McGowan Edward J 4

What Happened

• Akamai CFO Edward J. McGowan had performance restricted stock units (PRSUs) convert to common shares on Feb 19, 2026. A total of 13,923 shares vested/converted (code M/A). To cover tax withholding (code F), 4,830 of those shares were withheld/sold at $109.31 per share, generating proceeds of $527,967. In addition, the filing shows 5,553, 4,089 and 6,353 PRSU-related share awards credited from prior grants (see footnotes).

Key Details

• Transaction date: February 19, 2026; Form 4 filed Feb 20, 2026 (timely).
• Vesting/conversion: 13,923 shares vested/converted (code M/A).
• Tax withholding/sale: 4,830 shares disposed (code F) at $109.31 each for $527,967.
• Additional PRSU credits earned on certification of 2025 results:
  • 5,553 shares (from Mar 6, 2023 grant) — part of the 13,923 that vested (F1).
  • 4,089 shares (from Mar 4, 2024 grant) — earned for 2025; full vesting contingent on future targets (F4).
  • 6,353 shares (from Mar 3, 2025 grant) — earned for 2025; full vesting contingent on future targets (F5).
• Beneficial ownership note: the filing indicates total shares beneficially owned (as of Feb 19, 2026) includes 9,190 shares the reporting person has elected to defer under the company’s deferred compensation plan (F2, F3).
• Filing status: appears timely (filed next day); no late-file note in the provided data.

Context

• These transactions are primarily award vesting and conversions of PRSUs (not open-market purchases). The 4,830-share disposition reflects routine tax withholding/sale to satisfy tax obligations, not a discretionary market sale for investment reasons.
• PRSUs represent the right to receive one share per unit upon vesting; some credited amounts are contingent on multi-year performance and may not yet be fully vested until future results are certified.