quarterly basis and as needed, the CSO reports to the Audit Committee to provide information on, as applicable and appropriate, cybersecurity risk management programs, risk mitigation, cybersecurity incidents and related disclosure obligations, if any, information on new or changing threats and other cybersecurity matters.

The Audit Committee

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

Chair reports to our board at least quarterly on our cybersecurity risk management program, including risk mitigation, cybersecurity incidents and other relevant developments in our cyber threat landscape.

In addition to formal reporting, the CSO takes part in informal meetings as needed and requested with Akamai's management, including the Chief Executive Officer and the board of directors.

The information security team, under the authority of the CSO, has developed a cybersecurity risk management program that addresses four primary operational pillars:

- researching, monitoring and identifying significant cybersecurity threats and risks across Akamai Connected Cloud and the larger internet ecosystem taking into account malicious actors, software vulnerabilities and other threat sources;

- assessing designated risks applicable to Akamai’s assets and systems, including those associated with third-party vendors and suppliers, and planning and tracking efforts to address significant risks;

- managing cybersecurity incidents and associated reporting and communications obligations; and

- ongoing compliance assessments through internal and external audits and assessments, certifications and the penetration and vulnerability testing of certain systems.

These operational pillars and the programs established from them are informed by cybersecurity industry standards.

Our programs are designed to identify and categorize cybersecurity threats and risks through different sources.

We conduct assessments of threat models to determine which risks are most likely to impact us.

Akamai’s information security team gathers threat and risk data and updates through various sources, such as systems reviews, security research activities, product development processes, diligence efforts in acquisitions and internal and external security scans and alerts, as appropriate.

As applicable, in certain circumstances, we also collaborate with industry partners in the security community, our peers and law enforcement agencies, to support our cybersecurity threat intelligence capabilities.

This information is collected, categorized and assessed to identify, prioritize and manage significant cybersecurity risks.

As a result, our process is continually evaluated and evolves as the threat landscape changes.

In addition to ongoing risk management procedures, we have implemented a cybersecurity incident procedure designed to identify and address security incidents through various channels.

As part of this process, cybersecurity incidents are evaluated, as appropriate, by a cross-functional team to assess the impact of the incident or threat to Akamai from a financial, reputational and operational perspective, and to determine notification obligations to customers and regulators and disclosure obligations to investors, as applicable.

The results of such evaluation are discussed with the board of directors as appropriate.

On a regular basis, our cybersecurity professionals conduct internal assessments of this process.

Additionally, we have implemented an incident response plan that is reviewed by the Audit Committee and the board of directors from time to time.

We also incorporate security practices into employee training.

We have a process for employees to formally acknowledge their review and understanding of security obligations, and the information security and legal teams conduct periodic security and data protection training aimed to emphasize the importance of security and data protection.

In addition, we have implemented a review process to assess the security profile and data protection practices of certain third-party service providers that have exposure to Akamai’s systems, including, as appropriate, review of vendor security policies and procedures and contractually required security commitments.

Although risks from cybersecurity threats have to date not materially affected us, our business strategy, results of operations or financial condition, we have, from time to time, experienced threats to and breaches of our and our third-party vendors’ data and systems.

For more information, see "Risk Factors" included elsewhere in this annual report on Form 10-K.

[removed: Our] [added: However, our] headquarters is located in Cambridge, Massachusetts where we lease approximately 659,000 square feet, of which approximately [removed: 258,000] [added: 285,000] square feet is currently subleased to third parties.

We also have offices in other locations in the United States and other countries, the largest of which are [removed: in Santa Clara, California;] Bangalore, India; [removed: and] Krakow, [removed: Poland.][added: Poland; and Tel Aviv, Israel.]

We are continuing to evaluate our facility footprint in light of our FlexBase program, including our plans and ability to sublease [removed: or terminate] excess space.

Since May 2022 we have operated as a flexible workplace, where employees can choose to work from their home office, a Company office or a combination of both.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

As of February [removed: 24, 2023,] [added: 23, 2024,] there were [removed: 166] [added: 157] holders of record of our common stock.

The following is a summary of our repurchases of our common stock in the fourth quarter of [removed: 2022] [added: 2023] (in thousands, except share and per share data):

During the year ended December 31, [removed: 2022,] [added: 2023,] we repurchased [removed: 6.4] [added: 7.8] million shares of our common stock for an aggregate [added: purchase price] of [removed: $608.0] [added: $654.0] million.

| October 1, 2023 – October 31, 2023 | | | | | | 170,075 | | | | | | $ | 105.83 | | | | | 170,075 | | | | | | $ | 574,837 | |

| November 1, 2023 – November 30, 2023 | | | | | | 171,914 | | | | | | 109.90 | | | | | | 171,914 | | | | | | 555,943 | | |

| December 1, 2023 – December 31, 2023 | | | | | | 153,634 | | | | | | 117.15 | | | | | | 153,634 | | | | | | 537,944 | | |

| Total | | | | | | 495,623 | | | | | | $ | 110.75 | | | | | 495,623 | | | | | | | | |

(3)Includes commissions paid, but excludes any estimated excise taxes payable on share repurchases.

| October 1, 2022 – October 31, 2022 | | | | | | 749,861 | | | | | | $ | 83.10 | | | | | 749,861 | | | | | | $ | 1,307,415 | |

| November 1, 2022 – November 30, 2022 | | | | | | 639,122 | | | | | | 89.21 | | | | | | 639,122 | | | | | | 1,250,398 | | |

| December 1, 2022 – December 31, 2022 | | | | | | 665,811 | | | | | | 87.72 | | | | | | 665,811 | | | | | | 1,191,990 | | |

| Total | | | | | | 2,054,794 | | | | | | $ | 86.50 | | | | | 2,054,794 | | | | | | | | |

(3)Includes commissions paid.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

We have audited the accompanying consolidated balance sheets of Akamai Technologies, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of income, of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the [removed: Company's] [added: Company’s] internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022] [added: 2023] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company [removed: did not maintain,] [added: maintained,] in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the [removed: COSO because a material weakness in internal control over financial reporting existed as of that date related to the Company not designing and maintaining effective controls over the adoption of new accounting standards related to income taxes.][added: COSO.]

The [removed: material weakness referred to above] [added: Company’s management] is [removed: described] [added: responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included] in [removed: Management's] [added: Management’s] Annual Report on Internal Control over Financial Reporting appearing under Item 9A.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based [added: on the assessed risk.]

[removed: A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit] preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

| *(in thousands, except share data)* | | | December 31, [removed: 2022] [added: 2023] | | | | | | December 31, [removed: 2021] [added: 2022] | | |

| Cash and cash equivalents | | | $ | [added: 489,468 | | | | | $ |] 542,337 | | | | | $ | 536,725 | |

| Marketable securities | | | [removed: 562,979] [added: 374,971] | | | | | | [removed: 541,470] [added: 562,979] | | |

| Accounts receivable, net of reserves of [removed: $5,917] [added: $3,469] and [removed: $1,397] [added: $5,917] at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively | | | [removed: 679,206] [added: 724,302] | | | | | | [removed: 675,926] [added: 679,206] | | |

| Prepaid expenses and other current assets | | | [removed: 185,040] [added: 216,114] | | | | | | [removed: 166,313] [added: 185,040] | | |

| Total current assets | | | [removed: 1,969,562] [added: 1,804,855] | | | | | | [removed: 1,920,434] [added: 1,969,562] | | |

| Marketable securities | | | [removed: 320,531] [added: 1,431,354] | | | | | | [removed: 1,088,048] [added: 320,531] | | |

| Property and equipment, net | | | [removed: 1,540,182] [added: 1,825,944] | | | | | | [removed: 1,534,329] [added: 1,540,182] | | |

| Operating lease right-of-use assets | | | [removed: 813,372] [added: 908,634] | | | | | | [removed: 815,754] [added: 813,372] | | |

| Acquired intangible assets, net | | | [removed: 441,716] [added: 536,143] | | | | | | [removed: 313,225] [added: 441,716] | | |

| [removed: Goodwill] [added: Beginning balance] | | | [added: $ |] 2,763,838 | | | | | [added: $] | 2,156,254 | | [removed: |]

| Deferred income tax assets | | | [removed: 337,677] [added: 418,297] | | | | | | [removed: 168,342] [added: 337,677] | | |

| Other assets | | | [removed: 116,522] [added: 124,340] | | | | | | [removed: 142,287] [added: 116,522] | | |

| Total assets | | | $ | [removed: 8,303,400] [added: 9,900,037] | | | | | $ | [removed: 8,138,673] [added: 8,303,400] | |

| Accounts payable | | | $ | [removed: 145,420] [added: 146,927] | | | | | $ | [removed: 109,928] [added: 145,420] | |

| Accrued expenses | | | [removed: 367,017] [added: 352,181] | | | | | | [removed: 411,590] [added: 367,017] | | |

| Deferred revenue | | | [removed: 105,109] [added: 107,544] | | | | | | [removed: 86,517] [added: 105,109] | | |

| Operating lease liabilities | | | [removed: 196,094] [added: 222,944] | | | | | | [removed: 175,683] [added: 196,094] | | |

| Other current liabilities | | | [removed: 5,228] [added: 6,442] | | | | | | [removed: 6,623] [added: 5,228] | | |

| Total current liabilities | | | [removed: 818,868] [added: 836,038] | | | | | | [removed: 790,341] [added: 818,868] | | |

| Deferred revenue | | | [removed: 22,117] [added: 23,006] | | | | | | [removed: 25,342] [added: 22,117] | | |

| Deferred income tax liabilities | | | [removed: 18,400] [added: 24,622] | | | | | | [removed: 40,974] [added: 18,400] | | |

| Convertible senior notes | | | [removed: 2,285,258] [added: 3,538,229] | | | | | | [removed: 1,976,167] [added: 2,285,258] | | |

| Operating lease liabilities | | | [removed: 693,265] [added: 774,806] | | | | | | [removed: 707,087] [added: 693,265] | | |

| Other liabilities | | | [removed: 105,305] [added: 106,181] | | | | | | [removed: 68,748] [added: 105,305] | | |

| Total liabilities | | | [removed: 3,943,213] [added: 5,302,882] | | | | | | [removed: 3,608,659] [added: 3,943,213] | | |

| Common stock, $0.01 par value; 700,000,000 shares authorized; [removed: 156,494,816] [added: 151,232,908] and [removed: 160,512,111] [added: 156,494,816] shares issued and outstanding at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively | | | [removed: 1,565] [added: 1,512] | | | | | | [removed: 1,605] [added: 1,565] | | |

| Additional paid-in capital | | | [removed: 2,578,603] [added: 2,222,993] | | | | | | [removed: 3,340,822] [added: 2,578,603] | | |

| Accumulated other comprehensive loss | | | [removed: (140,332)] [added: (95,330)] | | | | | | [removed: (69,105)] [added: (140,332)] | | |

| Retained earnings | | | [removed: 1,920,351] [added: 2,467,980] | | | | | | [removed: 1,256,692] [added: 1,920,351] | | |

| Total stockholders’ equity | | | [removed: 4,360,187] [added: 4,597,155] | | | | | | [removed: 4,530,014] [added: 4,360,187] | | |

| Total liabilities and stockholders’ equity | | | $ | [removed: 8,303,400] [added: 9,900,037] | | | | | $ | [removed: 8,138,673] [added: 8,303,400] | |

| [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | |

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

As described in Notes 2 and 16 to the consolidated financial statements, the Company’s total revenue was $3.8 billion for the year ended December 31, 2023.

The principal considerations for our determination that performing procedures relating to revenue recognition is a critical audit matter are a high degree of auditor effort involved in performing procedures and evaluating audit evidence related to the Company’s revenue recognition.

These procedures included testing the effectiveness of controls relating to revenue recognition, including controls over the recording of revenue at the amount of consideration the Company expects to receive as the promised services are delivered to the customer.

These procedures also included, among others, (i) evaluating and recalculating, on a sample basis, the revenue recognized by obtaining and inspecting source documents, such as executed contracts, invoices, and delivery documents; (ii) testing the delivery documents provided by management; and (iii) confirming a sample of outstanding customer invoice balances as of December 31, 2023, and for confirmations not returned, obtaining and inspecting source documents, such as executed contracts, invoices, delivery documents, and subsequent cash receipts.

February 28, 2024

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| Goodwill | | | 2,850,470 | | | | | | 2,763,838 | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| Net income | | | $ | 547,629 | | | | | $ | 523,672 | | | | | $ | 651,642 | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| Net income | | | $ | 547,629 | | | | | $ | 523,672 | | | | | $ | 651,642 | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

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| Proceeds from borrowings under revolving credit facility | | | 90,000 | | | | | | 125,000 | | | | | | — | | |

| Repayment of borrowings under revolving credit facility | | | (90,000) | | | | | | (125,000) | | | | | | — | | |

| Proceeds from the issuance of convertible senior notes, net of issuance costs | | | 1,247,388 | | | | | | — | | | | | | — | | |

| Proceeds from the issuance of warrants related to convertible senior notes | | | 90,195 | | | | | | — | | | | | | — | | |

| Purchases of note hedges related to convertible senior notes | | | (236,555) | | | | | | — | | | | | | — | | |

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[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| Balance at December 31, 2021 | | | 160,512,111 | | | | | | $ | 1,605 | | | | | $ | 3,340,822 | | | | | $ | — | | | | | $ | (69,105) | | | | | $ | 1,256,692 | | | | | $ | 4,530,014 | |

| Issuance of warrants related to convertible senior notes | | | | | | | | | | | | | | | 90,195 | | | | | | | | | | | | | | | | | | | | | | | | 90,195 | | |

| Purchase of note hedge related to convertible senior notes, net of deferred taxes of $57,628 | | | | | | | | | | | | | | | (178,927) | | | | | | | | | | | | | | | | | | | | | | | | (178,927) | | |

| Repurchases of common stock | | | (7,801,778) | | | | | | | | | | | | | | | | | | (658,187) | | | | | | | | | | | | | | | | | | (658,187) | | |

| Treasury stock retirement | | | | | | | | | (78) | | | | | | (658,109) | | | | | | 658,187 | | | | | | | | | | | | | | | | | | — | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 547,629 | | | | | | 547,629 | | |

| Balance at December 31, 2023 | | | 151,232,908 | | | | | | $ | 1,512 | | | | | $ | 2,222,993 | | | | | $ | — | | | | | $ | (95,330) | | | | | $ | 2,467,980 | | | | | $ | 4,597,155 | |

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.

We considered this material weakness in determining the nature, timing, and extent of audit tests applied in our audit of the December 31, 2022 consolidated financial statements, and our opinion regarding the effectiveness of the Company’s internal control over financial reporting does not affect our opinion on those consolidated financial statements.

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in management's report referred to above.

on the assessed risk.

*Valuation of Customer-Related Intangible Assets and Completed Technologies Intangible Assets - Acquisition of Linode Limited Liability Company*

As described in Notes 2 and 8 to the consolidated financial statements, in March 2022, the Company acquired Linode Limited Liability Company (“Linode”) for $898.5 million in cash, which resulted in customer-related intangible assets of $84.2 million and completed technologies intangible assets of $70.9 million being recorded.

Management applied the multi-period excess earnings method under the income approach to estimate the fair value of the customer-related intangible assets acquired and the relief-from-royalty method to estimate the fair value of the completed technologies intangible assets acquired.

Significant judgment is used by management in estimating the fair values of acquired intangible assets, which involved significant estimates and assumptions with respect to forecasted revenue growth rates, forecasted cost of sales, operating expenses, contributory asset charges and the discount rate.

The principal considerations for our determination that performing procedures relating to the valuation of customer-related intangible assets and completed technologies intangible assets acquired in connection with the Linode acquisition is a critical audit matter are (i) the significant judgment by management when determining the fair value of the customer-related intangible assets and completed technologies intangible assets acquired; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to forecasted revenue growth rates and the discount rate for the completed technologies intangible assets and forecasted cost of sales, operating expenses, contributory asset charges and the discount rate for the customer-related intangible assets; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the customer-related intangible assets and completed technologies intangible assets and controls over the development of significant assumptions related to forecasted cost of sales, operating expenses, contributory asset charges and the discount rate for the customer-related intangible assets and forecasted revenue growth rates and the discount rate for the completed technologies intangible assets.

These procedures also included, among others, (i) reading the purchase agreement; (ii) testing management’s process for determining the fair value of the customer-related intangible assets and completed technologies intangible assets; (iii) evaluating the appropriateness of the multi-period excess earnings method under the income approach for the customer-related intangibles assets and the relief-from-royalty method for the completed technologies intangible assets; (iv) testing the completeness and accuracy of the underlying

data used in the methods; and (v) evaluating the reasonableness of the significant assumptions used by management related to forecasted cost of sales, operating expenses, contributory asset charges and the discount rate for the customer-related intangible assets and forecasted revenue growth rates and the discount rate for the completed technologies intangible assets.

Evaluating management’s significant assumptions related to forecasted cost of sales, operating expenses and contributory asset charges for the customer-related intangible assets and forecasted revenue growth rates for the completed technologies intangible assets involved evaluating whether the significant assumptions used by management were reasonable considering (i) the current and past performance of Linode; (ii) consistency with external market and industry data; and (iii) whether these significant assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the Company’s multi-period excess earnings method under the income approach, relief-from-royalty method and the reasonableness of the discount rate assumptions.

February 28, 2023

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| Balance at January 1, 2020 | | | 162,000,843 | | | | | | $ | 1,620 | | | | | $ | 3,653,486 | | | | | $ | — | | | | | $ | (45,144) | | | | | $ | 47,996 | | | | | $ | 3,657,958 | |

| Repurchases of common stock | | | (1,964,686) | | | | | | | | | | | | | | | | | | (193,588) | | | | | | | | | | | | | | | | | | (193,588) | | |

| Treasury stock retirement | | | | | | | | | (20) | | | | | | (193,568) | | | | | | 193,588 | | | | | | | | | | | | | | | | | | — | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 557,054 | | | | | | 557,054 | | |

Fair

As a result of MUFG's intention to suspend operations, the Company impaired its remaining investment of $7.5 million.

During the year ended December 31, 2020, the Company recorded a loss of $13.1 million, which included an $11.0 million impairment to reduce the Company's investment to its fair value due to a modified business plan and continued negative projected cash flows.

The valuation technique used to measure fair value of the Company's equity method investment in GO-NET was primarily an adjusted net asset value model based on labor costs and the amount of time required to develop a similar technology for use in the planned payment processing service.

Based on the typical structure of the Company's contracts, which are generally for monthly

The Company recognizes compensation costs for all stock-based payment awards made to employees based upon the awards’ grant-date fair value.

Any changes to those estimates that the Company makes from time to time may have a significant impact on the stock-based compensation expense recorded and could materially impact the Company’s results of operations.

The Company adopted this guidance on January 1, 2022 on a modified retrospective basis.

The convertible senior notes included on the Company's consolidated balance sheet more closely reflect the principal amounts.

The cumulative effect of the changes was an increase to convertible senior notes of $304.7 million, an increase to deferred income tax liabilities of $0.7 million, an increase to deferred income tax assets of $77.7 million, a decrease to property and equipment of $7.7 million and a decrease to additional paid-in capital of $375.4 million on the consolidated balance sheet.

Instead, it requires application of the if-converted method.

Under that method, diluted earnings per share would generally be calculated assuming that all the convertible senior notes were converted solely into shares of common stock at the beginning of the reporting period, unless the result would be antidilutive.

The application of the if-converted method reduces the Company’s reported diluted earnings per share after the adoption date.

However, in December 2021, the Company made an irrevocable election to settle the principal portion of the convertible senior notes with cash.

Accordingly, the if-converted method is only impacted by any potential shares to be delivered for the amount in excess of the principal portion.

The changes to the diluted earnings per share guidance did not materially impact the Company's results of operations.

This had the effect of increasing basic and diluted earnings per share for the year ended 2022 by $0.32.

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Our management, with the participation of our Chief Executive Officer and Chief Financial Officer (our principal executive officer and principal financial officer, respectively), evaluated the effectiveness of our disclosure controls and procedures as of December 31, [removed: 2022.][added: 2023.]

The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended [removed: (the "Exchange Act")] [added: ("the Exchange Act"),] means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

Based on the evaluation of our disclosure controls and procedures as of December 31, [removed: 2022,] [added: 2023] our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were [removed: not] effective [removed: to provide] [added: at the] reasonable assurance [removed: due to a material weakness in internal control over financial reporting described below.][added: level.]

Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the company's principal executive and principal financial officers and effected by the company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and [added: the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:]

Our management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

Based on this assessment, our management concluded that as of December 31, [removed: 2022,] [added: 2023,] our internal control over financial reporting was [removed: not] effective [removed: as of December 31, 2022, due to a material weakness in internal control over financial reporting described below.][added: based on those criteria at the reasonable assurance level.]

The effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in its report, which is included in Item 8 of this annual report on Form 10-K.

[removed: The Company’s] [added: Our] management, under the oversight of the Audit Committee, [removed: is in the process of designing] [added: has designed] and [removed: implementing] [added: implemented] changes [removed: in processes and controls] to remediate the material weakness.

We [removed: expect our remediation plan to include the enhancement of] [added: have enhanced] the design and precision of our process [added: and control] for evaluating the adoption and application of new accounting standards in the area of income [removed: taxes, including the involvement of external tax advisors, as applicable.][added: taxes.]

No change in our internal control over financial reporting occurred during the fourth quarter ended December 31, [removed: 2022] [added: 2023] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

*Remediation of Previously Reported Material Weakness*

Our enhanced design includes the involvement of external tax advisors, as applicable.

The material weakness was remediated as of December 31, 2023 as the enhanced control has been implemented for a sufficient period of time and is operating effectively.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

Additionally, this material weakness could result in misstatements of the aforementioned account balances or disclosures that would result in a material misstatement to the Company's annual or interim consolidated financial statements that would not be prevented or detected.

*Remediation Plan*

The material weakness will not be considered remediated until management completes its remediation plan and the enhanced controls operate for a sufficient period of time and management has concluded, through testing, that the related controls are effective.

The Company will monitor the effectiveness of its remediation plan and will refine its remediation plan as appropriate.

*(b) Director and Officer Trading Arrangements*

The following table describes, for the quarterly period ending December 31, 2023, each trading arrangement for the sale or purchase of Company securities adopted, terminated or for which the amount, pricing or timing provisions were modified by our directors and officers that is either (1) a contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) or (2) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K):

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| Name (Title) | | | Action Taken (Date of Action) | | | Type of Trading Arrangement | | | Nature of Trading Arrangement | | | Duration of Trading Arrangement | | | Aggregate Number of Securities to be Purchased or Sold | | |

| Mani Sundaram (Executive Vice President and General Manager of the Security Technology Group) | | | Adoption (December 5, 2023) | | | Rule 10b5-1 trading arrangement | | | Sales | | | Until March 9, 2025, or such earlier date upon which all transactions are completed or expire without execution | | | Up to 7,461 shares of common stock | | |

| Edward McGowan (Chief Financial Officer and Treasurer) | | | Adoption (December 6, 2023) | | | Rule 10b5-1 trading arrangement | | | Sales | | | Until September 6, 2024, or such earlier date upon which all transactions are completed or expire without execution | | | Up to 35,003 shares of common stock1 | | |

| Adam Karon (Chief Operating Officer and General Manager of the Cloud Technology Group) | | | Adoption (December 8, 2023) | | | Rule 10b5-1 trading arrangement | | | Sales | | | Until September 8, 2024, or such earlier date upon which all transactions are completed or expire without execution | | | Up to 61,444 shares of common stock2 | | |

| Aaron Ahola (General Counsel and Corporate Secretary) | | | Adoption (December 11, 2023) | | | Rule 10b5-1 trading arrangement | | | Sales | | | Until June 11, 2024, or such earlier date upon which all transactions are completed or expire without execution | | | Up to 16,489 shares of common stock3 | | |

(1) The Rule 10b5-1 trading arrangement provides for the sale of a percentage of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes.

The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to Mr. McGowan's Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of future vesting events.

For purposes of this disclosure, we have reported the maximum aggregate number of shares to be sold without subtracting any shares to be withheld upon future vesting events.

(2) The Rule 10b5-1 trading arrangement provides for the sale of a percentage of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes.

The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to Mr. Karon's Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of future vesting events.

For purposes of this disclosure, we have reported the maximum aggregate number of shares to be sold without subtracting any shares to be withheld upon future vesting events.

(3) The Rule 10b5-1 trading arrangement provides for the sale of a percentage of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes.

The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to Mr. Ahola's Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of future vesting events.

For purposes of this disclosure, we have reported the maximum aggregate number of shares to be sold without subtracting any shares to be withheld upon future vesting events.

None.

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

The complete response to this Item regarding the backgrounds of our executive officers and directors and other information required by Items 401, 405 and 407 of Regulation S-K will be contained in our definitive proxy statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the sections captioned “Executive Compensation Matters,” “Delinquent Section 16(a) Reports” and “Corporate Governance Highlights” and is incorporated by reference herein.

Our executive officers and directors and their positions as of February 28, [removed: 2023,] [added: 2024,] are as follows:

| Sharon [added: Y.] Bowen | | | | | | Director | | |

| Marianne [added: C.] Brown | | | | | | Director | | |

| Monte [added: E.] Ford | | | | | | Director | | |

| Daniel [added: R.] Hesse | | | | | | Director | | |

| [removed: Tom] [added: Peter T.] Killalea | | | | | | Director | | |

| Jonathan [added: F.] Miller | | | | | | Director | | |

| William [added: R.] Wagner | | | | | | Director | | |

The information required by this Item is incorporated by reference herein to our definitive proxy statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the sections captioned “Executive Compensation Matters,” “Corporate Governance Highlights,” “Compensation Committee Interlocks and Insider Participation” and “Director Compensation.”

The information required by this Item is incorporated by reference herein to our definitive proxy statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the sections captioned “Executive Compensation Matters,” “Security Ownership of Certain Beneficial Owners and Management” and “Securities Authorized for Issuance Under Equity Compensation Plans.”

The information required by this Item is incorporated by reference herein to our definitive proxy statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the sections captioned “Certain Relationships and Related Party Transactions; Code of [removed: Ethics; Interest in Annual Meeting Matters,” “Corporate Governance Highlights” and “Compensation Committee Interlocks and Insider Participation.”]

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

Ethics; Interest in Annual Meeting Matters,” “Corporate Governance Highlights” and “Compensation Committee Interlocks and Insider Participation.”

The information required by this Item is incorporated by reference herein to our definitive proxy statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the section captioned “Ratification of Selection of Independent Auditors.”

- Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

- Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

- Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

- Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

- Consolidated Statements of Stockholders' Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

| 3.2(B) | | | [Amended and Restated Bylaws of Akamai Technologies, [removed: Inc.,](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000278/ex31akamai-bylaws.htm) [effe](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000278/ex31akamai-bylaws.htm)[ctive December 13, 2022](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000278/ex31akamai-bylaws.htm)] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1086222/000108622222000278/ex31akamai-bylaws.htm)] | | |

| [removed: 4.1(C)] [added: 4.1(D)] | | | [Specimen common stock certificate](http://www.sec.gov/Archives/edgar/data/1086222/000095013599004713/0000950135-99-004713.txt) | | |

| [removed: 4.2(D)] [added: 4.2(E)] | | | [Indenture (including form of Notes) with respect to Akamai’s 0.125% Convertible Senior Notes due 2025, dated as of May 21, 2018, between Akamai and U.S. Bank National Association, as trustee](http://www.sec.gov/Archives/edgar/data/1086222/000108622218000117/exhibit41indenture2018.htm) | | |

| [removed: 4.3(E)] [added: 4.3(F)] | | | [Indenture (including form of Notes) with respect to the Registrant’s 0.375% Convertible Senior Notes due September 1, 2027, dated as of August 16, 2019, between the Registrant and U.S. Bank National Association, as trustee](http://www.sec.gov/Archives/edgar/data/1086222/000119312519223514/d794476dex41.htm) | | |

| [removed: 4.4(F)] [added: 4.5(H)] | | | [First Supplemental Indenture with respect to 0.125% Convertible Senior Notes due 2025, dated December 16, 2021, between Akamai Technologies, Inc. and U.S. Bank National Association, as trustee](https://www.sec.gov/Archives/edgar/data/0001086222/000108622221000313/a41firstsupplementalindent.htm) | | |

| [removed: 4.5(F)] [added: 4.6(H)] | | | [First Supplemental Indenture with respect to 0.375% Convertible Senior Notes due 2027, dated December 16, 2021, between Akamai Technologies, Inc. and U.S. Bank National Association, as trustee](https://www.sec.gov/Archives/edgar/data/0001086222/000108622221000313/a42firstsupplementalindent.htm) | | |

| [removed: 4.6(B)] [added: 4.7(I)] | | | [Description of Registrant's Securities Registered Under Section 12 of the Exchange Act](http://www.sec.gov/Archives/edgar/data/1086222/000108622220000045/exhibit4410k2019.htm) | | |

| [removed: 10.1(G)@] [added: 10.1(J)@] | | | [Amended and Restated 1999 Employee Stock Purchase Plan of the Registrant](http://www.sec.gov/Archives/edgar/data/1086222/000095013506001650/b58056atexv10w5.txt) | | |

| [removed: 10.2(H)@] [added: 10.2(K)@] | | | [Amendment to Amended and Restated 1999 Employee Stock Purchase Plan of the Registrant](http://www.sec.gov/Archives/edgar/data/1086222/000119312508111487/dex1046.htm) | | |

| [removed: 10.3(I)@] [added: 10.3(L)@] | | | [2009 Akamai Technologies, Inc. Stock Incentive Plan](http://www.sec.gov/Archives/edgar/data/1086222/000119312511147774/dex991.htm) | | |

| [removed: 10.4(J)@] [added: 10.4(M)@] | | | [Akamai Technologies, Inc. Second Amended and Restated 2013 Stock Incentive Plan](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000167/secondamendedandrestated20.htm) | | |

| [removed: 10.6(L)] [added: 10.5(N)@] | | | [removed: [Cotendo,] [added: [Amendment No. 1 to Akamai Technologies,] Inc. [added: Second] Amended and Restated [removed: 2008] [added: 2013] Stock [removed: Plan](http://www.sec.gov/Archives/edgar/data/1086222/000126643212000019/exhibit99.htm)] [added: Incentive Plan](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000192/amendmentno1tosecondamende.htm)] | | |

| [removed: 10.7(M)] [added: 10.6(O)] | | | [Linode Limited Liability Company 2022 RSU Plan](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000144/exhibit991march212022.htm) | | |

| [removed: 10.8(N)@] [added: 10.7(P)@] | | | [Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan, as amended (time [removed: vesting)](http://www.sec.gov/Archives/edgar/data/1086222/000154256713000027/akam10q63013ex102.htm)] [added: vesting)](http://www.sec.gov/Archives/edgar/data/1086222/000108622219000136/akam10q3312019ex1039.htm)] | | |

| [removed: 10.9@] [added: 10.8(Q)@] | | | [Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan (performance [removed: vesting)](https://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit109_10k2022.htm)] [added: vesting)](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit109_10k2022.htm)] | | |

| [removed: 10.10(O)@] [added: 10.9(R)@] | | | [Form of Stock Option Agreement for use under the 2013 Stock Incentive Plan](http://www.sec.gov/Archives/edgar/data/1086222/000154256713000027/akam10q63013ex104.htm) | | |

| [removed: 10.11(O)] [added: 10.10(R)] | | | [Form of Deferred Stock Unit Agreement for use under the 2013 Stock Incentive Plan](http://www.sec.gov/Archives/edgar/data/1086222/000154256713000027/akam10q63013ex105.htm) | | |

| [removed: 10.12@] [added: 10.11(Q)@] | | | [Form of Performance-Based Vesting Restricted Stock Unit Agreement with Retirement [removed: Provision](https://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit1012_10k2022.htm)] [added: Provision](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit1012_10k2022.htm)] | | |

| [removed: 10.13@] [added: 10.12(Q)@] | | | [Non-Employee Director Compensation [removed: Plan](https://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit1013_10k2022.htm)] [added: Plan](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000078/exhibit1013_10k2022.htm)] | | |

| [removed: 10.14(N)@] [added: 10.13(P)@] | | | [Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan (2019)](http://www.sec.gov/Archives/edgar/data/1086222/000108622219000136/akam10q3312019ex1039.htm) | | |

| [removed: 10.15(P)@] [added: 10.14(S)@] | | | [Form Executive Bonus Plan](https://www.sec.gov/Archives/edgar/data/1086222/000108622223000072/formofexecutivebonusplan20.htm) | | |

| [removed: 10.16(Q)@] [added: 10.15(T)@] | | | [Akamai Technologies, Inc. Executive Severance Pay Plan, as amended](http://www.sec.gov/Archives/edgar/data/1086222/000108622219000226/exhibit101executivesev.htm) | | |

| [removed: 10.17(R)@] [added: 10.16(U)@] | | | [Form of Change in Control and Severance Agreement](https://www.sec.gov/Archives/edgar/data/1086222/000108622222000054/exhibit991february18th.htm) | | |

| [removed: 10.18(S)@] [added: 10.17(V)@] | | | [Akamai Technologies, Inc. Policy on Departing Director Compensation](http://www.sec.gov/Archives/edgar/data/1086222/000108622217000080/exhibit1027departingdirect.htm) | | |

| [removed: 10.19(T)@] [added: 10.18(W)@] | | | [Akamai Technologies, Inc. U.S. Non-Qualified Deferred Compensation Plan](http://www.sec.gov/Archives/edgar/data/1086222/000108622215000101/akam10q3312015ex1048.htm) | | |

| [removed: 10.20(U)@] [added: 10.19(X)@] | | | [Employment Letter Agreement between the Registrant and F. Thomson Leighton dated February 25, 2013](http://www.sec.gov/Archives/edgar/data/1086222/000126643213000021/exhibit1028.htm) | | |

| [removed: 10.21(R)@] [added: 10.20(U)@] | | | [Amendment to Employment Letter Agreement between the Registrant and F. Thomson Leighton dated November 12, 2015](http://www.sec.gov/Archives/edgar/data/1086222/000108622215000184/exhibit993leightonagreemen.htm) | | |

| [removed: 10.22(V)] [added: 10.21(Y)] | | | [Indenture of Lease for 145 Broadway, Cambridge, Massachusetts dated November 7, 2016](http://www.sec.gov/Archives/edgar/data/1086222/000108622216000396/exhibit104711kcakamailease.htm) | | |

| [removed: 10.23(V)] [added: 10.22(Y)] | | | [Must-Take Premises and Right of First Offer Agreement among the Registrant, Boston Properties Limited Partnership and the Trustees of Ten Cambridge Center Trust dated November 7, 2016](http://www.sec.gov/Archives/edgar/data/1086222/000108622216000396/exhibit1048musttakeagreeme.htm) | | |

| [removed: 10.24(W)] [added: 10.23(Z)] | | | [150 Broadway Real Property Lease Dated December 20, 2017](http://www.sec.gov/Archives/edgar/data/1086222/000108622218000052/exhibit1019-150broadwaylea.htm) | | |

| [removed: 10.25(X)†] [added: 10.24(AA)†] | | | [Exclusive Patent and Non-Exclusive Copyright License Agreement, dated as of October 26, 1998, between the Registrant and Massachusetts Institute of Technology](http://www.sec.gov/Archives/edgar/data/1086222/000095013599004906/0000950135-99-004906.txt) | | |

| [removed: 10.26(Y)] [added: 10.25(BB)] | | | [Credit Agreement by and among Akamai Technologies, Inc., the financial institutions identified therein as lenders and JPMorgan Chase Bank, N.A., as administrative agent, dated November 22, 2022](https://www.sec.gov/Archives/edgar/data/1086222/000119312522292004/d271055dex101.htm) | | |

| [removed: 10.27(D)] [added: 10.27(E)] | | | [Form of [removed: Call Option] [added: Warrant] Confirmation between Akamai and each Option [removed: Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000119312514060700/d678043dex101.htm)] [added: Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000108622218000117/exhibit102warrantconfirmat.htm)] | | |

| [removed: 10.28(D)] [added: 10.26(E)] | | | [Form of [removed: Warrant] [added: Call Option] Confirmation between Akamai and each Option [removed: Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000119312514060700/d678043dex102.htm)] [added: Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000108622218000117/exhibit101bondhedgeconfirm.htm)] | | |

| [removed: 10.29(E)] [added: 10.28(F)] | | | [Form of Call Option Confirmation between the Registrant and each Option Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000119312519223514/d794476dex101.htm) | | |

| 3.3(C) | | | [Amendment No. 1 to Amended and Restated Bylaws of Akamai Technologies, Inc.](http://www.sec.gov/Archives/edgar/data/1086222/000119312523237687/d508328dex31.htm) | | |

| 4.4(G) | | | [Indenture (including form of Notes) with respect to the Registrant's 1.125% Convertible Senior Notes due February 15, 2029, dated as of August 18, 2023, between Akamai Technologies, Inc. and U.S. Bank Trust Company, National Association, as trustee](http://www.sec.gov/Archives/edgar/data/1086222/000119312523215943/d525419dex41.htm) | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| 10.30(G) | | | [Form of Call Option Transaction Confirmation between the Registrant and each Option Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000119312523215943/d525419dex101.htm) | | |

| 10.31(G) | | | [Form of Warrant Confirmation between the Registrant and each Option Counterparty](http://www.sec.gov/Archives/edgar/data/1086222/000119312523215943/d525419dex102.htm) | | |

| 10.32(CC) | | | [F](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000072/formofexecutivebonusplan20.htm)[orm of Executive Annual Incentive Plan](http://www.sec.gov/Archives/edgar/data/1086222/000108622223000072/formofexecutivebonusplan20.htm) | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| 97 | | | [Akamai Clawback Policy](https://www.sec.gov/Archives/edgar/data/1086222/000108622224000040/exhibit97_10k2023.htm) | | |

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[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| (G) | | | | | | Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 231185826) filed with the Commission on August 18, 2023. | | |

| (I) | | | | | | Incorporated by reference to the Registrant's Annual Report on Form 10-K (File No. 000-27275, 20670264) filed with the Commission on February 28, 2020. | | |

| (N) | | | | | | Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 23923350) filed with the Commission on May 15, 2023. | | |

| (Q) | | | | | | Incorporated by reference to the Registrant's Annual Report on Form 10-K (File No. 000-27275, 23685285) filed with the Commission on February 28, 2023. | | |

| (CC) | | | | | | Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 23668192) filed with the Commission on February 24, 2023. | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)

| 10.5(K) | | | [Prolexic Technologies, Inc. 2011 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1086222/000126643214000053/exhibit991prolexicplan.htm) | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (X) | | | | | | Incorporated by reference to the Registrant's Registration Statement on Form S-1/A filed with the Commission on October 28, 1999. | | |

| February 28, [removed: 2023] [added: 2024] | | | AKAMAI TECHNOLOGIES, INC. | | | | | |

| /s/ F. THOMSON LEIGHTON | | | | | | Chief Executive Officer, President and Director (Principal Executive Officer) | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ EDWARD MCGOWAN | | | | | | Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ LAURA HOWELL | | | | | | [added: Senior Vice President,] Chief Accounting Officer (Principal Accounting Officer) | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ SHARON Y. BOWEN | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ MARIANNE C. BROWN | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ MONTE E. FORD | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ DANIEL R. HESSE | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ PETER T. KILLALEA | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ JONATHAN F. MILLER | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ MADHU RANGANATHAN | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ BERNARDUS VERWAAYEN | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

| /s/ WILLIAM R. WAGNER | | | | | | Director | | | | | | February 28, [removed: 2023] [added: 2024] | | |

[Table of](#i7bc0b21384a14208b605f1b5d8005ffb_7) [Contents](#i7bc0b21384a14208b605f1b5d8005ffb_7)