LEIGHTON F THOMSON 4

What Happened

• Leighton F. Thomson, Akamai CEO, had 23,353 restricted stock units (RSUs) vest and convert into common shares on March 6, 2026. To cover tax withholding, 11,292 of those shares were surrendered/sold at $101.00 per share for proceeds of $1,140,492. The RSU-to-share conversion is reported as a derivative conversion (code M) and the tax withholding/disposition is reported under code F.

Key Details

• Transaction date: March 6, 2026 (Form filed same day).
• RSUs converted: 23,353 shares (reported as derivative conversion, no cash exercise price).
• Shares withheld/sold for taxes: 11,292 shares at $101.00 each = $1,140,492.
• RSU definition & vesting: F1 notes each RSU equals one share; F5 shows these RSUs were part of a March 6, 2023 grant of 70,056 RSUs vesting in three equal annual installments (≈23,352 per year).
• Ownership after transaction: not specified in the filing.
• Trust/ownership notes: some holdings are reported as held in trusts or foundations where Thomson serves as trustee (F2–F4); he disclaims beneficial ownership of certain trust-held shares to the extent noted.

Context

• This was a routine RSU vesting with shares surrendered to satisfy tax withholding — a common administrative transaction rather than an open-market investment decision. The conversion of RSUs into shares (reported as a derivative exercise/conversion) produced shares that were partially withheld/sold to cover tax obligations. Such tax-withholding dispositions are standard and do not necessarily signal insider sentiment about the company.