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May 20, 2026 12:00 AM

Akamai Announces Pricing of Upsized Offering of Convertible Senior Notes

CAMBRIDGE, Mass., May 19, 2026 (GLOBE NEWSWIRE) -- Akamai Technologies, Inc. (NASDAQ:AKAM) ("Akamai"), the cybersecurity and cloud computing company that powers and protects business online, today announced that it has priced its private offering of $1.5 billion in aggregate principal amount of 0% convertible senior notes due 2030 (the "2030 Notes") and $1.5 billion in aggregate principal amount of 0% convertible senior notes due 2032 (the "2032 Notes" and, together with the 2030 Notes, the "notes"). The notes will be sold only to persons reasonably believed to be "qualified institutional buyers" pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). In addition, Akamai has granted the initial purchasers for the offering an option to purchase up to an additional $250.0 million in aggregate principal amount of the 2030 Notes and an additional $250.0 million in aggregate principal amount of the 2032 Notes, in each case, on the same terms and conditions. The sale of the notes is expected to close on May 22, 2026, subject to customary closing conditions. The offering was upsized from the previously announced offering of $1.3 billion in aggregate principal amount of the 2030 Notes and $1.3 billion in aggregate principal amount of the 2032 Notes.

The notes will be senior unsecured obligations of Akamai. The 2030 Notes will mature on May 15, 2030 and the 2032 Notes will mature on May 15, 2032, in each case, unless earlier converted or repurchased in accordance with their terms. The notes will not bear regular interest, and the principal amount of the notes will not accrete. Any special interest will be payable semiannually in arrears on May 15 and November 15 of each year, beginning on November 15, 2026 (if and to the extent special interest is then payable). The 2030 Notes will be convertible prior to the close of business on the business day immediately preceding January 15, 2030 and the 2032 Notes will be convertible prior to the close of business on the business day immediately preceding January 15, 2032, in each case, only under certain circumstances, and the notes will be convertible thereafter at any time prior to the close of business on the second scheduled trading day immediately preceding their respective maturity date regardless of these circumstances. Upon conversion, Akamai will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of common stock, at Akamai's election, in respect of the remainder, if any, of Akamai's conversion obligation in excess of the aggregate principal amount of the notes being converted. The conversion rate of the 2030 Notes will initially be 4.9650 shares of Akamai's common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $201.41 per share of Akamai's common stock, subject to adjustments in certain events. The initial conversion price of the 2030 Notes represents a premium of approximately 42.5% to the $141.34 per share closing price of Akamai's common stock on May 19, 2026. The conversion rate of the 2032 Notes will initially be 5.2408 shares of Akamai's common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $190.81 per share of Akamai's common stock, subject to adjustments in certain events. ...