Mani Sundaram

About Mani Sundaram

Mani Sundaram, age 49, is Executive Vice President and General Manager of Akamai’s Security Technology Group (STG) since December 2021; he joined Akamai in February 2007 after roles at Virtify Inc. and Stratus Technologies . Under his tenure leading STG, Akamai’s 2024 security revenue surpassed $2 billion and grew 16% year over year, while total company revenue was $3.99 billion (+5% YoY) and operating cash flow was $1.52 billion (38% of revenue) . Long-term shareholder alignment is reinforced by performance-based equity and relative TSR awards; the company’s 2022–2024 TSR was -10.7% (26th percentile vs. S&P 500), resulting in a 28% payout on that TSR cycle, evidencing pay-for-performance linkage . Sundaram’s background includes prior CIO and global services leadership at Akamai, aligning technical, operational, and customer execution credentials with his security franchise leadership .

Past Roles

Fixed Compensation

Performance Compensation

• Annual Incentive Plan mechanics (2024)
  • Metric weights: Revenue (FX-adjusted) 50% and Non-GAAP Operating Income 50%; ESG modifier ±10% .
  • Company results produced a 77.75% payout before ESG, and 72.57% after a -6.66% ESG modifier .

• Long-term Incentives (granted 2024; vesting design)
  • Mix: 50% time-vesting RSUs (1/3 annually over 3 years); 20% PRSUs (three 1-year performance tranches with 3-year cliff vest at certification); 30% relative TSR-based RSUs (3-year performance, payout 0–200% vs. S&P 500) .
  • PRSU performance metrics: Revenue (FX-adjusted) 50% and Non-GAAP EPS 50%; 2024 results earned 80.5% of target for the 2024 PRSU tranche .

• Relative TSR RSUs: 0–200% payout; 50th percentile = 100%; 75th percentile = 200%; below 25th percentile = 0% . The 2022 grant paid 28% based on -10.7% TSR and 26th percentile rank for 2022–2024 .

Equity Ownership & Alignment

• Beneficial ownership (2/25/2025): 42,539 shares, including 26,317 held by the MMMM Family Living Trust; 47 shares via 401(k); 16,175 RSUs vesting within 60 days; ownership <1% of outstanding .
• Ownership guidelines: NEOs must hold stock equal to 3x base salary; all NEOs met requirements as of 12/31/2024; hedging and pledging are prohibited .
• Bonuses paid in stock further increase equity alignment .
• Deferred compensation: No contributions in 2024; $28,516 aggregate earnings; $1,070,353 year-end balance .

• Outstanding unvested awards at 12/31/2024 and vesting cadence

Notes on share counts/values based on $95.65 closing price at 12/31/2024 .

Employment Terms

• Severance plan (non-CIC): If terminated by Akamai without cause, Sundaram is entitled to a lump sum equal to one year base salary, a lump sum equal to target annual bonus for the year of termination, and up to 12 months of COBRA premium reimbursement (subject to release) . Estimated “involuntary separation without cause” cash: $887,631 (no equity acceleration) .
• Change-in-control (double-trigger): If terminated without cause or for good reason within one year after a CIC, Sundaram is entitled to (i) base salary (lump sum), (ii) target annual bonus (lump sum), (iii) pro-rata target bonus for the year through termination, and (iv) up to 12 months COBRA reimbursement; unvested equity accelerates per plan rules (assumed awards convert to time-based; if not assumed, acceleration occurs; no excise tax gross-ups) . Estimated CIC termination values: $1,275,262 cash; $3,365,637 acceleration of time-vesting RSUs; $4,776,187 acceleration of performance-based RSUs (based on 12/31/2024 price) .
• Retirement/death/disability: Pro-rata vesting mechanics apply to PRSUs/TSR awards upon retirement meeting age/service criteria; full time-vest RSUs and pro-rata performance RSUs vest on death/disability .

Compensation Structure Analysis

• Mix and at-risk emphasis: 2024 LTI grant value of $4.1 million allocated 50% time RSUs, 20% PRSUs, 30% relative TSR RSUs; annual bonus paid in stock and tied to revenue and non-GAAP operating income with an ESG modifier .
• Year-over-year changes: 2024 LTI levels were increased for select leaders (including Sundaram) to align with market and retention during business transformation; target 2024 LTI for Sundaram $4.1M vs. $3.0M in 2023 .
• Pay-for-performance: 2024 annual bonus funded at 72.57% of target due to below-target revenue and non-GAAP operating income and a negative ESG modifier; PRSU 2024 tranche earned at 80.5%; 2022 TSR cycle paid 28% .

Investment Implications

• Alignment: Strong equity weighting (RSUs/PRSUs/TSR-based RSUs), stock-denominated annual bonus, 3x-salary ownership guideline compliance, and anti-hedging/anti-pledging policies suggest high alignment with shareholders and limited misalignment risk .
• Retention risk: Elevated 2024 LTI sizing for critical roles signals retention focus; double-trigger CIC, no tax gross-ups, and robust severance economics provide stability, but sizable near-term vesting (2023/2024 time RSUs and earned PRSUs) may create periodic liquidity windows, potentially elevating Form 4 activity around vest dates (no options outstanding in 2024; none granted) .
• Performance sensitivity: Annual and PRSU metrics weight revenue growth and profitability; TSR underperformance in 2022–2024 suppressed TSR award payouts, evidencing downside pay sensitivity; the 2024 operating framework delivered 5% revenue growth and 38% OCF margin, with security revenue +16%—positive for STG momentum but not sufficient to hit 100% incentive targets, tempering payouts .
• Governance and shareholder feedback: 2024 say-on-pay support ~92% and adoption of SEC-compliant clawback enhance governance; ongoing prohibition of hedging/pledging reduces alignment red flags; no related-party transactions reported for 2024 .

References: All data are sourced from Akamai Technologies, Inc. DEF 14A filed April 1, 2025 and cited in-line.