Annual Report
20
25
2024
$3,991
2023
$3,812
2025
$4,208
$ Millions
2023
$637
2024
$533
$ Millions
2025
$567
2023
$1,348
2025
$1,519
2024
$1,519
$ Millions
2025
2024
2023
$3.52
$3.07
$3.27
REVENUE
INCOME FROM OPERATIONS
Comparison of 5-Year Cumulative Total Return
CASH FROM OPERATIONS
EARNINGS PER SHARE
Financial Highlights
Stock Performance
$0
$50
$150
$100
$200
$250
$300
12/20 3/21
6/21
9/21 12/21 3/22
6/22
9/22 12/22
3/23
6/23
9/23 12/23 3/24
6/24
9/24 12/24 3/25
6/25
9/25 12/25
Akamai Technologies, Inc
NASDAQ Composite
S&P Information Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
☑
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 2025
or
☐
TRANS
R
ITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
Commission file number: 0-27275
Akamai Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware
04-3432319
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer Identification No.)
145 Broadway
Cambridge, Massachusetts 02142
(Address of principal executive offi
f ces) (Zip Code)
Registrant’s telephone number, including area code: (617) 444-3000
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock - par value $0.01 per share
AKAM
Nasdaq Global Select Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.
Yes þ
No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
Yes ¨
No þ
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subj
u ect to such filing requirements for the past 90 days.
Yes þ
No ¨
Indicate by check mark whether the registrant has subm
u
itted electronically every
r Interactive Data File required to be subm
u
itted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to subm
u
it such files).
Yes þ
No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller
reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☑
Accelerated filer
☐Non-accelerated filer ☐
Smaller reporting
company
☐
Emerging growth
company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the
effe
f ctiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))
by the registered public accounting firm that prepared or issued its audit report. þ
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements. o
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
based compensation received by any of the registrant’s executive offi
f cers during the relevant recovery period pursuant to
§240.10D-1(b). o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes ☐
No þ
The aggregate market value of the voting and non-voting common equity held by non-affi
f liates of the registrant was
approximately $11,183.9 million based on the last reported sale price of the Common Stock on the Nasdaq Global Select Market
on June 30, 2025. For the purpos
r
es of this disclosure only, the registrant has assumed that its directors and executive offi
f cers (as
defined in Rule 3b-7 under the Exchange Act) are the affi
f liates of the registrant.
The number of shares outstanding of the registrant’s Common Stock, par value $0.01 per share, as of February 16, 2026:
144,888,114 shares.
DOCUMENTS INCORPORAT
R
ED BY REFERENCE
Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission relative to the
registrant’s 2026 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.
Auditor name:
PricewaterhouseCoopers LLP
Auditor location:
Boston, Massachusetts
PCAOB ID:
238
AKAMAI TECHNOLOGIES, INC.
ANNUAL REPORT ON FORM 10-K
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025
TABLE OF CONTENTS
PART I
Item 1.
Business
4
Item 1A.
Risk Factors
12
Item 1B.
Unresolved Stafff Comments
26
Item 1C.
Cybersecurity
y
y
26
Item 2.
Properties
p
28
Item 3.
Legal Proceedings
g
g
28
Item 4.
Mine Safety Disclosures
y
28
PART II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
g
q
y,
q
y
Securities
28
Item 6.
[Reserved]
[
]
29
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
g
y
p
29
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Q
Q
50
Item 8.
Financial Statements and Suppl
u
ementary Data
pp
y
52
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
g
g
g
94
Item 9A.
Controls and Procedur
d
es
95
Item 9B.
Other Information
95
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
g
g
g
p
95
PART III
Item 10.
Directors, Executive Offi
f cers and Corporate Governance
,
p
96
Item 11.
Executive Compensation
p
96
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
y
p
g
96
Item 13.
Certain Relationships and Related Transactions, and Director Independence
p
,
p
96
Item 14.
Principal Accounting Fees and Services
p
g
96
PART IV
Item 15.
Exhibits, Financial Statement Schedules
,
96
Item 16.
Form 10-K Summary
99
SIGNATURES
100
Forward-Lo
-
oking S
i
ta
S tements
This annual repor
e
t on Form 10-K contains “for
f
ward-l
d ooking statements” within the meaning of the Private Securities
Litigation Refo
e rm Act of 1995 regar
e
ding future eventst and the future results of Akamai
k
Technologies, Inc., which we refe
e r to as
“we,” “us,” or the “Com
C
pany.”
m
All statements other than statements of hist
i orical factst are statements that could be deemed
forward-looking statements. These statements are subject to risks
i
and uncertainties and are based on the beliefs and
assumptions of our management as of the date hereof based on information currently available to our management. Use of
words such as “believes,” “could,” “expect
e
s,
t ” “anticipates,” “intends,” “plans,” “seeks,” “proje
o cts,
t ” “estimates,”
“should,” “would,” “for
f
ecasts,” “if,
i ” “continues,” “goal,” “likely,
k
” “may,” “will,” variations of such words or similar
expressions are intended to iden
d
tify a forward-looking statement. Forward-looking statements are not guarantees of fu
f
ture
perfor
f
mance and involve risks, uncertainties and assumptions. Actual results may
a diffe
i
r materially from the forward-looking
statements we make as a result of various factors,
r
including, but not limited to: potential slowing revenue growth, global
economic and geopolitical conditions, including changes in customer spending and inflation, our ability to acquire or develop
o
new solutions, our ability to compete effe
f ctively, including our ability to continue to grow our artificial intelligence "AI"
infrastructure, compute services and solutions, security risks stemming from ineffe
f ctive information technology systems or
cyberse
r
curity breaches, risks of maintaining global operations, regulator
e
y
r developments, intellectual property cl
t
aims or
disp
i
utes, investme
t
nt related risks and maintaining an effe
f ctive syst
y em of internal contro
t
ls. See “Risk Factors”
r
else
l
where in this
annual repor
e
t on Form 10-K and in our other repor
e
ts filed with the Securities and Exchange Commissi
i
on for a disc
i
ussion of
certain risks associated with our business. We disc
i
laim any obligation to update any forward-looking statements as a result of
new information, future eventst or otherwise, including the potential impac
m
t of any mergers,
r
acquisi
i tions, divestitures or other
events that may
a be announced afte
f r the date hereof.
PART I
Item 1. Business
Overview
Akamai's mission is to power and protect lifef online.
Since 1998, Akamai has developed and provided solutions for global enterprises to build, secure and accelerate their
applications and digital experiences. As of December 31, 2025, our massively distributed global infrastructur
t
e was comprised
of core and distributed compute sites, more than 4,300 edge points-of-pre
f
sence in over 130 countries and approximately 700
cities, and our underlying global network integrated with roughly 1,200 network partners. With this scale and distribution,
Akamai has visibility and insight into traffi
f c volumes, congestion, attack patterns, vulnerabi
a lities and other activities across the
internet's complex intersections of networks and systems. Leveraging these insights, Akamai offers
f
solutions designed to
protect our customers from threats and attacks, along with full-stack compute solutions to build and deliver high-performance,
low-latency applications across our uniquely distributed architectur
t
e and edge network.
Today, billions of people go online to work, learn, shop, bank, communicate and more. We firmly believe that the
internet’s role in transfor
f
ming the way we exchange ideas and information and conduct business is more vital than ever,
especially as those interactions are increasingly driven by AI. Our strategy is to help continue to power and protect business
online by offeri
f
ng security, compute, delivery
r and AI infrastructur
t
e services with the industry-
r
leading reliabi
a lity, scale and
expertise our customers need to grow their business with confid
f ence.
Our Solutions
We provide solutions in three core offeri
f
ngs: security, cloud computing and delivery.
r
We also provide services and suppor
u
t
for our customers as they utilize our solutions. As AI is a major focus of corporate initiatives for enterprises across the globe,
we are committed to helping our customers seize on its power and potential. We provide cloud computing infrastructur
t
e that
they can use to build low-latency, AI-powered applications; cybersecurity solutions, powered by adaptive AI and automation,
designed to defend against prompt injections, data exfiltration and toxic outputs; generative AI to improve the speed and
effi
f ciency of identifying and investigating malicious or suspicious activity; and throughput on our global intelligent network to
enable the large volumes of data required to power AI-powered applications and facilitate effe
f ctive real-time protections.
Security
Our security solutions, threat intelligence and global operations team work to provide defense in depth to safeguard
enterprise data and applications across hybrid cloud environments. Akamai operates two security platforms – Application
4
Protection and Zero Trus
r
t Network Security – designed to address the expanding and evolving threat landscape facing modern
enterprises. Our portfol
f io encompasses mature, market-leading security products including web application firewall ("WAF"),
bot management, distributed denial-of-service ("DDoS") protection and domain name system ("DNS") security, complemented
by fast-growing solutions in application programming interface
f
("API") security and network segmentation. As chief
information security offi
f cers and security teams navigate increasingly complex hybrid cloud environments, the prolifer
f ation of
generative AI interfaces, AI-powered automation, and emerging AI agent ecosystems, Akamai's platforms aim to deliver real-
time protection across applications, APIs, networks and private access infrastructur
t
e. Our solutions are designed to serve
businesses across every ve
r
rtical, providing security controls to suppor
u
t both cloud-native application development and the
rapidly
a
expanding surface area introduced by AI-driven technologies.
Customers trus
r
t Akamai to help keep infrastructur
t
e, websites, applications, APIs, networks and users safe from a multitude
of cyberattacks and online threats while improving performance. With insight and automation derived from the world’s most
distributed global network, our solutions blend robust automation with customizable protections and managed security services
to enable businesses to effe
f ctively manage risk and maximize protections. Akamai’s web application and API protection
solutions protect web, API and mobile app traffi
f c from attacks that take advantage of security flaws, protection from malicious
automated attacks, credential abuse and account takeover, client-side protections that protect end customers from malicious or
vulnerabl
a e first- and third-party client-side scripts that can lead to audience hija
i cking and DDoS mitigation. As adversaries
relentlessly refine their evasion techniques, it requires continuous innovation in threat detection and specialized defenses to stay
ahead of advanced bot and abuse attacks. Our bot and abuse portfol
f io provides tailored, specialized solutions to help customers
protect against these threats. Akamai offers fu
f
ll account lifecycle protections including the ability to defend against account
takeover and opening abuse, adversarial bot protection, protection against credential stuf
t
fi
f ng, inventory scalping and hoarding.
Akamai also helps businesses protect their intellectua
t
l property, reputation and revenue potential with solutions designed to
stop persistent scrape
a
rs from stealing content that can be used for malicious purpos
r
es like competitive intelligence/espionage,
inventory manipulation, site performance degradation and counterfeiting.
In 2025, Akamai launched Firewall for AI, a new solution that is designed to provide protection for AI applications against
unauthorized queries, adversarial inputs and large-scale data-scraping attempts. Organizations are quickly deploying large
language models ("LLMs"), AI agents and generative AI interfaces and tools, which introduces new security vulnerabi
a lities,
such as adversarial attacks, model extraction, prompt and API abuse and large-scale data scraping.
a
Existing WAFs are not
designed to mitigate these threats. Akamai Firewall for AI addresses this gap. The purpose-built security solution is designed to
protect AI-powered appl
a
ications, LLMs and AI-driven APIs from emerging cyberthreats by helping to secure inbound AI
queries and outbound AI responses.
In May 2023, Akamai acquired Neosec, Inc. ("Neosec"), which enabled us to offer
f
a solution we refer to as API Security
that works to discover and audit APIs and monitor API activity. API Security complements our application and API security
portfol
f io by extending our visibility into the growing API threat landscape to detect and respond to threats and abuse detection
and operates using a response platform based on data and behavioral analytics. In June 2024, Akamai acquired Noname
Security Ltd. ("Noname Security"), one of the top API security vendors in the market. This enhanced Akamai’s API Security
solution and accelerated our ability to meet growing customer demand and market requirements as the use of APIs continues to
expand. As a result of the acquisition, Akamai now offers
f
a complete API security suite enabling customers to better discover
“shadow” APIs and detect vulnerabi
a lities and attacks. Akamai’s enhanced offeri
f
ng offers
f
greater deployment choices for
customers and access to a portfol
f io of technology integrations that we believe is unrivaled in the market.
We also offer
f
microservice and application component protection that analyzes and protects application traffi
f c that moves
between application components like containers, APIs and workloads. This is part of a growing set of solutions designed to help
businesses implement a Zero Trus
r
t security architecture. The Akamai Guardicore Platform simplifies enterprise security with
broad visibility and granular controls through one console. The Akamai Guardicore Platform simply and effi
f ciently enables
Zero Trus
r
t through a fully integrated combination of microsegmentation, Zero Trus
r
t Network Access, multi-factor
authentication, DNS firewall and threat hunting. Akamai’s microsegmentation solution helps our customers prevent malicious
lateral movement in their network through precise segmentation policies, visuals of activity within their IT environment and
network security alerts. The platform leverages AI to simplify user experience, vulnerabi
a lity assessments, compliance and
incident response, helping to protect businesses from the threat of ransomware. AI network labe
a
ling examines how assets are
behaving and suggests labe
a
ls to help security teams apply appropriate controls, and generative AI allows security profes
f
sionals
to ask natural language questions of their network, instead of manually poring through logs, to drastically expedite a variety of
use cases like compliance scoping and incident response.
5
Cloud Computing
Akamai provides a continuum of cloud computing services for developers to build and deliver distributed, low-latency
applications. We empower businesses to build and deploy massively scalable applications, distribute them to reduce latency and
reach underserved locations and work to optimize and secure experiences and data from the core to the digital touchpoint.
Akamai cloud computing is comprised of Cloud Infrastructur
t
e Services as well as other cloud applications. Cloud Infrastruc
r
ture
Services, which represent the majo
a rity of Akamai’s strategic investment and differentiation, consist of compute, storage, cloud-
native and networking solutions, along with the Akamai EdgeWorkers serverless products and partner solutions running on our
cloud platform. Other cloud applications include API Acceleration, cloudlets (which are value-added apps that add discrete
functionality to solve specific
f
business or operational challenges), cloud and global traffi
f c management and our legacy
NetStorage solution. The cloud computing services running on Akamai's compute platform enable companies to distribute
workloads and applications across our core to edge infrastruc
r
ture to help solve the cost, performance and scale challenges that
centralized cloud computing platforms present today.
In November 2024, we launched the Akamai App Platform, a ready-to-run solution that makes it easy to deploy, manage
and scale highly distributed applications. The Akamai App Platform is built on top of the cloud native Kube
u
rnetes technology
Otomi, which Akamai acquired from Red Kube
u
s Holding B.V. and its subs
u
idiary. The application platform provides ready-to-
run templates that address common challenges in deploying, managing and scaling Kube
u
rnetes clusters at scale. Instead of
relying on multiple departments and spending months sourcing, connecting and config
f uring the software needed to operate
Kube
u
rnetes fleets, Akamai’s solution automates the provisioning process, allowing developers to build and deploy highly
distributed applications in a few clicks. This can cut deployment time from months to less than an hour and provides near-
instant scaling as production workloads grow.
In 2025, we continued to expand Akamai's compute platform to include additional data centers to provide access to
powerful dedicated compute, storage and networking services in major metros that lack cloud computing options and
availabi
a lity, enabling organizations to place compute-intensive workloads as close as possible to end users. We also introduc
d
ed
new NVIDIA Corporation ("NVIDIA") graphics processing units ("GPUs") that are well-suited for video transcoding and live
video streaming, virtua
t
l reality and augmented reality content, gaming and graphics rendering, training and inference with
neural networks, data analysis and scientific computing and high-performance computing applications, such as modeling and
simulation, that require fast and effi
f cient processing of large amounts of data.
In November 2025, Akamai acquired serverless WebAssembly company Fermyon Technologies, Inc. ("Fermyon"). As AI
inference shifts to the edge, combining Fermyon’s cloud-native WebAssembly function-as-a-service with Akamai’s globally
distributed platform enables enterprises to build edge-native applications that offer
f
improved performance and lower costs
compared to traditional cloud-native apps. By acquiring Fermyon, Akamai plans to deepen the integration between the edge
functions platform and its performance and security products. The resulting cloud computing platform aims to make it even
faster and easier for developers to build, deploy and secure applications at the edge that outperform cloud-native applications,
for less money, the same way they can in core data centers today.
Also in 2025, Akamai launched Akamai Inference Cloud ("AIC"), a platform that expands AI inference from core data
centers to the edge of the internet. AIC is designed to provide low-latency, real-time edge AI processing on a global scale,
redefining where and how AI is used by bringing intelligent, agentic AI inference close to users and devices. Agentic workloads
increasingly require low-latency inference, localizable context, and the ability to rapidly
a
scale across regions. AIC addresses
this need by leveraging Akamai’s expertise in globally distributed infrastructur
t
e and other architectur
t
es, such as those provided
by NVIDIA, to place AI inferencing capacity and performance closer to where data is created and decisions need to be made.
Delivery
Our delivery
r solutions consist primarily of web and mobile performance focused solutions and media delivery
r solutions.
Our web and mobile performance solutions are architected to enable dynamic websites and applications to have rapi
a d response
times, no matter where the user is, what device or browser they are using or how they are connected to the internet. These
services leverage intelligent performance optimization and real-time monitoring, origin offl
f oad and network reliabi
a lity and
insights that enable enterprises to identify
f and address performance issues. Akamai web and mobile performance capabilities
also include global traffi
f c management, site acceleration, application load balancing, large-scale load testing and real-user
monitoring.
Our media delivery solutions are designed to enable enterprises to execute their digital media distribution strategies by
addressing volume and global reach requirements, improving the end-user experience, boosting reliabi
a lity and reducing the cost
6
of internet-related infrastructur
t
e. Underlying these solutions is technology to address variable connection speeds and device
types, facilitate access to disparate locations around the world, accelerate large file downloads, reliably de
a
liver high-quality live
content across various devices and platforms and enable comprehensive insights and real-time online video monitoring. Akamai
media delivery
r solutions include video streaming and video player services, game and software delivery, broadc
r
ast operations,
authoritative DNS, resolution and data and analytics.
Services and Support
We provide an array of service and suppor
u
t offeri
f
ngs across our core offeri
f
ngs. Through our service and suppor
u
t offeri
f
ngs
we work closely with our customers to develop creative and tailored solutions to assist them with integrating, config
f uring,
optimizing and managing our core offeri
f
ngs. Customers can rely on our profes
f
sional services and security experts for
customized solutions, problem resolution and 24/7 customer suppor
u
t. Additional featur
t
es are availabl
a e to enterprises that
purchase our premium and managed security solutions, including a dedicated technical account team, proactive service
monitoring, custom technical suppor
u
t handling, security traffi
f c monitoring, technical security reviews, threat advisories and
emergency suppor
u
t for security events.
Human Capital
Our employees – our human capi
a tal – are our most valuable resources as they are fundamental to our innovation, the
operation and ongoing enhancement of Akamai's solutions and global network, the fostering and maintenance of relationships
with our customers and the management of our operations. The importance of our workforce to our success is underscored by
the inclusion of corporate mission critical goals centered on our employees. In 2025, we continued to focus on fostering a
community that enabl
a es employees to be productive, and continuing to deliver a positive experience for both employees and
customers by living our values each day. Different aspects of our human capital management are overseen by our board of
directors as well as its Talent, Leadership and Compensation Committee and Environmental, Social and Governance
Committee.
As of December 31, 2025, we had over 11,000 employees located in more than 30 countries (with approximately 65% of
those employees located outside of the U.S.) and representing over 100 nationalities, all of 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 (37%), services and suppor
u
t (26%), sales and
marketing (17%) and administrative functions (20%).
Engagement
We continue to recognize that an engaged employee workforce is key to having the productive, ethical and high-
performing workpl
k ace needed to successful
f ly compete in today’s marketpl
t ace. We conduct quarterly surveys of our entire
employee population to assess a variety of key metrics related to important topics, such as engagement, inclusion and overall
job satisfaction. Results from these surveys have consistently shown a strong sense of engagement and confid
f ence in Akamai’s
future. We have been acknowledged in respected publications across the U.S., India and Poland, among other countries, as a
great place to work. Continuing in 2025, all employees were able to participate in a company-wide program, developed by a
behavioral research organization, that was intended to help us increase inclusive behaviors, become more open to change and
accelerate our innovation. In addition, we work closely with the Akamai Foundation, to provide community service and
charitabl
a e matching fund opportunities for Akamai employees, endeavors that have been shown to increase employee
engagement. The Akamai Compassion Fund was created by employees, for employees, with suppor
u
t from the Akamai
Foundation, and continues to provide a way for Akamai employees to unite and suppor
u
t global colleagues and their families
during times of unexpected hardships following a catastrophic event, such as climate events (e.g., hurricane, mudslide, wildfire)
and ongoing wars and armed conflicts
f
around the world.
Repr
e
esentation
Akamai is an equal opportunity employer that values the strength that diverse perspectives bring to the workpl
k ace. We do
not tolerate discrimination on the basis of gender, gender identity, sexual orientation, race or ethnicity, protected veteran status,
t
disabi
a lity or other protected group status.
t
Akamai suppor
u
ts a variety of programs and practices designed to suppor
u
t an optimal
working environment. We have eight employee resource groups ("ERGs") that offer
f
opportunities for employees to come
together for mutual suppor
u
t, educ
d
ation and development. ERGs encompass different racial and ethnic groups, persons with
different physical or cognitive abilities, parents, military veterans, the LGBTQIA+ community and women and are open to all
employees.
7
Retention
We have a demonstrated history of
r
investing in our workforce by offeri
f
ng competitive salaries, wages and benefits. Our
compensation and benefits philosophy is to maximize the effe
f ctiveness of pay and benefits programs to attract and retain the
high caliber individuals needed to drive the success of our business, while balancing cost-effectiveness and competitive factors.
Our benefits programs (which vary by country and region) include healthcare and insurance benefits, health savings and
flexible spending accounts, paid time off, fa
f
mily leave, family care resources, flexible work schedules and locations, adoption
and fertility assistance, employee assistance programs, tuition assistance and holistic wellness programs. Our wellness
programs include educ
d
ational offeri
f
ngs on healthy lifestyles, access to mental health experts, access to ergonomic advice and
equipment and financial wellness suppor
u
t. To foster a stronger sense of ownership and align the interests of employees with
shareholders, stock awards are held by the vast majority of our employees under our broad-based stock incentive programs and
most employees are eligible to participate in our employee stock purchase plan. We monitor voluntary
r attrition in assessing our
overall human capital. Attrition was slightly up in 2025 when compared to 2024.
We conduct annual internal pay equity analyses (with the assistance of a nationally-recognized outside consultant), and we
take action to remedy identifie
f d discrepancies when we believe it is appropriate. To date, no widespread patterns of disparity
have been identified.
In addition, succession planning is an ongoing priority for our leadership. We conduct annual succession planning for
senior leadership, which is overseen by our board of directors, including development plans for the next level of our senior
leaders. Annual talent reviews focus on both high performers as well as those with high potential to keep a full pipeline of
tomorrow’s leaders.
Development
We invest signific
f ant resources in profes
f
sional development, career advancement and training for our global workforce. All
employees are eligible to participate in our performance review program, which provides guidance around setting annual
performance objectives, developing competencies and receiving feedba
d
ck. Where appropriate, we offer
f
leadership training
workshops, 360-degree feedba
d
ck and succession planning exercises to encourage and enable internal promotion and
advancement. As a result of these investments and others, nearly 16% of open positions were filled with internal candidates in
2025. All employees are required to complete annual ethics and compliance and data security training. In addition to these
required trainings, nearly all of our employees and contractors completed at least one training in our Akamai University
program during 2025.
FlexBase
We offer
f
a flexible work arrangement that allows over 95% of employees to choose to work from their home offi
f ce, a
Company offi
f ce, an appr
a
oved workspace or a combination. We believe that a focus on employee choice makes us a more
attractive employer, increases productivity, enables us to recrui
r t from a broader and more varied pool of applicants and presents
additional growth and development opportunities for our employees. We have implemented a number of tools and resources to
suppor
u
t this program, such as suppor
u
ting employees with guidance on maximizing our internal tools to deliver great virtua
t
l
meeting experiences. In addition, we have invested in ensuring that workpl
k ace connection remains strong and developed a
framework for understanding, measuring and optimizing workpl
k ace connection, named CLEAR Connections. CLEAR stands
for Colleague, Leader, Employer and Role. We measure each dimension in a quarterly anonymous survey, which allows us to
track and report on workpl
k ace connection around the world.
Customers
Our customers include many of the world's leading corporations, such as adidas, Adobe, Afla
f c, Airbnb, Asus, Autodesk,
Bank of Montreal, Carnival Corporation, Comcast, Commerzbank, Daiwa Institute of Research, eBay, Electronic Arts, Epic
Games, Fidelity Investments, Honda, Japan
a
Airlines, Liberty Mutual, Maersk Transportation & Logistics, Marriott,
NBCUniversal, Panasonic, Panera Bread, Paramount Global, Philips, Rabobank,
a
Riot Games, Sony Interactive Entertainment,
RTL, Spotify,
f
Telefonica, Toshiba, Ubisoft,
f WarnerMedia and The Washington Post. We also actively sell to government
agencies. As of December 31, 2025, our public-sector customers included the U.S. Department of Defense, the U.S.
Department of Labor,
a
the U.S. Department of Transportation and the U.S. Department of the Treasury.
8
No customer accounted for 10% or more of total revenue for any of the years ended December 31, 2025, 2024 and 2023.
Less than 10% of our total revenue in each of the years ended December 31, 2025, 2024 and 2023 was derived from contracts
or subcont
u
racts terminable at the election of the federal government.
Sales, Services and Marketing
We market and sell our solutions globally through our field sales and services organization and through many channel
partners, including adidas, AHEAD, Avant, BV Tech, Carahsoft,
f CPD, Deloitte, Deutsche Telecom, Doyen, Guidepoint,
Kyndryl, LevelBlue, Macnica, Microsoftf Azure, Netpoleon, Oplium, Optiv, Presidio, SHI, Telefonica Group, Trace3 and
WWT. In addition to entering into agreements with resellers, we have several other types of sales and marketing focused
alliances with entities such as system integrators, application service providers, technology solution distributors, referral
partners and marketpl
t aces. By aligning with these partners, we believe we are better able to market our solutions and leverage
partners to add valuable services to complement our offeri
f
ngs and improve the customer experience. Our sales, services and
marketing profes
f
sionals are based in locations across the Americas, Europe, the Middle East and Asia-Pacific and focus on
direct and channel sales, sales operations, profes
f
sional services, account management and technical consulting.
To suppor
u
t our sales effort
f
s and promote the Akamai brand, we conduct comprehensive marketing programs to shape
perception and drive awareness and consideration of our solutions. Our integrated marketing strategies include public relations,
digital programmatic advertising, paid search and SEO marketing, content marketing, social media, strategic alliances, e-mail
marketing programs, events and webinars, participation at industry
r trade shows and ongoing training and sales enablement.
Competition
The market for our solutions is intensely competitive and characterized by rapidly
a
changing technology, evolving industry
r
standards and frequent new product and service innovations. We expect competition for our offeri
f
ngs to increase both from
existing competitors and new market entrants. We compete primarily on the basis of:
•
the performance and reliabi
a lity of our solutions;
•
massive distribution and availabi
a lity of our network;
•
return on
t
investment in terms of cost savings and new revenue opportunities for our customers;
•
reduc
d
ed infrastructur
t
e complexity;
•
the ability of our products to function in hybrid cloud environments;
•
the placement and availabi
a lity of our compute infrastructur
t
e;
•
sophistication and functionality of our offeri
f
ngs;
•
our long-term product roadmaps
a
and ability to quickly innovate;
•
scalability;
•
security;
•
ease of implementation and use of service;
•
fir
f st-party global services and suppor
u
t across products;
•
customer suppor
u
t; and
•
price.
We compete with companies offeri
f
ng products and services that provide internet content delivery
r and hosting services,
security and cloud computing solutions, technologies used by carriers to improve the effi
f ciency of their systems, streaming
content delivery
r services and equipment-based solutions for internet performance problems, such as load balancers and server
switches. Other companies offer
f
online distribution of digital media assets through advertising-based billing or revenue-sharing
models that may represent an alternative method for charging for the delivery of
r
content and applications over the internet. In
addition, existing and potential customers may decide to purchase or develop their own hardware, software or other technology
solutions rather than rely on a third-party provider like us. Our security solutions compete with those offere
f
d by both hardware
and software providers. While our cloud computing services have historically competed with alternative cloud computing
platforms focused on individual developers, we anticipate that going forward our cloud computing services will increasingly
compete with the large so-called “hyper-scaler” cloud computing providers.
We believe that we compete favorably with other companies in our industry
r through our global scale, reliabi
a lity and
expertise, which we believe provides the most effe
f ctive means of meeting the needs of enterprise customers and is unique to us.
In our view, we also benefit from the high quality of our offeri
f
ngs, our customer service and the information we can provide to
our customers about their online operations and value.
9
Government Regulation
As a global technology company, Akamai is subj
u ect to complex foreign and U.S. laws and regulations in areas, both
existing as well as new and rapidly
a
evolving, such as data privacy and localization, cybersecurity, AI, technology sovereignty,
liabi
a lity for content delivered over our network, various internet regulations, bribery,
r
sanctions, export controls, competition,
tax and foreign exchange controls.
Privacy laws, such as the European Union General Data Protection Regulation and the Californi
f
a Consumer Privacy Act,
impact how we use data generated from our network to improve and develop services, as well as our ability to reach current and
prospective customers, understand how our solutions are being used, use and transfer
f
data about our employees and respond to
customer requests allowed under applicable laws. Other laws and regulations that apply to the internet related to, among other
things, content liabi
a lity, security and disclosure requirements, critical infrastructur
t
e designations, internet resiliency, law
enforcement access to information, net neutrality, so-called "fai
f r share" or internet content taxes, data localization and data
residency requirements and developing digital or cloud sovereignty frameworks, industry
r regulations applicable to key
suppl
u
iers to some of our customers and restrictions on social media or other content can have an impact on our business. For
instance, regulations have been enacted or proposed in a number of countries that limit the delivery of
r
certain types of content
into those countries. As an example, restrictions were adopted in India in 2020 prohibiting access to identified Chinese-owned
applications. Enactment and expansion of such laws and regulations in other jurisdictions would negatively impact our revenues
or cause us to incur costs to redesign our systems to ensure compliance.
We are subj
u ect to anti-bribery
r and anti-corrupt
u ion laws in the U.S. and other countries in which we operate, including,
without limitation, the U.S. Foreign Corrupt
u
Practices Act, which generally prohibits companies and their intermediaries from
offeri
f
ng, authorizing or providing anything of value to foreign government offi
f cials or employees of state-owned or state-
controlled entities for the purpos
r
e of obtaining or retaining business. We are also subj
u ect to similar and, in some cases, more
stringent anti-corrupt
u ion and commercial bribery
r laws outside the U.S., such as the UK Bribery
r Act and other anti-corruption,
anti-kickba
k
ck, confli
f cts of interest, and gift and hospitality restrictions that apply to public and private sector interactions.
We are subj
u ect to U.S. and international laws and regulations governing international trade and exports, including, but not
limited to, the International Traffi
f c in Arms Regulations, the Export Administration Regulations, U.S. economic and trade
sanctions administered by the U.S. Department of the Treasury’s Offi
f ce of Foreign Assets Control, as well as other sanctions
and export control regimes.
Many of these laws and regulations are evolving and could be interpreted and applied in a manner that is inconsistent from
country to country and inconsistent with our current policies and practices and in ways that could harm our business. For
example, while we are generally not subj
u ect to regulations applicable to telecommunications companies, new or different
interpretations of laws or regulations could subj
u ect us to regulatory supe
u
rvision. Additionally, increasingly complex interactions
between existing and emerging regulatory developments may constrain our product vision and impede us from fully realizing
returns on our product investments. In general, the nature and breadth of laws and regulations governing the internet may
increase in the future; accordingly, we are unable to assess the possible effe
f ct of compliance with future requirements or
whether our compliance with such regulations will materially impact our business, results of operations or financial condition.
For further discussion of how government regulations may affe
f ct our business, see the related discussion below in Item 1A.
Risk Factors – Financial and Operational Risks – We face risks associated with global operations that could harm our business;
– Legal and Regulatory Risks – Evolving privacy regulations could negatively impact our profita
f
bi
a lity and business operations;
and – Legal and Regulatory Risks – Other regulatory deve
r
lopments could negatively impact our business.
Intellectual Property
Our success and ability to compete are dependent on developing and maintaining the proprietary aspects of our technology
and operating without infringing on the proprietary rights of others. We rely on a combination of patent, trademark, trade secret
and copyright laws and contractua
t
l restrictions to protect the proprietary aspects of our technology. As of December 31, 2025,
we owned, or had exclusive rights to, over 560 U.S. patents covering our technology as well as patents issued in other countries.
Our U.S.-issued patents have terms extendable to various dates between 2026 and 2044. We do not believe that the expiration
of any particular patent in the near future would be materially detrimental to our business. We seek to limit disclosure of our
intellectua
t
l property by requiring employees and consultants with access to our proprietary information to execute
confid
f entiality agreements with us and by restricting access to our source code.
10
Additional Information
Our internet website address is www.akamai.com. We make availabl
a e, free of charge, on or through our internet website,
our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments thereto that
we have filed or furnished with the Securities and Exchange Commission (the "Commission") as soon as reasonably practicable
afte
f r we electronically file them with the Commission. We also use our https://www.ir.akamai.com website as a means of
disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. We are not,
however, including the information contained on our website, or information that may be accessed through links on our
website, as part of, or
f
incorporating such information by reference into, this annual report on Form 10-K.
11
Item 1A. Risk Factors
The following are important factors that could cause our actua
t
l operating results to differ materially from those indicated or
suggested by forward-looking statements made in this annual report on Form 10-K or presented elsewhere by management
from time to time.
Financial and Operational Risks
Slow
l
ing, flat or
l
limited revenue growth has in the past and may co
a
ntin
t
ue to negat
e
iv
t ely impact our profita
f
bility
i
and stock
t
price.
The overall revenue growth we have enjo
n yed in recent years may not continue and could decline, negatively impacting our
profita
f
bi
a lity and stock price. Our ability to generate revenue depends on the amount of services we deliver, continued growth in
demand for our security, delivery and cloud computing solutions and our ability to maintain or increase the prices we charge for
them. If we are unable to increase revenues, our profit
f ability and stock price could suffer.
Revenue from our delivery
r solutions is impacted by pricing pressure due to competition and fluctuations in content traffi
f c
as a result of,f among other factors, changes in the popularity of our customers' content including video delivery
r and gaming,
and economic pressures on our customers that can cause them to take steps to optimize their platforms, including through "do-
it-yourself"f ("DIY") initiatives or redistributing traffi
f c among multiple providers. Such steps by our customers have in the past
and may in the future reduce traffi
f c on our network, negatively impacting revenue. Although the rate of decline has diminished
in recent periods, we have continued to experience revenue declines in our delivery
r solutions, and ongoing competition, pricing
pressure, and potential further shifts toward DIY or alternative sourcing strategies may continue to impact our delivery revenue.
Our security solutions currently generate the largest portion of our revenue. Our ability to generate security revenue
depends on our ability to increase our industry
r recognition as a provider of security solutions, navigate a highly competitive
market, develop or acquire new solutions in a rapidly-
a
changing environment where security threats are constantly evolving and
ensure that our solutions operate effe
f ctively and are competitive with products offere
f
d by others, particularly as larger providers
increasingly offer
f
broader platforms of security services. Further, competition and pricing pressure has, and may continue to
impact, revenue of certain of our security solutions, including during contract renewals. Reduced traffi
f c levels on our network
has in the past, and may in the future, negatively impact revenue from our security solutions.
In addition, an increasing proportion of our revenue has been generated by our cloud computing solutions. Our ability to
generate revenue in our cloud computing solutions depends on our ability to successful
f ly continue building our compute
platform, developing AI capabi
a
lities, attract a customer base that has traditionally partnered with more establ
a ished companies in
the cloud computing industry, deve
r
lop effe
f ctive, price competitive and attractive solutions and increase prices without reducing
customer adoption, usage or retention.
Global
l
conditio
d
ns have in the past and may
a in the future harm our industry, bu
y
sine
i
ss and results of operations.
Because we operate globally, our business, revenues and profit
f ability are impacted by global macroeconomic and
geopolitical conditions. The success of our activities is affe
f cted by general economic, political and market conditions, including
inflation, foreign exchange rates, interest rates, tax rates, economic uncertainty or contraction, political instability, warfare
f
or
acts of terrorism, public health crises, changes in laws, policy - and regulatory-related changes resulting from U.S. government
actions and regulatory priorities, trade barriers including announced or expected tariffs, changes in export controls, the actua
t
l or
perceived failure or financial diffic
f ulties of financial institutions, reduced consumer confid
f ence and spending and economic and
trade sanctions. Global economic and geopolitical conditions can impact our customers, potentially making non-U.S. companies
reluctant to enter into contracts with U.S. providers or to permit cross-border data transfer
f s. Such conditions can also cause
customers to take cost-savings measures-such as optimization and DIY initiatives, reduction or delay of information technology
spending, contract renegotiation and lengthening of procurement and sales cycles - which have in the past and may in the future
negatively impact our revenues by reducing traffi
f c on our network. The U.S. capital markets have recently experienced and may
continue to experience extreme volatility and disrupt
r
ion, and inflation rates in the U.S. have been elevated compared to
historical rates and have fluctuated. In addition, the current U.S. presidential administration has imposed or indicated an
intention to impose tariffs or export controls (including on advanced computing and networking technologies and services) on
certain countries that could further adversely impact trade relations, result in higher costs and decreased purchasing power of
our customers, put increased pressure on supply
u
chains and create general market instability. Such economic volatility has in
the past and could in the future adversely affe
f ct our business, financial condition, results of operations and cash flows and
future market disrupt
r
ions could negatively impact us. For example, these unfav
f
orable economic conditions could slow our
revenue growth or increase our operating costs, which could negatively impact our profita
f
bi
a lity. Geopolitical destabilization,
12
the escalation of international tensions and warfare have impacted and could continue to impact global currency exchange rates,
resources from our suppl
u
iers, availabi
a lity or pricing of energy and other inputs, our ability to compete effe
f ctively and our ability
to operate or grow our business. Cybersecurity threats can also intensify dur
f
ing periods of geopolitical destabilization,
increasing the risk of attempted attacks on our systems, suppl
u
iers and customers.
Additionally, we have offi
f ces and employees located in regions that historically have and may again experience periods of
political instability, warfare or acts of terrorism, public health crises, changes in laws, trade barriers, and economic and trade
sanctions. Adverse conditions in these countries or actions by them to adopt policies that are unfav
f
orable to other countries in
which we operate have in the past and may in the future affe
f ct our operations, including by causing disrupt
r
ions to our
workforce, supply
u
chains, networks, financial systems and other critical infrastructur
t
e, which could adversely affe
f ct our
business, results of operations, financial condition and cash flows. For example, approximately six percent of our global
employees are located in Israel, and have in the past been impacted by the Israel-Hamas war or other hostilities in and around or
involving Israel. Any escalations or conflicts imp
f
acting Israel, including periodic escalations, could cause harm to our
employees or otherwise impair their ability to work for extended periods of time.
Failure to contro
t
l expe
x
nses couldl reduce our profita
f
bili
i ty
i ,y which wouldl negat
e
iv
t ely impact our stock pr
t
ice.
Maintaining or improving our profita
f
bi
a lity depends both on our ability to increase our revenue and limit our expenses. 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 suppor
u
t our cloud computing 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. Further, we are
subj
u ect to cost increases that we may not be able to successful
f ly mitigate or pass on to our customers and we could lose
customers who are unwilling to accept price increases, which could reduce our revenue. In particular, the capital requirements
of the cloud computing industry
r can at times be significant. If we are unable to increase revenue, limit expenses, or manage
increasing costs our results of operations will suffer. We have in the past and may in the future take certain steps to reduce
expenses or to raise our prices to offs
f et cost increases, however, there are no assurances that we will be able to effe
f ctively
reduce or offs
f et our expenses and such actions may negatively affe
f ct our ability to invest in our business for innovation,
systems improvements and other initiatives.
If we do not develop or acqu
l
ire new solutions that are attr
t active to our custom
t
ers,
r
our revenue and operating
n resultst couldl
be adverse
r
ly affe
f cted.
Innovation is important to our future success. In particular, as security and cloud computing solutions have become, and are
expected to continue to be, an important part of our business, we must be particularly adept at developing new security
solutions that meet the constantly-changing threat landscape
a
and cloud computing, compute-to-edge and AI inference solutions
that meet the needs of profes
f
sional 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 of our customers’ needs. The development timetabl
a e is uncertain and we may
commit significant resources to developing solutions for which a viable market may not develop. For example, we are investing
significant resources in our cloud computing solutions and platform, working on expanding capacity, adding additional sites
and developing increased cloud computing featur
t
es and functionality. Success in these effort
f
s is not guaranteed and will largely
depend on our ability to create products that are competitive in the enterprise market, source additional co-location facilities,
manage an uncertain supply
u
chain for server related hardware and adapt our offeri
f
ngs to new or emerging technologies and
changes in customer requirements, including those related to AI workloads. In addition, we have experienced, and may in the
future experience, delays in developing and releasing new products and product enhancements. This could cause our expenses
to grow more rapidly
a
than our revenue.
Trying
r
to innovate through acquisition can be costly and with uncertain prospects for success; attractive acquisition targets
may be too expensive for us to pursue, which could cause us to pursue more time-consuming internal development. Failure to
develop or acquire, on a cost-effective basis, innovative or enhanced solutions that are attractive to customers and profita
f
bl
a e to
us could have a material detrimental effe
f ct on our business, results of operations, financial condition and cash flows.
If we are unablel to competet effe
f ctiv
t ely and adapt to changing
i
market conditio
d
ns, ou
s
r busine
i
ss will
i
be adverse
r
ly affe
f cted
t
.d
We compete in markets that are intensely competitive and rapidly
a
changing. Our current and potential competitors vary by
size, product offeri
f
ngs and geographic region and range from start-ups that offer
f
solutions competing with a discrete part of our
business to large technology or telecommunications companies that offer,
f
or may be planning to introduce, products and
13
services that are broadly competitive with what we do. The primary
r competitive factors in our market are differentiation of
technology, global presence, quality of solutions, reliability, long-term product roadmap, da
a
ta center maintenance and
acquisition, supply
u
chain resilience, customer service, technical expertise, security, ease-of-u
f
se, breadth of services offere
f
d,
price and financial strength. Ultimately, any type of increased competition could result in price and revenue reductions, loss of
customers and loss of market share or inability to penetrate new markets, each of which could materially impact our business,
profita
f
bi
a lity, financial condition, results of operations and cash flows.
Many of our current and potential competitors have subs
u
tantially greater financial, technical and marketing resources,
larger customer bases, broader product portfol
f ios, longer operating histories, greater brand recognition and more establ
a ished
relationships in the industry
r than we do. This is particularly true
r
with respect to our AI and cloud computing solutions, as a
small number of very large competitors have establ
a ished themselves as incumbents in these industries and exert significant
purchasing power and priority access to servers, memory, co-location capacity and power. As a result, some competitors have
in the past and may in the future be able to: develop supe
u
rior products or services; leverage better name recognition, particularly
in the security and cloud computing markets; enter new markets more easily or better manage the impact of changes in general
economic conditions, geopolitical conditions and industry pr
r
essures; 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; secure server components (including memory), co-location space and power
on preferred terms and with priority access, which can constrain industry
r supply
u
and increase our costs; expand their offeri
f
ngs
more effi
f ciently and more rapidly; bundl
a
e their products that are competitive with ours with other solutions they offer
f
in a way
that makes our offeri
f
ngs 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, investment and other opportunities
more readily; offer
f
lower prices than ours, including at levels that may not be profita
f
bl
a e for us to match; spend more money on
the promotion, marketing and sales of their products and services; offer
f
higher salaries to talented profes
f
sionals which may
impact our ability to hire or retain engineering and other personnel; and implement shorter sales cycles with customers and
prospects.
Smaller and more nimble competitors have in the past and may in the future be able to: attract customers by offeri
f
ng less
sophisticated versions of products and services than we provide at lower prices than those we charge; develop new business
models that are disrupt
r
ive to us; and respond more quickly than we can to new or emerging technologies, changes in customer
requirements and market and industry deve
r
lopments, resulting in supe
u
rior offeri
f
ngs.
We and other companies that compete in this industry
r and these markets experience continually shifting business
relationships, reputations, commercial focuses and business priorities, all of which occur in reaction to industry
r and market
forces and the emergence of new opportunities. These shifts
f
have led or could lead to our customers or partners becoming our
competitors; customers implementing multi-vendor policies and seeking out one or more of our competitors to provide content
and application delivery or
r
security protection services; network suppl
u
iers no longer seeking to work with us; and technology
companies that previously did not appear to show interest in the markets we seek to address entering into those markets as our
competitors. With this constantly changing environment, we may face operational difficulties in adju
d sting to the changes or our
core strategies could become obsolete. Any of these or other developments could harm our business.
Defe
e ctst or disru
i
pt
u io
t ns in our productst and IT system
t
s couldl require us to increase spending
i
on upgradi
p
ng
i
system
t
s, dimi
i
ni
i
sh
i
demand for our solutions or subject us to substantia
t l liabilit
i
y.
t
Our solutions are highly complex and are designed to be deployed in and across numerous large and complex networks that
we do not control. From time to time, we have needed to correct errors and defects in the proprietary and open-source software
that underlies our platform that have given rise to service incidents, outages and disrupt
r
ions or otherwise impacted our
operations. We have in the past and could in the future face the loss of customers from these incidents as they seek alternative
or suppl
u
emental providers. We have also periodically experienced customer dissatisfaction with the quality of some of our
delivery,
r
security, cloud computing and other services, which has led to a loss of business and could lead to a loss of customers
in the future. Furthermore, most of our customer agreements contain service level commitments. If we fail to meet these
contractua
t
l commitments, we have in the past and may in the future be obligated to provide credits for future service, or face
contract termination with refunds of prepaid amounts, which could harm our business.
We may not have in place adequate quality assurance procedur
d
es to ensure that we detect errors in our hardware, software
and open-source components that we use in a timely manner, and we may have insufficient resources to effi
f ciently address
multiple service incidents happening simultaneously or in rapid
a
succession. If we are unable to effi
f ciently and cost-effec
f
tively
fix errors or other problems that we identify
f 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
14
to customers, loss of revenue and market share, damage to our reputation, diversion of management attention, increased
expenses, reduced profit
f ability and other negative consequences which could harm our business.
Defects in our security solutions or human error could lead to negative publicity, loss of business, damages payments to
customers, diminishing customer appeal and other negative consequences which could harm our business. As our solutions are
adopted by an increasing number of enterprises and governments, it is possible that the adversaries behind advanced malicious
actions will specifically focus on finding ways to defeat our products and services. If they are successful,
f
we could experience a
serious impact on our reputation and financial condition as a provider of security solutions.
We are devoting significant resources to develop and deploy our own competing cloud computing offeri
f
ng. The rapid
a
development and deployment of new compute infrastructur
t
e—bot
—
h hardware and software—bears the risk of bugs and
unfor
f
eseen failures that could affe
f ct our reputation and ability to execute our strategies. The risks of such bugs and unforeseen
failures introduced to our compute platform by our customers who control many aspects of their use of our cloud computing
services and experimental technologies could affe
f ct our reputation, ability to execute our strategies and our financial condition.
It is also uncertain whether our strategies to develop and deploy our own competing cloud computing offeri
f
ng will attract
additional customers or generate enough revenue to be successful.
f
The costs related to these effort
f
s may also reduce the gross
and operating margins we have previously achieved. Failure to adequately and rapidly deploy
a
additional points of presence,
increased proximity to enterprise data centers and end users and develop competitive offeri
f
ngs could result in negative
publicity, loss of business, diminishing customer appeal and other negative consequences which could harm our business.
Our business relies on our data systems, traffi
f c measurement systems, billing systems, ordering processes and other
operational and financial reporting and control systems. We also rely on third-party software for certain essential operational
services and a failure or disrupt
r
ion in these services could materially and adversely affe
f ct our ability to manage our business
effe
f ctively. All of these systems have become increasingly complex due to the complexity of our business, use of third-party
software and services, acquisitions of new businesses with different systems and changing regulation over controls and
procedur
d
es. As a result, these systems have in the past and could in the future generate errors that impact traffi
f c measurement or
invoicing, revenue recognition and financial forecasting or other parts of our business. We will need to continue to upgrade and
improve our data systems, traffi
f c measurement systems, billing systems, ordering processes and other operational and financial
systems, procedur
d
es and controls, which may be difficult and costly. If we are unable to adapt our systems and organization in a
timely, effi
f cient and cost-effective manner to accommodate changing circumstances, our business may be adversely affe
f cted.
Cybersecurity
i
breaches and atta
t cks
k on us, ou
s
r contra
t
ctor
t
sr or our third-party vendors,
r
as well as step
t
s we need to take in an
effo
f
rt to prevent them, can lead to sign
i
ific
f ant costst and disru
i
pt
u io
t ns that wouldl harm our busine
i
ss, financ
i
ial resultst and
repu
e
tation.
We and the third-parties upon which we rely face a variety of evolving threats, which could cause cybersecurity incidents
and/or data breaches, such as cyber-attacks, malicious internet-based activity, online and offl
f ine fraud and other similar
activities. Such threats are prevalent and continue to rise, are increasingly difficult to detect and come from a variety of sources
and may be enhanced or facilitated by AI. We regularly face attempts to gain unauthorized access or deliver malicious software
to Akamai's platforms, products and services and our internal IT systems, with the goal of stealing proprietary information
related to our business, products, employees and customers; disrupt
r
ing 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
DDoS attacks, infrastructur
t
e attacks, botnets, malicious file uploads, computer malware, application abuse, credential abuse,
social engineering (including phishing attacks), ransomware, bugs, viruses, worms malicious software programs, business email
compromises, misuse of employee credentials and wrongful conduct by insider employees or vendors, all of which may be
enhanced or facilitated by AI. Further, attempts to disrupt or ga
r
in unauthorized access to our and our third-party vendors’
information systems from malicious third parties or insider threats may incorporate widely varying and frequently changing
tactics, which may be enhanced or facilitated by AI. Malicious actors are known to attempt to fraudulently induce employees
and suppl
u
iers to disclose sensitive information through illegal electronic spamming, phishing or other tactics. Other parties may
attempt to gain unauthorized physical access to our facilities in order to infiltrate our internal-use information systems.
Furthermore, nation state and hacktivist attacks against us or our customers have in the past and may in the future intensify
f
during periods of heightened geopolitical tensions or armed confli
f ct, such as the ongoing war in Ukraine, the Israel-Hamas war
and the escalation of military conflict
f
between Israel and Iran, as well as broader military confro
f
ntations involving the United
States. We may not be able to anticipate the techniques used in such attacks, as they change frequently and may not be
recognized until launched. The rapidly
a
changing technological and geopolitical landscape may also create new, unexpected, or
unknown risks for which we may not immediately be prepared, requiring increased risk mitigation expenditures.
Our contracts may not contain limitations of liability, and even where they do, there can be no assurance that such terms
are sufficient to protect us from liabi
a lities, damages, or claims related to our privacy and data security obligations. Further,
15
although we maintain cyber liability insurance, this insurance may not provide adequate coverage against potential liabilities
related to any experienced cybersecurity incident or breach.
Like other companies in our industry,
r
we, and our third-party providers, have experienced and will continue to
experience threats and cybersecurity incidents relating to our information technology systems and infrastructur
t
e. For example,
we have discovered vulnerabi
a lities in software and hardware used in our technology, such as the AMD "Inception" vulnerabi
a lity
identified in mid-2023 that potentially impacted a large portion of the internet ecosystem, and may have other undiscovered
vulnerabi
a lities. Vulnerabilities, resident in software, hardware or config
f urations, have in the past and may in the future require
significant operational effort
f
s to mitigate and may persist for extended periods of time and the effe
f cts of any such vulnerabi
a lity
could be exacerbated. Similar security risks exist with respect to acquired companies, our business partners and the third-party
vendors that we rely on for aspects of our information technology suppor
u
t services and administrative functions. As a result, we
are subj
u ect to risks that the activities of our business partners and third-party vendors may adversely affe
f ct our business even if
an attack or breach does not directly target our systems.
To protect our corporate and deployed networks, we aim to continuously engineer more secure solutions, enhance security
and reliabi
a lity featur
t
es, improve the deployment of software updates to address security vulnerabi
a lities, develop mitigation
technologies that help to secure customers from attacks and maintain the digital security infrastructur
t
e that protects the integrity
of our network and services. For example, our effort
f
s to continually enhance the security and reliabi
a lity of our globally
distributed infrastructur
t
e, customer applications and corporate systems comprise various initiatives and mitigation effort
f
s,
including upgrading access and config
f uration controls; improving security instrumentation, monitoring, detection and
prevention tools; enhancing software inventory and tracking and patching systems; upgrading encrypt
r
ion processes and
protections; enhancing authorization methods in applications; enhancing data loss prevention and endpoint security
management capabilities; upgrading vulnerabi
a lity identific
f ation, assessment and remediation processes and technologies; and
enhancing the security of passwords and other credentials, as applicable and appropriate.
Our effort
f
s to engineer more secure solutions are frequently costly, with a negative impact on near-term profit
f ability, and
may be unsuccessful
f
in preventing security incidents that may have an adverse effe
f ct on our business and reputation. For
example, with the acquisition of Linode Limited Liability Company ("Linode"), we continue to adapt procedur
d
es for mitigating
risks that have in the past or may in the future materialize, including any harms that may arise from abuse of our cloud
computing products. If we fail to mitigate these harms or if there is a significant cybersecurity event using our cloud computing
products or our cloud computing products are perceived to be less reliabl
a e than our competitors, it could result in loss of
customers and reputational damage.
Any actua
t
l, alleged or perceived breach of network security in our systems or networks, or any other actua
t
l, alleged or
perceived outage, compromise or data security incident we, our customers or our third-party suppl
u
iers suffer, has in the past and
could in the future result in legal reporting obligations; damage to our reputation; negative publicity; loss of channel partners,
customers and sales; loss of revenue; loss of competitive advantages; increased costs to remedy any problems and otherwise
respond to any incident; regulatory investigations and enforcement actions and fines; costly litigation; and other liabi
a lities.
If we cannot maintain compatib
t ility with
i
our custom
t
ers’
r
IT infr
n astructure,e includin
d
g theiri chosen third-party services, ou
s
r
busine
i
ss will
i
be harmed.
Our products interoperate with our customers' IT infrastruc
r
tures that ofte
f n have different specifications, utilize diverse
technology and require compatibility with multiple communication protocols. Therefor
f
e, the functionality of our technology
ofte
f n needs to have, and maintain, compatibility with our customers' technology environment, including their chosen third-party
technology. Aspects of our technology's compatibility with our customers' technology is dependent on our customers because
our customers, and in particular those who implement third-party applications within their environments, may change featur
t
es,
restrict our access to, or alter their applications within their discretion and in a manner that causes incompatibilities or causes us
significant costs to maintain compatibility. Such changes could functionally limit or prevent the compatibility of our products
with our customers’ IT infrastructur
t
e, which would negatively affe
f ct adoption of our products and harm our business. If we fail
to update our products to achieve compatibility with new third-party applications that our customers use, we may not be able to
offer
f
the functionality that our customers need, which would harm our business.
We face risks associated
t
with
i
global operations that couldl harm our busine
i
ss.
A significant portion of our hiring, new customers and revenue growth in recent years has been attributable to our business
outside the U.S. Our operations in international countries subj
u ect us to risks that may increase our costs, impact our financial
results, disrupt our ope
r
rations or make our operations less effi
f cient and require significant management attention. These risks
16
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 staffi
f ng, training, developing and managing international
operations as a result of distance, language, cultural differences, differences in employee/employer relationships or regulations;
theftf of intellectua
t
l property in high-risk countries where we operate; difficulties in enforcing contracts, collecting accounts and
longer payment cycles in certain countries; difficulties in transfer
f ring funds from, or converting currencies in, certain countries;
managing the costs and processes necessary to comply with export control, sanctions, anti-bribery
r and anti-corrupt
u ion, data
protection, cybersecurity and competition laws and regulations or other regulatory or contractua
t
l limitations on our ability to
sell or develop our products and services in certain international markets; changes in regulatory rules or policies or changes in
government enforcement priorities and resources; macroeconomic developments and changes in the labor
a
markets in which we
operate; geopolitical developments, including increasing international tensions or 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, including the
imposition of tariffs by the United States on imports from certain countries and any resulting counter-tariffs
f
or macroeconomic
impacts, political unrest, warfare, military or armed confli
f ct, such as the Russian invasion of Ukraine, the Israel-Hamas war,
and periodic escalations involving Israel and Iran or Hezbollah, as well as broader military confro
f
ntations involving the United
States, terrorist attacks, public health emergencies, energy crises and natural disasters that could disrupt our
r
ability to provide
services or limit customer purchases of them. For example, approximately six percent of our global employees are located in
Israel and have been and may continue to be impacted by hostilities in the region, including being required to report for military
r
duty, which could impact our ability to operate and successful
f ly complete ongoing initiatives.
In addition, we are subj
u ect to laws and regulations worldwide that differ among jurisdictions and may change, affe
f cting our
operations in areas such as intellectua
t
l property ownership and infringement; tax; anti-bribery
r and anti-corrupt
u ion; technology
sovereignty, internet, technology and export regulations; so-called "fai
f r share" or internet content taxes; foreign exchange
controls and cash repatriation; data privacy; cyber security; competition; consumer protection; corporate sustainability; and
employment and immigration. Compliance with such requirements can be onerous and expensive and may otherwise impact
our business operations negatively. Although we have policies, controls and procedur
d
es designed to help ensure compliance
with applicable laws, there can be no assurance that our employees, contractors, suppl
u
iers, customers, channel partners,
intermediaries, agents or acquired businesses will not violate such laws or our policies, or that our controls will timely prevent,
detect or remediate misconduct. Violations of these laws and regulations can result in fines or disgorgement of profits
f
;
additional costs related to internal or governmental investigations; remedial undertakings; contract damages, criminal sanctions
against us, our offi
f cers or our employees; suspension or debarment; loss of licenses or certifications; prohibitions on the
conduct of our business; and damage to our reputation.
Our busine
i
ss strategy depe
e
nds
d on the ability to
i
source adequatet transmission capac
a
ity,y co-locat
l
io
t n facilitie
i
s and the
equipm
i
ent we need to operate our network; failure to have access to those resources couldl lead to loss of revenue and
service disru
i
pt
u io
t ns.
To operate and grow our globally distributed network serving our portfol
f io of services, we are dependent in part upon
transmission capacity provided by third-party telecommunications network providers and co-location facilities to house our
servers and equipment to suppor
u
t our operations. We may be unable to purchase the bandwidth and space we need from these
providers due to limitations on their resources, increasing energy costs or other reasons outside of our control, including market
dynamics driven by hyperscalers, significant cost increases in servers and memory, and shortages of data center space and
power. In particular, our effort
f
s to increase the size and scale of our network infrastructur
t
e have required and may continue to
require procuring significant additional space in co-location facilities. Inability to access facilities where we would like to
install servers, secure sufficient power capacity or perform maintenance on existing servers for any reason impedes our ability
to expand or maintain capacity. As a result, there can be no assurance that we are adequately prepared for unexpected increases
in capa
a
city demands by our customers. Failure to put in place the capacity we require to operate our business effe
f ctively could
result in a reduction in, or disrupt
r
ion of,f service to our customers and ultimately a loss of those customers. In addition, these
third-party providers can experience operational ineffi
f ciencies relating to power, climate controls, water, logistics, and other
unforeseen events which could result in increased costs, service disrupt
r
ions and diminished customer experiences. We cannot
guarantee that these providers have adequate measures in place to avoid service events that could impact our ability to operate
portions of our network.
Akamai's platforms, products and services rely on hardware equipment, including hundreds of thousands of servers
deployed around the world. Increasing demand and manufact
f
ur
t
ing limitations for certain necessary equipment or components
may significantly impact pricing and availabi
a lity. In addition, disrupt
r
ions in our supply
u
chain have occurred in the past and
could occur in the future that prevent us from purchasing needed equipment at attractive prices or at all. For example, we are
experiencing continued volatility in certain server component costs, including as a result of recently imposed tariffs,
f
that
17
suppor
u
t the continued build out of our AI, infrastructur
t
e and platform services. In addition, from time to time, it has been, and
may continue to be, more difficult to purchase equipment that is manufact
f
ur
t
ed in areas that face disrupt
r
ions to operations due to
war, unrest, trade sanctions or other political activity, public health issues, safety issues, natural disasters or general economic
conditions. For example, tariffs imposed by the United States on other countries and any resulting counter-tariffs
f
have in the
past and will in the future likely lead to increasing costs and supply
u
chain disrupt
r
ions. Failure to have adequate equipment,
including server and other networking equipment, could harm the quality of our services, which could lead to the loss of
customers and revenue.
Acquisitions and othe
t
r strategi
e c transactio
t ns couldl result in operating di
n
ffi
i
culties, dilutio
i
n, diversi
r on of manage
a
ment
atte
t ntio
t n and othe
t
r harmfu
m
l consequences that may
a adverse
r
ly impact our busine
i
ss and results of operations.
We expect to continue to pursue acquisitions and other types of strategic relationships that involve technology sharing or
close cooperation with other companies. 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;
potential disrupt
r
ions 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 liabi
a lities, incurrence of additional debt and other dilutive effe
f cts on our earnings,
particularly in the current environment where we have seen relatively high valuations of,f 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
f
lives of intangible assets acquired; the need to use subs
u
tantial portions of availabl
a e cash or dilutive
issuances of securities to finance large transactions; and potential unknown liabi
a lities 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 effort
f
s to integrate
our acquisitions with our existing technologies have in the past and may in the future pose risks, such as cybersecurity
vulnerabi
a lities or past cybersecurity or privacy incidents. Following an acquisition, we work to enhance the security and
reliabi
a lity 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. For example, as part of the integration of the Linode
compute platform into Akamai's platform and the migration of certain applications and products from third party cloud
providers onto Akamai's compute platform, we have been working to enhance the security and reliabi
a lity of the integrated
systems. While we continue to make progress on these effort
f
s, the mitigation of a number of risks is ongoing and thus certain
underlying vulnerabi
a lities remain that, if exploited, could negatively impact Akamai's platform and our customers. Despite our
effort
f
s to enhance the security and reliabi
a lity of our systems, our information technology systems and those of third parties with
whom we do business or communicate may be damaged, disrupt
r
ed, or shut down due to attacks by unauthorized access,
malicious software, computer viruses, undetected intrus
r
ion, hardware failures, or other events. In addition, our disaster recovery
plans may be ineffe
f ctive or inadequate.
Any inability to integrate completed acquisitions or combinations in an effi
f cient and timely manner could have an adverse
impact on our results of operations.
If current and poten
t
tial large custom
t
ers sh
r
ift to DIY internal solutions for conten
t
t and applic
l atio
t n delivery or security
i
protect
t
io
t n, our busine
i
ss will
i
be negat
e
iv
t ely impacted.
We are reliant on some of our larger customers to direct traffi
f c to our network for a significant part of our revenues. At
times, some of our customers have determined that it is better for them to employ a DIY strategy by putting in place equipment,
software and other technology solutions for content and application delivery
r and security protection within their internal
systems instead of using our solutions for some or all of their needs. As the amount of money a customer spends with us
increases, the risk that they will seek alternative solutions such as DIY or a multi-vendor policy likewise increases. While the
number of customers implementing a DIY strategy had been decreasing, current global economic and geopolitical conditions
may cause customers to increase their focus on DIY solutions, which could negatively impact traffi
f c on our network, and, as a
result, our revenue. For example, a large social media customer has taken steps to lower costs and reduce reliance on U.S.
providers by optimizing its platform, including using a DIY component, which reduced traffi
f c on our network and negatively
impacted our revenue in 2024 and may continue to do so in the future. If our customers increase their use of DIY solutions or if
multiple additional large customers shift to this model, traffi
f c on our network and our contracted revenue commitments could
decrease more significantly, which could negatively impact our business, profita
f
bi
a lity, financial condition, results of operations
and cash flows.
18
If we are unablel to recruiti and retain key em
e
ploy
m
ees and qualifie
l
d sales, research and developm
l
ent, technical, marketin
t
g
and suppor
u
t personnel, our ability to
i
compete could be
l
harmed.
Our future success depends upon the services of our executive offi
f cers and other key technology, sales, research and
development, marketing and suppor
u
t personnel who have critical industry
r experience and relationships. Attracting, hiring and
retaining highly skilled and qualified employees continues to be a priority and a key dependency for our ongoing success. If we
fail to attract new personnel, fail to retain and motivate our current personnel or fail to effe
f ctively train our employees to
suppor
u
t our business needs, our business and future growth prospects could suffer. For example, none of our offi
f cers or key
employees are bound by an employment agreement for any specific term, and members of our senior management have left our
company over the years for a variety of reasons. In addition, effe
f ctive succession planning is important to our long-term success
and our failure to ensure effe
f ctive transfer
f
of knowledge and smooth transitions involving our offi
f cers and other key personnel
could hinder our strategic planning and execution.
In addition, our future success will depend upon our ability to attract, train and retain employees, particularly in our
expected areas of growth such as security and cloud computing. Such effort
f
s will require time, expense and attention by our
employees as there is significant competition for talented individuals. This competition results in increased costs in the form of
cash and stock-based compensation and can have a dilutive impact on our stock. Our ability to hire and retain employees may
be adversely affe
f cted by volatility in our stock price or our ability to obtain shareholder approval to offer
f
additional stock to our
employees, because a significant portion of our compensation is in the form of equity grants. We are retasking certain
employees to work on our cloud computing solutions which will require the use of our resources and if we are unable to
successful
f ly retrain our employees, our cloud computing business may suffer. Furthermore, geopolitical events may impact our
retention effort
f
s. For example, the Israel-Hamas War and other hostilities in the Middle East have and could continue to impact
our workforce in Israel, as employees have been and may continue to be required to report for military service or have other
competing priorities. The loss of the services of a significant number of our employees or any of our key employees or our
inability to attract and retain new talent in a timely fashion may be disrupt
r
ive to our operations and overall business.
Our failure to manage
a
new risks as our busine
i
ss evolves
l
and our work practices change couldl harm us.
As a result of the diversific
f ation of our business, personnel growth, the deployment of our FlexBase program, acquisitions
and international expansion in recent years, most of our employees are now based outside of our Cambridge, Massachusetts
headquarters. Because most of our employees work remotely, we are subj
u ect to additional risks. For example, certain security
systems in homes or other remote workpl
k aces may be less secure than those used in our offi
f ces, which may subj
u ect us to
increased security risks, including cybersecurity-related events, and expose us to risks of data or financial loss and associated
disrupt
r
ions to our business operations. If we are unable to effe
f ctively maintain a hybrid workforce, manage the cybersecurity
and other risks of remote work and maintain our corporate cultur
t
e and workforce morale, our business could be harmed or
otherwise negatively impacted.
Additionally, if we are unable to appropriately increase management depth, enhance succession planning and decentralize
our decision-making at a pace commensurate with our actua
t
l or desired growth rates, we may not be able to achieve our
financial or operational goals. It is also important to our continued success that we hire qualified personnel, integrate new
employees from our recent acquisitions, properly train them and manage poorly-performing personnel, all while maintaining
our corporate culture and spirit of innovation. If we are not successful
f
in these effort
f
s, our growth and operations could be
adversely affe
f cted.
Our restructuring and reorgan
r
izatio
t n activities may
a be disru
i
pt
u iv
t e to our operations and harm our busine
i
ss.
Over the past several years, we have implemented internal restructur
t
ings and reorganizations designed to reduce the size
and cost of our operations, improve operational effi
f ciencies and reprioritize investments, enhance our ability to pursue market
opportunities and accelerate our technology development initiatives. During the first quarter of 2023, the third quarter of 2024
and the fourth quarter of 2025, management committed to actions to restructur
t
e certain parts of the company, including
reducing headcount, to enable it to prioritize investments in the fastest growing areas of the business and redeploy resources to
suppor
u
t the company's strategic investments. We may take similar steps in the future as we seek to realize operating synergies,
optimize our operations to achieve our target operating model and profita
f
bi
a lity objectives, respond to market forces or better
refle
f ct changes in the strategic direction of our business. In addition, in 2025 management has introduced changes to the sales
organization and sales compensation structur
t
e to work to optimize sales performance and to better align sales incentives to the
fastest growing areas of the business. Disrupt
r
ions in operations may occur as a result of taking these actions. Taking these
actions may also result in significant expense, including with respect to workforce reductions, decreased productivity due to
19
employee distraction and unanticipated employee turnover, which could adversely affe
f ct our operating results.
We may
a have expos
x
ure to greater-than-anticip
t
ated
t
tax
a liabilit
i
ie
t s.
Our future income taxes could be adversely affe
f cted by earnings being lower than anticipated in jurisdictions that have
lower statutory
t
tax rates and higher than anticipated in jurisdictions that have higher statutory
t
tax rates, or changes in tax laws,
regulations or accounting principles, as well as certain discrete items such as equity-related compensation. The Organisation for
Economic Co-operation and Development (“OECD”) and participating OECD member countries continue to work toward the
enactment of a 15% global minimum corporate tax rate for large multinational enterprise groups, also known as "Pillar Two."
Many of the participating countries have enacted legislation that became effe
f ctive beginning in 2024, while other countries
continue to work on defining the underlying rules and administrative procedur
d
es. Although the enacted and effe
f ctive legislation
in some countries was applicable to us as of January 1, 2024, and increased our effe
f ctive income tax rate, the increase did not
have a material impact on our overall results of operations or cash flows. We will continue to monitor and evaluate the impacts
of the developing legislation.
We have recorded certain tax reserves to address potential exposures involving our income tax and indirect tax positions.
These potential tax liabi
a lities result from the varying application of statut
t es, rules, regulations and interpretations by different
jurisdictions. We are currently subj
u ect to tax audits in various jurisdictions. If the ultimate outcome of any tax audits are adverse
to us, our reserves may not be adequate to cover our total actua
t
l liabi
a lity, and we would need to take a financial charge.
Although we believe our estimates, our reserves and the positions we have taken in all jurisdictions are reasonable, the ultimate
tax outcome may differ from the amounts recorded in our financial statements and may materially affe
f ct our financial results in
the period or periods for which such determination is made.
Fluctuatio
t ns in foreign
g
currency exch
c
ange rates affe
f ct our repor
e
ted operating
n results in U.S. dolla
l r terms.
Because we conduct a subs
u
tantial portion of our business outside the United States, we face exposure to adverse
movements in foreign currency exchange rates, which could have a material adverse impact on our financial results and cash
flows. These exposures may change over time as business practices evolve and economic conditions change.
The fluctuations of currencies in which we conduct business can both increase and decrease our overall revenue and
expenses for any given period. This exposure is the result of selling in multiple currencies, headcount in foreign locations and
operating in countries where the functional currency is the local currency. Revenue generated and expenses incurred by our
international subs
u
idiaries are ofte
f n denominated in their local currencies, but many of our expenses related to our operations in
foreign jurisdictions are denominated in U.S. dollars. As a result, our consolidated U.S. dollar financial statements are subj
u ect to
fluctuations due to changes in exchange rates as the financial results of our international subs
u
idiaries are translated from local
currencies into U.S. dollars. For example, in 2025, the weakening of the U.S. dollar had a positive impact on our revenue and
increased our overall profita
f
bi
a lity, but if this dynamic reverses, it would have a negative impact on our revenue and
profita
f
bi
a lity. In addition, our financial results are subj
u ect to changes in exchange rates that impact the settlement of transactions
in non-functional currencies.
In addition, we have recently experienced increased volatility in foreign currency exchange rates, due to a number of
factors, including geopolitical and economic developments. We may not be able to effe
f ctively manage such volatility, and our
financial results have in the past and could in the future be adversely impacted as a result of such volatility. In addition, such
volatility, even when it increases our revenues or decreases our expenses, impacts our ability to accurately predict our future
results and earnings.
Our sales to governm
r
ent clie
l nts su
t
bject us to risks,
k
includin
d
g earlyl terminatio
t n, audits
i ,s investigatio
t ns,s sanctions and
penalties.
We have customer contracts with the U.S. government, as well as international, state and local governments and their
respective agencies and we may in the future increase sales to government entities. Sales to government entities are subj
u ect to a
number of risks, and significant changes in the contracting or fiscal policies of such government organizations could have an
adverse effe
f ct on our business and results of operations. Selling to government entities can be highly competitive, expensive,
time consuming and subj
u ect to specific public tender and/or procurement processes and rules, ofte
f n requiring significant upfron
f
t
time and expense without any assurance that these effort
f
s will generate a sale. Such government entities ofte
f n have the right to
terminate these contracts at any time, without cause, and may require us to issue on-demand performance bonds or guarantees.
There is increased pressure for governments and their agencies, both domestically and internationally, to reduce spending and
demand and payment for our services may be impacted by public sector budgetary cycles and funding authorizations. These
factors may combine to potentially limit the revenue we derive from government contracts in the future. Additionally,
government contracts generally have requirements that are more complex than those found in commercial enterprise agreements
20
and therefor
f
e are more costly to comply with. Such contracts are also subj
u ect to audits and investigations that could result in
civil and criminal penalties and administrative sanctions, including contract termination, fee refunds, forfeiture of profit
f s,
suspension of payments, fines and suspensions or debarment from future government business.
We utiliz
t
e third-par
-
ty technology
o
in our busine
i
ss, and failures or vulnerabilitie
i
s, and/or litigatio
t n, related to these
technologi
o es may
a adverse
r
ly affe
f ct our busine
i
ss.
We utilize third-party software, services and other technology to operate critical functions of our business, including the
integration of certain of these technologies into our network, products and services, and in some cases our products and services
include featur
t
es designed to enable our customers and partners to write and execute their own software within our platform. If
these software, services, or other technology become unavailabl
a e, malfunc
f
tion or contain vulnerabi
a lities, our expenses could
increase and our ability to operate our network, provide our products and our results of operations could be impaired until
equivalent software, technology, or services are purchased or developed or any identified vulnerabi
a lities or malfunc
f
tioning are
remedied. If we are unable to procure the necessary third-party technology we may need to acquire or develop alternative
technology, or we may have to resort to utilizing alternative technology of lower quality. This could limit and delay our ability
to offer
f
new or competitive products and increase our costs of production. As a result, our business could be significantly
harmed. In addition, the use of third-party technology may expose us to third-party claims of intellectua
t
l property infringement
which could cause us to incur significant costs in defense or alternative sourcing.
We rely on certain “open-source” soft
o wa
t
re,e which may co
a
ntai
t n
i
security
i
flaw
l
s or othe
t
r defi
e ciencies, an
s
d the use of which
couldl result in our having
i
to distri
i
bute our proprietary soft
o wa
t
re,e includin
d
g source code, to third parties on unfavorabl
f
el
terms, eith
i
er of which couldl materially
l
affe
f ct our busine
i
ss.
Certain of our offeri
f
ngs use software that is subj
u ect to open-source licenses. Open-source code is software that is freely
accessible, usable and modifiable; however, certain open-source code is governed by license agreements, the terms of which
could require users of such software to make any derivative works of the software availabl
a e to others on unfav
f
orable terms or at
no cost. Because we use open-source code, we may be required to take remedial action in order to protect our proprietary
software. Such action could include replacing certain source code used in our software, discontinuing certain of our products or
taking other actions that could be expensive and divert resources away from our development effort
f
s. In addition, the terms
relating to disclosure of derivative works in many open-source licenses are unclear and have not been interpreted by U.S.
courts. If a court interprets one or more such open-source licenses in a manner that is unfav
f
orable to us, we could be required to
make certain of our key software generally availabl
a e at no cost. We could also be subj
u ect to similar conditions or restrictions
should there be any changes in the licensing terms of the open-source software incorporated into our products. In either event,
we could be required to seek licenses from third parties in order to continue offeri
f
ng our products, to re-engineer our products
or to discontinue the sale of our products in the event re-engineering cannot be accomplished on a timely or successful ba
f
sis,
any of which could adversely affe
f ct our business, operating results and financial condition. Furthermore, open-source software
may have security flaws and other deficiencies that could make our solutions less reliabl
a e and damage our business.
We may
a not be successful
f
in our artificial intelligence initia
t tives,s which could adv
l
erse
r
ly affe
f ct our busine
i
ss, repu
e
tation, or
financ
i
ial results.
Artificial intelligence presents new risks, opportunities and challenges that may affe
f ct our business. In addition to
ongoing investments to integrate AI and machine learning technology into our existing products and solutions and to use AI to
enhance our business operations, we recently launched AIC, a platform enabling AI inferencing at the edge of the internet, as a
direct offeri
f
ng in the AI market. This introduces additional risks, as we now compete with establ
a ished and emerging companies
providing AI infrastructur
t
e and inference solutions. Given the nature of AI technology, we face significant competition from
other companies and an evolving regulatory landscape. Our AI focused initiatives, including AIC, may not be successful,
f
and
our competitors may incorporate AI into their products or market their AI solutions more successful
f ly than us, which could
impair our ability to compete effe
f ctively and adversely affe
f ct our financial results. Further, the rapid
a
evolution of AI combined
with the uncertain, rapidly
a
evolving and ofte
f n inconsistent regulatory landscape may require significant additional resources
and costs and could in some cases limit our ability to implement AI capabilities in our solutions or to use AI to suppor
u
t business
operations. AI systems and third-party AI services that we use may also introduce operational resilience and stability risks that
could disrupt our
r
services or customers' workloads and adversely affe
f ct our business, reputation or financial results. Further,
data used to train AI-based systems may lead to harm to our reputation or financial results. Use of AI that has been trained on
open-source code repositories for code development, for instance, may increase intellectua
t
l property risks, as well as risks
related to ingestion of malicious code. Despite our implementation of programs designed to suppor
u
t responsible and safe AI use
and development, we may not successful
f ly address all issues that may arise. For example, user misuse of AI capabilities,
privacy concerns, user consent, supply
u
chain security, AI-related export controls, transparency and the accuracy, completeness
21
and suitabi
a lity of data sets are all potential issues that could adversely affe
f ct our business, reputation, or financial results.
Legal and Regulatory Risks
Evolvi
l ng
i
privacy
c regu
e
lations couldl negat
e
iv
t ely impact our profit
f abi
t
lity
i
and busine
i
ss operations.
The nature and breadth of laws and regulations, or expanded interpretation of these laws and regulations, that relate to
privacy on the internet and international data transfer
f
restrictions may increase in the future. Accordingly, we are unable to
assess the possible effe
f ct of compliance with future requirements or whether our compliance effort
f
s will materially impact our
business, results of operations or financial condition, as well as increase expenses or create other disadvantages to our business.
Privacy laws are rapidly pr
a
olifer
f ating, changing and evolving globally. Governments, private citizens and privacy
advocates with class action attorneys are increasingly scrutinizing how companies collect, process, use, store, share and
transmit personal data. Numerous laws and industry
r self-re
f
gulatory
r codes have been enacted, and additional and revised laws
are being considered that may affe
f ct how we use data generated from our network as well as our ability to reach current and
prospective customers, understand how our solutions are being used and respond to customer requests allowed under the laws.
In the U.S., more than a dozen states now have comprehensive privacy laws, adding complexity, variation in requirements,
restrictions, and potential legal risk requiring additional investment of resources in compliance programs. Any perception that
our business practices, our data collection activities or how our solutions operate represent an invasion of privacy or improper
practice, whether or not consistent with current regulations and industry pr
r
actices, may subj
u ect us to public criticism or
boycotts, class action lawsuits, reputational harm, or actions by regulators, or claims by industry groups or othe
r
r third parties,
all of which could disrupt our bus
r
iness and expose us to liability.
Engineering effort
f
s to build new capabilities to facilitate compliance with increasing international data transfer
f
restrictions
and new and changing privacy laws and related customer demands could require us to take on subs
u
tantial expenses and divert
engineering resources from other projects. We might experience reduced demand for our offeri
f
ngs if we are unable to engineer
products that meet our legal duties or help our customers meet their obligations under applicable data regulations, or if the
changes we implement to comply with such laws and regulations make our offeri
f
ngs less attractive.
Our ability to leverage the data generated by our global networks is important to the value of many of the solutions we
offer,
f
our operational effi
f ciency and future product development opportunities. Our ability to use data in this way may be
constrained by regulatory developments. Compliance with applicable laws and regulations regarding personal data may require
changes in services, business practices or internal systems that result in increased costs, lower revenue, reduced effi
f ciency or
greater difficulty in competing with other companies. Compliance with data regulations might limit our ability to innovate or
offer
f
certain featur
t
es and functionality in some jurisdictions where we operate. Failure to comply with existing or new rules
may result in significant penalties or orders to stop the alleged non-compliant activity, as well as negative publicity and
diversion of management time and effort.
f
Our security controls over personal data, our training of employees and third parties on privacy, data security and other
ethical data use practices we follow may not prevent the improper disclosure or misuse of customer or end-user data we
process. Improper disclosure or misuse of personal data could harm our reputation, lead to legal exposure to customers or end
users, or subj
u ect us to liability under laws that protect personal data, resulting in increased costs or loss of revenue.
Othe
t
r regu
e
latory developm
l
ents couldl negat
e
iv
t ely impact our busine
i
ss.
U.S. and international laws and regulations that apply to the internet, including content liabi
a lity, security requirements, law
enforcement access to information, critical infrastructur
t
e, net neutrality, so-called "fai
f r share" or internet content taxes,
international data transfer
f
restrictions, sanctions, export controls, restrictions on social media or other platforms, applications or
content, as well as developing regulatory concerns related to digital or cloud sovereignty, could pose risks to our revenues,
intellectua
t
l property and customer relationships and could increase expenses or create other disadvantages to our business.
Section 230 of the U.S. Communications Decency Act ("Section 230"), gives websites that host user-generated content broad
protection from legal liability for content posted on their sites. Proposals to repeal or amend Section 230 could expose us to
greater legal liability in the conduct of our business. Our Acceptabl
a e Use Policy prohibits customers from using our network to
deliver illegal or inappropriate content; if customers violate that policy, we may nonetheless face reputational damage,
enforcement actions or lawsuits related to their content. In addition, laws and regulations related to content could cause internet
service providers, or others, to block our products in order to enforce content-blocking effort
f
s. Effort
f
s to block a single product
or domain name may end up blocking a number of other products or domain names in an overbroad manner that could affe
f ct
our business.
22
Certain jurisdictions are adopting or tightening data localization and data residency requirements that restrict where
customer or employee data may be stored, processed, accessed or encrypt
r
ed. In the U.S., regulators are increasingly scrutinizing
and restricting certain personal data transfer
f s and transactions involving foreign countries. For example, the Department of
Justice’s January 8, 2025, rule on “Preventing Access to U.S. Sensitive Personal Data and Government-Related Data by
Countries of Concern or Covered Persons,” prohibits data brokerage transactions involving certain sensitive personal data
categories to countries of concern, including China. The regulations also restrict certain investment agreements, employment
agreements and vendor agreements involving such data and countries of concern, absent specified cybersecurity controls.
Some jurisdictions, particularly the European Union (the "EU"), are also exploring broader “digital sovereignty”
frameworks placing operational, ownership, and control requirements that must be met to provide services to certain markets or
sectors. These measures have gathered steam over the past year based on the emergence of geopolitical tensions, including
between the US and Europe. Together with limits on cross-border data transfer
f s and government access or audit obligations,
they may prevent us from providing services in certain cases, or require us to provide in-country or region-specific hosting, rely
on designated local partners, modify or limit featur
t
es, or maintain segregated environments and duplicative infrastructure,
routing, logging and suppor
u
t models. These developments could decrease our addressabl
a e market, increase our costs and
complexity, lengthen sales cycles, limit the functionality or performance of our services in some markets and reduce economies
of scale. These risks may accelerate or vary by region due to geopolitical factors, including changes in sanctions, export or
import controls, tariffs and other trade restrictions, or regional conflicts.
f
Regulations have also been enacted or proposed in a number of countries that limit the delivery of
r
certain types of content
into those countries. Enactment and expansion of such laws and regulations would negatively impact our revenues. For
example, restrictions were adopted in India in 2020 prohibiting access to identified Chinese-owned applications which caused a
reduction in revenue to us. In addition, in April 2024, the U.S. government enacted the Protecting Americans from Foreign
Adversary
r Controlled Applications Act ("PAFACA"), which, among other things, prohibited the provision of certain types of
services to a Chinese application if the application was not sold to a neutral third party by January 19, 2025. The President of
the United States subs
u
equently signed a series of Executive Orders delaying enforcement of the legislation, culminating with an
Executive Order issued on September 25, 2025, which declared that a proposed sale of the Chinese-owned application's U.S.
operations to a new joint-venture company complied with PAFACA's divestiture requirements and extended non-enforcement
of PAFACA until January 23, 2026. These Executive Orders further directed the Department of Justice to issue guidance and
letters stating there was no violation and no liabi
a lity for conduct during the PAFACA non-enforcement periods, resulting in
Akamai's receipt of an Attorney General determination that Akamai services had not violated the law and that we could
continue providing services as contemplated by the Executive Orders without violating the law and without incurring any legal
liabi
a lity.
On January 22, 2026, the divestitur
t
e was finalized, and a new U.S.-based joint venture assumed operation of the U.S.
application. Although the divestiture has been completed, certain aspects of the transaction could be subj
u ect to future
governmental review or litigation. Further, it is difficult to predict whether any future legislative, regulatory or judicial actions,
including those that may be brought against the Executive Orders, will be successful.
f
There is no assurance that we will not be
exposed to liabi
a lity, and we may face significant fines, litigation, indemnification claims, negative publicity, reputational harm,
diversion of management attention, interrupt
u ions in our operations, financial loss and other similar harms by continuing to
provide services to this customer.
In addition, enactment and expansion of laws related to the use of AI and machine learning
r
in our operations and increased
regulation of cloud service providers also could increase the costs of doing business, subj
u ect us to potential liabi
a lity or
regulatory risk and introduce other disadvantages to our business, including brand or reputational harm. U.S. states have
advanced and, in some cases, enacted numerous AI governance laws, creating a complicated legislative patchwork that may be
litigated in state and federal courts, notwithstanding a December 2025 executive order endorsing a federal moratorium on
enforcement of state AI laws. In Europe, the EU began implementing the Artificial Intelligence Act (the "AI Act") on August 1,
2024, with significant provisions scheduled to take effe
f ct in August 2026. The AI Act, which may be amended as part of the
EU's Digital Omnibus, imposes significant obligations on providers and deployers of high-risk AI systems, and non-compliance
can lead to subs
u
tantial fines. If we develop or use AI systems governed by these laws or regulations, we may face burdensome
and costly compliance obligations relating to data quality, transparency, human oversight, and ethical and administrative
requirements, as well as significant enforcement actions or litigation in the event of any perceived non-compliance.
Interpretations of laws or regulations that would subj
u ect us to regulatory enforcement actions, supe
u
rvision or, alternatively,
require us to exit a line of business or a country, could lead to the loss of significant revenues and have a negative impact on the
quality of our solutions. Engineering effort
f
s to build new capabi
a
lities to facilitate compliance with law enforcement access
requirements, content access restrictions or other regulations could require us to take on subs
u
tantial expenses and divert
engineering resources from other projects. These circumstances could harm our profita
f
bi
a lity.
23
We may
a need to defe
e nd agains
i
t paten
t
t or copy
o
righ
i
t infr
n ingement clai
l ms
i
,s which wouldl cause us to incur substantia
t l costs or
limit our abilit
i
yt to use certai
t n
i
technologi
o es in the future.
As we expand our business and develop new technologies, products and services, we have become increasingly subj
u ect to
intellectua
t
l property infringement and other claims and related litigation. We have also agreed to indemnify our
f
customers and
channel and strategic partners if our solutions infringe or misappropr
a
iate specified intellectua
t
l property rights. As a result, we
have been and could again become involved in litigation or claims brought against customers or channel or strategic partners if
our solutions or technology are the subj
u ect of such allegations. Any litigation or claims, whether or not valid, brought against us
or pursuant to which we indemnify our
f
customers or partners could result in subs
u
tantial costs and diversion of resources and
require us to do one or more of the following: cease selling, incorporating or using featur
t
es, functionalities, products or services
that incorporate the challenged intellectua
t
l property; pay subs
u
tantial damages and incur significant litigation expenses; obtain a
license from the holder of the infringed intellectua
t
l property right, which license may not be availabl
a e on reasonable terms or at
all; or redesign products or services. If we are forced to take any of these actions, our business may be seriously harmed.
Our busine
i
ss will
i
be adverse
r
ly affe
f cted if we are unablel to protect
t
our intellectual propertyt righ
i
ts from unauthorized use or
infr
n ingement by third parties.
We rely on a combination of patent, copyright, trademark and trade secret laws and contractua
t
l restrictions on disclosure to
protect our intellectua
t
l property rights. These legal protections afford
f
only limited protection, particularly in some regions
outside the U.S. We have previously brought lawsuits against entities that we believed were infringing our intellectua
t
l property
rights but have not always prevailed. Such lawsuits can be expensive and require a significant amount of attention from our
management and technical personnel, and the outcomes are unpredictabl
a e. Monitoring unauthorized use of our solutions is
difficult, and we cannot be certain that the steps we have taken or will take will prevent unauthorized use of our technology.
Furthermore, we cannot be certain that any pending or future patent applications will be granted, that any future patent will not
be challenged, invalidated or circumvented, or that rights granted under any patent that may be issued will provide competitive
advantages to us. If we are unable to protect our proprietary rights from unauthorized use, the value of our intellectua
t
l property
assets may be reduced. Although we have licensed from other parties proprietary technology covered by patents, we cannot be
certain that any such patents will not be challenged, invalidated or circumvented. Such licenses may also be non-exclusive,
meaning our competition may also be able to access such technology.
Litig
i
atio
t n may
a adverse
r
ly impact our busine
i
ss.
From time to time, we are or may become involved in various legal proceedings relating to matters incidental to the
ordinary course of our business, including patent, commercial, product liabi
a lity, breach of contract, employment, class action,
whistleblower, other litigation, claims and governmental and other regulatory investigations and proceedings. In addition, under
our charter, we could be required to indemnify
f and advance expenses to our directors and offi
f cers in connection with their
involvement in certain actions, suits, investigations and other proceedings. Such matters can be time-consuming, divert
management’s attention and resources and cause us to incur significant expenses. Furthermore, because litigation is inherently
unpredictabl
a e and may not be covered by insurance, there can be no assurance that the results of any litigation matters will not
have an adverse impact on our business, results of operations, financial condition or cash flows.
Global
l
climate
l
change, ot
e
he
t
r disru
i
pt
u io
t ns and related natural resource conservation regu
e
lations could adv
l
erse
r
ly impact our
busine
i
ss.
The long-term effe
f cts of climate change on the global economy and our industry
r in particular remain unknown. For
example, changes in weather where we operate may increase the costs of powering and cooling computer hardware we use to
develop software and provide cloud services. In addition, catastrophic natural disasters, such as an earthquake, fire, flood or
other act of God and any similar disrupt
r
ion, as well as any derivative disrupt
r
ion, such as those to services provided through
localized physical infrastructur
t
e, including utility or telecommunication outages, or any to the continuity of our, our partners’,
suppl
u
iers’ and our customers’ workforce, could have a material adverse impact on our business and operating results. In
addition, pandemics or other public health crises, as well as any derivative disrupt
r
ions such as those experienced during the
COVID-19 pandemic, in places where we operate may adversely affe
f ct our results of operations. Our global operations are
dependent on our network infrastructur
t
e, technology systems and website, including the supply of
u
servers from our third-party
partners, as well as our intellectual property and personnel and any disrupt
r
ion to these dependencies may negatively impact our
ability to respond to customers, provide services and maintain local and global business continuity. Furthermore, some of our
products and business functions are hosted or carried out by third parties that may be vulnerabl
a e to these same types of
disrupt
r
ions, the response to or resolution of which may be beyond our control. Any disrupt
r
ion to our business could cause us to
incur significant costs to repair damages to our facilities, equipment, infrastructur
t
e and business relationships.
24
In addition, in response to concerns about global climate change, governments may adopt new regulations affe
f cting the use
of fossil fuels or requiring the use of alternative fuel sources which could adversely impact our business. Our deployed network
of servers consumes significant energy resources, including those generated by the burning of fossil fuels. While we have
invested in projects to suppor
u
t renewabl
a e energy development, our customers, investors and other stakeholders may require us
to take more steps to demonstrate that we are taking ecologically responsible measures in operating our business. The costs and
any expenses we may incur to make our network more energy-effi
f cient and comply with any new regulations could make us
less profita
f
bl
a e in future periods. Failure to comply with applicable laws and regulations or other requirements imposed on us
could lead to fines, lost revenue and damage to our reputation.
Investment-Related Risks
Our stock pr
t
ice has been, and may co
a
ntin
t
ue to be, volatile
i , and
e
your investment couldl lose value.
The market price of our common stock has historically been volatile. Trading prices for our common stock may continue to
fluctuate in response to a number of events and factors, including the following: quarterly variations in operating results;
changes in guidance or failure to meet guidance; announcements by our customers related to their businesses that could be
viewed as impacting their usage of our solutions; market speculation about whether we are a takeover target or considering a
strategic transaction; announcements by us regarding acquisitions; announcements by competitors; activism by any single large
stockholder or combination of stockholders or rumors about such activity; changes in financial estimates and recommendations
by securities analysts; failure to meet the expectations of securities analysts; purchases or sales of our stock by our offi
f cers and
directors; general economic conditions and other macroeconomic factors, such as inflationary pressures, foreign currency
exchange rate fluctuations, energy prices, reduced consumer spending, elevated interest rates, the announcement or imposition
of tariffs, recessionary economic cycles, protracted economic slowdowns and overall market volatility; repurchases of shares of
our common stock; the issuance of additional shares or securities convertible into, or exchangeable or exercisabl
a e for, shares of
our common stock, including under our equity compensation plans; entry
r into, or termination of, relationships with material
customers and partners; and performance by other companies in our industry.
r
Furthermore, our revenue, particularly that portion attributable to usage of our solutions beyond customer commitments,
can be difficult to forecast, and, as a result, our quarterly operating results can fluctuate subs
u
tantially. This concern is
particularly acute with respect to our media and commerce customers. In the future, our customer contracting models may
change to move away from a committed revenue structur
t
e to a “pay-as-you-go” approach, which could make it easier for
customers to reduce the amount of business they do with us or leave altogether. Changes in billing models and committed
revenue requirements could, therefor
f
e, create challenges with our forecasting processes. Because a significant portion of our
cost structur
t
e is largely fixed in the short-term, revenue shortfal
f ls tend to have a disproportionately negative impact on our
profita
f
bi
a lity. If we announce revenue or profita
f
bi
a lity results that do not meet or exceed our guidance, issue guidance that does
not meet or exceed market expectations, or make changes in our guidance with respect to future operating results, our stock
price may decrease significantly as a result.
Any of these events, as well as other circumstances discussed in these Risk Factors, may cause the price of our common
stock to fall. In addition, the stock market in general, and the market prices of stock of publicly-traded technology companies in
particular, have experienced significant volatility that ofte
f n has been unrelated to the operating performance of affe
f cted
companies. These broad stock market fluctuations may adversely affe
f ct the market price of our common stock, regardless of
our operating performance.
Any
n failure to meet our debt oblig
l atio
t ns or obtain
i
financ
i
ing would damage ou
l
r busine
i
ss.
As of the date of this report, we had total principal amount of $1,150.0 million of convertible senior notes outstanding due
in 2027, total principal amount of $1,265.0 million of convertible senior notes outstanding due in 2029 and total principal
amount of $1,725.0 million of convertible senior notes outstanding due in 2033. In November 2022 we entered into a credit
agreement that provides for an initial $500.0 million revolving credit facility and was amended in May 2025 to increase the
aggregate revolving commitments from $500.0 million to $1.0 billion and to extend the maturity date one year to November 22,
2028. We also entered into a credit agreement in January 2025 providing for a $150.0 million revolving credit facility. As of
December 31, 2025, there were no outstanding borrowings under the credit facilities. Our ability to repay any amounts we
borrow under our credit facility, refinance the notes, make cash payments in connection with conversions of the notes or
repurchase the notes in the event of a fundamental change (as defined in the applicable indenture governing the notes) will
depend on market conditions and our future performance, which is subj
u ect to economic, financial, competitive and other factors
beyond our control. We also may not use the cash we have raised through future borrowing under the credit facility or the
issuance of the convertible senior notes in an optimally productive and profita
f
bl
a e manner. If we are unable to remain profit
f able
or if we use more cash than we generate in the future, our level of indebtedness at such time could adversely affe
f ct our
25
operations by increasing our vulnerabi
a lity to adverse changes in general economic and industry
r conditions and by limiting or
prohibiting our ability to obtain additional financing for additional capital expenditures, acquisitions and general corporate and
other purpos
r
es. If we do not have sufficient cash upon conversion of the notes or to repurchase the notes if required by
purchasers in accordance with the terms thereof, we would be in default under the terms of the notes, which could seriously
harm our business. Although the terms of our credit facilities include certain covenants that potentially limit our future
indebtedness, the terms of the notes do not. If we incur significantly more debt, this could intensify
f the risks described above. In
addition, if we are unable to obtain financing to fund additional capital expenditures, acquisitions, and general corporate and
other purpos
r
es on reasonable terms, or at all, then our business, operations and financial condition may be harmed.
Because we currently
t
do not intend to pay dividends,
d
stockholde
t
rs will
i
benefi
e ti from an investment in our common stock on
t
ly
if it appreciates
t
in value.
We currently intend to retain our future earnings, if any, for use in the operation of our business and do not expect to pay
any cash dividends in the foreseeable future on our common stock. As a result, the success of an investment in our common
stock will depend upon any future appreciation in its value. There is no guarantee that our common stock will appreciate in
value or even maintain the price at which stockholders have purchased their shares, and our stock price has been, and may
continue to be, volatile, and your investment could lose value. See the risk factor titled “Our stock price has been, and may
continue to be, volatile, and your investment could lose value” above.
Provisions of our charter, by-law
l
s and Delaware law may
a have anti-takeover effe
f ctst that could pr
l
event a change in contro
t
l
even if the change in contro
t
l would be be
l
nefi
e cial to our stockholde
t
rs.
Provisions of our charter, by-laws and Delaware law could make it more difficult for a third party to control or acquire us,
even if doing so would be beneficial to our stockholders. For example, our board of directors has the right to elect directors to
fill a vacancy created by the expansion of the board of directors or the resignation, death or removal of a director; stockholders
must provide advance notice, additional disclosures and representations and warranties to nominate individuals for election to
the board of directors or to propose matters that can be acted upon at a stockholders' meeting; and our board of directors can
issue, without stockholder approval, shares of undesignated preferred stock. As a Delaware corporation, we are also subj
u ect to
certain Delaware anti-takeover provisions. Under Delaware law, a corporation may not engage in a business combination with
any holder of 15% or more of its capi
a tal stock unless the holder has held the stock for three years or, among other things, the
board of directors has approved the transaction. Our board of directors could rely on Delaware law to prevent or delay an
acquisition of us.
If we fail to maintain an effe
f ctiv
t e system
t
of internal contro
t
ls,s we may
a not be ablel to accurately repor
e
t our financ
i
ial resultst or
prevent fraud. As a result, ou
t
r stockholde
t
rs couldl lose confid
f en
d
ce in our financ
i
ial repor
e
ting,
n
which couldl harm our busine
i
ss
and the trading
i
price of our common stock.
t
Section 404 of the Sarbanes-Oxley Act requires, among other things, that we maintain effe
f ctive disclosure controls and
procedur
d
es and internal control over financial reporting. We must continue to enhance and maintain our processes and systems
and adapt them as our business evolves, including as we expand into new markets, increase reliance on channel partners,
complete acquisitions and we rearrange management responsibilities. This continuous process of maintaining and adapting our
internal controls and complying with Section 404 is expensive, time-consuming and requires significant management attention,
and as our business changes our internal controls may become more complex and require additional resources to remain
effe
f ctive. In the past, we identified, and subs
u
equently remediated, a material weakness in our internal control over financial
reporting; however, we cannot be certain that our internal control measures will provide adequate control over our financial
processes and reporting or ensure compliance with Section 404, and we may identify
f additional material weaknesses in internal
controls in the future. Failure to develop or maintain effe
f ctive controls, or difficulties encountered in their implementation or
improvement, or the identific
f ation of additional material weaknesses—by us or by our
—
independent registered public accounting
firm—could ha
m
rm our operating results, result in a restatement of prior-period financial statements, cause us to fail to meet our
reporting obligations, and adversely affe
f ct the results of periodic management evaluations and annual independent registered
public accounting firm attestation reports regarding the effe
f ctiveness of our internal control over financial reporting that we are
required to include in the periodic reports we will file with the Securities and Exchange Commission. Furthermore, if we or our
independent registered public accounting firm identify any material weaknesses, the disclosure of that fact, even if quickly
remediated, could reduce the market's confid
f ence in our financial statements and harm our stock price.
Item 1B. Unresolved Stafff Comments
None.
26
Item 1C. Cybersecurity
Our customers rely upon Akamai to power and protect the online experiences of their end user customers. We provide
security, delivery
r and cloud computing solutions and services and maintain internal systems and other data associated with
running our business. We have implemented cybersecurity risk management programs and procedur
d
es designed to identify and
address threats to both internal and customer facing data and systems that are subj
u ect 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 Offi
f cer (the “CSO”) has primary
r responsibility for overseeing Akamai’s management of
cybersecurity risks. Reporting to the Chief Executive Offi
f cer through Akamai's Executive Vice President and General Manager
of the Security Technology Group,
u
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 profes
f
sional with over 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 stafff 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, which is comprised of Akamai's senior leadership, 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 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 Offi
f cer and the board of directors.
The information security team, under the authority of the CSO, has developed a cybersecurity risk management program,
informed by industry
r cybersecurity standards, to identify, assess and manage risks presented by cybersecurity threats. This
program is integrated into our overall enterprise risk management program and addresses four primary operational pillars:
•
researching, monitoring and identifying
f
significant cybersecurity threats and risks across Akamai and the larger
internet ecosystem taking into account malicious actors, software vulnerabi
a lities and other threat sources;
•
assessing designated risks applicable to Akamai’s assets and systems, including those associated with third-party
vendors and suppl
u
iers, and planning and tracking effort
f
s 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 vulnerabi
a lity testing of certain systems.
Our programs are designed to identify
f 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 effort
f
s in acquisitions and internal and external security scans and alerts, as appropriate. As
applicable, in certain circumstances, we also collabor
a
ate with industry pa
r
rtners in the security community, our peers and law
enforcement agencies, to suppor
u
t 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
a
changes.
In addition to ongoing risk management procedur
d
es, we have implemented a cybersecurity incident procedur
d
e designed to
identify
f 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 notific
f ation 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 profes
f
sionals 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.
27
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 profil
f e 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 procedur
d
es and
contractua
t
lly required security commitments.
Although risks from cybersecurity threats have to date not materially affe
f cted 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.
Item 2. Properties
We operate as a flexible workpl
k ace where employees can choose to work from their home offi
f ce, a Company offi
f ce, an
approved workspace or a combination. However, our headquarters is located in Cambridge, Massachusetts where we lease
approximately 659,000 square feet, of which approximately 285,000 square feet is currently subl
u eased to third parties. We also
have offi
f ces in other locations in the U.S. and other countries, the largest of which are Bangalore, India; Krakow, Poland; and
Tel Aviv, Israel. All of our facilities are leased. We believe our facilities are sufficient to meet our needs.
Item 3. Legal Proceedings
We are party to various litigation matters, governmental proceedings, investigations, claims and disputes that we consider
routine and incidental to our business. We do not currently expect the results of any of these matters to have a material effe
f ct on
our business, results of operations, financial condition or cash flows.
Item 4. Mine Safety Disclosures
Not applicable.
PART II
Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
Our common stock, par value $0.01 per share, trades under the symbol “AKAM” on the Nasdaq Global Select Market.
As of Februa
r
ry 16, 2026, there were 185 holders of record of our common stock.
We have never paid or declared any cash dividends on shares of our common stock or other securities and do not anticipate
paying or declaring any cash dividends in the foreseeable future. We currently intend to retain all future earnings, if any, for use
in the operation of our business.
28
Issuer Purchases of Equity Securities
The fol
f lowing is a summary of our repurchases of our common stock in the fourth quarter of 2025 (in thousands, except
share and per share data):
Period(1)
Total Number of
Shares
Purchased(2)
Average Price
Paid per Share(3)
Total Number of
Shares Purchased
as Part of
Publ
u icly
Announced Plans
or Programs(4)
Approximate
Dollar Value of
Shares that May
Yet be Purchased
Under Plans or
Programs(4)
October 1, 2025 – October 31, 2025
—
$
—
—
$
1,180,514
November 1, 2025 – November 30, 2025
—
—
—
1,180,514
December 1, 2025 – December 31, 2025
—
—
—
1,180,514
Total
—
$
—
—
(1)
Infor
f
mation is based on settlement dates of repurchase transactions.
(2)
Consists of shares of our common stock, par value $0.01 per share.
(3)
Includes commissions paid, but excludes any estimated excise taxes payabl
a e on share repurchases.
(4)
Effective May 2024, our board of directors authorized a $2.0 billion share repurchase program through June 2027.
During the year ended December 31, 2025, we repurchased 10.0 million shares of our common stock for an aggregate
purchase price of $800.0 million.
Item 6. [Reserved]
Not appl
a
icable.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Management’s Disc
i
ussion and Analys
l
is of Financial Condi
C
tion and Results of Operations ("MD&A"), should b
l
e read
in conjunction with our consolidat
d ed financial statements a
t
nd notes thereto that appear
t
else
l
where in thi
t s a
i
nnual repor
e
t on
Form 10-K. See “Ri
“
sk
i
Factors”
r
else
l
where in thi
t s a
i
nnual repor
e
t on For
F
m 10-K for
f
a discussion of certain risks a
k
ssociated with
our business. The fol
f lowing disc
i
ussion contains forward-looking statements.
t
The for
f
ward-l
d ooking statements d
t
o n
d
ot include the
potential impact of any mergers,
r
acquisi
i tions, divestitures or other events that may be a
a
nnounced afte
f r the dat
t
e hereof.
o
Overview
We develop and provide solutions for global enterpr
r
ises to build, secure and accelerate their applications and digital
experiences through our massively distributed global infra
f structur
t
e, which underpins our security, delivery a
r
nd cloud
computing solutions, and is central to our financial success. The key factors that influ
f ence our financial success are our ability
to build on recurring revenue commitments across our security, delivery a
r
nd cloud computing product portfol
f ios, increase
traffi
f c on our network, continue to develop, scale and successful
f ly bring to market our compute platfor
f
m, including AIC and
compute-to-edge solutions, that meet the needs of professional users and enterpr
r
ises, including with respect to reliabi
a lity,
effe
f ctively manage the prices we charge for our solutions considering the market dynamics on our cost structur
t
e driven by
hyperscalers, continuously develop new and existing products and appropr
a
iately manage our capital spending and other
operational expenses. The purpose of this discussion and analysis section is to provide material information relevant to an
assessment of our financial condition and results of operations from management’s perspective, including to describe and
explain key trends, events and other fact
f
ors that impacted our reported results and that are likely to impact our future
performance.
Revenue
We primarily derive revenue from the sale of services to customers pursuant to contracts having terms of one year or
longer, which allows us to have a consistent and predictable base level of revenue. Services included in our contracts consist of
security solutions, the delivery o
r
f content, applications and softw
f
are over the internet, cloud computing solutions and
profes
f
sional services. In addition to a base level of revenue, we are also dependent on our ability to increase our product
offeri
f
ngs and to cross-sell additional services to our new and existing customers, particularly for our security and cloud
29
computing solutions portfol
f ios. Our revenue is also impacted by customer renewals and the pricing for such renewals, the rate
of adoption and timing of customer offeri
f
ngs, variability of one-time events, usage of cloud computing services and the amount
of traffi
f c we serve on our network. 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 and traffi
f c
levels for customers with variable usage. Over the longer term, our ability to continually develop and expand our product
portfol
f io, to successful
f ly bring those products to market and to effe
f ctively manage the prices we charge for our solutions
considering the market dynamics on our cost structur
t
e driven by hyperscalers, are key factors impacting our revenue growth.
We have observed the following trends related to our revenue in recent years:
•
Increased sales of our security solutions, led by application security solutions and our microsegmentation solutions,
and increased sales of our cloud computing solutions, attributable to enhanced services on our compute platform, and
growth in our Cloud Infrastructur
t
e Services, have made a significant contribution to revenue growth. Our security and
cloud computing solutions continue to contribute to a large portion of revenue. We plan to continue to invest in these
areas with a focus on higher growth security products and Cloud Infrastructur
t
e Services to further advance our product
portfol
f ios and sales capabi
a
lities.
•
Traffic growth on our network has improved, but remains moderated as compared to prior years. We, and the industry
more broadly, are seeing growth at a slower pace than we have experienced in the past. In particular, customers in
verticals such as media and gaming have optimized their traffi
f c to manage through underlying business challenges at a
time of global macroeconomic and geopolitical headwinds. Some of our customers' businesses have been impacted by
these headwinds, and as a result, they may continue to reduce their spending or optimize their traffi
f c, which would
reduce traffi
f c on our network and revenue. However, we are seeing incremental traffi
f c from contracts acquired as part
of our recent asset acquisitions. We expect these traffi
f c growth trends to continue in 2026.
•
The prices paid by some of our delivery
r and security customers have declined in recent years at contract renewal due
to competition, 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 customers. We
continue to take steps upon contract renewals to sign customers to multi-year contracts and to optimize how we charge
customers to maintain alignment between customer traffi
f c volumes, significant cost increases we have experienced due
to market dynamics driven by hyperscalers and unit pricing.
•
Revenue from our international operations continues to grow, particularly from new customer acquisition and cross-
selling of incremental solutions. Because we publicly report in U.S. dollars, our reported revenue results are negatively
impacted when the U.S. dollar strengthens and benefit when the U.S. dollar weakens.
•
We have experienced variations in certain types of revenue from quarter-to-quarter. These quarterly variations in
revenue are attributable to, among other things, the 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; holiday season activity; and whether there are large live sporting or other events or situations that
impact the amount of media traffi
f c on our network.
Expens
x
es
Our level of profit
f ability is impacted by our expenses, including direct costs to suppor
u
t our revenue such as bandwidth and
co-location costs, which includes energy to power our network. We have observed the following trends related to our
profita
f
bi
a lity in recent years:
•
Co-location costs are a significant portion of our cost of revenue. As we continue to build out our new compute
locations to provide us with the ability to scale our platform, we have experienced a significant increase in our co-
location costs due to the market dynamics driven by the hyperscalers. We have entered into, and expect to continue to
enter into, longer term leases that include certain financial commitments. The costs of the financial commitments are
expensed ratably ove
a
r the lease term, and, as a result, in some cases, we are incurring costs in advance of these
compute locations being fully utilized. We continue to improve our internal-use software and remain disciplined in
managing our hardware deployments, which enables us to use servers more effi
f ciently. We will need to continue to
effe
f ctively manage our co-location costs to maintain or improve current levels of profita
f
bi
a lity.
30
•
Network bandwidth costs are also a significant portion of our cost of revenue. We have been able to manage these
costs through investment in internal-use softw
f
are development to improve the performance and effi
f ciency of our
network and, more recently, improved pricing on contract renewals with our bandwidth providers. We will need to
continue to focus on effe
f ctively managing our bandwidth costs to maintain or improve current levels of profit
f ability.
•
Network build-out and suppor
u
ting service costs represent another significant portion of our cost of revenue. These
costs include maintenance and suppor
u
ting services, as well as partner program costs, incurred as we continue to build
out our compute platform and maintain our global network, and costs of third-party cloud providers used for some of
our operations. We have seen some of these costs increase in recent years as a result of our network expansion, and
particularly the build out of our compute platform. While we have previously experienced increased costs from third-
party cloud providers, we have been able to manage those costs by migrating to our own compute solutions. We will
need to continue to effe
f ctively manage our network build-out and suppor
u
ting service costs in an effort
f
to control costs.
•
Our employees are core to the operations of our business, and payroll and related costs, including stock-based
compensation, is our largest expense. It is important to the success of our operations that we offer
f
competitive
compensation packages. However, we are focused on remaining disciplined in allocating our resources to suppor
u
t our
faster growing security and cloud computing solutions, including maintaining operational effi
f ciencies to mitigate the
rising cost of talent. Over the past few years, we redesigned some of our compensation programs by shifti
f ng certain
plans from a cash-based to stock-based program, such as our employer 401(k) match program in 2025. These
programs are designed to better align employee incentives with the interests of our stockholders, which has increased
our stock-based compensation.
•
Depreciation expense related to our network equipment also contributes to our overall expense levels. In recent years,
we have invested in our network, particularly as part of building out our compute infrastructur
t
e, which increased our
capital expenditures and resulting depreciation expense. We plan to continue investing in our faster growing Cloud
Infrastructur
t
e Services, including suppor
u
t for a new enterprise cloud computing customer and our new AIC. With the
build out of our compute platform, we are experiencing a significant increase in server and memory costs due to
market dynamics driven by hyperscalers. These cost increases will increase our future capital expenditures and
resulting depreciation expense.
•
Growth in our international operations incrementally increases our exposure to foreign currency fluctuations. Because
we publicly report in U.S. dollars, our expenses are positively impacted when the U.S. dollar strengthens and are
negatively impacted when the U.S. dollar weakens.
Recent Acquisi
i tions
We acquired Fermyon in November 2025. With this acquisition we plan to deepen the integration between the edge
functions platform and our performance and security products. The resulting cloud computing platform aims to make it even
faster and easier for developers to build, deploy and secure applications at the edge that outperform cloud-native applications,
for less money, the same way they can in core data centers today.
We acquired certain customer contracts from Edgio, Inc. ("Edgio") in December 2024 as part of a bankruptcy process. This
acquisition is intended to further strengthen our existing delivery and other businesses as we transition the acquired customers
to our platform and offer
f
our portfol
f io of other services to them. We also acquired Noname Security in June 2024. Noname
Security is intended to expand our existing API Security offeri
f
ng by providing more flexible deployment options, extensive
vendor integrations and enhanced attack analysis. We believe this acquisition will accelerate our ability to meet increasing
customer and market demand.
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 delivery
r and other
businesses as we transition the acquired customers to our platform and offer
f
our portfol
f io of other services to them. We also
acquired Neosec in May 2023, which is intended to complement our application and API security portfol
f io by extending its
visibility into the rapidly grow
a
ing API threat landscape, and StorageOS, Inc. ("StorageOS"), also known as Ondat, in March
2023, which is intended to strengthen our compute offeri
f
ngs.
Revenue and earnings generated from these acquisitions are included in our financial results since the dates of the
acquisitions, but were not material. However, delivery
r revenue was positively impacted by customer contracts acquired from
Edgio, Lumen and Stackpath. Additionally, of note, we added approximately 200 employees from the acquisition of Noname
Security.
31
Global Economic Conditions
Global macroeconomic and geopolitical conditions continue to impact our customers, as well as our business and revenue
growth rates. We, along with our customers, continue to manage through an uncertain period of fluctuating inflatio
f
n, regulatory
policies and resources that may negatively impact business, economic and political uncertainty, decreased consumer confid
f ence
and pressure on prices during contract renewals, uncertain energy suppl
u
ies, heightened geopolitical tensions and confli
f ct,
potential for
f
suppl
u
y chain disrupt
r
ions, changes in legislation and regulations, including U.S. and international tax laws,
volatility and increasing tensions related to changing trade policies, including announced or expected tariffs, flu
f ctua
t
tions in
foreign exchange rates and elevated interest rates. To the extent these macroeconomic conditions continue, the impact may
adversely affect our business, operations and fin
f ancial results.
Results of Operations
The fol
f lowing sets forth, as a percentage of revenue, consolidated statements of income data for the years indicated:
2025
2024
2023
Revenue
100 %
100 %
100 %
Costs and operating expenses:
Cost of revenue (exclusive of amortization of acquired intangible assets shown
below)
41
41
40
Research and development
12
12
11
Sales and marketing
14
14
14
General and administrative
16
16
16
Amortization of acquired intangible assets
3
2
2
Restructur
t
ing charge
1
2
1
Total costs and operating expenses (1)
87
87
83
Income from operations (1)
13
13
17
Interest and marketabl
a e securities income, net
2
3
1
Interest expense
(1)
(1)
—
Other expense, net
—
—
—
Income before provision for income taxes (1)
14
15
17
Provision for income taxes
(4)
(2)
(3)
Gain from equity method investment
—
—
—
Net income (1)
11 %
13 %
14 %
(1) Amounts may not foot due to rounding.
Revenue
Revenue by solution category d
r
ur
d
ing the periods presented was as follows (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
% Change
% Change
at Constant
Currency
2024
2023
% Change
% Change
at Constant
Currency
Security
$ 2,243,404
$ 2,042,661
10 %
9 % $ 2,042,661
$ 1,765,267
16 %
16 %
Delivery
1
r
,256,721
1,318,131
(5)
(5)
1,318,131
1,542,434
(15)
(14)
Cloud
computing
708,050
630,376
12
12
630,376
504,219
25
25
Total
revenue
$ 4,208,175
$ 3,991,168
5 %
5 % $ 3,991,168
$ 3,811,920
5 %
5 %
32
The increases in our revenue in 2025 as compared to 2024, and 2024 as compared to 2023, were primarily the result of
continued growth in sales of our security and cloud computing solutions, partially offs
f et by a decline in revenue from our
delivery s
r
olutions due to downward pricing of renewals.
The increases in security solutions revenue for 2025 as compared to 2024, and 2024 as compared to 2023, were due to
growth of sales in key products in our security solutions portfol
f io, including our API security, web application and Guardicore
segmentation solutions.
The decreases in delivery s
r
olutions revenue for 2025 as compared to 2024, and 2024 as compared to 2023, were due to
downward pricing of contract renewals. Additionally, we believe macroeconomic headwinds are causing some customers to
increase their focus on cost optimization, which negatively impacted traffic on our network and had a negative impact on
delivery r
r
evenue. In 2024, these headwinds caused a large social media customer to increase their focus on cost optimization
and "do-it-yourself" s
f
olutions, which additionally reduced traffi
f c on our network. The decrease for 2025
f
as compared to 2024
was partially offs
f et by incremental revenue from contracts acquired as part of our asset acquisitions, such as Edgio in December
2024.
The increase in cloud computing solutions revenue in 2025 as compared to 2024 was due
d
to growth in Cloud Infrastruc
r
ture
Services, which includes compute, storage, cloud-native and networking solutions, along with the Akamai EdgeWorkers
serverless products and partner solutions running on our compute platfor
f
m. The increase in cloud computing revenue in 2024 as
compared to 2023 was due
d
to growth in sales of Cloud Infrastruc
r
ture Services, as well as cloud optimization solutions, to new
and existing customers.
Revenue derived in the U.S. and internationally dur
d
ing the periods presented is as fol
f lows (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
%
Change
% Change
at Constant
Currency
2024
2023
%
Change
% Change
at Constant
Currency
U.S.
$2,139,173
$2,075,533
3 %
3 % $2,075,533
$1,968,779
5 %
5 %
As a
percentage
of revenue
51 %
52 %
52 %
52 %
International
2,069,002
1,915,635
8
7
1,915,635
1,843,141
4 %
5
As a
percentage
of revenue
49 %
48 %
48 %
48 %
Total
revenue
$4,208,175
$3,991,168
5 %
5 % $3,991,168
$3,811,920
5 %
5 %
For each of the years ended December 31, 2025, 2024 and 2023, no single country outside of the U.S. accounted for 10%
or more of revenue. Changes in for
f
eign currency exchange rates positively impacted our revenue by $13.7 million in 2025 as
compared to 2024, and negatively impacted our revenue by $22.5 million in 2024 as compared to 2023.
33
Cost of Revenue
Cost of revenue consisted of the following for the periods presented (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
% Change
2024
2023
% Change
Co-location costs
$
349,191
$
308,314
13 % $
308,314
$
256,062
20 %
Bandwidth fees
192,875
233,100
(17)
233,100
228,038
2
Network build-out and
suppor
u
ting services
236,644
193,607
22
193,607
215,557
(10)
Payroll and related costs
340,991
334,215
2
334,215
325,851
3
Acquisition-related costs
—
—
—
—
3,190
(100)
Stock-based compensation,
including amortization of prior
capitalized amounts
123,617
100,705
23
100,705
73,786
36
Depreciation of network
equipment
328,221
282,106
16
282,106
231,500
22
Amortization of internal-use
software
155,974
168,746
(8)
168,746
177,079
(5)
Total cost of revenue
$ 1,727,513
$ 1,620,793
7 % $ 1,620,793
$ 1,511,063
7 %
As a percentage of revenue
41 %
41 %
41 %
40 %
The increase in cost of revenue for 2025 as compared to 2024 was primarily due to:
•
co-location costs and depreciation of network equipment as a result of investment in our network, particularly as
we build out our compute platfor
f
m to support futur
f
e growth and scalability;
•
network build-out and supporting services, particularly due
d
to our partner program costs related to our cloud
computing solutions; and
•
payroll and related costs, including stock-based compensation, as a result of headcount growth, annual merit
increases and increased achievement of our performance-based compensation plans; additionally, stock-based
compensation increased due to the shift in some of our compensation programs fro
f
m cash-based to stock-based for
f
certain employees, including our employer 401(k) match program, effective in 2025, which partially offs
f et the
increase in payroll and related costs.
These increases were partially offs
f et by lower bandwidth fees, resulting fro
f
m improved pricing and operational efficie
f
ncies
on our network.
The increase in cost of revenue for 2024 as compared to 2023 was primarily due to:
•
co-location costs and depreciation of network equipment as a result of investment in our network, particularly as
we are building out our compute platfor
f
m to support futur
f
e growth and scalability; and
•
payroll and related costs, including stock-based compensation, as a result of headcount growth from our strategic
initiatives and annual merit increases, as well as the shift i
f
n timing of our performance-based compensation.
Additionally, stock-based compensation increased due to a shift in our compensation programs fro
f
m cash-based to
stock-based for
f
certain employees.
The increase in cost of revenue for 2024 as compared to 2023 was partially offs
f et by lower network build-out and
suppor
u
ting services due to a decrease in third-party cloud costs as we have migrated third-party cloud services onto our own
compute platfor
f
m and have focused on optimizing third-party cloud spending.
During 2026, we expect our cost of revenue to increase as compared to 2025. In particular, our co-location costs,
bandwidth fees, depreciation of network equipment and amortization of internal-use softw
f
are is expected to increase as we
continue to invest in our compute platfor
f
m to provide us the abi
a lity to scale. Due to the market dynamics driven by the
hyperscalers, we are also experiencing price increases for co-location, server and memory c
r
osts, which will increase our co-
location costs and depreciation of network equipment. Additionally, we expect network build-out and supporting services to
increase due
d
to our partner programs to support the growth of our cloud computing solutions.
34
Research and Development Exp
E
enses
Research and development expenses consisted of the following for the periods presented (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
% Change
2024
2023
% Change
Payroll and related costs
$ 601,288
$ 562,286
7 % $ 562,286
$ 494,803
14 %
Stock-based compensation
169,404
152,114
11
152,114
123,896
23
Capi
a talized salaries and related
costs
(286,816)
(272,320)
5
(272,320)
(239,928)
14
Acquisition-related costs
—
—
—
—
721
(100)
Other expenses
29,684
28,796
3
28,796
26,556
8
Total research and
development
$ 513,560
$ 470,876
9 % $ 470,876
$ 406,048
16 %
As a percentage of revenue
12 %
12 %
12 %
11 %
The increase in research and development expenses for 2025 as compared to 2024 was primarily due to higher payroll and
related costs, including stock-based compensation, as a result of headcount growth from our strategic initiatives, annual merit
increases and the increased achievement of our performance-based compensation plans. Additionally, stock-based
compensation increased due to a shift in our employer 401(k) match program from cash-based to stock-based, effective in 2025,
which partially offset the increase in payroll and related costs.
The increase in research and development expenses for 2024 as compared to 2023 was primarily due to higher payroll and
related costs, including stock-based compensation, as a result of headcount growth from our strategic initiatives and annual
merit increases, as well as the shift i
f
n timing of our performance-based compensation. These increases were partially offset by
increases in capitalized salaries and related costs as we had additional resources focused on development activities related to
our platform and solutions.
Research and development costs are expensed as incurred, other than certain internal-use software development costs
eligible for capitalization. Capi
a talized development costs consist of payroll and related costs for pe
f
rsonnel and external
consulting expenses involved in the development of internal-use softw
f
are used to deliver our services and operate our network.
For the years ended December 31, 2025, 2024 and 2023, we capi
a talized $114.8 million, $99.6 million and $77.0 million,
respectively, of stock-based compensation. These capitalized internal-use software development costs are amortized to cost of
revenue over their estimated useful lives, ranging from two to ten years based on the softw
f
are developed and its expected useful
f
life.
f
We expect our research and development costs to increase in 2026, in particular payroll and related costs, including stock-
based compensation, in suppor
u
t of our faster growing security and cloud computing solutions. We also expect stock-based
compensation to increase in 2026 as a result of a new stock-based retirement program effe
f ctive in 2026. However, we plan to
continue to careful
f ly manage costs in an effort to manage our operating margins.
35
Sales and Market
k ing Expen
E
ses
Sales and marketing expenses consisted of the following for
f
the periods presented (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
% Change
2024
2023
% Change
Payroll and related costs
$ 388,555
$ 393,584
(1)% $ 393,584
$ 376,305
5 %
Stock-based compensation
90,198
77,593
16
77,593
66,453
17
Marketing programs and related
costs
57,202
53,893
6
53,893
59,151
(9)
Acquisition-related costs
—
—
—
—
1,387
(100)
Other expenses
38,347
31,711
21
31,711
29,930
6
Total sales and marketing
$ 574,302
$ 556,781
3 % $ 556,781
$ 533,226
4 %
As a percentage of revenue
14 %
14 %
14 %
14 %
The increase in sales and marketing expenses for 2025 as compared to 2024 was primarily due to higher stock-based
compensation as a result of the increased achievement of our perfor
f
mance-based compensation plans and a shift i
f
n our
employer 401(k) match program from cash-based to stock-based, effective in 2025. Other expenses also increased as a result of
profes
f
sional service fees associated with our go-to-market transformation initiative.
The increase in sales and marketing expenses for 2024 as compared to 2023 was due
d
to higher payroll and related costs,
including stock-based compensation, as a result of annual merit increases and employees acquired through the Noname Security
acquisition, as well as the shift in timing of our performance-based compensation. These increases were partially offs
f et by a
reduction in marketing programs and related costs as a result of the timing of events and advertising campaigns.
During 2026, we expect our sales and marketing expenses to increase as compared to 2025, in particular payroll and related
costs, including stock-based compensation, primarily due to our reinvestment in headcount as part of our go-to-market strategy
to drive acquisition of new customers for our
f
faster growing security and cloud computing solutions. However, we plan to
continue to careful
f ly manage costs in an effort to manage our operating margins.
General and Admi
d
nistra
i
tive Expens
x
es
General and administrative expenses consisted of the following for
f
the periods presented (in thousands):
For the Years Ended December 31,
For the Years Ended December 31,
2025
2024
% Change
2024
2023
% Change
Payroll and related costs
$ 232,671
$ 225,687
3 % $ 225,687
$ 218,272
3 %
Stock-based compensation
122,624
102,494
20
102,494
94,316
9
Depreciation and amortization
66,909
66,184
1
66,184
65,817
1
Facilities-related costs
86,081
86,671
(1)
86,671
90,061
(4)
Provision for doubtful accounts
6,324
3,919
61
3,919
1,649
138
Acquisition-related costs
3,247
7,502
(57)
7,502
8,050
(7)
Software and related service
costs
70,361
56,557
24
56,557
55,714
2
Other expenses
68,522
72,771
(6)
72,771
66,972
9
Total general and
administrative
$ 656,739
$ 621,785
6 % $ 621,785
$ 600,851
3 %
As a percentage of revenue
16 %
16 %
16 %
16 %
The increase in general and administrative expenses for 2025 as compared to 2024 was primarily due to higher stock-based
compensation as a result of the increased achievement of our perfor
f
mance-based compensation plans, an increase in the number
of participants in the equity compensation program, as well as a shift i
f
n our employer 401(k) match program from cash-based to
stock-based effective in 2025, which increased stock-based compensation and partially offs
f et the increase in payroll and related
costs. Additionally, softw
f
are and related service costs increased as we transition to and expand usage of cloud-based
36
applications to suppor
u
t our operations.
The increase in general and administrative expenses for 2024 as compared to 2023 was primarily due to higher payroll and
related costs, including stock-based compensation, as a result of annual merit increases and the shift i
f
n timing of our
performance-based compensation. Additionally, other expenses increased due to profes
f
sional service fees to suppor
u
t our
business. These increases were partially offs
f et by decreased facilities-related costs as we exited certain facilities in connection
with our FlexBase program.
During 2026, we expect our general and administrative expenses to increase as compared to 2025, to suppor
u
t the operations
of the business. In particular, we expect stock-based compensation to increase in 2026 as a result of a new stock-based
retirement program effe
f ctive in 2026. However, we plan to continue to careful
f ly manage costs in an effort to manage our
operating margins.
Amortization of A
o
cquired Intangibl
I
e Assets
For the Years Ended December 31,
For the Years Ended December 31,
(in thousands)s
2025
2024
% Change
2024
2023
% Change
Amortization of acquired
intangible assets
$ 111,066
$
92,081
21
$
%
92,081
$
66,751
38 %
As a percentage of revenue
3 %
2 %
2 %
2 %
The increase in amortization of acquired intangible assets for 2025 as compared to 2024, and 2024 as compared to 2023,
was the result of amortization of acquired intangible assets related to our recent acquisitions. Based on acquired intangible
assets as of December 31, 2025, future amortization is expected to be $100.2 million, $85.6 million, $79.0 million, $74.0
million and $66.7 million for
f
the years ending December 31, 2026, 2027, 2028, 2029 and 2030, respectively.
Restructuring Charge
C
For the Years Ended December 31,
For the Years Ended December 31,
(in thousands)s
2025
2024
% Change
2024
2023
% Change
Restructur
t
ing charge
$
58,051
$
95,441
(39)% $
95,441
$
56,643
68 %
As a percentage of revenue
1 %
2 %
2 %
1 %
The restruc
r
turing charge in 2025 was primarily driven by management's commitment to an action to restruc
r
ture certain
parts of the company to align investments and simplify o
f
rganizational struc
r
ture to long-term growth priorities. The charge
included severance and related expenses for certain headcount reductions, as well as impairments of acquired intangible assets
and capitalized internal-use software. We do not expect to incur material additional charges related to this action.
The restruc
r
turing charge in 2024 was primarily driven by management's commitment to an action with the primary intent
to redeploy resources to suppor
u
t our strategic investments and as a result of our completed acquisitions. The restructur
t
ing
charge included severance and related expenses for certain headcount reductions, as well as impairments of acquired intangible
assets and capitalized internal-use softw
f
are. We do not expect to incur material additional charges related to this action.
The restruc
r
turing charge in 2023 was primarily driven by our FlexBase program as we exited certain facilities that were no
longer needed, resulting in impairments of right-of-use-assets and leasehold improvements. We do not expect to incur material
additional charges related to the FlexBase program. Additionally, the restructur
t
ing charge in 2023 included the result of certain
actions initiated in the first quarter of 2023. Management's commitment to an action to restruc
r
ture certain parts of the company
was to enable the prioritization of investments in the fastest growing areas of the business. The restruc
r
turing charge for this
action includes severance and related expenses for certain headcount reductions. We do not expect to incur material additional
charges related to these actions.
37
Non-Operating Incom
I
e (Ex
(
pens
x
e)
For the Years Ended December 31,
For the Years Ended December 31,
(in thousands)s
2025
2024
% Change
2024
2023
% Change
Interest and marketable
a
securities income, net
$
70,808
$ 100,280
(29)% $ 100,280
$
45,194
122 %
As a percentage of revenue
2 %
3 %
3 %
1 %
Interest expense
$
(30,759)
$
(27,117)
13 % $
(27,117)
$
(17,709)
53 %
As a percentage of revenue
(1)%
(1)%
1
(1)%
1
— %
Other expense, net
$
(4,588)
$
(19,561)
(77)% $
(19,561)
$
(12,296)
59 %
As a percentage of revenue
— %
— %
— %
— %
Interest and marketabl
a e securities income, net primarily consists of interest earned on invested cash and marketable
securities balances and income and losses on mutual fun
f
ds that are associated with our employee non-qualified defer
f red
compensation plan. The decrease to interest and marketable securities income, net for 2025
f
as compared to 2024, was due
d
to a
reduction of cash and marketable securities balances and re-positioning our investments to cash equivalents, yielding lower
interest, in 2025 in order to repay our $1,150.0 million convertible senior notes that became due
d
in May 2025. This decrease
was partially offs
f et by interest earned as a result of purchases of new marketabl
a e securities with the proceeds of our convertible
senior notes that were issued in May 2025. The increase to interest and marketable securities income, net for 2024
f
as compared
to 2023, was the result of increased cash, cash equivalents and marketable securities balances received fro
f
m our August 2023
issuance of $1,265.0 million in par value of convertible senior notes due 2029 and higher interest rates, as well as increased
gains associated with the non-qualified deferred compensation plan.
Interest expense is related to our debt transactions, which are described in Note 11 to the consolidated financial statements
included elsewhere in this annual report on Form 10-K. The increase to interest expense for 2025
f
as compared to 2024 was
primarily due to the May 2025 issuance of $1,725.0 million in par value of convertible senior notes due 2033. The increase to
interest expense for 2024
f
as compared to 2023 was primarily due to the August 2023 issuance of $1,265.0 million in par value
of convertible senior notes due 2029.
Other expense, net primarily represents net for
f
eign exchange gains and losses mainly due
d
to foreign exchange rate
fluctuations on the remeasurement of monetary assets and liabi
a lities that are not denominated in the func
f
tional currency as well
as other non-operating expense and income items. Other expense, net for 2025
f
and 2024 also includes a net gain of $9.4 million
and impairments of $5.1 million, respectively, from cost method investments. Other expense, net may fluctuate in the future
based on changes in for
f
eign currency exchange rates or other events.
Provision for
f
Income Taxes
a
For the Years Ended December 31,
For the Years Ended December 31,
(in thousands)s
2025
2024
% Change
2024
2023
% Change
Provision for income taxes
$ 150,374
$
82,095
83 % $
82,095
$ 106,373
(23)%
As a percentage of revenue
4 %
2 %
2 %
3 %
Effe
f ctive income tax rate
25 %
14 %
14 %
16 %
The increase in the provision for income taxes for 2025 as compared to 2024 was mainly due
d
to a shortfal
f l in the tax
benefit related to stock-based compensation, the benefit
f
from an intercompany sale of intellectua
t
l property in 2024 that did not
recur in 2025, revaluation of defer
f red tax assets and a decrease in the benefit of U.S. federal an
f
d state research and development
credits.
The decrease in the provision for income taxes for 2024 as compared to 2023 was mainly due
d
to the benefit
f
from an
intercompany sale of intellectua
t
l property, an increase in the excess tax benefit related to stock-based compensation, lower
profita
f
bi
a lity and an increase in the benefit
f
of U.S. federal and state research and development credits. These amounts were
partially offs
f et by a decrease in foreign income taxed at lower rates, an increase in non-deductible transfer
f
pricing and an
increase in certain tax reserves.
For the year ended December 31, 2025, our effe
f ctive income tax rate was higher than the federal statutory tax rate due
d
to
non-deductible stock-based compensation, revaluation of defer
f red tax assets and a shortfal
f l in the tax benefit
f
related to stock-
38
based compensation. These amounts were partially offs
f et by foreign income taxed at lower rates and the benefit of U.S. fed
f
eral,
state and foreign research and development credits.
For the year ended December 31, 2024, our effe
f ctive income tax rate was lower than the federal
f
statutor
t
y t
r
ax rate due to the
benefit of U.S. federal
f
, state and for
f
eign research and development credits, an intercompany sale of intellectua
t
l property,
foreign income taxed at lower rates and the excess tax benefit related to stock-based compensation. These amounts were
partially offs
f et by non-deductible stock-based compensation and non-deductible transfer
f
pricing.
For the year ended December 31, 2023, our effe
f ctive income tax rate was lower than the federal
f
statutor
t
y t
r
ax rate due to
foreign income taxed at lower rates and the benefit of U.S. feder
f
al, state and for
f
eign research and development credits. These
amounts were partially offset by non-deductible stock-based compensation and the tax on global intangible low-taxed income.
Our effect
f
ive income tax rate may flu
f ctua
t
te between fis
f cal years and from quarter to quarter due to items arising from
f
discrete events, such as tax benefits from the settlement of employee equity awards, tax law changes and settlements of tax
audits and assessments. Our effe
f ctive income tax rate is also impacted by, and may fluctuate in any given period because of, t
f he
composition of income in for
f
eign jurisdictions where tax rates diffe
f r depending on the local statutor
t
y r
r
ates. The OECD and
participating OECD member countries continue to work toward the enactment of a 15% global minimum corporate tax rate for
large multinational enterpr
r
ise groups, also known as "Pillar Two." Many of the participating countries have enacted legislation
that became effect
f
ive beginning in 2024, while other countries continue to work on defining the underlying rules and
administrative procedures. Although the enactment and effective legislation in many countries was appl
a
icable to us beginning
on January 1, 2024, and increased our effe
f ctive income tax rate, the increase did not have a material impact on our overall
results of operations or cash flows.
In July 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted into law. The OBBBA includes significant
provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the
international tax framework and the restoration of fav
f
orable tax treatment for certain business provisions. The legislation has
multiple effective dates, with certain provisions effe
f ctive in 2025 and others to be implemented through 2027. The OBBBA did
not have a material impact on our consolidated financial statements for
f
the annual period ending December 31, 2025.
Gain from Equity Method Investme
t
nt
For the Years Ended December 31,
For the Years Ended December 31,
(in thousands)s
2025
2024
% Change
2024
2023
% Change
Gain from equity method
investment
$
—
$
—
— % $
—
$
(1,475)
100 %
As a percentage of revenue
— %
— %
— %
— %
The gain fro
f
m equity method investment relates to our investment with MUFG in a joint venture, GO-NET. GO-NET
intended to operate a blockchain-based online payment network. However, GO-NET operations were suspended in February
2022, and ultimately liquidated in August 2023. The gain fro
f
m equity method investment in 2023 was related to the liquidation
and disbursement of our portion of GO-NET's remaining assets, which were previously impaired. We do not expect additional
activity related to this investment.
Use of Non-GAAP Financial Measures
In addition to providing financial measurements based on generally accepted accounting principles in the United States of
America ("GAAP") we provide additional fin
f ancial metrics that are not prepared in accordance with GAAP ("non-GAAP
financial measures"). Management uses non-GAAP financial measures, in addition to GAAP financial measures, to understand
and compare operating results across accounting periods, for
f
financial and operational decision making, for planning and
forecasting purpos
r
es, to measure executive compensation and to evaluate our financial performance. These non-GAAP
financial measures are non-GAAP income fro
f
m operations, non-GAAP operating margin, non-GAAP net income, non-GAAP
net income per diluted share, Adjusted EBITDA, Adju
d sted EBITDA margin and impact of foreign currency exchange rates, as
discussed below.
Management believes that these non-GAAP financial measures reflect our ongoing business in a manner that allows for
f
meaningful
f
comparisons and analysis of trends in the business, as they facilitate comparison of financial results across
accounting periods and to those of our peer companies. Management also believes that these non-GAAP financial measures
enable investors to evaluate our operating results and futur
f
e prospects in the same manner as management. These non-GAAP
39
financial measures may exclude expenses and gains that may be unusual in nature, infrequent or not reflective of our ongoing
operating results.
The non-GAAP financial measures do not replace the presentation of our GAAP financial measures and should only be
used as a suppl
u
ement to, not as a subs
u
titute for, our financial results presented in accordance with GAAP.
The non-GAAP adju
d stments, and our basis for excluding them from non-GAAP financial measures, are outlined below:
•
Amortization of acquired intangible assets – We have incurred amortization of intangible assets, included in our
GAAP financial statements, related to various acquisitions we have made. The amount of an acquisition's purchase
price allocated to intangible assets and term of its related amortization can vary significantly and is unique to each
acquisition; therefor
f
e, we exclude amortization of acquired intangible assets from our non-GAAP financial measures
to provide investors with a consistent basis for comparing pre- and post-acquisition operating results.
•
Stock-based compensation and amortization of capitalized stock-based compensation – Stock-based
compensation is an important aspect of the compensation paid to our employees which includes long-term incentive
plans to encourage retention, performance-based plans to encourage achievement of specified financial targets, short-
term incentive awards with a one year vest and shares issued as part of a retirement savings program. The grant date
fair value of the stock-based compensation awards varies based on the stock price at the time of grant, varying
valuation methodologies, subj
u ective assumptions and the variety of award types. This makes the comparison of our
current financial results to previous and future periods difficult to interpret; therefor
f
e, we believe it is useful
f
to exclude
stock-based compensation and amortization of capitalized stock-based compensation from our non-GAAP financial
measures in order to highlight the performance of our core business and to be consistent with the way many investors
evaluate our performance and compare our operating results to peer companies.
•
Acquisition-related costs – Acquisition-related costs include transaction fees, advisory fees, due diligence costs and
other direct costs associated with strategic activities, as well as certain additional compensation costs payable to
employees acquired from the Linode acquisition if employed for a certain period of time. The additional compensation
cost was initiated by and determined by the seller and is in addition to normal levels of compensation, including
retention programs, offere
f
d by Akamai. Acquisition-related costs are impacted by the timing and size of the
acquisitions, and we exclude acquisition-related costs from our non-GAAP financial measures to provide a useful
f
comparison of operating results to prior periods and to peer companies because such amounts vary significantly based
on the magnitude of our acquisition transactions and do not reflect our core operations.
•
Restructuring charge – We have incurred restructur
t
ing charges from programs that have significantly changed either
the scope of the business undertaken by us or the manner in which that business is conducted. These charges include
severance and related expenses for workforce reductions, impairments of long-lived assets that will no longer be used
in operations (including acquired intangible assets, right-of-use assets, other facility-related property and equipment
and internal-use software) and termination fees for any contracts cancelled as part of these programs. We exclude these
items from our non-GAAP financial measures when evaluating our continuing business performance as such items
vary significantly based on the magnitude of the restructur
t
ing action and do not reflect expected future operating
expenses. In addition, these charges do not necessarily provide meaningful insight into the fundamentals of current or
past operations of our business.
•
Amortization of debt issuance costs and capitalized interest expense – The issuance costs of our convertible senior
notes are amortized to interest expense and are excluded from our non-GAAP results because management believes
the non-cash amortization expense is not representative of ongoing operating performance.
•
Gains and losses on cost method investments – We have recorded gains and losses from the disposition, changes to
fair value and impairment of cost method investments. We believe excluding these amounts from our non-GAAP
financial measures is useful
f
to investors as the types of events giving rise to these gains and losses are not
representative of our core business operations and ongoing operating performance.
•
Legal settlements – We have incurred losses related to the settlement of legal matters. We believe excluding these
amounts from our non-GAAP financial measures is useful
f
to investors as the types of events giving rise to them are
not representative of our core business operations.
40
•
Gains and losses fro
f
m equity method investment – We record income or losses on our share of earnings and losses
from our equity method investment, and any gains from retur
t
ns of investments or impairments. We exclude such
income and losses because we do not have direct control over the operations of the investment and the related income
and losses are not representative of our core business operations.
•
Income tax effect of non-GAAP adju
d
stments and certain discrete tax items – The non-GAAP adju
d stments
described above
a
are reported on a pre-tax basis. The income tax effect of non-GAAP adju
d stments is the difference
between GAAP and non-GAAP income tax expense. Non-GAAP income tax expense is computed on non-GAAP pre-
tax income (GAAP pre-tax income adjusted for non-
f
GAAP adju
d stments) and excludes certain discrete tax items (such
as the impact of intercompany sales of intellectual property related to our acquisitions), if any. We believe that
applying the non-GAAP adju
d stments and their related income tax effect allows us to highlight income attributable to
our core operations.
The fol
f lowing tabl
a e reconciles GAAP income from operations to non-GAAP income from operations and non-GAAP
operating margin for
f
the years ended December 31, 2025, 2024 and 2023 (in thousands):
2025
2024
2023
Income from operations
$
566,944
$
533,411
$
637,338
Amortization of acquired intangible assets
111,066
92,081
66,751
Stock-based compensation
459,402
393,378
328,467
Amortization of capitalized stock-based compensation and capi
a talized interest
expense
50,890
42,910
32,981
Restructur
t
ing charge
58,051
95,441
56,643
Acquisition-related costs
3,247
7,502
13,345
Legal settlements
4,000
2,500
—
Non-GAAP income from operations
$1,253,600
$1,167,223
$1,135,525
GAAP operating margin
13 %
13 %
17 %
Non-GAAP operating margin
30 %
29 %
30 %
The fol
f lowing tabl
a e reconciles GAAP net income to non-GAAP net income for
f
the years ended December 31, 2025, 2024
and 2023 (in thousands):
2025
2024
2023
Net income
$
452,031
$
504,918
$
547,629
Amortization of acquired intangible assets
111,066
92,081
66,751
Stock-based compensation
459,402
393,378
328,467
Amortization of capitalized stock-based compensation and capi
a talized interest
expense
50,890
42,910
32,981
Restructur
t
ing charge
58,051
95,441
56,643
Acquisition-related costs
3,247
7,502
13,345
Legal settlements
4,000
2,500
—
Amortization of debt issuance costs
7,053
6,521
5,341
(Gain) loss on cost method investments, net
(9,370)
5,066
(311)
Gain from equity method investment
—
—
(1,475)
Income tax effect of above non-GAAP adju
d stments and certain discrete tax
items
(89,945)
(154,735)
(89,364)
Non-GAAP net income
$
1,046,425
$
995,582
$
960,007
41
The fol
f lowing tabl
a e reconciles GAAP net income per diluted share to non-GAAP net income per diluted share for the years
ended December 31, 2025, 2024 and 2023 (in thousands, except per share data):
2025
2024
2023
GAAP net income per diluted share
$
3.07
$
3.27
$
3.52
Adju
d stments to net income:
Amortization of acquired intangible assets
0.76
0.60
0.43
Stock-based compensation
3.12
2.55
2.11
Amortization of capitalized stock-based compensation and capi
a talized
interest expense
0.35
0.28
0.21
Restructur
t
ing charge
0.39
0.62
0.36
Acquisition-related costs
0.02
0.05
0.09
Legal settlements
0.03
0.02
—
Amortization of debt issuance costs
0.05
0.04
0.03
(Gain) loss on cost method investments, net
(0.06)
0.03
—
Gain from equity method investment
—
—
(0.01)
Income tax effect of above non-GAAP adju
d stments and certain discrete tax
items
(0.61)
(1.00)
(0.58)
Adju
d stment for shares (1)
—
0.03
0.02
Non-GAAP net income per diluted share (2)
$
7.12
$
6.48
$
6.20
Shares used in GAAP per diluted share calculations
147,023
154,346
155,397
Impact of benefit fro
f
m note hedge transactions (1)
—
(744)
(574)
Shares used in non-GAAP per diluted share calculations (1)
147,023
153,602
154,823
(1) Shares used in non-GAAP per diluted share calculations have been adju
d sted for the years ended December 31, 2024 and 2023, for the benefit of our note
hedge transactions. During these periods, our average stock price was in excess of $95.10, which is the initial conversion price of our convertible senior
notes which matured in May 2025. See fur
f
ther definition below.
(2) Amounts may not foot due to rounding.
Non-GAAP net income per diluted share is calculated as non-GAAP net income divided by weighted average diluted
common shares outstanding. Diluted weighted average common shares outstanding are adjusted in non-GAAP per share
calculations for the shares that would be delivered to us pursuant to the note hedge transactions entered into in connection with
the issuances of our convertible senior notes. Under GAAP, shares delivered under hedge transactions are not considered
offs
f etting shares in the fully-diluted share calculation until they are delivered. However, we would receive a benefit
f
from the
note hedge transactions and would not allow the dilution to occur, so management believes that adjusting for
f
this benefit
provides a meaningful vi
f
ew of operating performance. With respect to the convertible senior notes due in each of 2033, 2029
and 2027, and those that matur
t
ed in 2025, unless our weighted average stock price is greater than $93.01, $126.31, $116.18 and
$95.10, respectively, the initial conversion prices, there will be no difference between GAAP and non-GAAP diluted weighted
average common shares outstanding.
We consider Adju
d sted EBITDA to be another important indicator of the operational strength and performance of our
business and a good measure of our historical operating trends. Adjusted EBITDA eliminates items that we do not consider to
be part of our core operations. We defin
f e Adjusted EBITDA as GAAP net income excluding the fol
f lowing items: interest and
marketable securities income and losses; income taxes; depreciation and amortization of tangible and intangible assets; stock-
based compensation; amortization of capitalized stock-based compensation; acquisition-related costs; restruc
r
turing charges;
legal settlements; foreign exchange gains and losses; interest expense; amortization of capitalized interest expense; gains and
losses on cost method investments; gains and losses fro
f
m equity method investments; and other non-recurring or unusual items
that may arise from time to time. Adju
d sted EBITDA margin represents Adju
d sted EBITDA stated as a percentage of revenue.
42
The fol
f lowing tabl
a e reconciles GAAP net income to Adjusted EBITDA and Adju
d sted EBITDA margin for the years ended
December 31, 2025, 2024 and 2023 (in thousands):
Net income
$
452,031
$
504,918
$
547,629
Amortization of acquired intangible assets
111,066
92,081
66,751
Stock-based compensation
459,402
393,378
328,467
Amortization of capitalized stock-based compensation and capi
a talized interest
expense
50,890
42,910
32,981
Restructur
t
ing charge
58,051
95,441
56,643
Acquisition-related costs
3,247
7,502
13,345
Legal settlements
4,000
2,500
—
Interest and marketabl
a e securities income, net
(70,808)
(100,280)
(45,194)
Interest expense
30,759
27,117
17,709
Provision for income taxes
150,374
82,095
106,373
Depreciation and amortization
548,012
514,455
472,035
(Gain) loss on cost method investments, net
(9,370)
5,066
(311)
Gain from equity method investment
—
—
(1,475)
Other expense, net
13,958
14,495
12,607
Adju
d sted EBITDA
$ 1,801,612
$1,681,678
$1,607,560
Net income margin
11 %
13 %
14 %
Adju
d sted EBITDA margin
43 %
42 %
42 %
Impac
m
t of For
F
eign
i
Currency E
c
xc
E
hange Rates
Revenue and earnings from our international operations have historically been an important contributor to our financial
results. Consequently, our financial results have been impacted, and management expects they will continue to be impacted, by
fluctuations in foreign currency exchange rates. For example, when the local currencies of our international subsidiaries
weaken, generally our consolidated results stated in U.S. dollars are negatively impacted.
Because exchange rates are a meaningful
f
factor in understanding period-to-period comparisons, management believes the
presentation of the impact of foreign currency exchange rates on revenue and earnings enhances the understanding of our
financial results and evaluation of performance in comparison to prior periods. The dollar impact of changes in for
f
eign currency
exchange rates presented is calculated by translating current period results using monthly average foreign currency exchange
rates fro
f
m the comparative period and comparing them to the reported amount. The percentage change at constant currency
presented is calculated by comparing the prior period amounts as reported and the current period amounts translated using the
same monthly average foreign currency exchange rates fro
f
m the comparative period.
Liquidity and Capital Resources
To date, we have fin
f anced our operations primarily through public and private sales of debt and equity securities and cash
generated by operations. As of December 31, 2025, our cash, cash equivalents and marketable securities, which are detailed in
Note 3 to the consolidated financial statements included elsewhere in this annual report on Form 10-K, totaled $1.9 billion. We
place our cash investments in instrum
r
ents that meet high-quality credit standards, as specified in our investment policy. Our
investment policy is also designed to limit the amount of our credit exposure to any one issue or issuer and seeks to manage
these assets to achieve our goals of preserving principal and maintaining adequate liquidity at all times.
Changes in cash, cash equivalents and marketable securities are dependent upon changes in, among other things, working
capital items such as accounts receivable, deferred revenue, accounts payable, various accrue
r
d expenses and operating lease
obligations, as well as changes in our capital and financial struc
r
ture due to common stock repurchases, debt repayments and
issuances, purchases and sales of marketable securities, cash paid for
f
acquisitions and similar events. We believe our strong
balance sheet, cash position and access to funds
f
availabl
a e under our revolving credit facilities are important competitive
43
differentiators that provide the fin
f ancial stability and fle
f xibility to enable us to continue to make investments at opportune
times. We expect to continue to evaluate strategic investments to strengthen our business.
As of December 31, 2025, we had cash and cash equivalents of $382.7 million held in accounts outside the U.S. The U.S.
Tax Cuts and Jobs Act establishes a territorial tax system in the U.S., which provides companies with the potential abi
a lity to
repatriate earnings with minimal U.S. federal
f
income tax impact. As a result, our liquidity is not expected to be materially
impacted by the amount of cash and cash equivalents held in accounts outside the U.S.
Cash Provided
d
by Operating Activities
For the Years Ended December 31,
(in thousands)s
2025
2024
2023
Net income
$
452,031
$
504,918
$
547,629
Non-cash reconciling items included in net income
1,239,811
1,048,595
931,507
Changes in operating assets and liabi
a lities
(173,077)
(34,342)
(130,697)
Net cash provided by operating activities
$
1,518,765
$
1,519,171
$
1,348,439
The decrease in cash provided by operating activities for
f
2025 as compared to 2024 was due
d
to timing of customer
collections and severance payments occurring in 2025 related to our restructur
t
ing action in the third quarter of 2024, as well as
higher income tax payments driven by intercompany sales of intellectua
t
l property. These decreases were partially offs
f et by the
shift o
f
f our employer 401(k) match program from cash-based to stock-based effe
f ctive in 2025.
The increase in cash provided by operating activities for 2024 as compared to 2023 was due
d
to increased collections from
customers as a result of increased revenue and timing of customer collections. The increase was also due to the shift in our
performance-based compensation program from cash-based to stock-based, which led to cash performance-based program
payments in 2023 that did not recur in 2024.
Cash Used in Investing Activities
For the Years Ended December 31,
(in thousands)s
2025
2024
2023
Cash paid for business acquisitions, net of cash acquired
$
(55,112) $
(434,066) $
(106,171)
Cash paid for asset acquisitions
(29,930)
(132,835)
(120,985)
Purchases of property and equipment and capitalization of internal-use
software development costs
(819,500)
(685,267)
(730,040)
Net marketabl
a e securities activity
369,093
449,516
(884,973)
Other, net
(5,294)
3,973
(6,069)
Net cash used in investing activities
$
(540,743) $
(798,679) $ (1,848,238)
The decrease in cash used in investing activities in 2025 as compared to 2024 was due
d
to:
•
the acquisitions of Noname Security and Edgio in 2024; and
•
a decrease in net marketabl
a e securities activity, primarily due to higher purchases compared to maturities and
sales, which resulted fro
f
m net proceeds from our convertible senior notes activities.
These decreases were partially offset by higher purchases of property and equipment related to network expansion,
primarily for our compute infra
f structur
t
e.
The decrease in cash used in investing activities in 2024 as compared to 2023 was due
d
to an increase in cash proceeds from
f
net marketabl
a e securities activity to fund the acquisition of Noname Security in 2024 and a reduction of purchases of property
and equipment related to our compute platfor
f
m build-out. Additionally, cash used in investing activities in 2023 included an
increase in purchases of marketable securities with the proceeds fro
f
m our August 2023 issuance of convertible senior notes.
These decreases were partially offset by cash paid for
f
the acquisition of Noname Security.
44
Cash (Use
U
d in) Provided
d
by Financing Activities
For the Years Ended December 31,
(in thousands)s
2025
2024
2023
Net convertible senior notes activity
$
276,245
$
—
$
1,101,028
Activity related to stock-based compensation
(61,320)
(111,663)
(3,243)
Repurchases of common stock
(799,963)
(557,468)
(654,046)
Other, net
(2,998)
(10,504)
(360)
Net cash (used in) provided by fin
f ancing activities
$
(588,036) $
(679,635) $
443,379
The decrease in cash used in fin
f ancing activities in 2025 as compared to 2024 was primarily due to net convertible senior
notes activity and decreased employee taxes paid in 2025 driven by a reduc
d
tion in stock price. During 2025, we issued $1,725.0
million in par value of convertible senior notes and repaid $1,150.0 million in convertible senior notes which were due
d
in May
2025. These decreases were partially offs
f et by the increase in repurchases of our common stock as part of our share repurchase
program.
The increase in cash used in fin
f ancing activities in 2024 as compared to 2023 was due
d
to the net proceeds received in 2023
from our convertible senior notes due 2029 that did not recur in 2024 and increased employee taxes paid in 2024 related to
vesting of stock awards driven by the shift i
f
n our performance-based compensation program from cash-based to stock-based
and an increase in stock price. These increases were partially offs
f et by a reduc
d
tion in repurchases of our common stock as part
of our share repurchase program.
In October 2021, our board of directors authorized a $1.8 billion share repurchase program that was effective fro
f
m January
2022 through December 2024. In May 2024, our board of directors authorized a new $2.0 billion share repurchase program,
effe
f ctive May 2024 through June 2027, which was in addition to amounts remaining under the January 2022 program. As of
December 31, 2025, the January 2022 program was ful
f ly utilized and $1.2 billion remains availabl
a e for
f
repurchase on the May
2024 program. During 2025, 2024 and 2023, we repurchased 10.0 million, 5.6 million and 7.8 million shares of our common
stock, respectively, at an average price per share of $79.77, $99.14 and $83.83, respectively. Our goals for the share repurchase
programs are to offs
f et the dilution created by our employee equity compensation programs over time and provide the fle
f xibility
to return capital to stockholders as business and market conditions warrant, while still preserving our ability to pursue other
strategic opportunities. The timing and amount of any futur
f
e share repurchases will be determined by our management based on
its evaluation of market conditions and other factors.
Convertible Senior Notes
In May 2025, we issued $1,725.0 million in principal amount of convertible senior notes due 2033 and entered into related
convertible note hedge and warrant transactions. We intend to use a portion of the net proceeds to repay at maturity our
$1,150.0 million outstanding aggregate principal amount of convertible senior notes due in 2027. Additionally, we used a
portion of the net proceeds to repay $250.0 million in borrowings made in April 2025 under our revolving credit agreement
entered into in November 2022 ("2022 Credit Agreement") and for share repurchases.
As of December 31, 2025, we had $4,140.0 million of convertible senior notes outstanding that are senior unsecured
obligations and bear interest payable semi-annually in arrears. These notes mature between September 2027 and May 2033. The
terms of the notes and hedge and warrant transactions are discussed more ful
f ly in Note 11 to the consolidated financial
statements included elsewhere in this annual report on Form 10-K.
Revolving Cre
C
dit Fac
F
ilities
In January 2025, we entered into a $150.0 million uncommitted revolving credit agreement ("2025 Credit Agreement").
Any outstanding borrowings are secured by collateral, consisting primarily of availabl
a e-for-sale marketabl
a e securities. The 2025
Credit Agreement does not expire but is cancellabl
a e at any time and any borrowings can be due on demand. Borrowings under
the 2025 Credit Agreement will bear a specified interest rate, based on the Secured Overnight Financing Rate, and interest
period at the time of the confir
f med borrowing. There were no outstanding borrowings under the 2025 Credit Agreement as of
December 31, 2025.
In November 2022, we entered into a $500.0 million, five-year revolving credit agreement ("2022 Credit Agreement"),
which allows us to borrow up to $
u
500.0 million at various interest rates and contains customary r
r
epresentations and warranties,
45
affirm
f
ative and negative covenants and events of default. The 2022 Credit Agreement was amended in May 2025 to increase
the aggregate revolving commitments from $500.0 million to $1.0 billion and to extend the expiration one year to November
2028. As of December 31, 2025, we were in compliance with all covenants. There were no outstanding borrowings under the
2022 Credit Agreement as of December 31, 2025.
The terms of the revolving credit agreements are discussed more fully in Note 11 to the consolidated financial statements
included elsewhere in this annual report on Form 10-K.
Operating Leases
We have entered into operating leases for real estate assets related to offi
f ce space and co-location assets related to space or
racks at co-location facilities and related equipment for our servers and other networking equipment. In addition, we have
entered into an operating lease with a data center operator for space in the Virginia area that we contemporaneously subl
u eased
to an affi
f liate of a large social media customer. A portion of the space at the subl
u eased data center commenced in 2025, with the
remainder of the space commencing in January 2026. Both the lease payments and associated subl
u ease income are expected to
subs
u
tantially offs
f et each other.
As of December 31, 2025, the total obligation under these agreements was $1,865.9 million, of which $560.3 million is for
the subl
u eased data center. In the next 12 months, $342.5 million of the total obligation is payable, including $43.6 million for
the subl
u eased data center obligation. We have also executed additional operating leases of $465.1 million, of which
subs
u
tantially all are expected to commence in 2026, including $187.1 million for the subl
u eased data center. The operating lease
terms and maturities are discussed more fully in Note 12 to the consolidated financial statements included elsewhere in this
annual report on Form 10-K.
Purchase Commitments
We enter into long-term agreements with network and internet service providers for bandwidth, as well as execute purchase
orders for the purchase of goods or services in the ordinary course of business, which may contain minimum commitments.
These minimum commitments may vary from period to period depending on the timing and length of contract renewals with
our vendors, and on our plans for network expansion, including our expansion plans related to our compute locations.
Liquidity Outlook
Based on our present business plan, we expect our current cash, cash equivalents and marketable securities balances and
our forecasted cash flows from operations to be sufficient to meet our foreseeable cash needs for at least the next 12 months.
Our foreseeable cash needs, in addition to our recurring operating costs, include our expected capital expenditures, investments
in information technology, potential strategic acquisitions, anticipated share repurchases, lease and purchase commitments and
settlements of other liabilities.
Off-B
f
alance Sheet Arrangements
We have entered into indemnific
f ation agreements with third parties, including vendors, customers, landlords, our offi
f cers
and directors, stockholders of acquired companies, joint venture partners and third parties to which we license technology.
Generally, these indemnific
f ation agreements require us to reimburse losses suffered by a third party due to various events, such
as lawsuits arising from patent or copyright infringement or our negligence. These indemnification obligations are considered
off-b
f
alance sheet arrangements in accordance with the authoritative guidance for guarantor’s accounting and disclosure
requirements for guarantees, including indirect guarantees of indebtedness of others. See Note 13 to our consolidated financial
statements included elsewhere in this annual report on Form 10-K for further discussion of these indemnification agreements.
The fair value of guarantees issued or modified during 2025 and 2024 was determined to be immaterial.
Significant Accounting Policies and Estimates
See Note 2 to the consolidated financial statements included elsewhere in this annual report on Form 10-K for information
regarding recent and newly adopted accounting pronouncements.
46
Application of Critical Accounting Policies and Estimates
Overview
Our MD&A is based upon our consolidated financial statements, which have been prepared in accordance with GAAP.
These principles require us to make estimates and judgments that affe
f ct the reported amounts of assets, liabi
a lities, revenue and
expenses, cash flow and related disclosure of contingent assets and liabi
a lities. Our estimates include those related to revenue
recognition, accounts receivable and related reserves, valuation and impairment of marketable securities, capitalized internal-
use software development costs, goodwill and acquired intangible assets, income tax reserves, impairment and useful
f
lives of
long-lived assets and stock-based compensation. We base our estimates on historical experience and on various other
assumptions that we believe to be reasonable under the circumstances at the time such estimates are made. Actual results may
differ from these estimates. For a complete description of our significant accounting policies, see Note 2 to our consolidated
financial statements included elsewhere in this annual report on Form 10-K.
Defi
e ni
i
tio
i
ns
We define our critical accounting policies as those policies that require us to make subj
u ective estimates and judgments
about matters that are uncertain and are likely to have a material impact on our consolidated financial statements. Our estimates
are based upon assumptions and judgments about matters that are highly uncertain at the time an accounting estimate is made
and applied and require us to assess a range of potential outcomes.
Review of Critical Accounting
i
Policies and Estimates
t
Revenue Recognition
Our contracts with customers sometimes include promises to transfer
f
multiple services to a customer. Determining whether
services are distinct performance obligations ofte
f n requires the exercise of judgment by management. Advanced featur
t
es that
enhance a main product or service and are highly interrelated are generally not considered distinct; rather, they are combined
with the service they relate to into one performance obligation. Different determinations related to combining services into
performance obligations could result in differences in the timing and amount of revenue recognized in a period.
Determination of the standalone selling price ("SSP") for each distinct performance obligation in a contract also requires
the exercise of judgment by management. SSP is based on observable inputs such as the price we charge for the service when
sold separately, or the discounted list price per management’s approved price list. In cases where services are not sold
separately or price list rates are not availabl
a e, a cost-plus-margin approach or adju
d sted market approach is used to determine
SSP. Changes to SSP could result in differences in the allocation of transaction price among performance obligations, which
could result in differences in the timing and amount of revenue recognized in a period.
From time to time, we enter into contracts to sell services or license technology to unrelated enterprises at or about the
same time that we enter into contracts to purchase products or services from the same enterprises. Consideration payable to a
customer is reviewed as part of the transaction price. If the payment to the customer does not represent payment for a distinct
service, revenue is recognized only up to the net amount of consideration afte
f r customer payment obligations are considered.
Different determinations on whether a payment represents a distinct service could result in differences in the amount of revenue
recognized.
We may also resell licenses or services of third parties. If we are acting as an agent in an arrangement with a customer to
provide third party services, the transaction price reflects only the net amount to which we will be entitled, afte
f r accounting for
payments made to the third party responsible for satisfying the performance obligation. Different determinations on whether we
are acting as an agent or a principal could change the amount of revenue recognized.
Accountst Receivable and Related Reserves
Trade accounts receivable are recorded at the invoiced amounts and do not bear interest. In addition to trade accounts
receivable, our accounts receivable balance includes unbilled accounts that represent revenue recorded for customers that is
typically billed within one month. We record allowances against our accounts receivable balance, primarily for current expected
credit losses. Increases and decreases in the allowance for current expected credit losses are included as a component of general
and administrative expense in the consolidated statements of income.
47
Estimates are used in determining our allowance for current expected credit losses using historical loss rates for the
previous twelve months as well as expectations about the future where we have been able to develop forecasts to suppor
u
ts our
estimates. In addition, the allowance for current expected credit losses considers outstanding balances on a customer-specific,
account-by-account basis. We assess collectability based upon a review of customer receivables from prior sales with collection
issues where we no longer believe that the customer has the ability to pay for services previously provided. We also perform
ongoing credit evaluations of our customers. If such an evaluation indicates that payment is no longer reasonably assured for
services provided, any future services provided to that customer will result in the creation of a cash basis reserve until we
receive consistent payments.
Valuation and Impai
m
rment of Market
k able Securities
We measure the fair value of our financial assets and liabi
a lities at the end of each reporting period. Fair value is defined as
the price that would be received to sell an asset or paid to transfer
f
a liabi
a lity (an exit price) in the principal or most
advantageous market for the asset or liabi
a lity in an orderly transaction between market participants on the measurement date.
We have certain financial assets and liabi
a lities recorded at fair value (principally cash equivalents and short- and long-term
marketable securities) that have been classified as Level 1, 2 or 3 within the fair value hierarchy. Fair values determined by
Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabi
a lities that we can access at the
reporting date. Fair values determined by Level 2 inputs utilize data points other than quoted prices included within Level 1 that
are observable for the asset or liability, either directly or indirectly. Fair values determined by Level 3 inputs are based on
unobservable data points for the asset or liabi
a lity.
Marketable securities, which consist primarily of securities availabl
a e-for-sale, are evaluated for impairment when the fair
value declines below the cost basis. We periodically evaluate whether the decline is due to credit losses by considering
availabl
a e evidence regarding these investments including, among other factors, the extent to which, the fair value is less than
the cost basis; the financial health of,f and business outlook for, the issuer, including industry
r and sector performance and
operational and financing cash flow factors. Additionally, we consider our intent and ability to retain our investment in the
security for a period of time sufficient to allow for an anticipated recovery in market value. Assessing the above factors
involves inherent uncertainty. If a portion of the unrealized loss is due to credit losses or we do not have the intent or ability to
retain our investment in the security, an impairment will be recorded in interest and marketable securities income, net.
Impairments, if recorded, could be materially different from the actua
t
l market performance of marketable securities in our
portfol
f io if,f among other things, relevant information related to our investments was not publicly availabl
a e or other factors not
considered by us would have been relevant to the determination of impairment.
Impai
m
rment of Long-Lived Assets
We review our long-lived assets, such as property and equipment, operating lease right-of-use assets and acquired
intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets
may not be recoverabl
a e. Events that would trigger an impairment review include a change in the use of the asset or forecasted
negative cash flows related to the asset. When such events occur, we compare the carrying amount of the asset to the
undiscounted expected future cash flows related to the asset. If this comparison indicates that impairment is present, the amount
of the impairment is calculated as the difference between the carrying amount and the fair value of the asset. If a readily
determinable market price does not exist, fair value is estimated using discounted expected cash flows attributable to the asset.
The estimates required to apply this accounting policy include forecasted usage of the long-lived assets, the useful
f
lives of these
assets and expected future cash flows. Changes in these estimates could materially impact results from operations.
Goodwill and Acquired Intangible Assets
We test goodwill for impairment on an annual basis, as of December 31, or more frequently if events or changes in
circumstances indicate that the asset might be impaired. We have concluded that we have one reporting unit and that our chief
operating decision maker is our chief executive offi
f cer and the executive management team. We have assigned the entire
balance of goodwill to our one reporting unit. The fair value of the reporting unit was based on our market capitalization as of
each of December 31, 2025 and 2024, and it was subs
u
tantially in excess of the carrying value of the reporting unit at each date.
Acquired intangible assets consist of completed technologies, customer relationships, trademarks and trade names, non-
compete agreements and acquired license rights. We engage third party valuation specialists to assist us with the initial
measurement of the fair value of acquired intangible assets. Fair value and amortization period determinations may be based on,
among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in
calculating present values. The value of our acquired intangible assets could be different if we had used different assumption.
Acquired intangible assets, other than goodwill, are amortized over their estimated useful
f
lives based upon the estimated
48
economic value derived from the related intangible assets.
Income Taxes
a
Our provision for income taxes is comprised of a current and a deferred portion. The current income tax provision is
calculated as the estimated taxes payable or refundable on tax returns for the current year. The deferred income tax provision is
calculated for the estimated future tax effe
f cts attributable to temporary di
r
fferences and carryforwards by using expected tax
rates in effe
f ct in the years during which the differences are expected to reverse or the carryforwards are expected to be realized.
We currently have net deferred tax assets, comprised of net operating loss ("NOL") carryforwards, tax credit carryforwards
and deductible temporary di
r
fferences. Our management periodically weighs the positive and negative evidence to determine if
it is more-likely-than-not that some or all of the deferred tax assets will be realized. In determining our net deferred tax assets
and valuation allowances, annualized effe
f ctive tax rates and cash paid for income taxes, management is required to make
judgments and estimates about dom
a
estic and foreign profita
f
bi
a lity, the timing and extent of the utilization of NOL
carryforwards, applicable tax rates, transfer
f
pricing methodologies and tax planning strategies. Judgments and estimates related
to our projections and assumptions are inherently uncertain; therefor
f
e, actua
t
l results could differ materially from our
projections.
We have recorded certain tax reserves to address potential exposures involving our income tax positions. These potential
tax liabi
a lities result from the varying application of statut
t es, rules, regulations and interpretations by different taxing
jurisdictions. Our estimate of the value of our tax reserves contains assumptions based on past experiences and judgments about
the interpretation of statut
t es, rules and regulations by taxing jurisdictions. It is possible that the costs of the ultimate tax liability
or benefit from these matters may be more or less than the amount that we estimated.
Uncertainty in income taxes is recognized in our consolidated financial statements using a two-step process to determine
the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be
sustained upon external examination. If the tax position is deemed more-likely-than-not to be sustained based on technical
merit, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount
of the benefit that may be recognized is the largest amount that we believe has a greater than 50% likelihood of being realized
upon ultimate settlement.
Stock-Based Compensation
We issue stock awards as part of our compensation program which includes restricted stock, restricted stock units, deferred
stock units and employee stock purchases related to our employee stock purchase plan. For equity classified awards, we
measure the fair value of these awards at the grant date and recognize such fair value as expense over the vesting period. For
liabi
a lity classified awards, the fair value is determined each reporting period beginning at the grant date until final vesting. We
have selected the Black-Scholes option pricing model to determine the fair value of stock awards issued under our 1999
Employee Stock Purchase Plan and the Monte Carlo simulation model to determine the fair value of market-based restricted
stock unit awards. Determining the fair value of stock-based awards at the grant date requires judgment, including estimating
the expected lifef of the stock awards and the volatility of the underlying common stock. Our assumptions may differ from those
used in prior periods. Changes to the assumptions may have an impact on the fair value of stock awards, which could have an
impact on our financial statements. Judgment is also required in estimating the number of stock awards that are expected to be
forfeited. Should our actual forfeiture rates differ significantly from our estimates, our stock-based compensation expense and
results of operations could be materially impacted. In addition, for awards that vest and become exercisabl
a e only upon
achievement of specifie
f d performance conditions, we make judgments and estimates each quarter about the probability that
such performance conditions will be met or achieved. Changes to the estimates we make from time to time may have an impact
on our stock-based compensation expense and our results of operations.
Capi
a talize
i
d Internal-Use
U
Softw
f
are Costs
We capitalize salaries and related costs, including stock-based compensation, of employees and consultants who devote
time to the development of internal-use software development projects, as well as interest expense related to our outstanding
debt. Capi
a talization begins during the application development stage, once the preliminary proj
r
ect stage has been completed. If
a project constitut
t es an enhancement to previously-developed software, we assess whether the enhancement creates additional
functionality to the software, thus qualifying
f
the work incurred for capitalization. Once the project is availabl
a e for general
release, capitalization ceases and we estimate the useful
f
lifef of the asset and begin amortization. We periodically assess whether
triggering events are present to review internal-use software for impairment. Changes in our estimates related to internal-use
software would increase or decrease operating expenses or amortization recorded during the period.
49
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Interest Rate Risk
Our portfol
f io of cash equivalents and short- and long-term investments is maintained in a variety of securities that are
detailed in Note 3 to the consolidated financial statements included elsewhere in this annual report on Form 10-K. The majority
of our investments are classified as availabl
a e-for-sale securities and carried at fair market value with cumulative unrealized
gains or losses recorded as a component of accumulated other comprehensive loss within stockholders' equity. A sharp
r rise in
interest rates could have an adverse impact on the fair market value of certain securities in our portfol
f io. We do not currently
hedge our interest rate exposure and do not enter into financial instruments for trading or speculative purposes. If market
interest rates were to increase by 100 basis points, reflected uniformly across the yield curve regardless of the duration to
maturity, from December 31, 2025 levels, the fair value of our availabl
a e-for-sale portfol
f io would decline by approximately
$14.2 million.
As of December 31, 2025, we had $4,140.0 million in aggregate principal amount of convertible senior notes outstanding
that are senior unsecured obligations with fixed annual interest rates. The terms of the notes are discussed more fully in Note 11
to our consolidated financial statements included elsewhere in this annual report on Form 10-K. Due to the fixed annual interest
rate, these notes do not give rise to financial or economic interest exposure associated with changes in interest rates. However,
the fair value of fixed rate debt instruments fluctuates when interest rates change. Additionally, the fair value can be affe
f cted
when the market price of our common stock fluctuates. We carry the notes at face value less an unamortized discount on our
consolidated balance sheet, and we present the fair value for required disclosure purposes only.
Our exposure to risk for changes in interest rates relates primarily to any borrowings under our credit agreements, which
have variable rates of interest. There were no outstanding borrowings under the 2025 Credit Agreement or 2022 Credit
Agreement as of December 31, 2025.
Foreign Currency Risk
Growth in our international operations will incrementally increase our exposure to foreign currency fluctuations as well as
other risks typical of international operations that could impact our business, including, but not limited to, differing economic
conditions, changes in political climate, differing tax structur
t
es and other regulations and restrictions. Because we publicly
report in U.S. dollars, our reported revenue results are negatively impacted when the U.S. dollar strengthens and benefit when
the U.S. dollar weakens and has an opposite effe
f ct on our expenses where our expenses are positively impacted when the U.S.
dollar strengthens and are negatively impacted when the U.S. dollar weakens. However, the impact to expenses only partially
offs
f ets the impact to our revenue.
Transaction Exposure
x
Foreign exchange rate fluctuations may adversely impact our consolidated results of operations as exchange rate
fluctuations on transactions denominated in currencies other than functional currencies result in gains and losses that are
reflected in our consolidated statements of income. We enter into short-term foreign currency forward contracts to offs
f et
foreign exchange gains and losses generated by the re-measurement of certain assets and liabi
a lities recorded in non-functional
currencies. Changes in the fair value of these derivatives, as well as re-measurement gains and losses, are recognized in our
consolidated statements of income within other expense, net. Foreign currency transaction gains and losses from these forward
contracts were determined to be immaterial during the years ended December 31, 2025, 2024 and 2023. We do not enter into
derivative financial instruments for trading or speculative purposes.
Translation Exposure
x
To the extent the U.S. dollar weakens against foreign currencies, the translation of these foreign currency-denominated
transactions will result in increased revenue and operating expenses. Conversely, our revenue and operating expenses will
decrease when the U.S. dollar strengthens against foreign currencies. A hypothetical 10% strengthening or weakening in the
value of the U.S. dollar relative to the foreign currencies in which our revenues and expenses are denominated would not result
in a material impact to our consolidated financial statements.
Foreign exchange rate fluctuations may also adversely impact our consolidated financial condition as the assets and
liabi
a lities of our international operations are translated into U.S. dollars in preparing our consolidated balance sheet. These
gains or losses are recorded as a component of accumulated other comprehensive loss within stockholders' equity.
50
Credit Risk
Concentrations of credit risk with respect to accounts receivable are limited to certain customers to which we make
subs
u
tantial sales. Our customer base consists of a large number of geographically dispersed customers diversified across
numerous industries. We believe that our accounts receivable credit risk exposure is limited. As of December 31, 2025, there
was one customer with an accounts receivable balance greater than 10% of total accounts receivable. As of December 31, 2024,
no customer had an accounts receivable balance greater than 10% of total accounts receivable. We believe that at December 31,
2025, the concentration of credit risk related to accounts receivable was insignificant.
51
Item 8. Financial Statements and Supplementary Data
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of Akamai Technologies, Inc.
Opinions on the Financ
i
ial Stat
t emen
t
ts and Internal Contro
t
l over Financ
i
ial Repor
e
ting
We have audited the accompanying consolidated balance sheets of Akamai Technologies, Inc. and its subs
u
idiaries (the
"Company") as of December 31, 2025 and 2024, 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, 2025, including the
related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal
control over financial reporting as of December 31, 2025, based on criteria establ
a ished in Internal Contro
t
l - Integrat
e
ed
Framework
r (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, 2025 and 2024, and the results of its operations and its cash flows for each of the
three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the United
States of America. Also in our opinion, the Company maintained, in all material respects, effe
f ctive internal control over
fin
f ancial reporting as of December 31, 2025, based on criteria establ
a ished in Internal Contro
t
l - Integrat
e
ed Framework
r (2013)
issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effe
f ctive internal
control over financial reporting, and for its assessment of the effe
f ctiveness of internal control over financial reporting, included
in Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to
express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial
reporting based on our audits. We are a public accounting firm registered with the Publ
u ic Company Accounting Oversight
Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud, and whether effe
f ctive internal control over financial reporting was maintained in all material
respects.
Our audits of the consolidated financial statements included perfor
f
ming procedur
d
es to assess the risks of material misstatement
of the consolidated financial statements, whether due to error or fraud, and performing procedur
d
es that respond to those risks.
Such procedur
d
es included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. 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 effe
f ctiveness of internal control based
on the assessed risk. Our audits also included performing such other procedur
d
es as we considered necessary in the
circumstances. We believe that our audits provide a reasonable basis for our opinions.
Defi
e ni
i
tio
i
n and Limitatio
i
ns of Internal Contro
t
l over Financ
i
ial Repor
e
ting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliabi
a lity of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedur
d
es
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 effe
f ct on the financial statements.
52
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effe
f ctiveness to future periods are subj
u ect to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedur
d
es may deteriorate.
Critical Auditi Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or
disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subj
u ective, or
complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Revenue Recognition
As described in Notes 2 and 16 to the consolidated financial statements, the Company’s total revenue was $4.208 billion for the
year ended December 31, 2025. The Company primarily derives revenue from the sale of services to customers executing
contracts having terms of one year or longer. Services included in the Company’s contracts consist of security solutions, the
delivery of
r
content, applications and software over the internet, cloud computing solutions and profes
f
sional services. Revenue
is recognized upon transfer
f
of control of promised services in an amount that reflects the consideration the Company expects to
receive in exchange for those services. Most security, delivery and cloud computing services represent stand-ready obligations
that are satisfied over time as the customer simultaneously receives and consumes the benefits provided by the Company.
Accordingly, revenue for those services is recognized over time, generally ratably ove
a
r the term of the arrangement due to
consistent monthly usage commitments that expire each period. A small percentage of the Company's contracts are satisfie
f d at a
point in time, such as one-time profes
f
sional services contracts, integration services and most license sales where the primary
obligation is delivery of
r
the license at the start of the term. In these cases, revenue is recognized at a point in time of delivery or
r
satisfaction of the performance obligation.
The principal considerations for our determination that performing procedur
d
es relating to revenue recognition is a critical audit
matter are a high degree of auditor effort
f
involved in performing procedur
d
es and evaluating audit evidence related to the
Company’s revenue recognition.
Addressing the matter involved performing procedur
d
es and evaluating audit evidence in connection with forming our overall
opinion on the consolidated financial statements. These procedur
d
es included testing the effe
f ctiveness 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 procedur
d
es 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 docum
r
ents provided by management; and (iii) confirmin
f
g a
sample of outstanding customer invoice balances as of December 31, 2025, and for confirmatio
f
ns not returned, obtaining and
inspecting source documents, such as executed contracts, invoices, delivery docum
r
ents, and subs
u
equent cash receipts.
/s/ PricewaterhouseCoopers LLP
Boston, Massachusetts
Februa
r
ry 20, 2026
We have served as the Company’s auditor since 1998.
53
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEETS
n thousands, excep
e
t share dat
d a)
December 31,
2025
December 31,
2024
ASSETS
Current assets:
Cash and cash equivalents
$
930,231
$
517,707
Marketable securities
256,302
1,078,876
Accounts receivable, net of reserves of $7,706 and $3,522 at December 31, 2025 and
2024, respectively
793,666
727,687
Prepaid expenses and other current assets
306,481
253,827
Total current assets
2,286,680
2,578,097
Marketable securities
733,228
275,592
Property and equipment, net
2,333,462
1,995,071
Operating lease right-of-use assets
1,469,700
1,006,738
Acquired intangible assets, net
614,542
727,585
Goodwill
3,206,525
3,151,077
Deferred income tax assets
622,776
483,249
Other assets
212,730
151,376
Total assets
$ 11,479,643
$ 10,368,785
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabi
a lities:
Accounts payable
$
125,054
$
130,447
Accrue
r
d expenses
319,622
370,888
Deferred revenue
151,186
149,222
Convertible senior notes
—
1,149,116
Operating lease liabi
a lities
336,613
259,134
Other current liabi
a lities
35,043
32,516
Total current liabilities
967,518
2,091,323
Deferred revenue
17,088
26,314
Deferred income tax liabilities
31,089
16,066
Convertible senior notes
4,105,355
2,396,695
Operating lease liabi
a lities
1,233,420
829,660
Other liabi
a lities
147,802
130,370
Total liabi
a lities
6,502,272
5,490,428
Commitments and contingencies (Note 13)
Stockholders’ equity:
Preferred stock, $0.01 par value; 5,000,000 shares authorized; 700,000 shares designated
as Series A Junior Participating Preferred Stock; no shares issued or outstanding
—
—
Common stock, $0.01 par value; 700,000,000 shares authorized; 149,711,094 shares
issued and 144,711,094 shares outstanding at December 31, 2025, and 155,647,988 shares
issued and 150,025,096 outstanding at December 31, 2024
1,497
1,556
Additional paid-in capital
2,080,487
2,618,384
Accumulated other comprehensive loss
(94,756)
(155,993)
Treasury s
r
tock, at cost; 5,000,000 shares at December 31, 2025, and 5,622,892 shares at
December 31, 2024
(434,786)
(558,488)
Retained earnings
3,424,929
2,972,898
Total stockholders’ equity
4,977,371
4,878,357
Total liabi
a lities and stockholders’ equity
$ 11,479,643
$ 10,368,785
The accompanying notes are an integra
g
l part of the
t
consolidat
d ed financial statements.
t
54
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, excep
e
t per share dat
d a)
For the Years Ended December 31,
2025
2024
2023
Revenue
$
4,208,175
$
3,991,168
$
3,811,920
Costs and operating expenses:
Cost of revenue (exclusive of amortization of acquired intangible
assets shown below)
1,727,513
1,620,793
1,511,063
Research and development
513,560
470,876
406,048
Sales and marketing
574,302
556,781
533,226
General and administrative
656,739
621,785
600,851
Amortization of acquired intangible assets
111,066
92,081
66,751
Restructur
t
ing charge
58,051
95,441
56,643
Total costs and operating expenses
3,641,231
3,457,757
3,174,582
Income from operations
566,944
533,411
637,338
Interest and marketabl
a e securities income, net
70,808
100,280
45,194
Interest expense
(30,759)
(27,117)
(17,709)
Other expense, net
(4,588)
(19,561)
(12,296)
Income before provision for income taxes
602,405
587,013
652,527
Provision for income taxes
(150,374)
(82,095)
(106,373)
Gain from equity method investment
—
—
1,475
Net income
$
452,031
$
504,918
$
547,629
Net income per share:
Basic
$
3.11
$
3.34
$
3.59
Diluted
$
3.07
$
3.27
$
3.52
Shares used in per share calculations:
Basic
145,402
151,392
152,510
Diluted
147,023
154,346
155,397
The accompanying notes are an integra
g
l part of the
t
consolidat
d ed financial statements.
t
55
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Years Ended December 31,
(in thousands)s
2025
2024
2023
Net income
$
452,031
$
504,918
$
547,629
Other comprehensive gain (loss):
Foreign currency translation adju
d stments
59,563
(59,064)
18,439
Change in unrealized gain (loss) on investments, net of income tax
(expense) benefit of $(522), $515 and $(8,562) for the years ended
December 31, 2025, 2024 and 2023, respectively
1,674
(1,599)
26,563
Other comprehensive gain (loss)
61,237
(60,663)
45,002
Comprehensive income
$
513,268
$
444,255
$
592,631
The accompanying notes are an integra
g
l part of the
t
consolidat
d ed financial statements.
t
56
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)s
For the Years Ended December 31,
2025
2024
2023
Cash flows fro
f
m operating activities:
Net income
$
452,031
$
504,918
$
547,629
Adju
d stments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization
708,611
648,410
570,776
Stock-based compensation
459,402
393,378
328,467
Provision (benefit
f ) for de
f
ferred income taxes
26,653
(70,268)
(22,987)
Amortization of debt issuance costs
7,053
6,521
5,341
(Gain) loss on investments
(9,370)
5,066
(311)
Other non-cash reconciling items, net
47,462
65,488
50,221
Changes in operating assets and liabi
a lities, net of effe
f cts of acquisitions:
Accounts receivable
(59,437)
(22,300)
(49,203)
Prepaid expenses and other current assets
(43,749)
(46,094)
(18,726)
Accounts payable and accrue
r
d expenses
(48,577)
344
(39,825)
Deferred revenue
(13,054)
20,687
48
Other current liabi
a lities
965
26,860
1,516
Other non-current assets and liabi
a lities
(9,225)
(13,839)
(24,507)
Net cash provided by operating activities
1,518,765
1,519,171
1,348,439
Cash flows fro
f
m investing activities:
Cash paid for business acquisitions, net of cash acquired
(55,112)
(434,066)
(106,171)
Cash paid for asset acquisitions
(29,930)
(132,835)
(120,985)
Purchases of property and equipment
(507,786)
(390,433)
(457,909)
Capi
a talization of internal-use softw
f
are development costs
(311,714)
(294,834)
(272,131)
Purchases of short- and long-term marketable securities
(964,590)
(236,176)
(1,461,890)
Proceeds fro
f
m sales of short- and long-term marketable securities
273,375
333,069
201,585
Proceeds fro
f
m matur
t
ities and redemptions of short- and long-term
marketable securities
1,060,308
352,623
375,332
Other, net
(5,294)
3,973
(6,069)
Net cash used in investing activities
(540,743)
(798,679)
(1,848,238)
57
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS, continued
(in thousands)s
For the Years Ended December 31,
2025
2024
2023
Cash flows fro
f
m fin
f ancing activities:
Proceeds fro
f
m borrowings under revolving credit facility
250,000
—
90,000
Repayment of borrowings under revolving credit facility
(250,000)
—
(90,000)
Proceeds fro
f
m the issuance of convertible senior notes, net of issuance
costs
1,701,202
—
1,247,388
Proceeds fro
f
m the issuance of warrants related to convertible senior notes
330,855
—
90,195
Purchases of note hedges related to convertible senior notes
(605,820)
—
(236,555)
Repayment of convertible senior notes
(1,149,992)
—
—
Proceeds related to the issuance of common stock under stock plans
62,450
61,513
62,979
Employee taxes paid related to net share settlement of stock awards
(123,770)
(173,176)
(66,222)
Repurchases of common stock
(799,963)
(557,468)
(654,046)
Other, net
(2,998)
(10,504)
(360)
Net cash (used in) provided by fin
f ancing activities
(588,036)
(679,635)
443,379
Effe
f cts of exchange rate changes on cash, cash equivalents and restricted cash
22,238
(12,243)
3,868
Net increase (decrease) in cash, cash equivalents and restricted cash
412,224
28,614
(52,552)
Cash, cash equivalents and restricted cash at beginning of year
519,084
490,470
543,022
Cash, cash equivalents and restricted cash at end of year
$
931,308
$
519,084
$
490,470
Suppl
u
emental disclosure of cash flo
f w infor
f
mation:
Cash paid for interest expense
23,293
20,420
6,328
Cash paid for operating lease liabi
a lities
329,674
288,067
257,961
Non-cash activities:
Operating lease right-of-use assets obtained in exchange for operating lease
liabi
a lities
742,969
356,912
333,590
Purchases of property and equipment and capitalization of internal-use
software development costs included in accounts payable and accrued
r
expenses
55,479
55,515
65,048
Capi
a talization of stock-based compensation
126,046
107,488
83,676
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents
$
930,231
$
517,707
$
489,468
Restricted cash
1,077
1,377
1,002
Cash, cash equivalents and restricted cash
$
931,308
$
519,084
$
490,470
The accompanying notes are an integra
g
l part of the
t
consolidat
d ed financial statements.
t
58
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands, excep
e
t share data)
d
Common Stock
Additional
Paid-in Capital
Treasury S
r
tock
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
Total
Stockholders'
Equity
Shares
Amount
Balance at January 1, 2023
156,494,816
$
1,565
$
2,578,603
$
—
$
(140,332) $
1,920,351
$
4,360,187
Issuance of common stock upon
u
the exercise
of stock options and vesting of restricted and
deferred stock units, net of shares withheld
for employee taxes
1,743,329
17
(69,621)
(69,604)
Issuance of common stock under employee
stock purchase plan
796,541
8
62,357
62,365
Stock-based compensation
398,495
398,495
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 s
r
tock retirement
(78)
(658,109)
658,187
—
Net income
547,629
547,629
Foreign currency translation adjustment
18,439
18,439
Change in unrealized gain on investments,
net of tax
26,563
26,563
Balance at December 31, 2023
151,232,908
$
1,512
$
2,222,993
$
—
$
(95,330) $
2,467,980
$
4,597,155
Issuance of common stock upon
u
the vesting
of restricted and defer
f red stock units, net of
shares withheld for employee taxes
3,627,278
36
(172,560)
(172,524)
Issuance of common stock under employee
stock purchase plan
787,802
8
61,123
61,131
Stock-based compensation
506,828
506,828
Repurchases of common stock
(5,622,892)
(558,488)
(558,488)
Net income
504,918
504,918
Foreign currency translation adjustment
(59,064)
(59,064)
Change in unrealized loss on investments,
net of tax
(1,599)
(1,599)
Balance at December 31, 2024
150,025,096
1,556
2,618,384
(558,488)
(155,993)
2,972,898
4,878,357
59
AKAMAI TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY, continued
(in thousands, excep
e
t share data)
d
Common Stock
Additional
Paid-in Capital
Treasury S
r
tock
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
Total
Stockholders'
Equity
Shares
Amount
Balance at December 31, 2024
150,025,096
1,556
2,618,384
(558,488)
(155,993)
2,972,898
4,878,357
Issuance of common stock upon
u
the vesting
of restricted and defer
f red stock units, net of
shares withheld for employee taxes
3,405,612
35
(123,812)
(123,777)
Issuance of common stock under employee
stock purchase plan
965,639
9
62,313
62,322
Stock-based compensation
545,322
545,322
Issuance of warrants related to convertible
senior notes
330,855
330,855
Purchase of note hedge related to convertible
senior notes, net of deferred taxes of
$149,509
(456,311)
(456,311)
Repurchases of common stock
(10,028,703)
(804,077)
(804,077)
Re-issuance of treasury stock for 401(k)
f
employer match
343,450
31,412
31,412
Treasury s
r
tock retirement
(103)
(8
896,367
96,264)
—
Net income
452,031
452,031
Foreign currency translation adjustment
59,563
59,563
Change in unrealized gain on investments,
net of tax
1,674
1,674
Balance at December 31, 2025
144,711,094
$
1,497
$
2,080,487
$
(434,786) $
(94,756) $
3,424,929
$
4,977,371
The accompanying notes are an integra
g
l part of the
t
consolidat
d ed financial statements.
t
60
AKAMAI TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Nature of Business and Basis of Presentation
Akamai Technologies, Inc. (the “Company”) develops and provides solutions for global enterprises to build, secure and
accelerate their applications and digital experiences. Its massively distributed global infrastructur
t
e is comprised of core and
distributed compute sites, more than 4,300 edge points-of-pre
f
sence in over 130 countries and approximately 700 cities. The
Company was incorporated in Delaware in 1998 and is headquartered in Cambridge, Massachusetts. The Company is currently
organized and operates as one operating and reportabl
a e segment.
The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned
subs
u
idiaries. All intercompany transactions and balances have been eliminated in the accompanying consolidated financial
statements.
2. Summary of Significant Accounting Policies
Use of Estimates
The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in
the United States of America. These principles require management to make estimates, judgments and assumptions that affe
f ct
the reported amounts of assets, liabi
a lities, revenue and expenses and the amounts disclosed in the related notes to the
consolidated financial statements. Actual results and outcomes may differ materially from management’s estimates, judgments
and assumptions. Significant estimates, judgments and assumptions used in these financial statements include, but are not
limited to, those related to revenue, accounts receivable and related reserves, valuation and impairment of investments and
marketable securities, valuation and amortization periods of acquired intangible assets, useful
f
lives and realizability of long-
lived assets, capi
a talized internal-use software development costs, income tax reserves and accounting for stock-based
compensation. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. The effe
f cts of
material revisions in estimates are reflected in the consolidated financial statements prospectively from the date of the change in
estimate.
Cash, Cash Equivalentst and Market
k able Securities
Cash and cash equivalents consist of cash held in bank deposit accounts and short-term, highly-liquid investments with
remaining maturities of three months or less at the date of purchase. Marketable securities consist of corporate, government and
other securities. Securities having remaining maturities of less than one year from the date of the balance sheet are classified as
short-term, and those with maturities of more than one year from the date of the balance sheet are classified as long-term in the
consolidated balance sheets.
The Company classifies its fixed income securities with readily determinable fair values as availabl
a e-for-sale. These
investments are classified as marketable securities on the consolidated balance sheets and are carried at fair value, with
unrealized gains and losses reported as accumulated other comprehensive loss, a separate component of stockholders’ equity.
Availabl
a e-for-sale securities are evaluated for impairment when the fair value declines below the cost basis. The Company
periodically evaluates whether the decline is due to credit losses by considering availabl
a e evidence regarding these investments
including, among other factors, the extent to which, the fair value is less than the cost basis; the financial health of, and business
outlook for, the issuer, including industry
r and sector performance and operational and financing cash flow factors. Additionally,
the Company considers its intent and ability to retain its investment in the security for a period of time sufficient to allow for an
anticipated recovery in market value. Assessing the above factors involves inherent uncertainty. If a portion of the unrealized
loss is due to credit losses, or if the Company does not have the intent or ability to retain its investment in the security, an
impairment will be recorded in interest and marketable securities income, net. Impairments, if recorded, could materially differ
from the actua
t
l market performance of marketable securities in the Company's portfol
f io if,f among other things, relevant
information related to the Company's investments was not publicly availabl
a e, or other factors not considered by the Company
would have been relevant to the determination of impairment.
Accountst Receivable and Related Reserves
The Company’s accounts receivable balance includes unbilled amounts that represent revenue recorded for customers that
are typically billed monthly in arrears. The Company records reserves against its accounts receivable balance which primarily
61
consists of allowances for current expected credit losses. Increases and decreases in the allowance for current expected credit
losses are included as a component of general and administrative expense in the consolidated statements of income. The
allowance for current expected credit losses has been developed using historical loss rates for the previous twelve months as
well as expectations about the future where the Company has been able to develop forecasts to suppor
u
t its estimates. In
addition, the allowance considers outstanding balances on a customer-specific, account-by-account basis. The Company
assesses collectibility based upon a review of customer receivabl
a es from prior sales with collection issues where the Company
no longer believes that the customer has the ability to pay for services previously provided. The Company also performs
ongoing credit evaluations of its customers. If such an evaluation indicates that payment is no longer reasonably assured for
services provided, any future services provided to that customer will result in the creation of a cash-basis reserve until the
Company receives consistent payments. The Company does not have any off-b
f
alance sheet credit exposure related to its
customers.
Incremental Costs to Obtain a Contra
t
ct with a Customer
The Company capi
a talizes incremental costs associated with obtaining customer contracts, specifically certain commission
and incentive payments. The Company pays commissions and incentives up-front based on contract value upon signing a new
arrangement with a customer and upon renewal and upgrades of existing contracts with customers if the renewal and upgrades
result in a net incremental increase in contract value. To the extent commissions and incentives are earned, the expenses,
including estimated payroll taxes, are deferred on the Company's consolidated balance sheet and amortized over the expected
lifef of the customer arrangement on a straight-line basis. Based on the nature of the Company's unique technology and services,
and the rate at which the Company continually enhances and updates its technology, the expected lifef of the customer
arrangement is determined to be approximately four years. Additionally, the Company may pay commissions and incentives
based upon contract value, rather than net incremental increase in contract value, to certain sales groups within the Company.
For these commission arrangements, the Company amortizes capitalized costs for contract renewals over an average renewal
contract period. The Company also incurs commission expense on an ongoing basis based upon revenue recognized. In these
cases, no costs are deferred, as the commissions are earned and expensed in the same period for which the associated revenue is
recognized.
Amortization of the costs is primarily included in sales and marketing expense in the consolidated statements of
income. The current portion of deferred commission and incentive payments is included in prepaid expenses and other current
assets, and the long-term portion is included in other assets on the Company's consolidated balance sheets.
Concentrations of Credit Risk
i
The amounts reflected in the consolidated balance sheets for accounts receivable, other current assets, accounts payable,
accrued
r
liabi
a lities and other current liabi
a lities approximate fair values due to their short-term maturities. The Company
maintains the majority of its cash, cash equivalents and marketable securities with major financial institutions that the Company
believes to be of high credit standing. The Company believes that, as of December 31, 2025, its concentration of credit risk
related to cash equivalents and marketable securities was not significant.
Concentrations of credit risk with respect to accounts receivable are primarily limited to certain customers to which the
Company makes subs
u
tantial sales. The Company’s customer base consists of a large number of geographically-dispersed
customers diversified across several industries. To reduce risk, the Company routinely assesses the financial strength of its
customers. Based on such assessments, the Company believes that its accounts receivable credit risk exposure is limited. For
the years ended December 31, 2025, 2024 and 2023, no customer accounted for more than 10% of total revenue. As of
December 31, 2025, there was one customer with an accounts receivable balance greater than 10% of total accounts receivable.
As of December 31, 2024, no customer had an accounts receivable balance greater than 10% of total accounts receivable. The
Company believes that, as of December 31, 2025 and 2024, its concentration of credit risk related to accounts receivable was
not significant.
Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a
f
liabi
a lity (an exit price) in the
principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the
measurement date. When the Company has certain financial assets and liabi
a lities recorded at fair value, principally cash
equivalents and short- and long-term marketable securities, they are classified as Level 1, 2 or 3 within the fair value hierarchy.
Fair values determined by Level 1 valuations are based upon the market prices for such investments that are readily availabl
a e in
active markets and Level 2 valuations are based upon the availabl
a e quoted prices for similar assets in active markets (or
62
identical assets in an inactive market). Fair values determined by Level 3 inputs are based on unobservable data points for the
asset or liabi
a lity.
Propertyt and Equipment
Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Property and equipment
generally include purchases of items with a per-unit value greater than $1,000 and an estimated useful
f
lifef greater than one year.
Depreciation and amortization are computed on a straight-line basis over the estimated useful
f
lives of the assets. Leasehold
improvements are amortized over the shorter of the related lease terms or their estimated useful
f
lives.
The Company periodically reviews the estimated useful
f
lives of property and equipment. Changes to the estimated useful
f
lives are recorded prospectively from the date of the change. Upon retirement or sale, the cost of the assets disposed of and the
related accumulated depreciation are removed from the accounts, and any resulting gain or loss is included in income from
operations. Repairs and maintenance costs are expensed as incurred.
Operating Leases
The Company enters into operating leases for real estate assets related to offi
f ce space and co-location assets related to
space or racks at co-location facilities and related equipment for its servers and other networking equipment. The Company
determines if an arrangement contains a lease at the inception of a contract by assessing whether there is an identified asset and
whether the contract conveys the right to control the use of the identified asset in exchange for consideration and the right to
obtain the economic benefits from the use of the identified asset.
Upon commencement of a lease, the Company records a right-of-use asset that represents the Company’s right to use the
underlying asset for the lease term and a lease liabi
a lity that represents an obligation to make lease payments arising from the
lease. Right-of-use assets and lease liabi
a lities are recognized at the commencement date based on the present value of lease
payments over the lease term. Lease payments are discounted at the lease commencement date. As the implicit rates in the
Company’s leases are not readily determinable, an incremental borrowing rate has been applied based on the Company's credit-
adju
d sted risk-free rate.
The Company ofte
f n enters into contracts that contain both lease and non-lease components. Real estate non-lease
components include real estate taxes, insurance, maintenance, parking and other operating costs. Co-location non-lease
components include utilities and other operating costs. The Company accounts for both lease and non-lease components of
fixed costs in its lease arrangements as a single lease component. Variable costs, primarily utilities based on actua
t
l usage,
common area maintenance and real estate taxes, are not included in the measurement of right-of-use assets and lease liabi
a lities
but are expensed when the event determining the amount of variable consideration to be paid occurs.
The Company’s lease terms ofte
f n include renewal options and, particularly in the case of co-location arrangements, may
include evergreen provisions. The Company’s right-of-use assets and lease liabi
a lities generally do not include the options to
extend, or terminate, unless it is reasonably certain that the Company will exercise these options. The Company has elected to
exclude leases for certain networking equipment and leases assumed through acquisitions with terms of 12 months or less from
its right-of-use assets and lease liabi
a lities on its consolidated balance sheets.
Lease expense is recognized on a straight-line basis over the expected lease term. Reductions in right-of-use assets and
changes in lease liabi
a lities are presented on a net basis within other non-current assets and liabi
a lities within the operating section
of the Company's consolidated statement of cash flows.
Cost Method Investme
t
nts
The Company accounts for its cost method investments at cost, less impairment, and adju
d sts for subs
u
equent observable
price changes. The Company's cost method investments consist primarily of equity securities of companies which do not have
readily determinable fair values, and in which the Company does not have the ability to exercise significant influence over the
companies' operations. As of December 31, 2025 and 2024, the carrying amount of the Company's cost method investments
was $31.7 million and $20.5 million, respectively, and are included in other assets in the consolidated balance sheets. During
the years ended December 31, 2025, 2024 and 2023, the Company recorded a gain, net of impairments, of $9.4 million, an
impairment of $5.1 million and a gain of $0.3 million, respectively, included in other expense, net within the Company's
consolidated statements of income.
63
Equity Method Investme
t
nts
The Company accounts for equity investments in which it has significant influence, but not a controlling financial interest,
using the equity method of accounting. Under the equity method of accounting, investments are initially recorded at cost, less
impairment, and subs
u
equently adju
d sted to recognize the Company’s share of earnings or losses.
The Company and Mitsubishi UFJ Financial Group ("MUFG") establ
a ished Global Open Network, Inc. ("GO-NET") as a
joint venture. The Company's 20% stake in GO-NET was accounted for using the equity method. In 2022, MUFG announced
its intention to suspend operations and liquidate GO-NET. The liquidation was finalized in 2023 resulting in no material impact
to the Company's consolidated financial statements.
Goodwill, Acquired Intangible Assets and Long-Lived Assets
Goodwill is the amount by which the cost of acquired net assets in a business combination exceeds the fair value of the net
identifiabl
a e assets on the date of purchase and is carried at its historical cost. The Company tests goodwill for impairment on an
annual basis or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company
performs its impairment test of goodwill as of December 31 each year. As of December 31, 2025, 2024 and 2023, the Company
concluded that it has one reporting unit and that its chief operating decision maker is its chief executive offi
f cer and the
executive management team. The Company has assigned the entire balance of goodwill to one reporting unit. The fair value of
the reporting unit was based on the Company's market capitalization as of each of December 31, 2025 and 2024, and it was
subs
u
tantially in excess of the carrying value of the reporting unit at each date.
Acquired intangible assets consist of completed technologies, customer-related intangible assets, trademarks and trade
names and acquired license rights. Acquired intangible assets, other than goodwill, are amortized over their estimated useful
f
lives based upon the estimated economic value derived from the related intangible asset. Significant judgment is used in
determining fair values of acquired intangibles assets and their estimated useful
f
lives. Fair value and useful
f
lifef determinations
may be based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount
rates used in calculating present values.
Long-lived assets, including property and equipment, operating lease right-of-use assets and acquired intangible assets, are
reviewed for impairment whenever events or changes in circumstances, such as service discontinuance, technological
obsolescence, significant decreases in the Company’s market capitalization, facility closures or work-force reductions indicate
that the carrying amount of the long-lived asset may not be recoverabl
a e. When such events occur, the Company compares the
carrying amount of the asset to the undiscounted expected future cash flows related to the asset. If this comparison indicates that
an impairment is present, the amount of the impairment is calculated as the difference between the carrying amount and the fair
value of the asset.
Contra
t
ct Liabilities
Contract liabi
a lities primarily represent payments received from customers for which the related performance obligations
have not yet been satisfied. These balances consist of the unearned portion of monthly service fees and integration fees and
prepayments made by customers for future periods. The current and long-term portions of the Company's contract liabi
a lities are
included in deferred revenue in the respective sections of the Company's consolidated balance sheets.
Revenue Recognition
The Company primarily derives revenue from the sale of services to customers executing contracts having terms of one
year or longer. Services included in the Company's contracts consist of security solutions, the delivery of
r
content, applications
and software over the internet, cloud computing solutions and profes
f
sional services. Revenue is recognized upon transfer
f
of
control of promised services in an amount that reflects the consideration the Company expects to receive in exchange for those
services.
The Company enters into contracts that may include various combinations of these services, which are generally capabl
a
e of
being distinct and accounted for as separate performance obligations. These contracts generally commit the customer to a
minimum of monthly, quarterly or annual levels of usage and specify
f the rate at which the customer must pay for actua
t
l usage
above the stated minimum. Based on the typical structur
t
e of the Company's contracts, which are generally for monthly
recurring services that are essentially the same over time and have the same pattern of transfer
f
to the customer, most
performance obligations represent a promise to deliver a series of distinct services over time.
64
The Company's contracts with customers sometimes include promises to deliver multiple services to a customer.
Determining whether services are distinct performance obligations ofte
f n requires the exercise of judgment by management. For
example, advanced featur
t
es that enhance a service and are highly interrelated are generally not considered distinct; rather, they
are combined with the service they relate to into one performance obligation. Different determinations related to combining
services into performance obligations could result in differences in the timing and amount of revenue recognized in a period.
Generally, the transaction price in a contract is equal to the committed price stated in the contract, less any discounts or
rebates. The Company's typical contracts qualify
f for series accounting, and the pricing terms generally do not require estimation
of the transaction price beyond the reporting period. As a result, any incremental fees generated as a result of usage or
“bursting” over committed contract levels are recorded in the period to which the services relate. The amount of consideration
recognized for usage above contract minimums is limited to the amount the Company expects to be entitled to receive in
exchange for providing the services. Once the transaction price has been determined, the Company allocates such price among
all performance obligations in the contract on a relative standalone selling price ("SSP") basis.
Determination of SSP requires the exercise of judgment by management. SSP is based on observable inputs such as the
price the Company charges for the service when sold separately or the discounted list price per management’s approved price
list. In cases where services are not sold separately or price list rates are not availabl
a e, a cost-plus-margin approach or adju
d sted
market approach is used to determine SSP.
Most security, delivery and cloud computing services represent stand-ready obligations that are satisfied over time as the
customer simultaneously receives and consumes the benefits provided by the Company. Accordingly, revenue for those
services is recognized over time, generally ratably ove
a
r the term of the arrangement due to consistent monthly usage
commitments that expire each period. Any bursting over given commitments is recognized in the period in which the usage was
served. For services that involve traffi
f c consumption, revenue is recognized in an amount that reflects the level of traffi
f c served
to a customer in a given period. For custom arrangements, other methods may be used as a measure of progress towards
satisfying the performance obligations.
A small percentage of the Company's contracts are satisfied at a point in time, such as one-time profes
f
sional services
contracts, integration services and most license sales where the primary obligation is delivery of
r
the license at the start of the
term. In these cases, revenue is recognized at the point in time of delivery or
r
satisfaction of the performance obligation.
From time to time, the Company enters into contracts to sell its services or license its technology to unrelated enterprises at
or about the same time that it enters into contracts to purchase products or services from the same enterprises. Consideration
payable to a customer is reviewed as part of the transaction price. If the payment to the customer does not represent payment for
a distinct service, revenue is recognized only up to the net amount of consideration afte
f r customer payment obligations are
considered. The Company may also resell the licenses or services of third parties. If the Company is acting as an agent in an
arrangement with a customer to provide third party services, the transaction price reflects only the net amount to which the
Company will be entitled, afte
f r accounting for payments made to the third party responsible for satisfying the performance
obligation.
Cost of Revenue
Cost of revenue consists primarily of fees paid to network providers for bandwidth and to third-party network data centers
for housing servers, also known as co-location costs. Cost of revenue also includes employee costs for services delivery and
network operation, build-out and suppor
u
t of the Company's network; network build-out and suppor
u
ting service costs, including
network storage costs, cost of software licenses and partner program costs; depreciation of network equipment used to deliver
the Company’s services; and amortization of network-related internal-use software. The Company enters into contracts for
bandwidth with third-party network providers with terms typically ranging from several months to two years. These contracts
generally commit the Company to pay minimum monthly fees plus additional fees for bandwidth usage above the committed
level. In some circumstances, internet service providers (“ISPs”) make rack space availabl
a e for the Company to locate its
servers and provide access to their bandwidth at a discount or no cost. Although the Company does not provide any goods or
services to the ISPs or the ISPs’ customers under these arrangements, the ISPs and their customers indirectly benefit by
accessing content through a local Company server, resulting in better content delivery.
r
The Company records the cost of these
vendor relationships at their negotiated transaction price, which is either at a discount or no cost.
65
Research and Development Costs and Capi
a talized Internal-Use
U
Softw
f
are
Research and development costs consist primarily of payroll and related personnel costs for the design, development,
deployment, testing and enhancement of the Company’s solutions and global network. Costs incurred in the development of the
Company’s services are expensed as incurred, except certain internal-use software development costs eligible for capi
a talization.
Capi
a talized costs include external consulting fees, payroll and payroll-related costs and stock-based compensation for
employees in the Company’s engineering, research and development and information technology groups who are directly
associated with, and who devote time to, the Company’s internal-use software projects. Capi
a talization begins when the planning
stage is complete and the Company commits resources to the software project; capitalization continues during the application
development stage. Capi
a talization ceases when the software has been tested and is ready for its intended use. Costs incurred
during the planning, training and post-implementation stages of the software development life-cycle are ex
f
pensed as incurred.
The Company amortizes completed internal-use softw
f
are that is used on its network to cost of revenue over its estimated useful
f
life.
f
Restructuring Charges
The Company classifies certain expenses as restructur
t
ing charges that result from programs that have significantly changed
either the scope of the business undertaken by management or the manner in which that business is conducted. These charges
include employee severance and related expenses for workforce reductions, impairments of long-lived assets that will no longer
be used in operations (including acquired intangible assets, operating lease right-of-use assets, other facility-related property
and equipment and internal-use software) and termination fees for any contracts cancelled as part of these programs.
Employee severance and related expenses are recognized when the action giving rise to the expense is probable. Employee
severance and related expenses are based upon contractua
t
l severance plans.
Stock-Based Compensation
The Company issues various forms of stock-based compensation, which includes restricted stock, restricted stock units and
deferred stock units, and has an employee stock purchase plan (collectively referred to as "stock awards"). The Company’s
stock awards are classified as equity and the fair value is determined at the time of grant, unless the number of shares to be
granted is unknown. Stock awards that are settleable in shares based upon a future determinable stock price are classified as
liabi
a lities until the price is establ
a ished and the resulting number of shares are known, at which time the stock awards are re-
classified to equity. For liability-classified awards, the fair value is determined each reporting period beginning at the grant date
until final vesting.
The Company has selected the Black-Scholes option-pricing model to determine the fair value of stock awards issued
under the Company's 1999 Employee Stock Purchase Plan ("1999 ESPP"). For stock awards with market-based vesting
conditions, the Company uses a Monte Carlo simulation to determine the fair value of the award. For stock awards that contain
only a service-based vesting featur
t
e, the Company recognizes compensation cost on a straight-line basis over the award's
vesting period. For awards with a performance-based vesting condition featur
t
e, the Company recognizes compensation cost on
a graded-vesting basis over the award's expected vesting period, commencing when achievement of the performance condition
is deemed probable. In addition, for awards that vest and become exercisabl
a e only upon achievement of specified performance
conditions, the Company makes judgments and estimates each quarter about the probability that such performance conditions
will be met or achieved.
The Company excludes from stock-based compensation the fair value of stock awards it estimates will be forfei
f ted.
Forfeitures are estimated using historical forfeiture rates, adju
d sted for any non-recurring one-time events, and are revised in
subs
u
equent periods if actual forfeitures differ from those estimates.
Foreign
g Currency
c Translation and Forward Currency
c Contra
t
cts
The assets and liabilities of the Company's subs
u
idiaries are translated at the applicable exchange rate as of the balance sheet
date, and revenue and expenses are translated at an average rate over the period. Resulting currency translation adju
d stments are
recorded as a component of accumulated other comprehensive loss, a separate component of stockholders’ equity. Gains and
losses on inter-company and other non-functional currency transactions are recorded in other expense, net.
The Company enters into short-term foreign currency forward contracts to offs
f et foreign exchange gains and losses
generated by the re-measurement of certain assets and liabi
a lities recorded in non-functional currencies. Changes in the fair
66
value of these derivatives, as well as re-measurement gains and losses, are recognized in current earnings in other expense, net.
As of December 31, 2025 and 2024, the fair value of the forward currency contracts and the underlying gains and losses for the
years ended December 31, 2025, 2024 and 2023 were immaterial.
The Company's foreign currency forward contracts may be exposed to credit risk to the extent that its counterpa
r
rties are
unable to meet the terms of the agreements. The Company seeks to minimize counterpa
r
rty credit (or repayment) risk by
entering into transactions only with major financial institutions of investment grade credit rating.
Income Taxes
a
The Company's provision for income taxes is comprised of a current and a deferred portion. The current income tax
provision is calculated as the estimated taxes payable or refundable on tax returns for the current year. The deferred income tax
provision is calculated as the estimated future tax effe
f cts attributable to temporary di
r
fferences and carryforwards using expected
tax rates in effe
f ct in the years during which the differences are expected to reverse or the carryforwards are expected to be
realized.
The Company currently has net deferred tax assets consisting of net operating loss (“NOL”) carryforwards, tax credit
carryforwards and deductible temporary di
r
fferences. Management periodically weighs the positive and negative evidence to
determine if it is more-likely-than-not that some or all of the deferred tax assets will be realized.
The Company has recorded certain tax reserves to address potential exposures involving its income tax positions. These
potential tax liabi
a lities result from the varying application of statut
t es, rules, regulations and interpretations by different taxing
jurisdictions. The Company's estimate of the value of its tax reserves contains assumptions based on past experiences and
judgments about the interpretation of statut
t es, rules and regulations by taxing jurisdictions. It is possible that the costs of the
ultimate tax liabi
a lity or benefit from these matters may be more or less than the amount the Company estimated.
Uncertainty in income taxes is recognized in the Company's consolidated financial statements using a two-step process.
First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination. If the
tax position is deemed more-likely-than-not to be sustained based on technical merit, the tax position is then assessed to
determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is
the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement.
Recently Adopt
d
ed Accounting Pronouncements
For the annual period ending December 31, 2025, the Company adopted guidance issued by the Financial Accounting
Standards Board (“FASB”) to improve income tax disclosures, primarily through enhanced disclosures of the effe
f ctive tax rate
and cash paid for income taxes, in addition to the modification or elimination of other disclosures, on a retrospective basis.
Other than additional required disclosures, adoption of the standard did not have an impact on the Company's consolidated
financial statements.
Recent Accounting Pronouncements
In September 2025, the FASB issued guidance which modernizes the accounting for internal-use software by removing all
references to software development stages given the evolution of software development. The targeted improvements aim to
increase the operabi
a lity of the recognition guidance for internal-use software. The guidance also seeks to clarify
f the disclosure
requirements for internal-use software. This guidance will be effe
f ctive for the Company on January 1, 2028, and is to be
applied prospectively, modified prospectively or retrospectively. The Company is evaluating the potential impact of adopting
this guidance on its consolidated financial statements.
In July 2025, the FASB issued guidance which provides targeted improvements and clarifications related to the recognition
and measurement of expected credit losses, particularly for off-b
f
alance-sheet credit exposures and certain practical expedients.
This guidance was effe
f ctive for the Company on January 1, 2026, and will be applied prospectively. The Company does not
expect this guidance to have a material impact on its consolidated financial statements.
In November 2024, the FASB issued guidance which clarifie
f s the requirements for determining whether certain settlements
of convertible debt instruments should be accounted for as an induced conversion. This guidance was effe
f ctive for the
Company on January 1, 2026, and will be applied prospectively. The Company has historically not had induced conversions of
its convertible senior notes and does not anticipate this guidance to have an impact on its consolidated financial statements or its
disclosures upon adoption.
67
In November 2024, the FASB issued guidance to enhance income statement disclosures through additional disclosures of
specified information about
a
certain costs and expenses. This guidance will be effe
f ctive for
f
the Company's annual period ending
December 31, 2027 and interim periods beginning on January 1, 2028, and is to be appl
a
ied prospectively with the option to
adopt retrospectively. The Company is evaluating the impact the upda
u
te will have on its disclosures.
3. Investments and Fair Value Measurements
Availabl
a e-for-sale marketabl
a e securities held as of December 31, 2025 and 2024 were as follows (in thousands):
Gross Unrealized
Aggregate
Fair Value
Classification on Balance
Sheet
Amortized
Cost
Short-Term
Marketable
Securities
Long-Term
Marketable
Securities
As of December 31, 2025
,
Gains
Losses
Time deposits
$
31,035
$
—
$
—
$
31,035
$
31,035
$
—
Corporate bonds
920,142
3,921
(127)
923,936
217,139
706,797
$
951,177
$
3,921
$
(127) $
954,971
$
248,174
$
706,797
As of December 31, 2024
,
Time deposits
$
11,330
$
—
$
—
$
11,330
$
11,330
$
—
Corporate bonds
1,003,915
1,369
(307)
1,004,977
808,800
196,177
U.S. government agency obligations
303,816
567
(36)
304,347
249,318
55,029
$ 1,319,061
$
1,936
$
(343) $ 1,320,654
$ 1,069,448
$
251,206
The Company holds money market funds
f
and mutual funds
f
, which are classified as equity securities. These securities are
not included in the availabl
a e-for-sale securities table above, but are included in marketabl
a e securities in the consolidated
balance sheets.
Unrealized gains and unrealized losses on investments classified as availabl
a e-for-sale are included within accumulated
other comprehensive loss in the consolidated balance sheets. Upon realization, those amounts are reclassified from accumulated
other comprehensive loss to interest and marketabl
a e securities income, net in the consolidated statements of income. As of
December 31, 2025, the Company did not hold any availabl
a e-for-sale marketabl
a e securities in a continuous unrealized loss
position for
f
more than 12 months.
Contractua
t
l matur
t
ities of the Company’s available-for
f
-sale marketabl
a e securities held as of December 31, 2025 and 2024
were as follows (in thousands):
December 31,
2025
December 31,
2024
Due in 1 year or less
$
248,174
$
1,069,448
Due after 1 year through 5 years
706,797
251,206
$
954,971
$
1,320,654
68
Fair Value Mea
M
surements
The fai
f r value measurements within the fai
f r value hierarchy of the Company’s fin
f ancial assets as of December 31, 2025
and 2024 were as follows (in thousands):
Total Fair Value
Fair Value Measurements at
Reporting Date Using
Level 1
Level 2
As of December 31, 2025
,
Cash Equivalents a
t
nd Market
k able Secu
S
rities:
Money market funds
f
$
409,326
$
409,326
$
—
Time deposits
103,038
—
103,038
Commercial paper
34,962
—
34,962
Corporate bonds
923,936
—
923,936
Mutual funds
28,981
28,981
—
$
1,500,243
$
438,307
$
1,061,936
As of December 31, 2024
,
Cash Equivalents a
t
nd Market
k able Secu
S
rities:
Money market funds
f
$
163,722
$
163,722
$
—
Time deposits
64,202
—
64,202
Corporate bonds
1,004,977
—
1,004,977
U.S. government agency obligations
304,347
—
304,347
Mutual funds
26,580
26,580
—
$
1,563,828
$
190,302
$
1,373,526
As of December 31, 2025 and 2024, the fai
f r value of the Company's fin
f ancial assets were determined utilizing a Level 1 or
Level 2 valuation. Level 1 valuations are based upon the market prices for such investments that are readily availabl
a e in active
markets and Level 2 valuations are based upon the availabl
a e quoted prices for similar assets in active markets (or identical
assets in an inactive market). The Company did not have any transfers of assets or liabi
a lities between Level 1 or Level 2 of the
fair value measurement hierarchy during the years ended December 31, 2025 and 2024.
When developing fair value estimates, the Company maximizes the use of observable inputs and minimizes the use of
unobservable inputs. When available, the Company uses quoted market prices to measure fai
f r value. The valuation technique
used to measure fai
f r value for the Company's Level 1 and Level 2 assets is a market approa
a
ch, using prices and other relevant
information generated by market transactions involving identical or comparable assets. If market prices are not availabl
a e, the
fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities,
credit ratings and currency rates. In certain cases where market rate assumptions are not availabl
a e, the Company is required to
make judgments about the assumptions market participants would use to estimate the fai
f r value of a fin
f ancial instrument.
69
4. Accounts Receivable
Net accounts receivable consisted of the following as of December 31, 2025 and 2024 (in thousands):
December 31,
2025
December 31,
2024
Trade accounts receivable
$
577,914
$
508,928
Unbilled accounts receivable
223,458
222,281
Gross accounts receivable
801,372
731,209
Allowances for current expected credit losses and other reserves
(7,706)
(3,522)
Accounts receivable, net
$
793,666
$
727,687
A summary of activity in the accounts receivable allowance for current expected credit losses and other reserves for
f
the
years ended December 31, 2025, 2024 and 2023 was as fol
f lows (in thousands):
2025
2024
2023
Beginning balance
$
3,522
$
3,469
$
5,917
Charges to income fro
f
m operations
16,109
6,954
13,431
Collections from customers previously reserved and other
(11,925)
(6,901)
(15,879)
Ending balance
$
7,706
$
3,522
$
3,469
Charges to income fro
f
m operations primarily represents charges to provision for doubtful accounts for
f
increases in the
allowance for
f
current expected credit losses.
5. Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consisted of the following as of December 31, 2025 and 2024 (in thousands):
December 31,
2025
December 31,
2024
Prepaid income taxes
$
61,399
$
36,822
Prepaid sales and other taxes
48,989
39,069
Prepaid softw
f
are and related service costs
33,945
35,490
Deferred commissions
69,983
72,391
Other prepaid expenses
32,963
23,604
Other current assets
59,202
46,451
Total
$
306,481
$
253,827
Incremental Cos
C
ts to Obtain a Cont
C
ra
t
ct with a Cus
C
tomer
Deferred costs associated with obtaining customer contracts, specifically commission and incentive payments, as of
December 31, 2025 and 2024 were as follows (in thousands):
December 31,
2025
December 31,
2024
Deferred costs included in prepaid expenses and other current assets
$
69,983
$
72,391
Deferred costs included in other assets
92,525
58,996
Total defer
f red costs
$
162,508
$
131,387
70
Information related to incremental costs to obtain a contract with a customer for
f
the years ended December 31, 2025, 2024
and 2023 were as follows (in thousands):
2025
2024
2023
Amortization expense related to deferred costs
$
64,895
$
66,366
$
50,414
Incremental costs capi
a talized
$
90,945
$
114,238
$
70,072
Amortization expense related to deferred costs is primarily included in sales and marketing expense in the consolidated
statements of income.
6. Property and Equipment
Property and equipment consisted of the following as of December 31, 2025 and 2024 (in thousands, except years):
December 31,
2025
December 31,
2024
Estimated
Useful
f
Life
(in years)
Computer and networking equipment
$
3,058,517
$
2,665,002
3-7
Purchased softw
f
are
98,119
88,033
3-10
Furniture and fixtu
f
res
63,876
64,923
1-7
Offi
f ce equipment
33,000
36,340
3-5
Leasehold improvements
197,663
198,377
1-15
Internal-use software
2,501,492
2,103,054
2-10
Property and equipment, gross
5,153,968
5,954,428
Accumulated depreciation and amortization
(3,620,966)
(3,158,897)
Property and equipment, net
$
2,333,462
$
1,995,071
Depreciation and amortization expense on property and equipment and capitalized internal-use software for the years ended
December 31, 2025, 2024 and 2023 was $597.5 million, $556.0 million and $504.0 million, respectively. During the years
ended December 31, 2025, 2024 and 2023, the Company capitalized $123.4 million, $105.3 million and $81.8 million,
respectively, of stock-based compensation related to employees who developed and enhanced internal-use software
applications.
During the years ended December 31, 2025 and 2024, the Company wrote off $143.5 million and $250.6 million,
respectively, of property and equipment, gross, along with the associated accumulated depreciation and amortization. The write-
offs
f
were primarily related to computer and networking equipment and internal-use software no longer in use. These assets had
been subs
u
tantially depreciated and amortized. In addition, the Company recorded a restruc
r
turing charge of $9.4 million and
$32.8 million during the years ended December 31, 2025 and 2024, respectively, related to the impairment of internal-use
software and faci
f
lity-related property and equipment.
71
7. Acquired Intangible Assets and Goodwill
Acquired intangible assets that are subject to amortization consisted of the following as of December 31, 2025 and 2024 (in
thousands):
December 31, 2025
December 31, 2024
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Completed technologies
$
465,832
$
(250,436) $
215,396
$
463,766
$
(223,480) $
240,286
Customer-related intangible
assets
725,494
(363,724)
361,770
758,817
(313,991)
444,826
Trademarks and trade names
15,247
(12,080)
3,167
15,318
(10,579)
4,739
Acquired license rights
44,810
(10,601)
34,209
44,810
(7,076)
37,734
Total
$
1,251,383
$
(636,841) $
614,542
$
1,282,711
$
(555,126) $
727,585
Aggregate expense related to amortization of acquired intangible assets for the years ended December 31, 2025, 2024 and
2023 was $111.1 million, $92.1 million and $66.8 million, respectively. Based on the Company's acquired intangible assets as
of December 31, 2025, aggregate expense related to amortization of acquired intangible assets is expected to be $100.2 million,
$85.6 million, $79.0 million, $74.0 million and $66.7 million for
f
the years ending December 31, 2026, 2027, 2028, 2029 and
2030, respectively. The Company recorded restructur
t
ing charges related to the impairment of acquired completed technologies
and customer-related intangible assets whose values were no longer supported by futur
f
e cash flo
f ws of $22.2 million and $23.7
million for
f
the years ended December 31, 2025 and 2024, respectively. There were no impairments for the year ended
December 31, 2023.
The changes in the carrying amount of goodwill for the years ended December 31, 2025 and 2024 were as follows (in
thousands):
2025
2024
Beginning balance
$
3,151,077
$
2,850,470
Acquisition of Fermyon Technologies, Inc.
36,008
—
Acquisition of Noname Gate Ltd.
—
312,065
Measurement period adjustments related to acquisitions completed in prior years
(996)
18
Foreign currency translation
20,436
(11,476)
Ending balance
$
3,206,525
$
3,151,077
8. Acquisitions
Asset Acquisitions
The Company acquired certain customer contracts fro
f
m Edgio, Inc. ("Edgio"), Lumen Technologies, Inc. ("Lumen") and
StackPath, LLC ("StackPath"), and certain of their affiliates. The acquisitions are intended to fur
f
ther strengthen the Company's
existing delivery a
r
nd security businesses by integrating the acquired customers onto its platform and offering them the
Company’s broader portfol
f io of services. Substantially all of the purchase price related to these acquisitions has been ascribed
to customer-related acquired intangible assets.
72
The fol
f lowing tabl
a e summarizes the details of the asset acquisitions:
Asset Acquisition
Acquisition Date
Purchase Price (1)
(in thousands)
Weighted Average
Amortization Period
(in years)
Edgio
December 2024
$
158,341
9.0
Lumen
October 2023
$
79,682
12.2
StackPath
August 2023
$
51,211
13.4
(1) Includes capitalized transaction costs and a portion of the transition services agreement costs.
Business Acquisitions
Business acquisition-related costs were $3.2 million, $7.5 million and $2.7 million dur
d
ing the years ended December 31,
2025, 2024 and 2023, respectively, and are included in general and administrative expense in the consolidated statements of
income. Pro forma results of operations for the acquisitions completed in the years ended December 31, 2025, 2024 and 2023
have not been presented because the effe
f cts of the acquisitions, individually and in the aggregate, were not material to the
Company's consolidated financial results. Revenue and earnings of the acquired companies since the dates of the acquisitions
are included in the Company's consolidated statements of income and are not presented separately because they are not
material.
Fermyon
m
In November 2025, the Company acquired all the outstanding equity interests of Fermyon Technologies, Inc. ("Fermyon")
for $56.6 million in cash, subj
u ect to post-closing adjustments. By acquiring Fermyon, a serverless WebAssembly company, the
Company plans to deepen the integration between the edge functions platform and its performance and security products. The
resulting cloud computing platfor
f
m aims to make it even faster and easier for deve
f
lopers to build, deploy and secure
applications at the edge that outperform cloud-native applications, for
f
less money, the same way they can in core data centers
today. The Company allocated $36.0 million of the purchase price to goodwill and $17.3 million to a completed technology
identifiabl
a e intangible asset with a total weighted average amortization period of 9.1 years. The intangible asset is being
amortized based upon
u
the pattern in which the economic benefits of the intangible asset is being utilized. The value of the
goodwill can be attributed to a number of business fac
f
tors, including a trained technical workforce and revenue synergies
expected to be realized. The Company expects that $16.9 million of the goodwill related to the acquisition of Fermyon will be
deductible for tax purpos
r
es as a result of post-acquisition transactions. As of December 31, 2025, the purchase price allocation
is preliminary, pending ne
r
t working capital adjustments and the finalization of certain income tax matters.
Noname Secu
S
rity
In June 2024, the Company acquired all the outstanding equity interests of Noname Gate Ltd. ("Noname Security") for
$451.5 million in cash. Noname Security is intended to expand the Company’s existing appl
a
ication programming interface
("API") security offeri
f
ng by providing more flexible deployment options, extensive vendor integrations and enhanced attack
analysis. The Company believes this acquisition will accelerate its ability to meet increasing customer and market demand. The
Company fin
f alized its allocation of the purchase price in the second quarter of 2025.
73
The allocation of the purchase price for Noname Security and fai
f r values of the assets acquired and liabi
a lities assumed were
as follows (in thousands):
Total purchase consideration
$
451,529
Allocation of the purchase consideration:
Cash
$
18,253
Accounts receivable
5,984
Prepaid expenses and other current assets
3,020
Identifiabl
a e intangible assets
137,800
Deferred income tax assets
2,526
Total assets acquired
167,583
Accounts payable
(2,074)
Accrue
r
d expenses
(5,759)
Deferred revenue
(19,289)
Total liabi
a lities assumed
(27,122)
Identifiabl
a e net assets acquired
140,461
Goodwill
311,068
Total purchase price allocation
$
451,529
The value of the goodwill can be attributed to a number of business fact
f
ors, including a trained technical and sales
workforce, and revenue and cost synergies expected to be realized. The value of goodwill deductible for tax purposes as a result
of post-acquisition transactions is $248.8 million.
Identified intangible assets acquired and their respective weighted average amortization period were as fol
f lows (in
thousands, except years):
Gross Carrying
Amount
Weighted Average
Amortization Period
(in years)
Completed technologies
$
132,300
10.5
Customer-related intangible assets
4,800
10.5
Trademarks
700
2.5
Total
$
137,800
The Company applied the multi-period excess earnings method to estimate the fai
f r values of the completed technologies
and customer-related acquired intangible assets, and the relief-from-royalty method to estimate the fai
f r values of the
trademarks. The Company appl
a
ied significant judgment in estimating the fair values of the acquired intangible assets, which
involved significant estimates and assumptions with respect to for
f
ecasted revenue growth rates, forecasted operating margins,
the technology obsolescence curve and discount rates. The total weighted average amortization period for
f
the intangible assets
acquired fro
f
m Noname Security is 10.5 years. The intangible assets are amortized using a method that approximates their
economic benefit over their estimated useful lives.
Neosec
In May 2023, the Company acquired all the outstanding equity interests of Neosec for $91.4
f
million in cash. Neosec is an
API detection and response platfor
f
m based on data and behavioral analytics. The acquisition is intended to complement the
Company's appl
a
ication and API security portfol
f io by extending its visibility into the rapidly growing API threat landscape
a
. The
Company allocated $66.9 million of the purchase price to goodwill and $19.9 million to identifiabl
a e intangible assets, primarily
consisting of completed technologies, with a total weighted average amortization period of 9.7 years. The intangible assets are
being amortized based upon
u
the pattern in which the economic benefits of the intangible assets are being utilized. The value of
the goodwill can be attributed to a number of business fac
f
tors, including the expected impact from the ability to interface
f
with
the Company's platfor
f
m. The value of goodwill deductible for tax purposes as a result of post-acquisition transactions is
$33.8 million. The Company finalized its allocation of the purchase price in the second quarter of 2024.
74
StorageOS
In March 2023, the Company acquired all the outstanding equity interests of StorageOS, Inc. ("StorageOS"), also known as
Ondat, a cloud-based storage technology provider for $20.6
f
million in cash. The acquisition of StorageOS's cloud storage
technology and its industry-
r
recognized talent is intended to strengthen the Company's cloud computing offerings. Storage is a
key component of any cloud computing offering, and this acquisition is expected to enhance the Company's storage capabilities,
allowing the Company to offe
f r a fundamentally different approach to cloud that integrates core and distributed compute sites
with a massively scaled edge network. The Company allocated $14.0 million of the purchase price to goodwill and $4.5 million
to a completed technology identifiabl
a e intangible asset with a total weighted average amortization period of 8.8 years. The
intangible asset is being amortized based upon
u
the pattern in which the economic benefit of the intangible asset is being utilized.
The value of the goodwill is primarily attributable to synergies related to the integration of StorageOS technology onto the
Company's platfor
f
m as well as a trained technical workforce. All of the goodwill related to the acquisition of StorageOS is
deductible for tax purpos
r
es as a result of post-acquisition transactions. The Company fin
f alized its allocation of purchase price in
the fir
f st quarter of 2024.
9. Accrued Expenses
Accrue
r
d expenses consisted of the following as of December 31, 2025 and 2024 (in thousands):
December 31,
2025
December 31,
2024
Payroll and other related benefits
$
171,314
$
146,841
Income taxes payable
53,257
76,375
Bandwidth, co-location and network-related expenses
45,222
77,603
Property, use and other taxes
34,515
31,357
Convertible senior notes interest
7,229
6,926
Other accrue
r
d expenses
8,085
31,786
Total
$
319,622
$
370,888
10. Restructuring
During the four
f
th quarter of 2025, management committed to an action to restruc
r
ture certain parts of the Comp
y
any to lalign
ign
investments a d
nd isimplif
lify o
f
g
rganizational struc
r
ture to lo g
ng-term grow hth prio iri ities (“Q4 2025 Action”). As a result, certain
he d
adcount reduc itions were necessa y
ry. Addi
ddi itionally
lly, the Company planned f
d for
f
hthe e d f
nd of lif
life o
f
f cer i
tain sol i
lutions
h
whi h
ich resultlt d
ed
i i
in imp iairments to co
l
mpleted technologi
hnologies and customer-related acq iuired i
d intangibl
gible assets, as w lell as capi li
italiz d
ed intern lal-use
software.
h
The Company doe
ompany does not expect to incur material addi
ddi itional cha g
rges related to thihis action.
During the third quarter of 2024, management committed to an action to restruc
r
ture certain parts of the Company with the
primary intent of redeploying resources to suppor
u
t the Company's strategic investments ("Q3 2024 Action"). As a result, certain
headcount reductions were necessary. Additionally, the Company planned for
f
the end of life o
f
f certain solutions which resulted
in impairments to capi
a talized internal-use software, as well as completed technologies and customer-related acquired intangible
assets. The Company does not expect to incur material additional charges related to this action.
Du iri g
ng hthe fir
f st quarter of 2023, ma
g
nagement committed to an action to restruc
r
ture cer i
tain parts of the Company to e
bl
nable
it to prio iri itiz i
e investment i
s in the fastes g
t gro i
wi g
ng areas of th b
he busines (
s ("Q1 2023 Ac ition"). As a res lult, cer i
tain he d
adcount
reduc itions were necessa y
ry. The Company d
y does not expect
i
to in
r
cur mate iri l d
al addidi itional cha g
rges related to thihis action.
The Company launched its FlexBase program in May 2022, which is a flexible workpl
k ace arrangement that allows
employees to choose to work fro
f
m their home office, a Company office, an approved workspace, or a combination of all three,
which is a significant change to the way employees worked prior to the program. As a result, impairments of right-of-use assets
and property and equipment were recognized. The Company does not expect to incur material additional charges related to this
action.
At itimes the Company also recogni
gnizes restructur
t
ing cha g
rges related to c
l
ompl
d
eted acq iui isi itions for severance and r lelat d
ed
expenses paidid to red
d
dundant employe
ployees, fees
f
paidid to terminate r d
ed
d
undant
d
contracts a d
nd imp iairments of red
d
dundant lo g
ng-liliv d
ed
75
assets, p irima irilyly d
l
duplicative fac
f
ility
ility-related assets, acq iuired i
d intangibl
gible assets and capi li
italiz d
ed intern lal-use software. The
Company d
y does not expect to incur material addi
ddi itional cha g
rges related to past acq iui isi itions.
The fol
f lowing tabl
a e summarizes the Company's restruc
r
turing charges dur
d
ing the years ended December 31, 2025, 2024 and
2023 (in thousands):
2025
2024
2023
Q4 2025 Action
$
51,260
$
—
$
—
Q3 2024 Action
398
63,398
—
Q1 2023 Action
—
—
20,668
FlexBase
13
1,717
27,654
Acquisitions related and other
6,380
30,326
8,321
Total restruc
r
turing charge
$
58,051
$
95,441
$
56,643
The liabi
a lity for restruc
r
turing charges related to employee severance and associated expenses is subs
u
tantially included in
other current liabi
a lities on the consolidated balance sheets. The changes in the liabi
a lity for all restructur
t
ing actions for the years
ended December 31, 2025, 2024 and 2023 were as follows (in thousands):
Q4 2025
Action
Q3 2024
Action
Q1 2023
Action
Acquisitions
Related and
Other
Total
Balance as of January 1, 2023
$
—
$
—
$
—
$
541
$
541
Cost incurred
—
—
20,668
417
21,085
Cash disbursements
—
—
(19,798)
(950)
(20,748)
Translation adjustments and other
—
—
(51)
10
(41)
Balance as of December 31, 2023
—
—
819
18
837
Cost incurred
—
34,447
—
2,360
36,807
Cash disbursements
—
(9,326)
(60)
(1,394)
(10,780)
Translation adjustments and other
—
(515)
(1)
3
(513)
Balance as of December 31, 2024
—
24,606
758
987
26,351
Cost incurred
20,695
398
—
1,972
23,065
Cash disbursements
—
(25,269)
—
(2,183)
(27,452)
Translation adjustments and other
55
310
—
67
432
Balance as of December 31, 2025
$
20,750
$
45
$
758
$
843
$
22,396
11. Debt
Convertible Senior Notes
In May 2025, the Company issued $1,725.0 million in principal amount of convertible senior notes due 2033 and entered
into related convertible note hedge and warrant transactions. The Company intends to use a portion of the net proceeds to repay
at maturity its $1,150.0 million outstanding aggregate principal amount of convertible senior notes due in 2027.
76
Including the May 2025 issuance of $1,725.0 million in principal amount of convertible senior notes, the Company has
three convertible senior notes ("2033 Notes", "2029 Notes" and "2027 Notes") outstanding with a par value totaling $4,140.0
million (collectively, the "Notes") that are senior unsecured obligations of the Company and bear interest payable semi-annually
in arrears. The fol
f lowing tabl
a e summarizes further details of the Notes:
Notes
Issuance Date
Maturity Date
Principal Amount
(in thousands)
Coupon Interest
Rate
Effe
f ctive Interest
Rate
2033 Notes
May 19, 2025
May 15, 2033
(1)
$
1,725,000
0.250 %
0.484 %
2029 Notes
August 18, 2023
Februa
r
ry 15, 2029
$
1,265,000
1.125 %
1.388 %
2027 Notes
August 16, 2019
September 1, 2027
$
1,150,000
0.375 %
0.539 %
(1) Holders of the 2033 Notes have the right to require the Company to repurchase for
f
cash all or a portion of their 2033 Notes on May 15, 2031 if the last
reported sale price of the Company’s common stock on the trading day immediately preceding the business day immediately preceding May 15, 2031 is
less than the conversion price per share. The repurchase price will be equal to 100% of the principal amount of the 2033 Notes to be repurchased, plus any
accrue
r
d and unpaid interest to, but excluding, the optional repurchase date.
Additionally, on May 1, 2025, the Company repaid $1,150.0 million in par value of convertible senior notes that matured
(“2025 Notes”). The 2025 Notes were senior unsecured obligations of the Company and bore interest at 0.125%.
Conversi
r on Right
i
s o
t
f t
o
he
t
Notes
At their option, holders may exercise the conversion right of the respective Notes at the fol
f lowing specified times and rates
to receive the principal amount in cash and receive any amount in excess of the principal amount in cash, shares of the
Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election.
Prior to the close of business on the business day immediately preceding the conversion date, as noted in the table below,
under the following circumstances a holder may exercise their conversion right:
•
dur
d
ing any calendar quarter commencing after the calendar quarter ended September 30, 2025 for the 2033 Notes,
December 31, 2023 for the 2029 Notes and December 31, 2019 for the 2027 Notes (and only dur
d
ing such calendar
quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not
consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the
immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable
trading day;
•
dur
d
ing the five business day period afte
f r any five consecutive trading day period in which the trading price per $1,000
principal amount of the respective Notes for each trading day of the measurement period was less than 98% of the
product of the last reported sale price of the Company's common stock and the conversion rate on each such trading
day; or
•
upon
u
the occurrence of specified corporate events.
On or afte
f r the respective conversion date, as noted in the table below, holders may convert all or any portion of their
respective Notes at any time prior to the close of business on the second scheduled trading day immediately preceding the
maturity date.
If the Company undergoes a fundamental change at any time prior to the maturity date, holders of the Notes will have the
right, at their option, to require the Company to repurchase for
f
cash all or any portion of their Notes at a repurchase price equal
to 100% of the principal amount of the Notes to be repurchased, plus accrue
r
d and unpaid interest up to, but excluding, the
fundamental change repurchase date.
77
The conversion rights for
f
the outstanding Notes as of December 31, 2025 are as fol
f lows:
Notes
Conversion Date
Conversion Rate (1)
Conversion Price per
Share (1)
2033 Notes
January 15, 2033
10.7513
$
93.01
2029 Notes
October 15, 2028
7.9170
$
126.31
2027 Notes
May 1, 2027
8.6073
$
116.18
(1) The conversion rate for
f
the Notes is establ
a ished as a number of shares of the Company's commons stock per $1,000 principal amount of the Notes, that is
equivalent to the conversion price per share, subject to adju
d stments in certain events. Upon the occurrence of certain corporate events the Company will
increase the conversion rate for
f
a holder that elects to convert its Notes.
Components a
t
nd Fair Value of t
o
he
t
Notes
The Notes consisted of the following components as of December 31, 2025 and 2024 (in thousands):
2033 Notes
2029 Notes
2027 Notes
2025 Notes
Total
As of December 31, 2025
,
Principal
$
1,725,000
$
1,265,000
$
1,150,000
$
—
$
4,140,000
Less: issuance costs, net of
amortization
(21,390)
(10,187)
(3,068)
—
(34,645)
Net carrying amount
$
1,703,610
$
1,254,813
$
1,146,932
$
—
$
4,105,355
Estimated fai
f r value (1)
$
1,918,062
$
1,254,981
$
1,158,407
$
—
$
4,331,450
As of December 31, 2024
,
Principal
$
—
$
1,265,000
$
1,150,000
$
1,150,000
$
3,565,000
Less: issuance costs, net of
amortization
—
(13,354)
(4,951)
(884)
(19,189)
Net carrying amount
$
—
$
1,251,646
$
1,145,049
$
1,149,116
$
3,545,811
Estimated fai
f r value (1)
$
—
$
1,239,068
$
1,155,865
$
1,219,345
$
3,614,278
(1) The fair values were determined based on the quoted prices of the Notes in an inactive market on the last trading day of the reporting period and have been
classified as Level 2 within the fai
f r value hierarchy.
Note Hedges and Warrants
To minimize the impact of potential dilution upon
u
conversion of the Notes, the Company entered into convertible note
hedge transactions with respect to its common stock concurrently with each respective note issuance month. The note hedge
transactions cover an appr
a
oximate number of shares of the Company’s common stock at a strike price that corresponds to the
conversion prices for the Notes, also subj
u ect to adju
d stment, and are exercisable upon conversion of the Notes. The note hedge
transactions expire upon the respective matur
t
ity dates of the Notes. The Company determined that the note hedges meet the
definition of a derivative and are classified in stockholders’ equity, as the note hedges are indexed to the Company's common
stock, and the Company, at its election, may receive cash, shares of the Company's common stock or a combination of cash and
shares of the Company's common stock. The Company recorded the purchase of the hedges as a decrease to additional paid-in
capital. The Company does not recognize subs
u
equent changes in fai
f r value of the note hedges in its consolidated financial
statements.
Separately, the Company also entered into warrant transactions concurrently with each of the note issuances, whereby the
Company sold warrants to acquire, subject to anti-dilution adju
d stments, shares of the Company’s common stock at a
predetermined strike price per share. The convertible note hedge and warrant transactions will generally have the effect of
increasing the conversion price of each of the Notes to the respective strike price related to the warrant transactions. The
Company determined that the warrants meet the definit
f
ion of a derivative and are classified in stockholders’ equity, as the
warrants are indexed to the Company's common stock, and the Company, at its election, may pay or deliver to holders cash or
shares of the Company's common stock. The Company recorded the proceeds fro
f
m the issuance of the warrants as an increase
78
to additional paid-in capital. The Company does not recognize subs
u
equent changes in fai
f r value of the warrants in its
consolidated financial statements. The fol
f lowing tabl
a e summarizes the main terms impacting the note hedges and warrants (in
thousands, except per share data):
2033 Notes
2029 Notes
2027 Notes
Note hedge transaction costs
$
605,820
$
236,555
$
312,225
Shares covered by note hedge transactions
18,546
10,015
9,898
Shares related to warrant transactions
18,546
10,015
9,898
Strike price per share related to warrant transactions
$
155.02
$
180.44
$
178.74
Aggregate proceeds fro
f
m sale of warrants
$
330,855
$
90,195
$
185,150
Revolving Cre
C
dit F
i
ac
F
ility
i
In January 2025, the Company entered into a $150.0 million uncommitted revolving credit agreement (the "2025 Credit
Agreement"). Any outstanding borrowings are secured by collateral, consisting primarily of availabl
a e-for-sale marketable
a
securities. Borrowings under the 2025 Credit Agreement may be used to finance working capital needs and for general
corporate purpos
r
es. The 2025 Credit Agreement does not expire but is cancellabl
a e at any time and any borrowings can be due
d
on demand. Borrowings under the 2025 Credit Agreement will bear a specified interest rate, based on the Secured Overnight
Financing Rate, and interest period at the time of the confir
f med borrowing. There were no outstanding borrowings under the
2025 Credit Agreement as of December 31, 2025.
In November 2022, the Company entered into a $500.0 million revolving credit agreement (the “2022 Credit Agreement”).
The 2022 Credit Agreement was amended in May 2025 to increase the aggregate revolving commitments under the 2022 Credit
Agreement fro
f
m $500.0 million to $1.0 billion and to extend the expiration one year. Borrowings under the 2022 Credit
Agreement may be used to finance working capital needs and for
f
general corporate purposes. The 2022 Credit Agreement
expires on November 22, 2028, and any amounts outstanding thereunder will become due and payable, subject to up to a one-
year extension at the Company's request and with the consent of the lenders party thereto.
Borrowings under the 2022 Credit Agreement bear interest, at the Company's option, at a term benchmark rate plus a
spread of 0.75% to 1.125%, a reference rate plus a spread of 0.75% to 1.125%, or a base rate plus a spread of 0.00% to 0.125%,
in each case with such spread being determined based on the Company's consolidated leverage ratio specified in the 2022
Credit Agreement. Regardless of what amounts, if any, are outstanding under the 2022 Credit Agreement, the Company is also
obligated to pay an ongoing commitment fee on undrawn amounts at a rate of 0.07% to 0.125%, with such rate being based on
the Company's consolidated leverage ratio specified in the 2022 Credit Agreement.
The 2022 Credit Agreement contains customary representations and warranties, affirm
f
ative and negative covenants and
events of default. As of December 31, 2025, the Company was in compliance with all covenants. The negative covenants
include restrictions on subs
u
idiary indebtedness, liens and funda
f
mental changes. These covenants are subj
u ect to a number of
important exceptions and qualifications. The principal fin
f ancial covenant requires a maximum consolidated leverage
ratio. There were no outstanding borrowings under the 2022 Credit Agreement as of December 31, 2025.
79
Interest Expe
x
nse
The Notes bear interest at fixed rates that are payable semi-annually in arrears on their respective interest payment dates
each year. Interest expense, together with ongoing commitment fees
f
under the terms of the Company's credit agreements,
included in the consolidated statements of income for the years ended December 31, 2025, 2024 and 2023 was as fol
f lows (in
thousands):
2025
2024
2023
Amortization of debt issuance costs
$
8,696
$
7,802
$
5,803
Coupon interest payable on 2033 Notes
2,647
—
—
Coupon interest payable on 2029 Notes
14,232
14,232
5,218
Coupon interest payable on 2027 Notes
4,312
4,312
4,312
Coupon interest payable on 2025 Notes
483
1,436
1,436
Interest payable and commitment fees under the credit agreements
2,032
616
1,402
Capi
a talization of interest expense
(1,643)
(1,281)
(462)
Total interest expense
$
30,759
$
27,117
$
17,709
12. Leases
The Company has entered into various operating lease agreements for its offi
f ces and co-location sites and related
equipment. The Company has also entered into subl
u ease agreements with tenants of various offi
f ces previously vacated by the
Company. These operating leases have lease periods expiring between 2026 and 2046. Additionally, the Company entered into
an operating lease with a data center operator for
f
space in the Virginia area. Contemporaneously, the Company entered into a
subl
u ease with the affiliate of a large social media customer for the use of the space on subs
u
tantially similar terms. Both the lease
and sublease for the data center expire in 2037.
80
The Company’s operating lease costs for the years ended December 31, 2025, 2024 and 2023 were as follows (in
thousands):
Real Estate
Arrangements
Co-location
Arrangements
Data Center
Subl
u ease
Total
2025
Operating lease cost
$
66,545
$
260,243
$
6,959
$
333,747
Short-term lease cost
381
25,590
—
25,971
Variable lease cost
26,218
73,375
1,074
100,667
Subl
u ease income
(31,459)
—
(8,187)
(39,646)
Total operating lease costs (income)
$
61,685
$
359,208
$
(154) $
420,739
2024
Operating lease cost
$
67,757
$
225,145
$
—
$
292,902
Short-term lease cost
660
25,288
—
25,948
Variable lease cost
26,122
67,728
—
93,850
Subl
u ease income
(31,722)
—
—
(31,722)
Total operating lease costs
$
62,817
$
318,161
$
—
$
380,978
2023
Operating lease cost
$
74,054
$
179,552
$
—
$
253,606
Short-term lease cost
133
23,565
—
23,698
Variable lease cost
25,860
62,084
—
87,944
Subl
u ease income
(32,024)
—
—
(32,024)
Total operating lease costs
$
68,023
$
265,201
$
—
$
333,224
Lease costs for real estate arrangements and the data center sublease are included in general and administrative expenses in
the consolidated statements of income. Lease costs for co-location arrangements are primarily included in cost of revenue in the
consolidated statements of income.
Weighted average remaining lease terms and discount rates related to the Company's operating leases as of December 31,
2025 and 2024 were as follows:
December 31, 2025
December 31, 2024
Real Estate
Arrangements
Co-location
Arrangements
Data Center
Subl
u ease
Real Estate
Arrangements
Co-location
Arrangements
Data Center
Subl
u ease
Weighted average remaining
lease term (in years)
8.1
4.8
11.9
9.1
4.6
0.0
Weighted average discount rate
3.6 %
4.4 %
5.1 %
3.5 %
4.3 %
— %
81
Maturities of operating lease liabi
a lities as of December 31, 2025 were as follows (in thousands):
Real Estate
Arrangements
Co-location
Arrangements
Data Center
Subl
u ease
2026
$
69,605
$
229,288
$
43,580
2027
67,183
160,536
41,793
2028
61,593
124,197
42,838
2029
59,376
102,560
43,909
2030
58,666
63,985
45,007
Thereafte
f r
210,526
98,149
343,135
Total lease payments
526,949
778,715
560,262
Less: imputed interest
68,683
81,944
145,266
Total lease liabi
a lities
$
458,266
$
696,771
$
414,996
The table above excludes futur
f
e sublease income of $164.7 million from real estate arrangements and $566.5 million from
the data center sublease that are expected to be recognized through 2034 and 2037, respectively. As of December 31, 2025, the
Company had additional operating leases for co-location arrangements that had not yet commenced of $278.0 million, of which
a majority will commence in 2026, with lease terms of one year to twenty years. Additionally, the final portion of the data
center sublease commenced in January 2026, with a total commitment of $187.1 million and a lease term of twelve years. Both
the lease cost and associated subl
u ease income are expected to subs
u
tantially offs
f et each other.
As of December 31, 2025, the Company had outstanding letters of credit in the amount of $4.4 million, primarily related to
operating leases. The letters of credit remain in effe
f ct until the Company fulfills its obligations under these leases or as such
obligations expire under the terms of the letters of credit.
13. Commitments and Contingencies
Purchase Com
C
mitments
The Company enters into long-term agreements with network and internet service providers for bandwidth, as well as
executes purchase orders for
f
the purchase of goods or services in the ordinary c
r
ourse of business, which may contain minimum
commitments. These minimum commitments may vary from period to period depending on the timing and length of contract
renewals with vendors, and on the Company's plans for network expansion, including expansion plans related to the Company's
compute business. Minimum commitments are not recorded as liabi
a lities on the consolidated balance sheet until the Company
has received the related good or service.
Legal
e
Matters
The Company is party to various litigation matters that management considers routine and incidental to its business.
Management does not expect the results of any of these routine actions to have a material effect on the Company’s business,
results of operations, fin
f ancial condition or cash flo
f ws.
Indemnification
The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these
agreements, the Company agrees to indemnify, hol
f
d harmless and reimburse the indemnified party for losses suffe
f red or
incurred by the indemnifie
f d party, generally the Company's business partners, vendors or customers, in connection with its
provision of its services. Generally, these obligations are limited to claims relating to infri
f ngement of a patent, copyright or
other intellectua
t
l property right or the Company’s negligence, willful
f
misconduct or violation of law. Subject to applicable
statut
t es of limitation, the term of each of these indemnific
f ation agreements is generally perpetua
t
l fro
f
m the time of execution of
the agreement. The maximum potential amount of future payments the Company could be required to make under these
indemnification agreements is unlimited; however, the Company carries insurance that covers certain third-party claims relating
to its services and activities and that could limit the Company’s exposure in that respect.
The Company has agreed to indemnify e
f
ach of its offic
f ers and directors, or employees who serve as offi
f cers or directors of
its subs
u
idiaries at management's request, dur
d
ing his or her lifet
f ime for
f
certain events or occurrences that happen by reason of the
82
fact that the officer or director is or was or has agreed to serve as an officer or director of the Company. The Company has
director and officer insurance policies that may limit its exposure and may enable the Company to recover a portion of certain
future amounts paid.
To date, the Company has not encountered material costs as a result of such indemnification obligations and has not
accrue
r
d any related liabi
a lities in its consolidated financial statements. In assessing whether to establish an accrua
r
l, the Company
considers such fact
f
ors as the degree of probability of an unfav
f
orable outcome and the ability to make a reasonable estimate of
the amount of loss.
14. Stockholders’ Equity
Stock Repurchase Program
In October 2021, the board of directors authorized a $1.8 billion share repurchase program, effective January 2022 through
December 2024. In May 2024, the board of directors authorized a new $2.0 billion share repurchase program, effective May
2024 through June 2027. The Company's goals for the share repurchase programs are to offs
f et the dilution created by its
employee equity compensation programs over time and provide the fle
f xibility to return capital to stockholders as business and
market conditions warrant, while still preserving its abi
a lity to pursue other strategic opportunities.
The fol
f lowing summarizes the share repurchase activity pursuant to the share repurchase programs described above (in
thousands):
2025
2024
2023
Repurchases of common stock
$
799,963
$
557,468
$
654,046
Number of shares repurchased
10,029
5,623
7,802
As of December 31, 2025, the Company had $1.2 billion availabl
a e for
f
future purchases of shares under the current
repurchase program.
The board of directors authorized the retirement of 10.3 million shares and 7.8 million shares of its treasury s
r
tock at
December 31, 2025 and December 31, 2023, respectively, and no shares at December 31, 2024. The retired shares were
returned to the number of authorized but unissued shares of the Company's common stock, and the retirement was recorded to
additional paid-in capi
a tal.
15. Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss, net of tax, which is reported as a component of stockholders' equity, for
f
the years ended December 31, 2025 and 2024 were as follows (in thousands):
Foreign
Currency
Translation
Net Unrealized
Gains (Losses)
on Investments
Total
Balance as of January 1, 2024
$
(98,035) $
2,705
$
(95,330)
Other comprehensive loss
(59,064)
(1,599)
(60,663)
Balance as of December 31, 2024
(157,099)
1,106
(155,993)
Other comprehensive income
59,563
1,674
61,237
Balance as of December 31, 2025
$
(97,536) $
2,780
$
(94,756)
Amounts reclassified from accumulated other comprehensive loss to net income were insignificant for
f
the years ended
December 31, 2025 and 2024.
83
16. Revenue from Contracts with Customers
The Company sells its services through a sales force located both domestically and internationally. Revenue derived from
f
operations outside of the U.S. is determined based on the country in which the sale originated. Other than the U.S., no single
country accounted for 10% or more of the Company’s total revenue for any reported period. Revenue by geography included in
the Company’s consolidated statements of income for
f
the years ended December 31, 2025, 2024 and 2023 was as fol
f lows (in
thousands):
2025
2024
2023
U.S.
$
2,139,173
$
2,075,533
$
1,968,779
International
2,069,002
1,915,635
1,843,141
Total revenue
$
4,208,175
$
3,991,168
$
3,811,920
The Company reports its revenue in three solution categories: security, delivery a
r
nd cloud computing. Security includes
solutions that are designed to protect business online by keeping infrastructur
t
e, websites, applications, APIs, networks and users
safe. Delivery i
r
ncludes solutions that are designed to enable business online, including media delivery a
r
nd web and mobile
performance. Cloud computing is comprised of Cloud Infrastruc
r
ture Services, which includes compute and storage solutions,
EdgeWorkers product and the partner solutions running on the Company's compute platfor
f
m, and other cloud applications.
Revenue by solution category i
r
ncluded in the Company’s consolidated statements of income for the years ended December 31,
2025, 2024 and 2023 was as fol
f lows (in thousands):
2025
2024
2023
Security
$
2,243,404
$
2,042,661
$
1,765,267
Delivery
1
r
,256,721
1,318,131
1,542,434
Cloud computing
708,050
630,376
504,219
Total revenue
$
4,208,175
$
3,991,168
$
3,811,920
Revenue for Cloud Infrastructur
t
e Services for the years ended December 31, 2025, 2024 and 2023 were $313.9 million,
$230.0 million, and $174.4 million, respectively.
Most security, delivery a
r
nd cloud computing services represent stand-ready obligations that are satisfied over time as the
customer simultaneously receives and consumes the services provided by the Company. Accordingly, the majority of the
Company's revenue is recognized over time, generally ratabl
a y over the term of the arrangement due to consistent monthly usage
commitments that expire each period. Any usage over a given commitment is recognized in the period in which the units are
served. A small percentage of the Company's contracts are satisfied at a point in time, such as one-time profes
f
sional services
contracts, integration services and most license sales where the primary obligation is delivery o
r
f the license at the start of the
term. In these cases, revenue is recognized at a point in time of delivery o
r
r satisfaction of the performance obligation.
During the years ended December 31, 2025, 2024 and 2023, the Company recognized $147.2 million, $109.1 million and
$105.9 million of revenue that was included in defer
f red revenue as of December 31, 2024, 2023 and 2022, respectively.
As of December 31, 2025, the aggregate amount of remaining performance obligations from contracts with customers was
$5.2 billion. The Company expects to recognize approximately 55% of its remaining performance obligations as revenue over
the next 12 months and appr
a
oximately 40% over the next two to three years, with the remaining thereafte
f r. Remaining
performance obligations represent the amount of the transaction price under contracts with customers that are attributable to
performance obligations that are unsatisfied or partially satisfied at the reporting date. This consists of future committed
revenue for monthly, quarterly or annual periods within current contracts with customers, as well as deferred revenue arising
from consideration invoiced in prior periods for which the related performance obligations have not been satisfied. It excludes
estimates of variabl
a e consideration such as usage-based contracts with no committed contract as well as anticipated renewed
contracts. Revenue recognized dur
d
ing the years ended December 31, 2025, 2024 and 2023, related to performance obligations
satisfied in previous periods was not material.
84
17. Employee Benefit Plans
Defin
e
ed Contri
t bution Plans
The Company has a savings plan for its U.S. employees that is designed to be qualified under Section 401(k) of the Internal
Revenue Code. Eligible employees are permitted to contribute to this plan through payroll deductions within statut
t ory and plan
limits. During 2025, the Company's matching program related to this plan was redesigned to be settled in shares of the
Company's common stock instead of cash and the percentage match was increased. The Company contributed $28.2 million of
the Company's common stock to the savings plan for the year ended December 31, 2025 under the matching program. The
Company contributed $19.1 million and $19.7 million of cash to the savings plan for the years ended December 31, 2024 and
2023, respectively, under a matching program.
The Company also maintains defined contribution benefit plans covering eligible foreign employees. The expense for these
plans was not material in any period presented.
Defe
e rred Compensation Plan
The Company offers
f
certain eligible employees the ability to participate in a non-qualified deferred compensation plan,
under which certain executives may elect to defer a portion of their compensation. Deferrals of cash compensation are invested
by the Company in restricted mutual funds that mirror hypothetical investments elected by the plan participants and deferrals of
stock awards remain in the Company’s common stock. As of December 31, 2025 and 2024, the total cash obligation under the
deferred compensation plan was $29.0 million and $26.6 million, respectively. As of December 31, 2025, the Company has
deferred the issuance of 23,145 shares of common stock in connection with the deferred compensation plan.
18. Stock-Based Compensation
Equity Plans
In May 2013, the Company's stockholders approved the Akamai Technologies, Inc. 2013 Stock Incentive Plan, which was
amended with Company shareholder approval in each of 2015, 2017, 2019, 2021, 2022, 2023, 2024 and 2025 (as amended and
restated, the "2013 Plan"). The 2013 Plan allows for the issuance of incentive stock options, non-statutory
t
stock options, stock
appreciation rights, restricted stock, restricted stock units, other stock-based awards and cash-based awards for up to 46.8
million shares of common stock, subj
u ect to certain adju
d stments, to employees, offi
f cers, directors, consultants and advisers of the
Company. As of December 31, 2025, the Company had reserved 9.3 million shares of common stock availabl
a e for futur
t
e
issuance of equity awards under the 2013 Plan.
The Company has assumed certain stock incentive plans and the outstanding stock incentives of companies that it has
acquired (“Assumed Plans”). Stock awards outstanding as of the date of acquisition under the Assumed Plans were exchanged
for the Company’s stock awards and adju
d sted to reflect the appropriate conversion ratio as specified by the applicable
acquisition agreement, but are otherwise administered in accordance with the terms of the Assumed Plans. Stock awards under
the Assumed Plans generally vest over three years to four years, and outstanding stock options under the Assumed Plans expire
ten years from the date of grant.
Additionally, the Company has the 1999 ESPP that permits eligible employees to purchase up to 1.5 million shares each
June 1 and December 1, provided that the aggregate number of shares issued shall not exceed 20.0 million. The 1999 ESPP
allows participants to purchase shares of common stock at a 15% discount from the fair market value of the stock as determined
on specific dates at six-month intervals. As of December 31, 2025, the Company had reserved 0.6 million shares of common
stock availabl
a e for future purchases under the 1999 ESPP.
85
Stock-Based Com
C
pensat
m
ion Exp
E
ense
Components of total stock-based compensation expense included in the Company’s consolidated statements of income for
the years ended December 31, 2025, 2024 and 2023 were as follows (in thousands):
2025
2024
2023
Cost of revenue
$
77,176
$
61,177
$
43,802
Research and development
169,404
152,114
123,896
Sales and marketing
90,198
77,593
66,453
General and administrative
122,624
102,494
94,316
Total stock-based compensation
459,402
393,378
328,467
Provision for income taxes
(80,946)
(96,607)
(59,359)
Total stock-based compensation, net of taxes
$
378,456
$
296,771
$
269,108
In addition to the amounts of stock-based compensation reported in the tabl
a e above
a
, the Company’s consolidated
statements of income for the years ended December 31, 2025, 2024 and 2023 also include stock-based compensation refle
f cted
as a component of amortization primarily consisting of capitalized internal-use software; the additional stock-based
compensation was $50.4 million, $42.5 million and $32.5 million, respectively, before taxes.
As of December 31, 2025, total pre-tax unrecognized compensation cost for
f
stock awards was $497.6
illi
million. The expense
is expe
d
cted to be recogni
gnized through
gh 2029 over a weigight d
ed aver g
age period f
d of
y
1.5 years.
Employ
m
ee Stock Purchase Plan
The fol
f lowing summarizes the activity under the 1999 ESPP (in thousands, except per share amounts):
2025
2024
2023
Shares issued
966
788
797
Weighted average purchase price per share
$
64.54
$
77.60
$
78.29
Issuance of common stock
$
62,322
$
61,131
$
62,365
As of December 31, 2025, $7.0 million had been withheld from employees for futur
f
e purchases under the 1999 ESPP.
The Company uses the Black-Scholes option pricing model to determine the fair value of the stock awards issued under the
Company’s 1999 ESPP. This model requires the input of subj
u ective assumptions, including expected stock price volatility and
the estimated term of each award. The estimated fai
f r value of the stock awards issued under the Company's 1999 ESPP, less
expected forfeitures, is amortized over the stock awards' six-month contribution period on a straight-line basis. Expected
volatilities are based on the Company’s historical stock price volatility. The risk-free interest rate for pe
f
riods commensurate
with the expected term of the stock award is based on the U.S. Treasury y
r
ield rate in effe
f ct at the time of grant. The expected
dividend yield is zero, as the Company currently does not pay a dividend and does not anticipate doing so in the futur
f
e.
The grant-date fai
f r values of awards granted under the 1999 ESPP during the years ended December 31, 2025, 2024 and
2023 were estimated using the Black-Scholes option pricing model with the fol
f lowing weighted-average assumptions:
2025
2024
2023
Expected term (in years)
0.5
0.5
0.5
Risk-free interest rate
4.3 %
5.2 %
5.2 %
Expected volatility
38.3 %
24.4
2
%
9.1 %
Dividend yield
— %
— %
— %
For the years ended December 31, 2025, 2024 and 2023, the weighted average fai
f r value of awards granted under the 1999
ESPP was $22.00 per share, $22.63 per share and $23.12 per share, respectively.
86
Restricted Stock Uni
U ts, Restricted Sto
S ck and Defe
e rred Stock Uni
U ts
Restricted stock units ("RSUs") represent the right to receive one share of the Company’s common stock upon vesting,
while restricted stock is a grant of one share of the Company's common stock subj
u ect to vesting conditions. These awards are
granted at the discretion of the board of directors, a committee thereof or, subject to defined limitations, the Chief Executive
Offi
f cer of the Company, acting as a committee of one director, to whom such authority has been delegated. The Company has
issued service-based RSUs and restricted stock that vest based on the passage of time assuming continued service with the
Company, market-based RSUs that vest based upon
u
total shareholder retur
t
n ("TSR") measured against the benchmark TSR of a
peer group and performance-based RSUs that vest only upon
u
the achievement of defined internal performance metrics tied
primarily to defined fin
f ancial metrics.
In addition to granting RSUs and restricted stock to its employees, the Company has granted deferred stock units ("DSUs")
to non-employee members of its board of directors. These DSUs are granted at the discretion of the board of directors, subj
u ect
to defined limitations. Each DSU represents the right to receive one share of the Company’s common stock upon vesting. The
holder may elect to defer receipt of the vested shares of stock represented by the DSU for
f
a period of at least one year but not
more than ten years from the grant date. DSUs vest 100% on the fir
f st anniversary o
r
f the grant date. If a director has completed
one year of service, vesting of 100% of the DSUs held by such director will accelerate at the time of his or her departur
t
e from
f
the board.
The RSUs, restricted stock and DSUs granted by the Company dur
d
ing the year ended December 31, 2025 were as follows
(in thousands):
December 31,
2025
Service-based (1)
6,499
Market-based
249
Performance-based
135
Total
6,883
(1) Includes DSU grants of 36,948 shares
For service-based RSUs, restricted stock and DSUs, the fair value is calculated based upon the Company’s closing stock
price on the date of grant, and the stock-based compensation expense is being recognized over the vesting period. The majority
of these awards vest over a three- or four-year period following the grant date, with some programs vesting over less time.
For market-based RSUs, the Company uses the Monte Carlo simulation model to determine the fair value. This model
requires the input of assumptions, including the estimated term of each award, the risk-free interest rate, historical stock price
volatility of the Company's shares and historical stock price volatility of peer-company shares. The grant-date fair values of the
TSR-based RSUs granted during the years ended December 31, 2025, 2024 and 2023 were estimated using a Monte Carlo
simulation model with the following assumptions:
2025
2024
2023
Expected term (in years)
3.0
3.0
3.0
Risk-free interest rate
3.9 %
4.3 %
4.5 %
Akamai historical share price volatility
31.5 %
25.6
2
%
8.8 %
Average volatility of peer-company share price
30.2 %
30.6 %
33.6 %
For performance-based RSUs, management measures compensation expense based upon a review of the Company’s
expected achievement against specified financial performance targets. Such compensation cost is being recognized using a
graded-vesting method for each series of grants of performance-based RSUs, to the extent management has deemed that such
awards are probable of vesting based upon
u
the expected achievement against the specified targets. Each reporting period,
management reviews the Company’s expected performance and adjusts the compensation cost, if needed, at such time.
87
RSU, restricted stock and DSU activity for the year ended December 31, 2025 was as fol
f lows:
Units
(in thousands)
Weighted
Average Grant
Date Fair Value
Outstanding at January 1, 2025
7,710
$
100.04
Granted
6,883
81.43
Vested (1)
(4,932)
98.22
Forfeited
(691)
99.04
Outstanding at December 31, 2025
8,970
$
86.81
( )
(1) In lcl d
udes D U
S s of 20,900 shares
h
which h
h have vested a d b
nd been didist iribut d
ed. Excludes DSUs whihi h
ch have vest d
ed b
, b
h
ut ha
y
ve not ye b
t been didist iribut d
ed.
The pre-tax intrinsic value and fai
f r value of RSUs, restricted stock and DSUs were as fol
f lows (in thousands, except per
share amounts):
2025
2024
2023
Pre-tax intrinsic value of awards vested
$
479,587
$
429,491
$
254,686
Fair value of awards vested
$
484,411
$
433,026
$
259,919
Weighted average fai
f r value of awards granted, per share (1)
$
81.43
$
108.09
$
74.89
(1) The grant-date fair value is calculated based upon the Company’s closing stock price on the date of grant.
As of December 31, 2025, outstanding and unvested RSUs, restricted stock and DSUs had an aggregate intrinsic value of
$782.6 million and a weigight d
ed aver g
age rem iaining ve
ning vesting period of a
i
pproxi
a
mately
mately
y
1.5 year .s These awards are expected to vest
on various dates through 2029.
As of December 31, 2025 and 2024, the Company had liabi
a lity-classified awards outstanding of $18.0 million and $10.0
million, respectively. The liabi
a lity-classified awards outstanding at December 31, 2025 are expected to vest and be re-classified
to equity in 2026. The liabi
a lity-classified awards outstanding at December 31, 2024 vested and were re-classified to equity in
2025.
19. Income Taxes
The components of income befor
f
e provision for income taxes were as follows for the years ended December 31, 2025,
2024 and 2023 (in thousands):
2025
2024
2023
U.S.
$
26,232
$
54,465
$
20,146
Foreign
576,173
532,548
632,381
Income before provision for income taxes
$
602,405
$
587,013
$
652,527
88
The provision for income taxes consisted of the following for
f
the years ended December 31, 2025, 2024 and 2023 (in
thousands):
2024
2023
Current tax provision (benefit
f ):
Federal
$
13,625
$
23,870
$
23,406
State
(3,637)
6,998
6,731
Foreign
113,733
121,495
99,223
Deferred tax provision (benefit
f ):
Federal
9,791
(43,695)
(18,213)
State
9,048
(17,313)
(3,759)
Foreign
7,814
(9,260)
(1,015)
Total
$
150,374
$
82,095
$
106,373
In July 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted into law. The OBBBA includes significant
provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the
international tax framework and the restoration of fav
f
orable tax treatment for certain business provisions. The legislation has
multiple effective dates, with certain provisions effe
f ctive in 2025 and others to be implemented through 2027. The OBBBA did
not have a material impact on the Company's consolidated financial statements for
f
the year ended December 31, 2025.
89
The Company’s effe
f ctive tax rate differed fro
f
m the U.S. federal statutory tax rate as fol
f lows for the years ended December
31, 2025, 2024 and 2023 (in thousands):
2025
2024
2023
Income before provision for income taxes
$ 602,405
$ 587,013
$ 652,527
U.S. federal statutory tax rate
126,505
21.0 %
123,273
21.0 %
137,031
21.0 %
U.S. tax effects
State and local income taxes, net of federal ef
f
fe
f ct (1)
8,027
1.3
(14,231)
(2.4)
(731)
(0.1)
Federal
Effe
f ct of cross-border tax laws
Foreign-derived intangible income
(5,168)
(0.9)
(9,655)
(1.6)
(7,547)
(1.2)
Other
(32)
—
3,730
0.6
(1,530)
(0.2)
Tax credits
Research and development credit
(17,084)
(2.8)
(27,194)
(4.6)
(18,296)
(2.8)
Other credits
(732)
(0.1)
345
—
(922)
(0.1)
Non-taxable or non-deductible items
Stock-based compensation
13,589
2.2
(16,723)
(2.8)
6,214
0.9
Offi
f cers' compensation
8,588
1.4
6,401
1.1
6,647
1.0
Transfer
f
pricing
14,974
2.5
11,417
1.9
6,722
1.0
Other
(744)
(0.1)
1,137
0.2
419
0.1
Other adjustments
Intercompany sale of intellectual property
—
—
(20,640)
(3.5)
5,740
0.9
Other
(284)
—
4,388
0.7
6,008
0.9
Foreign tax effe
f cts
Israel
Stock-based compensation
3,354
0.5
8,268
1.4
5,803
0.9
Intercompany sale of intellectual property
—
—
14,174
2.4
—
—
Other
(216)
—
8,530
1.5
(473)
(0.1)
Switzerland
State and local income taxes
19,148
3.2
2,710
0.5
9,495
1.5
Statutor
t
y t
r
ax rate difference between Switzerland
and U.S.
(57,418)
(9.5)
(44,276)
(7.5)
(62,660)
(9.6)
Intercompany sale of intellectual property
—
—
(14,093)
(2.4)
(3,993)
(0.6)
Withholding tax
6,276
1.0
11,480
2.0
681
0.1
Other
4,704
0.8
1,409
0.2
2,277
0.3
Other for
f
eign jurisdictions
13,617
2.3
21,388
3.6
14,718
2.3
Changes in unrecognized tax benefits
13,270
2.2
10,257
1.7
770
0.1
Total
$ 150,374
25.0 % $
82,095
14.0 % $ 106,373
16.3 %
(1) The majority of the tax effe
f cts within this category r
r
epresent taxes in New Jersey a d
nd Massa h
chusetts for the ye
he year ended December 31, 2025; Massa h
chusetts
and C lalifif
i
orni
f
f
a for
f
hth y
e year ended December 31, 2024; and C lalifif
i
orni
f
a, New Jersey, Massa h
chusetts and New Yo k
rk
i
Ci yty for the ye
he year ended December 31,
2023.
90
The components of the net defer
f red tax assets and liabi
a lities and the related valuation allowance as of December 31, 2025
and 2024 were as follows (in thousands):
2024
Deferred revenue
20,154
20,598
Acquired intangible assets
4,955
23,731
Operating lease liabi
a lities
196,643
108,429
Stock-based compensation
55,249
48,486
NOLs
31,401
21,769
Capi
a talized interest expense
26,933
8,045
Tax credit carryforwards
109,687
101,508
Capi
a talized research and development costs
246,457
188,470
Convertible senior notes interest
193,401
82,881
Depreciation and amortization
9,107
43,601
Other
28,748
33,830
Deferred tax assets
922,735
681,348
Operating lease right-of-use assets
(184,876)
(96,683)
Deferred commissions
(31,328)
(25,477)
Capi
a talized internal-use software development costs
(70,348)
(50,390)
Deferred tax liabi
a lities
(286,552)
(172,550)
Valuation allowance
(44,496)
(41,615)
Net defer
f red tax assets
$
591,687
$
467,183
A summary of activity in the valuation allowance on defer
f red tax assets for the years ended December 31, 2025, 2024 and
2023 is as follows (in thousands):
2025
2024
2023
Beginning balance
$
41,615
$
45,704
$
41,250
Charges to income tax expense
3,330
3,469
4,814
Release of valuation allowance
(449)
(7,558)
(360)
Ending balance
$
44,496
$
41,615
$
45,704
Valuation allowances will be recognized on deferred tax assets if it is more-likely-than-not that some or all of the deferred
tax assets will not be utilized. In measuring deferred tax assets, the Company considers all availabl
a e evidence, both positive and
negative, to determine whether a valuation allowance is needed. As of December 31, 2025, the Company recorded a $44.5
million valuation allowance against deferred tax assets related to state tax credits, for
f
eign tax deduc
d
tions and for
f
eign NOLs in
which it is more-likely-than-not that such attributes will expire prior to utilization.
The Company's NOL and tax credit carryforwards in U.S. federal, state and foreign jurisdictions as of December 31, 2025
were as follows (in thousands, except years):
2025
Expirations at
Various Dates
Through:
NOL carryforwards:
Federal
$
62,500
2035
State
$
65,200
2046
Foreign
$
61,600
2039
Federal and state research and development tax credit and other credit carryforwards
$
143,300
2045
A portion of the Company's U.S. federal
f
, state and for
f
eign NOL carryforwards relate to acquisitions completed between
2012 and 2025.
91
As of December 31, 2025, no provision for U.S. fed
f
eral, state and for
f
eign income taxes or withholding taxes has been
provided for
f
any undistributed foreign earnings or any additional basis differences inherent in the Company's international
subs
u
idiaries, as these amounts continue to be indefinitely reinvested. Determination of the amount of the unrecognized defer
f red
tax liabi
a lity on outside basis differe
f
nces is not practicabl
a e because of the complexity of laws and regulations, the varying tax
treatment of alternative repatriation scenarios and the variation due to multiple potential assumptions relating to the timing of
any futur
f
e repatriation.
The changes in the Company’s unrecognized tax benefit
f s for
f
the years ended December 31, 2025, 2024 and 2023 were as
follows (in thousands):
2025
2024
2023
Balance at beginning of year
$
79,921
$
68,658
$
67,958
Gross increases – tax positions of prior periods
7,322
11,150
2,074
Gross increases – current period tax positions
2,801
4,223
4,091
Gross decreases – tax positions of prior periods
(3,839)
(1,445)
(3,685)
Gross decreases – lapse of applicable statut
t e of limitations
(593)
(2,665)
(1,780)
Balance at end of year
$
85,612
$
79,921
$
68,658
As of December 31, 2025 and 2024, the Company had total accrued interest and penalties for unr
f
ecognized tax benefits
f
of
$25.8 million and $16.3 million, respectively. Interest and penalties related to unrecognized tax benefits
f
are recorded in the
provision for income taxes and were $8.5 million, $7.5 million and $2.4 million for
f
the years ended December 31, 2025, 2024
and 2023, respectively. As of December 31, 2025, the amount of unrecognized tax benefits th
f
at, if recognized, would impact
the effective income tax rate is $57.7 million.
Certain U.S. fed
f
eral, state and for
f
eign income tax returns
t
from 2015 through 2024 are currently under audit. The Company
has reserved for
f
those positions that are not more-likely-than-not to be sustained.
Cash paid for income taxes, net of refunds, for
f
the years ended December 31, 2025, 2024 and 2023 were as follows (in
thousands):
2025
2024
2023
Federal
$
8,379
$
8,502
$
14,989
State
(324)
4,465
2,348
Foreign
Brazil
*
8,742
8,342
India
10,342
17,531
11,909
Israel
32,557
14,162
10,278
Switzerland
40,267
45,623
60,176
United Kingdom
9,870
8,240
*
Other for
f
eign jurisdictions
42,455
29,057
26,436
Total for
f
eign
135,491
123,355
117,141
Cash paid for income taxes, net of refunds
$
143,546
$
136,322
$
134,478
* Jurisdiction below the threshold for
f
the period presented
20. Net Income per Share
Basic net income per share is computed using the weighted average number of common shares outstanding during the
applicable period. Diluted net income per share is computed using the weighted average number of common shares outstanding
during the period, plus the dilutive effect of potential common stock. Potential common stock consists of shares issuable
pursuant to stock awards, convertible senior notes and warrants issued by the Company. The dilutive effect of outstanding stock
awards is reflected in diluted earnings per share by application of the treasury s
r
tock method and the dilutive effect of the
convertible securities is refle
f cted in diluted earnings per share by application of the if-c
f onverted method.
92
The components used in the computation of basic and diluted net income per share for the years ended December 31, 2025,
2024 and 2023 were as follows (in thousands, except per share data):
2025
2024
2023
Numerator:
Net income
$
452,031
$
504,918
$
547,629
Denominator:
Shares used for basic net income per share
145,402
151,392
152,510
Effe
f ct of dilutive securities:
Stock awards
1,621
2,210
2,312
Convertible senior notes
—
744
575
Warrants related to issuance of convertible senior notes
—
—
—
Shares used for diluted net income per share
147,023
154,346
155,397
Basic net income per share
$
3.11
$
3.34
$
3.59
Diluted net income per share
$
3.07
$
3.27
$
3.52
For the years ended December 31, 2025, 2024 and 2023, certain potential outstanding shares from service-based stock
awards and warrants were excluded fro
f
m the computation of diluted net income per share because the effect of including these
items was anti-dilutive. Additionally, certain market- and performance-based stock awards were excluded fro
f
m the computation
of diluted net income per share because the underlying market and performance conditions for such stock awards had not been
met as of these dates. The number of potentially outstanding shares excluded fro
f
m the computation of diluted net income per
share for
f
the years ended December 31, 2025, 2024 and 2023 were as follows (in thousands):
2025
2024
2023
Service-based stock awards
3,532
2,171
2,947
Market- and performance-based stock awards
1,583
1,316
1,371
Warrants related to issuance of convertible senior notes
40,776
32,006
26,998
Total shares excluded fro
f
m computation
45,891
35,493
31,316
21. Segment and Geographic Infor
f
mation
The Company’s chief operating decision-maker ("CODM") is the chief executive officer and the executive management
team. As of December 31, 2025, the Company is currently organized and operates as one operating and reportabl
a e segment. The
Company is not organized by market and is managed and operated as one business. A single management team that reports to
the chief executive officer comprehensively manages the entire business. The Company does not operate any material separate
lines of business or separate business entities with respect to its services. Accordingly, the Company does not accumulate
discrete financial infor
f
mation with respect to separate entities. The CODM assesses performance and makes decisions on
optimizing the allocation of resources across func
f
tions and strategic investments using consolidated net income. Segment assets
represent total assets as reported on the consolidated balance sheets.
93
Information regarding the Company's one operating segment for the years ended December 31, 2025, 2024 and 2023 was
as follows (in thousands):
2025
2024
2023
Revenue
$
4,208,175
$
3,991,168
$
3,811,920
Less:
Co-location costs
349,191
308,314
256,062
Bandwidth fees
192,875
233,100
228,038
Network build-out and supporting services
236,644
193,607
215,557
Payroll and related costs
1,565,108
1,511,272
1,408,866
Capi
a talized salaries and related costs
(322,703)
(302,830)
(261,728)
Facilities-related costs
86,081
86,671
90,061
Software and related service costs
85,483
71,687
69,970
Other segment items (1)
219,241
211,205
198,525
Depreciation and amortization
708,611
648,410
570,776
Stock-based compensation
459,402
393,378
328,467
Restructur
t
ing charge
58,051
95,441
56,643
Acquisition-related costs
3,247
7,502
13,345
Interest and marketabl
a e securities income, net
(70,808)
(100,280)
(45,194)
Interest expense
30,759
27,117
17,709
Other expense, net
4,588
19,561
12,296
Income tax expense
150,374
82,095
106,373
Gain from equity method investment
—
—
(1,475)
Net income
$
452,031
$
504,918
$
547,629
(1) Other segment items includes marketing programs and related costs, third-party profes
f
sional service fees, non-income related tax expense and other
expenses.
The Company deploys its servers into networks worldwide. Net property and equipment, excluding internal-use software,
and operating lease right-of-use assets, located in the U.S. and international locations, as of December 31, 2025 and 2024 was
as follows (in thousands):
December 31,
2025
December 31,
2024
Property and equipment, net, excluding internal-use software, located in the U.S.
$
669,390
$
616,376
Property and equipment, net, excluding internal-use software, located internationally
$
737,260
$
663,914
Operating lease right-of-use assets located in the U.S.
$
1,066,526
$
600,015
Operating lease right-of-use assets located internationally
$
403,174
$
406,723
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.
94
Item 9A. Controls and Procedures
Evaluation of Disc
i
losure Contro
t
ls and Procedur
d
es
Our management, with the participation of our Chief Executive Offi
f cer and Chief Financial Offi
f cer (our principal
executive offi
f cer and principal financial offi
f cer, respectively), evaluated the effe
f ctiveness of our disclosure controls and
procedur
d
es as of December 31, 2025. The term “disclosure controls and procedur
d
es,” as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), means controls and other procedur
d
es
of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or
subm
u
its 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. Disclosure controls and procedur
d
es include, without limitation,
controls and procedur
d
es designed to ensure that information required to be disclosed by a company in the reports that it files or
subm
u
its under the Exchange Act is accumulated and communicated to the company’s management, including its principal
executive and principal financial offi
f cers, as appropriate to allow timely decisions regarding required disclosures. Based on the
evaluation of our disclosure controls and procedur
d
es as of December 31, 2025 our Chief Executive Offi
f cer and Chief Financial
Offi
f cer concluded that, as of such date, our disclosure controls and procedur
d
es were effe
f ctive at the reasonable assurance level.
Management’s Annual Repor
e
t on Internal Contro
t
l over Financial Repor
e
ting
Our management, with the participation of our Chief Executive Offi
f cer and Chief Financial Offi
f cer, is responsible for
establ
a ishing and maintaining adequate internal control over financial reporting. 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
supe
u
rvision of,f the company's principal executive and principal financial offi
f cers and effe
f cted by the company’s board of
directors, management and other personnel, to provide reasonabl
a e assurance regarding the reliabi
a lity of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and
includes those policies and procedur
d
es that:
•
pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and
dispositions of the assets of the company;
•
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
•
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition
of the company’s assets that could have a material effe
f ct on the financial statements.
Our management assessed the effe
f ctiveness of the Company’s internal control over financial reporting as of December 31,
2025. Based on this assessment, our management concluded that as of December 31, 2025, our internal control over financial
reporting was effe
f ctive based on those criteria at the reasonable assurance level. In making this assessment, our management
used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal
Contro
t
l — Integrat
e
ed Framework
r (2013).
The effe
f ctiveness of the Company’s internal control over financial reporting as of December 31, 2025 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.
Changes in Internal Contro
t
l over Financial Repor
e
ting
No change in our internal control over financial reporting occurred during the fourth quarter ended December 31, 2025 that
has materially affe
f cted, or is reasonably likely to materially affe
f ct, our internal control over financial reporting.
Item 9B. Other Information
(b) D
b
irector and Offic
f
er Trading Arrangements
During the quarter ended December 31, 2025, none of the Company's directors or offi
f cers (as defined in Rule 16a-1(f) of
the Exchange Act) adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading
arrangement (as such terms are defined in Item 408 of Regulation S-K).
95
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
PART III
Item 10. Directors, Executive Offi
f cers and Corporate Governance
The information required by this Item is incorporated herein by reference to the information that will be contained in our
Proxy Statement for the 2026 Annual Meeting of Shareholders to be filed with the SEC within 120 days of the fiscal year ended
December 31, 2025 (the "2026 Proxy Statement").
Item 11. Executive Compensation
The information required by this Item is incorporated herein by reference to the information that will be contained in our
2026 Proxy Statement.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this Item is incorporated herein by reference to the information that will be contained in our
2026 Proxy Statement.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this Item is incorporated herein by reference to the information that will be contained in our
2026 Proxy Statement.
Item 14. Principal Accounting Fees and Services
The information required by this Item is incorporated herein by reference the information that will be contained in our 2026
Proxy Statement.
PART IV
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 Publ
u ic Accounting Firm
•
Consolidated Balance Sheets as of December 31, 2025 and 2024
•
Consolidated Statements of Income for the years ended December 31, 2025, 2024 and 2023
•
Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023
•
Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023
•
Consolidated Statements of Stockholders' Equity for the years ended December 31, 2025, 2024 and 2023
•
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
96
EXHIBIT INDEX
Incorporated by Reference
Exhibit No.
Exhibit Description
Form
Exhibit No.
Date Filed
3.1
Amended and Restated Certific
f ate of Incorporation of Akamai
p
Technologies, Inc. (including all amendments thereto)
g
,
(
g
)
8-K
3.1
May 16, 2025
3.2
Amended and Restated By-Laws of Akamai Technologies, Inc.
y
g
,
8-K
3.1
September 12, 2025
4.1
Specimen common stock certificate
p
S-1/A
4.1
October 13, 1999
4.3
Indenture (including form of Notes) with respect to the Registrant’s
(
g
)
p
g
0.375% Convertible Senior Notes due
d
September 1, 2027, dated as
p
,
,
of August 16, 2019, between the Registrant and U.S. Bank National
g
,
,
g
Association, as trus
r
tee
,
8-K
4.1
August 16, 2019
4.4
First Supplemental Indenture with respect to 0.375% Convertible
pp
p
Senior Notes due 2027, da
d
ted December 16, 2021, between Akamai
,
,
,
Technologies, Inc. and U.S. Bank National Association, as trus
r
tee
g
,
,
8-K
4.2
December 16, 2021
4.5
Indenture (including form of Notes) with respect to the Registrant's
(
g
)
p
g
1.125% Convertible Senior Notes due
d
Februa
r
ry 15, 2029, dated as
y
,
,
of August 18, 2023, between Akamai Technologies, Inc. and U.S.
g
,
,
g
,
Bank Trus
r
t Company, National Association, as trus
r
tee
p
y,
,
8-K
4.1
August 18, 2023
4.6
Indenture (including form of Notes) with respect to Akamai's 0.25%
(
g
)
p
Convertible Senior Notes due
d
May 15, 2033, dated as of May 19,
y
,
,
y
,
2025, between Akamai and U.S. Bank Trus
r
t Company, National
,
p
y,
Association, as trus
r
tee
,
8-K
4.1
May 19, 2025
4.7*
Description of Registrant's Securities Registered Under Section 12
p
g
g
of the Exchange Act
g
10.1@
Amended and Restated 1999 Employee Stock Purchase Plan of the
p y
Registrant
g
10-K
10.5
March 16, 2006
10.2@
Amendment to Amended and Restated 1999 Employee Stock
p y
Purchase Plan of the Registrant
g
10-Q
10.46
May 12, 2008
10.3@
Akamai Technologies, Inc. Second Amended and Restated 2013
g
,
Stock Incentive Plan, as amended
,
8-K
10.1
May 16, 2025
10.4@*
Form of Global Employee Restricted Stock Unit Agreement for
f
use
p y
g
under the 2013 Stock Incentive Plan (time vesting)
(
g)
10.5@*
Form of Global Executive Restricted Stock Unit Agreement for
f
use
g
under the 2013 Stock Incentive Plan (time vesting)
(
g)
10.6@*
Form of Performance-Based Restricted Stock Unit Agreement for
f
g
use under the 2013 Stock Incentive Plan
10.7@*
Form of TSR-Based Restricted Stock Unit Agreement for us
f
e under
g
the 2013 Stock Incentive Plan
10.8@
Form of Non-Qualifie
f d Stock Option Agreement for
f
use under the
Q
p
g
2013 Stock Incentive Plan
10-Q
10.4
August 09, 2013
10.9@
Form of Deferred Stock Unit Agreement for
f
use under the 2013
g
Stock Incentive Plan
10-Q
10.5
August 09, 2013
10.10@*
Form of Non-U.S. Director Deferred Stock Unit Agreement for
f
use
g
under the 2013 Stock Incentive Plan
10.11@
Non-Employee Director Compensation Plan
p y
p
10-Q
10.1
November 08, 2024
10.12@
Form of Executive Bonus Plan
8-K
99.1
February 17, 2026
10.13@
Akamai Technologies, Inc. Executive Severance Pay Plan, as
g
,
y
,
amended
8-K
10.1
October 02, 2019
10.14@
Form of Change in Control and Severance Agreement
g
g
8-K
99.1
February 25, 2022
10.15@
Akamai Technologies, Inc. Amended and Restated U.S. Non-
g
,
Qualifie
f d Defer
f red Compensation Plan
Q
p
10-Q
10.2
November 08, 2024
10.16@
Employment Letter Agreement between the Registrant and F.
p y
g
g
Thomson Leighton dated February 2
r
5, 2013
g
y
,
10-K
10.28
March 01, 2013
10.17@
Amendment to Employment Letter Agreement between the
p y
g
Registrant and F. Thomson Leighton dated November 12, 2015
g
g
,
8-K
99.3
November 17, 2015
97
Incorporated by Reference
Exhibit No.
Exhibit Description
Form
Exhibit No.
Date Filed
10.18
Indenture of Lease for 145
f
Broadway, Cambridge, Massachusetts
y,
g ,
dated November 7, 2016
,
8-K
10.47
November 10, 2016
10.19
Must-Take Premises and Right of First Offer Agreement among the
g
g
g
Registrant, Boston Properties Limited Partnership and the Trustees
g
,
p
p
of Ten Cambridge Center Trus
r
t dated November 7, 2016
g
,
8-K
10.48
November 10, 2016
10.20
150 Broadway Real Property Lease Dated December 20, 2017
y
p
y
,
10-K
10.19
March 01, 2018
10.21†
Exclusive Patent and Non-Exclusive Copyright License Agreement,
py g
g
,
dated as of October 26, 1998, between the Registrant and
,
,
g
Massachusetts Institute of Technology
gy
S-1/A
10.16
October 28, 1999
10.22
Credit Agreement by and among Akamai Technologies, Inc., the
g
y
g
g
,
,
financial institutions identified therein as lenders and JPMorgan
g
Chase Bank, N.A., as administrative agent, dated November 22,
,
,
g
,
,
2022
8-K
10.1
November 23, 2022
10.23
Amendment No. 1 to Credit Agreement by and among Akamai
g
y
g
Technologies, Inc., the fin
f ancial institut
t ions identified therein as
g
,
,
lenders and JPMorgan Chase Bank, N.A., as administrative agent,
g
,
,
g
,
dated April 17, 2025
p
,
8-K
10.1
April 18, 2025
10.24
Amendment No. 2 to Credit Agreement by and among Akamai
g
y
g
Technologies, Inc., the fin
f ancial institut
t ions identified therein as
g
,
,
lenders and JPMorgan Chase Bank, N.A., as administrative agent,
g
,
,
g
,
dated May 12, 2025
y
,
8-K
10.1
May 13, 2025
10.25
Form of Call Option Confir
f mation between the Registrant and each
p
g
Option Counterpa
r
rty (2019 Notes)
p
p
y (
)
8-K
10.1
August 16, 2019
10.26
Form of Warrant Confirma
f
tion between the Registrant and each
g
Option Counterpa
r
rty (2019 Notes)
p
p
y (
)
8-K
10.2
August 16, 2019
10.27
Form of Call Option Transaction Confir
f mation between the
p
Registrant and each Option Counterpa
r
rty (2023 Notes)
g
p
p
y (
)
8-K
10.1
August 18, 2023
10.28
Form of Warrant Confirma
f
tion between the Registrant and each
g
Option Counterpa
r
rty (2023 Notes)
p
p
y (
)
8-K
10.2
August 18, 2023
10.29
Form of Call Option Confir
f mation between Akamai and each
p
Option Counterpa
r
rty (2025 Notes)
p
p
y (
)
8-K
10.1
May 19, 2025
10.30
Form of Warrant Confirma
f
tion between Akamai and each Option
p
Counterpa
r
rty (2025 Notes)
p
y (
)
8-K
10.2
May 19, 2025
19.1
Akamai Technologies, Inc. Statement of Company Policy on
g
,
p
y
y
Securities Transactions by Akamai Personnel
y
10-K
19.1
February 24, 2025
21.1*
Subs
u
idiaries of the Registrant
g
23.1*
Consent of Independent Registered Publ
u ic Accounting Firm
p
g
g
31.1*
Certification of Chief Executive Officer pursuant to Rul
R e 13a-
p
14(a)/Rul
R e 15d-14(a) of the Securities Exchange Act of 1934, as
( )
( )
g
,
amended
31.2*
Certification of Chief Financial Officer pursuant to Rul
R e 13a- 14(a)/
p
( )
Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended
( )
g
,
32.1*
Certification of Chief Executive Officer pursuant to 18 U.S.C.
p
Section 1350, as adopted pursuant to Section 906 of the Sarbane
r
s-
,
p
p
Oxley Act of 2002
y
32.2*
Certification of Chief Financial Officer pursuant to 18 U.S.C.
p
Section 1350, as adopted pursuant to Section 906 of the Sarbane
r
s-
,
p
p
Oxley Act of 2002
y
97.1
Akamai Clawback Policy
10-K
97
February 2
r
8, 2024
101.INS*
Inline XBRL Instance Document – The instance document does not
appear in the interactive data fil
f e because its XBRL tags are
embedded within the inline XBRL document
101.SCH*
Inline XBRL Taxonomy Extension Schema Document
101.CAL*
Inline XBRL Taxonomy Calculation Linkbase Document
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB*
Inline XBRL Taxonomy Label Linkba
k
se Document
98
Incorporated by Reference
Exhibit No.
Exhibit Description
Form
Exhibit No.
Date Filed
101.PRE*
Inline XBRL Taxonomy Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted as inline XBRL and
contained in Exhibit 101.INS)
@
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.
†
Confid
f ential 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.
*
Subm
u
itted electronically herewith.
(c) Not applicable.
Item 16. Form 10-K Summary
None.
99
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto dul
d y authorized.
Februa
r
ry 20, 2026
AKAMAI TECHNOLOGIES, INC.
By:
/s/
EDWARD MCGOWAN
Edward McGowan
Executive Vice President, Chief Financial Offi
f cer and
Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the fol
f lowing
persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature
Title
Date
/s/
F. THOMSON LEIGHTON
Chief Executive Offi
f cer, President and
Director (Principal Executive Officer)
February 20, 2026
F. Thomson Leighton
/s/
EDWARD MCGOWAN
Executive Vice President, Chief Financial
Offi
f cer and Treasurer (Principal Financial
Offi
f cer)
February 20, 2026
Edward McGowan
/s/
LAURA H
R
OWELL
Senior Vice President, Chief Accounting
Offi
f cer (Principal Accounting Officer)
February 20, 2026
Laura Howell
/s/
JANAKI AKELLA
Director
February 20, 2026
Janaki Akella
/s/
SHARON Y. BOWEN
Director
February 20, 2026
Sharon Y. Bowen
/s/
MARIANNE
A
C. BROWN
Director
February 20, 2026
Marianne C. Brown
/s/
BAS BURGER
Director
February 20, 2026
Bas Burger
/s/
DANIEL R. HESSE
Director
February 20, 2026
Daniel R. Hesse
/s/
PETER T. KILLALEA
Director
February 20, 2026
Peter T. Killalea
/s/
JONATHAN F. MILLER
Director
February 20, 2026
Jonathan F. Miller
/s/
MADHU RANGANATHAN
A
Director
February 20, 2026
Madhu Ranganathan
/s/ BERNARDUS VE
R
RWAAYEN
Director
February 20, 2026
Bernardus Verwaayen
100
EXECUTIVE OFFICERS
Tom Leighton
President, º¼¬µŕ¬£ðí¼ú¬ŕ?Ķ£¬ãŕ
Aaron Ahola
Executive Vice President,
General Counsel and Corporate Secretary
Robert Blumofe
Executive Vice President and
º¼¬µŕV¬£ºÐÖÊÖ¶āŕ?Ķ£¬ã
Paul Joseph
Executive Vice President,
Global Sales and Services
Adam Karon
º¼¬µŕ?à¬ãí¼Ð¶ŕ?Ķ£¬ãŕШŕ
General Manager, Cloud Technology Group
Edward McGowan
Executive Vice President,
º¼¬µŕ ¼ÐУ¼Êŕ?Ķ£¬ãŕШŕVã¬çðã¬ã
Kim Salem-Jackson
Executive Vice President
Ð¨ŕº¼¬µŕ8ãȬí¼Ð¶ŕ?Ķ£¬ã
Mani Sundaram
Executive Vice President and
General Manager, Security Technology Group
Anthony Williams
Executive Vice President and
º¼¬µŕ%ðÏÐŕL¬çÖð㣬çŕ?Ķ£¬ã
BOARD OF DIRECTORS
Janaki Akella
Director
Daniel Hesse
Board Chair
Sharon Bowen
Director
Marianne Brown
Director
Bas Burger
Director
Monte Ford
Director
Tom Killalea
Director
Tom Leighton
Director
Jonathan Miller
Director
Madhu Ranganathan
Director
Bernardus Verwaayen
Director
Our Leadership
Corporate Headquarters
Akamai Technologies, Inc.
145 Broadway
Cambridge, MA 02142
Tel: 617.444.3000
U.S. Toll-Free Tel: 877.425.2624
Transfer Agent
Computershare
150 Royall Street, Suite 101
Canton, MA 02021
U.S. Toll-Free Tel: 877.282.1168
Independent Auditors
PricewaterhouseCoopers LLP
Boston, MA
Corporate Counsel
Goodwin Procter LLP
Boston, MA
Stock Listing
Akamai’s common stock is traded on
the Nasdaq Global Select Market
under the symbol “AKAM”
Investor Inquiries
Additional copies of this report
ШŕÖíº¬ãŕĸÐУ¼Êŕ¼ÐµÖãÏí¼ÖÐŕã¬ŕ
available through investor relations
at akamai.com