Item 15. Exhibits, Financial Statement Schedules

20K characters. Original on sec.gov · Markdown

Item 15. Exhibits, Financial Statement Schedules

(a)Documents Filed as Part of this Annual Report on Form 10-K

1.Financial Statements (included in Item 8 of this Annual Report on Form 10-K):

  • Report of Independent Registered Public Accounting Firm

  • Consolidated Balance Sheets as of December 31, 2023 and 2022

  • Consolidated Statements of Income for the years ended December 31, 2023, 2022 and 2021

  • Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021

  • Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021

  • Consolidated Statements of Stockholders' Equity for the years ended December 31, 2023, 2022 and 2021

  • Notes to Consolidated Financial Statements

2.Financial Statement Schedules

Financial statements schedules are omitted as they are either not required or the information is otherwise included in the consolidated financial statements.

(b)Exhibits

EXHIBIT INDEX

3.1(A)Amended and Restated Certificate of Incorporation of Akamai Technologies, Inc., as amended
3.2(B)Amended and Restated Bylaws of Akamai Technologies, Inc.
3.3(C)Amendment No. 1 to Amended and Restated Bylaws of Akamai Technologies, Inc.
4.1(D)Specimen common stock certificate
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
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
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
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
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
4.7(I)Description of Registrant's Securities Registered Under Section 12 of the Exchange Act
10.1(J)@Amended and Restated 1999 Employee Stock Purchase Plan of the Registrant
10.2(K)@Amendment to Amended and Restated 1999 Employee Stock Purchase Plan of the Registrant

Table of Contents

10.3(L)@2009 Akamai Technologies, Inc. Stock Incentive Plan
10.4(M)@Akamai Technologies, Inc. Second Amended and Restated 2013 Stock Incentive Plan
10.5(N)@Amendment No. 1 to Akamai Technologies, Inc. Second Amended and Restated 2013 Stock Incentive Plan
10.6(O)Linode Limited Liability Company 2022 RSU Plan
10.7(P)@Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan, as amended (time vesting)
10.8(Q)@Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan (performance vesting)
10.9(R)@Form of Stock Option Agreement for use under the 2013 Stock Incentive Plan
10.10(R)Form of Deferred Stock Unit Agreement for use under the 2013 Stock Incentive Plan
10.11(Q)@Form of Performance-Based Vesting Restricted Stock Unit Agreement with Retirement Provision
10.12(Q)@Non-Employee Director Compensation Plan
10.13(P)@Form of Restricted Stock Unit Agreement for use under the 2013 Stock Incentive Plan (2019)
10.14(S)@Form Executive Bonus Plan
10.15(T)@Akamai Technologies, Inc. Executive Severance Pay Plan, as amended
10.16(U)@Form of Change in Control and Severance Agreement
10.17(V)@Akamai Technologies, Inc. Policy on Departing Director Compensation
10.18(W)@Akamai Technologies, Inc. U.S. Non-Qualified Deferred Compensation Plan
10.19(X)@Employment Letter Agreement between the Registrant and F. Thomson Leighton dated February 25, 2013
10.20(U)@Amendment to Employment Letter Agreement between the Registrant and F. Thomson Leighton dated November 12, 2015
10.21(Y)Indenture of Lease for 145 Broadway, Cambridge, Massachusetts dated November 7, 2016
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
10.23(Z)150 Broadway Real Property Lease Dated December 20, 2017
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
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
10.26(E)Form of Call Option Confirmation between Akamai and each Option Counterparty
10.27(E)Form of Warrant Confirmation between Akamai and each Option Counterparty
10.28(F)Form of Call Option Confirmation between the Registrant and each Option Counterparty
10.29(F)Form of Warrant Confirmation between the Registrant and each Option Counterparty
10.30(G)Form of Call Option Transaction Confirmation between the Registrant and each Option Counterparty
10.31(G)Form of Warrant Confirmation between the Registrant and each Option Counterparty
10.32(CC)Form of Executive Annual Incentive Plan
21.1Subsidiaries of the Registrant
23.1Consent of Independent Registered Public Accounting Firm
31.1Certification of Chief Executive Officer pursuant to Rule 13a- 14(a)/Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended

Table of Contents

31.2Certification of Chief Financial Officer pursuant to Rule 13a- 14(a)/Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended
32.1Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97Akamai Clawback Policy
101.INSInline XBRL Instance Document – The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.*
101.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Label Linkbase Document*
101.PREInline XBRL Taxonomy Presentation Linkbase Document*
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101.INS)

Table of Contents

(A)Incorporated by reference to the Registrant’s Current Report on Form 8-K (File No. 000-27275, 18884226) filed with the Commission on June 6, 2018.
(B)Incorporated by reference to the Registrant’s Annual Report on Form 8-K (File No. 000-27275, 221467934) filed with the Commission on December 16, 2022.
(C)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 231264379) filed with the Commission on September 19, 2023.
(D)Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-85679, 99727819), as amended, filed with the Commission on October 13, 1999.
(E)Incorporated by reference to the Registrant’s Current Report on Form 8-K (File No. 000-27275, 18852548) filed with the Commission on May 22, 2018.
(F)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 191033874) filed with the Commission on August 16, 2019.
(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.
(H)Incorporated by reference to the Registrant’s Annual Report Current Report on Form 8-K (File No. 000-27275, 211497782) filed with the Commission on December 16, 2021.
(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.
(J)Incorporated by reference to the Registrant’s Annual Report on Form 10-K (File No. 000-27275, 06691330) filed with the Commission on March 16, 2006.
(K)Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-27275, 08823347) filed with the Commission on May 12, 2008.
(L)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 11865051) filed with the Commission on May 23, 2011.
(M)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 22922830) filed with the Commission on May 13, 2022.
(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.
(O)Incorporated by reference to the Registrant’s Registration Statement on Form S-8 filed with the Commission on March 21, 2022.
(P)Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-27275, 19810440) filed with the Commission on May 9, 2019.
(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.
(R)Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q (File No. 000-27275, 131025074) filed with the Commission on August 9, 2013.
(S)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.
(T)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 191132693) filed with the Commission on October 2, 2019.
(U)Incorporated by reference to the Registrant’s Current Report on Form 8-K (File No. 000-27275, 22680595) filed with the Commission on February 25, 2022.
(V)Incorporated by reference to the Registrant's Annual Report on form 10-K (File No. 000-27275, 17647667) filed with the Commission on February 28, 2017.
(W)Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q (File No. 000-27275, 15850176) filed with the Commission on May 11, 2015.
(X)Incorporated by reference to the Registrant's Annual Report on Form 10-K (File No. 000-27275, 13657899) filed with the Commission on March 1, 2013.
(Y)Incorporated by reference to the Registrant's Current Report on Form 8-K (File No. 000-27275, 161988699) filed with the Commission on November 10, 2016.
(Z)Incorporated by reference to the Registrant's Annual Report on Form 10-K (File No. 000-27275, 18654889) filed with the Commission on March 1, 2018.
(AA)Incorporated by reference to the Registrant's Registration Statement on Form S-1/A filed with the Commission on October 28, 1999.
(BB)Incorporated by reference to the Registrant’s Current Report on Form 8-K (File No. 000-27275, 221416292) filed with the Commission on November 23, 2022.
(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 Contents

@Management contract or compensatory plan or arrangement filed as an exhibit to this Annual Report on Form 10-K pursuant to Item 15(b) of this Annual Report.
†Confidential Treatment has been granted as to certain portions of this Exhibit. Such portions have been omitted and filed separately with the Securities and Exchange Commission.
*Submitted electronically herewith.
(c)Not applicable.

Previous: Item 14. Principal Accounting Fees and Services · Next: Item 16. Form 10-K Summary