8-K
filed May 13, 2026, 4:22 PM ET
ticker AKAM
CIK 0001086222
other material
confidence high
sentiment neutral
materiality 0.70
Akamai shareholders approve special meeting right, new ESPP, and incentive plan amendment at 2026 annual meeting
AKAMAI TECHNOLOGIES INC
- Shareholders approved amendment to certificate of incorporation allowing stockholders with 25% ownership to call special meetings.
- Approved 2026 Employee Stock Purchase Plan reserving 9M shares and amendment to 2013 Stock Incentive Plan adding 8M shares.
- Elected nine directors including Janaki Akella, Sharon Bowen, and Tom Leighton; all received majority support.
- Advisory say-on-pay proposal passed with 102.4M for vs 10.5M against; shareholder proposal on political spending failed.
- Ratified PricewaterhouseCoopers as independent auditor for FY2026 with 111.4M for, 11.3M against.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
AKAMAI TECHNOLOGIES INC: Adopted amended and restated by-laws to conform and implement the special meeting right for stockholders owning at least 25% of shares (effective 2026-05-13).
- Change
- bylaw amendment
- Effective
- 2026-05-13
Exact text from the filing
the adoption of the Amended and Restated By-Laws of the Company
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
AKAMAI TECHNOLOGIES INC: Amended and restated certificate of incorporation to require secretary to call special meeting upon written request of stockholders owning at least 25% of outstanding shares (effective 2026-05-13).
- Change
- charter amendment
- Effective
- 2026-05-13
Exact text from the filing
to require the Secretary of the Company to call a special meeting of stockholders upon the written request of stockholders or beneficial owners beneficially owning at least 25% of the Company’s issued and outstanding shares of capital stock
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Amendment of the Akamai Technologies, Inc. Second Amended and Restated 2013 Stock Incentive Plan.
- Proposal
- equity plan
- Outcome
- passed
Exact text from the filing
2. The amendment of the Akamai Technologies, Inc. Second Amended and Restated 2013 Stock Incentive Plan was approved. For 66,180,915 Against 47,672,263 Abstain 55,738 Broker Non-Votes 8,816,773
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders rejected Shareholder advisory proposal requesting the Company to provide a report on political spending.
- Proposal
- say on pay
- Outcome
- failed
Exact text from the filing
8. The shareholder advisory proposal requesting the Company to provide a report on political spending was not approved. For 51,672,517 Against 61,327,122 Abstain 909,277 Broker Non-Votes 8,816,773
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Election of Directors.
- Proposal
- director election
- Outcome
- passed
Exact text from the filing
1. The following nominees were elected to the Company’s Board of Directors for terms expiring at the 2027 annual meeting of stockholders. Nominees For Against Abstain Broker Non-Votes Janaki Akella 104,263,508 9,580,136 65,272 8,816,773 Sharon Bowen 112,713,721 1,130,456 64,739 8,816,773 Marianne Brown 112,786,758 1,048,217 73,941 8,816,773 Bas Burger 110,978,995 2,863,268 66,653 8,816,773 Dan Hesse 112,057,775 1,787,218 63,923 8,816,773 Tom Killalea 111,618,223 2,217,003 73,690 8,816,773 Tom Leighton 112,447,795 1,405,284 55,837 8,816,773 Jonathan Miller 109,838,007 4,002,208 68,701 8,816,773 Madhu Ranganathan 112,366,985 1,483,119 58,812 8,816,773
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-12-31 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-12-31
Exact text from the filing
7. The selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2026 was ratified. For 111,385,849 Against 11,277,518 Abstain 62,322
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Amendment to the Company’s Amended and Restated Certificate of Incorporation to authorize certain stockholders to call a special meeting of stockholders.
- Proposal
- charter amendment
- Outcome
- passed
Exact text from the filing
5. The Company’s Amended and Restated Certificate of Incorporation to authorize certain stockholders to call a special meeting of stockholders was approved. For 113,218,217 Against 628,597 Abstain 62,102 Broker Non-Votes 8,816,773
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Approval of the Company's 2026 Employee Stock Purchase Plan.
- Proposal
- equity plan
- Outcome
- passed
Exact text from the filing
3. The Company's 2026 Employee Stock Purchase Plan was approved. For 111,878,925 Against 2,000,845 Abstain 29,146 Broker Non-Votes 8,816,773
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Proposal relating to the adjournment of the Annual Meeting to solicit additional proxies, if necessary.
- Outcome
- passed
Exact text from the filing
6. Proposal 6 relating to the adjournment of the Annual Meeting to solicit additional proxies, if necessary, was approved. For 69,588,568 Against 53,064,500 Abstain 72,621
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
AKAMAI TECHNOLOGIES INC shareholders approved Non-binding advisory proposal on the compensation of the Company’s named executive officers.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
4. A non-binding, advisory proposal on the compensation of the Company’s named executive officers was approved. For 102,401,186 Against 10,534,958 Abstain 972,772 Broker Non-Votes 8,816,773
View on SEC.gov
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