Monte Ford
About Monte Ford
Monte Ford (age 65) has served as an independent director of Akamai since 2013. He is currently Chair of the Talent, Leadership & Compensation (TL&C) Committee and, per the committee membership chart, also serves on the Audit Committee; his nominee biography additionally lists ESG Committee membership. He brings deep CIO/IT leadership experience from Aptean Software and American Airlines, and has been a Network Partner at Brightwood Capital Partners since 2013 and Principal Partner of CIO Strategy Exchange since 2015 . The Board has determined all directors other than the CEO are independent, and each incumbent director attended at least 75% of Board and committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aptean Software | Information technology executive; served as CEO | Not disclosed | IT and analytics leadership applicable to Akamai customer expectations and internal systems |
| American Airlines | Chief Information Officer | Not disclosed | Oversight of information systems and business analytics; informs innovation initiatives |
| CIO Strategy Exchange | Principal Partner | Since 2015 | Networked CIO insights; governance perspective on tech trends |
| Brightwood Capital Partners | Network Partner | Since 2013 | Technology and investment network; strategic counsel |
External Roles
| Company | Role | Tenure | Committee Roles |
|---|---|---|---|
| Iron Mountain Incorporated | Director | Current | Not disclosed |
| JetBlue Airways Corporation | Director | Current | Not disclosed |
| Centene Corporation | Director | Current | Not disclosed |
| The Michaels Companies, Inc. | Director | Prior public board in last 5 years | Not disclosed |
Board Governance
- Committee assignments: TL&C Committee Chair; Audit Committee member per the Board’s membership chart; his nominee profile also lists ESG Committee membership. TL&C held 8 meetings, Audit held 9, ESG held 5, and Finance held 9 in 2024 .
- Independence and attendance: The Board determined all directors other than the CEO are independent; the Board met 7 times in 2024 and every incumbent director attended ≥75% of Board and committee meetings; all directors then in office attended the 2024 Annual Meeting .
- Leadership: Independent Chair of the Board (Daniel Hesse) since June 2021; independent directors meet in executive session at each Board meeting .
- Compensation committee interlocks: TL&C members in 2024 included Ford; no interlocks or insider participation requiring Item 404 disclosure .
- Related-party transactions: None entered into in 2024; conflicts screened under Code of Ethics and Audit Committee oversight .
Fixed Compensation
| Year | Cash Retainer ($) | Committee Chair Cash ($) | DSU Grant Fair Value ($) | Committee Chair DSUs ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 75,000 | 5,000 (TL&C chair) | 274,939 (base DSUs) | 30,000 (TL&C chair DSUs; included within 304,939) | 384,939 |
- Director plan: Non-employee directors receive $350,000 annually (75,000 cash; 275,000 DSUs). Committee chairs receive $35,000 (5,000 cash; 30,000 DSUs). DSUs granted at the annual meeting, vest in full on first anniversary; if the director has completed one year of service, all DSUs accelerate at departure. Reimbursement for reasonable expenses; no meeting fees .
- Unvested DSUs at 12/31/2024: 3,344 for Ford .
Performance Compensation
As TL&C Chair, Ford oversees performance-linked executive pay. The company’s 2024 annual bonus metrics and outcomes (paid in stock) and PRSU metrics are below:
| Metric | Weight | 2024 Threshold | 2024 Target | 2024 Maximum | 2024 Actual | Payout vs Target |
|---|---|---|---|---|---|---|
| Revenue (FX-adjusted) ($mm) | 50% | 3,706.6 | 4,118.4 | 4,530.2 | 4,032.7 | 79.2% |
| Non-GAAP Operating Income ($mm) | 50% | 1,094.7 | 1,216.3 | 1,337.9 | 1,187.5 | 76.3% |
| Annual bonus payout (pre-ESG modifier) | — | — | — | — | — | 77.75% |
| ESG modifier | — | — | — | — | — | -6.66 ppt; final 72.57% |
| PRSU Metric | Weight | 2024 Threshold | 2024 Target | 2024 Maximum | 2024 Actual | Earned vs Target |
|---|---|---|---|---|---|---|
| Revenue (FX-adjusted) | 50% | $3,706.6mm | $4,118.4mm | $4,530.2mm | $4,032.7mm | 79.2% |
| Non-GAAP EPS ($/sh) | 50% | 6.04 | 6.71 | 7.38 | 6.59 | 81.8% |
| Overall PRSU earn | — | — | — | — | — | 80.5% |
| Relative TSR RSUs (2022 grant) | Target | 2022–2024 TSR | Percentile vs Index | Earned vs Target |
|---|---|---|---|---|
| Three-year performance | 50th percentile | -10.7% | 26th percentile | 28% |
- Governance features: Double-trigger change-in-control equity treatment, caps on payouts, clawbacks (2014 policy for detrimental conduct; 2023 SEC/Nasdaq-compliant recoupment on restatements), anti-hedging/anti-pledging, stock paid bonuses, and robust ownership guidelines .
Other Directorships & Interlocks
| Company | Sector | Potential Interlocks/Conflicts |
|---|---|---|
| Iron Mountain | Information management/storage | No related-party transactions disclosed by Akamai in 2024 . |
| JetBlue Airways | Airlines | No related-party transactions disclosed by Akamai in 2024 . |
| Centene | Healthcare insurer | No related-party transactions disclosed by Akamai in 2024 . |
| The Michaels Companies (prior) | Retail | Prior service; no current interlocks disclosed . |
- Compensation committee interlocks: None involving Ford or TL&C members in 2024 .
Expertise & Qualifications
- CIO/IT leadership and analytics from American Airlines; CEO/IT executive experience at Aptean; brings customer-centric technology insights and counsel on internal IT improvements .
- Contributes perspective on inclusion, diversity, and engagement; supports Akamai’s strategic innovation initiatives .
- As TL&C Chair, oversees executive compensation design, succession planning, human capital strategy, and consultant appointments; TL&C met 8 times in 2024 .
Equity Ownership
| Holder | Beneficial Shares | % Outstanding | Notes |
|---|---|---|---|
| Monte Ford | 23,692 | <1% | Snapshot as of Feb 25, 2025; excludes unvested DSUs; held at Akamai address . |
| Unvested DSUs (12/31/2024) | 3,344 | — | Director DSUs vest after one year; acceleration after one year of service upon departure . |
| Ownership Guidelines | 5x base cash retainer for directors | — | All directors currently in compliance; vested but undistributed DSUs count; unvested equity does not . |
| Hedging/Pledging | Prohibited | — | Policy prohibits hedging and pledging of Akamai stock . |
Fixed vs At-Risk Director Pay Mix (Structure)
- Fixed: Cash retainer $75,000; committee chair cash $5,000 (for TL&C Chair) .
- Equity (at-risk via market performance): Annual DSUs $275,000; TL&C Chair DSUs $30,000; DSUs vest after one year and value fluctuates with stock price .
Governance Assessment
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Strengths:
- Independent status; TL&C Chair and Audit member roles enhance oversight of pay and financial controls .
- High attendance; independent director executive sessions each meeting; independent Board Chair .
- Robust compensation governance: clawbacks, double-trigger CIC, anti-hedging/pledging, stock-based bonuses, and strong ownership guidelines; say-on-pay approval ~92% in 2024 indicating shareholder support .
- No related-party transactions in 2024; TL&C interlocks none; director compensation benchmarked and majority equity .
-
Potential watchpoints:
- Multiple outside boards (JetBlue, Centene, Iron Mountain) raise general time-allocation considerations common for multi-board directors; however, no disclosed related-party transactions with Akamai in 2024 and independence affirmed .
- Committee assignment listings show minor discrepancies between narrative and membership chart (bio lists ESG membership; chart shows Audit and TL&C Chair); rely on the membership chart for current assignments as of March 1, 2025 .
-
Signals for investors:
- TL&C metrics and outcomes indicate discipline on revenue/profitability and ESG modifiers, with below-target 2024 payouts, aligning pay with performance under Ford’s committee leadership .
- Ownership guideline compliance and prohibition of hedging/pledging support alignment and risk mitigation .
RED FLAGS: None disclosed—no related-party transactions, no hedging/pledging, no Option repricing, no excise tax gross-ups; all directors met attendance thresholds .