{"filing":{"accession_number":"0001193125-26-401048","cik":"0001086222","ticker":"AKAM","company_name":"AKAMAI TECHNOLOGIES INC","form":"8-K","filing_date":"2026-09-24","report_date":"2026-09-18","primary_document":"d288154d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1086222/000119312526401048/d288154d8k.htm"},"events":[{"id":34889,"run_id":32123,"accession_number":"0001193125-26-401048","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"Akamai entered into material definitive agreements with Anthropic (Project Plans 2 and 3 under an MSA) valued at approximately $11.6 billion over seven years with potential expansion to ~$20 billion, coupled with issuance of a warrant for up to 7.7 million shares (5% of outstanding common stock on an as-converted basis). The filing explicitly states the Anthropic MSA is 'no longer immaterial in amount or significance to the Company,' and the scale, strategic importance, warrant dilution, and capital expenditure impact ($5.5 billion capex, $1.7 billion in 2026) make this a material commercial arrangement affecting the registrant's financial position and growth trajectory.","company_name":"AKAMAI TECHNOLOGIES INC","ticker":"AKAM","filing_date":"2026-09-24","form":"8-K","submitted_at":null,"items":[{"id":38749,"accession_number":"0001193125-26-401048","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Akamai entered into material definitive agreements with Anthropic (Project Plans 2 and 3 under an MSA) valued at approximately $11.6 billion over seven years, plus a warrant issuance for up to 7.7 million shares (5% of outstanding common stock on an as-converted basis). The filing explicitly states the Anthropic MSA is \"no longer immaterial in amount or significance to the Company,\" and the press release emphasizes this as a \"significantly expanded relationship\" with potential total commitment of ~$20 billion. While structured as service agreements rather than a traditional M\u0026A transaction, the scale, strategic importance, warrant dilution, and capital expenditure impact ($5.5 billion capex, $1.7 billion in 2026) make this a material commercial arrangement that would affect a reasonable investor's assessment of the registrant's financial position and growth trajectory.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"","ticker":null,"filing_date":""},{"id":38750,"accession_number":"0001193125-26-401048","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Akamai issued a warrant to Anthropic for up to approximately 5% of Akamai's common stock outstanding (7.7 million shares on an as-converted basis) in an unregistered transaction under Section 4(a)(2) of the Securities Act. The warrant represents a dilutive equity issuance tied to a $11.6 billion multi-year service agreement with potential expansion to $20 billion, making this a material capital event that would significantly affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"","ticker":null,"filing_date":""},{"id":38751,"accession_number":"0001193125-26-401048","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 5.03 incorporates by reference Item 1.01 relating to Series B Preferred Stock issuance. The press release discloses that Akamai issued a warrant to Anthropic for non-voting convertible Series B Preferred Stock representing up to approximately 5% of Akamai's common stock outstanding (7.7 million shares on an as-converted basis), with approximately 2% vesting immediately and the remaining 3% contingent on expansion of the relationship. This is a dilutive equity issuance that would materially affect existing shareholders' ownership percentage and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"","ticker":null,"filing_date":""},{"id":38752,"accession_number":"0001193125-26-401048","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The Item 7.01 disclosure announces a press release regarding \"the transaction with Anthropic described in Item 1.01 above.\" The press release details an $11.6 billion multi-year agreement with potential expansion to $20 billion total, coupled with issuance of a warrant representing up to 5% of Akamai's common stock. This constitutes a material acquisition or strategic transaction involving a significant financial commitment and equity issuance, characteristic of M\u0026A activity or a major strategic business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":38749,"accession_number":"0001193125-26-401048","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Akamai entered into material definitive agreements with Anthropic (Project Plans 2 and 3 under an MSA) valued at approximately $11.6 billion over seven years, plus a warrant issuance for up to 7.7 million shares (5% of outstanding common stock on an as-converted basis). The filing explicitly states the Anthropic MSA is \"no longer immaterial in amount or significance to the Company,\" and the press release emphasizes this as a \"significantly expanded relationship\" with potential total commitment of ~$20 billion. While structured as service agreements rather than a traditional M\u0026A transaction, the scale, strategic importance, warrant dilution, and capital expenditure impact ($5.5 billion capex, $1.7 billion in 2026) make this a material commercial arrangement that would affect a reasonable investor's assessment of the registrant's financial position and growth trajectory.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"AKAMAI TECHNOLOGIES INC","ticker":"AKAM","filing_date":"2026-09-24"},{"id":38750,"accession_number":"0001193125-26-401048","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Akamai issued a warrant to Anthropic for up to approximately 5% of Akamai's common stock outstanding (7.7 million shares on an as-converted basis) in an unregistered transaction under Section 4(a)(2) of the Securities Act. The warrant represents a dilutive equity issuance tied to a $11.6 billion multi-year service agreement with potential expansion to $20 billion, making this a material capital event that would significantly affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"AKAMAI TECHNOLOGIES INC","ticker":"AKAM","filing_date":"2026-09-24"},{"id":38751,"accession_number":"0001193125-26-401048","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 5.03 incorporates by reference Item 1.01 relating to Series B Preferred Stock issuance. The press release discloses that Akamai issued a warrant to Anthropic for non-voting convertible Series B Preferred Stock representing up to approximately 5% of Akamai's common stock outstanding (7.7 million shares on an as-converted basis), with approximately 2% vesting immediately and the remaining 3% contingent on expansion of the relationship. This is a dilutive equity issuance that would materially affect existing shareholders' ownership percentage and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"AKAMAI TECHNOLOGIES INC","ticker":"AKAM","filing_date":"2026-09-24"},{"id":38752,"accession_number":"0001193125-26-401048","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The Item 7.01 disclosure announces a press release regarding \"the transaction with Anthropic described in Item 1.01 above.\" The press release details an $11.6 billion multi-year agreement with potential expansion to $20 billion total, coupled with issuance of a warrant representing up to 5% of Akamai's common stock. This constitutes a material acquisition or strategic transaction involving a significant financial commitment and equity issuance, characteristic of M\u0026A activity or a major strategic business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-24T20:16:53.755067+00:00","company_name":"AKAMAI TECHNOLOGIES INC","ticker":"AKAM","filing_date":"2026-09-24"}]}
