13D Filing: Elliott Associates, L.P. and Akamai Technologies Inc (AKAM)

Page 7 of 8 – SEC Filing

The Reporting Persons’ response to Item 4 is
incorporated by reference into this Item 6.

Elliott and Elliott International have entered
into notional principal amount derivative agreements in the form of physically settled swaps (the “Physical Derivative
Agreements
“) with respect to 1,197,273 and 2,544,204 shares of Common Stock of the Issuer, respectively, that the Reporting
Persons may be deemed to beneficially own upon satisfaction of certain conditions. Collectively, the Physical Derivative Agreements
held by the Reporting Persons represent economic exposure comparable to an interest in approximately 2.2% of the shares of Common
Stock. The counterparties to the Physical Derivative Agreements are unaffiliated third party financial institutions. In addition,
Elliott and Elliott International have entered 3,312 and 7,038 option contracts, respectively, with unaffiliated third party financial
institutions which may be exercisable by Elliott and Elliott International into 331,200 and 703,800 shares of Common Stock, respectively.
Collectively, the Physical Derivative Agreements and options exercisable into Physical Derivative Agreements held by the Reporting
Persons represent economic exposure comparable to an interest in approximately 2.8% of the shares of Common Stock.

Elliott, through The Liverpool Limited
Partnership, a Bermuda limited partnership and a wholly-owned subsidiary of Elliott (“Liverpool“),
and Elliott International have entered into notional principal amount derivative agreements in the form of cash
settled swaps (the “Cash Derivative Agreements“) with respect to 888,228 and 1,887,485 shares of
Common Stock of the Issuer, respectively (representing economic exposure comparable to 0.5% and 1.1% of the shares of
Common Stock of the Issuer, respectively). Collectively, the Cash Derivative Agreements held by the Reporting Persons
represent economic exposure comparable to an interest in approximately 1.6% of the shares of Common Stock. The Cash
Derivative Agreements provide Elliott and Elliott International with economic results that are comparable to the
economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct
the disposition of the shares that are referenced in the Cash Derivative Agreements (such shares, the “Subject
Shares
“). The Reporting Persons disclaim beneficial ownership in the Subject Shares. The counterparties to
the Cash Derivative Agreements are unaffiliated third party financial institutions. In addition, Elliott and Elliott
International have entered into 4,800 and 10,200 option contracts, respectively, with unaffiliated third party
financial institutions which may be exercisable by Elliott and Elliott International into Cash Derivative
Agreements. Collectively, the Cash Derivative Agreements and options exercisable into Cash Derivative Agreements held
by the Reporting Persons represent economic exposure comparable to an interest in approximately 2.5% of the shares of
Common Stock.

Item 7. EXHIBITS
Exhibit Description
Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
Exhibit 1 Cooperation Agreement, dated March 8, 2018.

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