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EQUINIX INC

For the period ended Dec 31, 2025. Filed Apr 2, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Dec 31, 2025 · Filed Apr 2, 2026

EQIX$1,012.71+1.5%Stored close · as of Nov 6, 2026
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Contents

Appendix A-1

EQUINIX 2026 PROXY STATEMENTAppendix / A-1

APPENDIX A

Non-GAAP Financial Measures

We have disclosed in this Proxy Statement a financial measure not in accordance with generally accepted accounting principles (“GAAP”). This non-GAAP measure is not an alternative for a measure prepared in accordance with GAAP and may be different from non-GAAP measures used by other companies. This measure should be considered in addition to financial measures prepared in accordance with GAAP but not as a substitute for, or superior to, GAAP results. This non-GAAP measure is used by management to assess our financial performance and as a measurement of our performance for certain incentive compensation purposes.

The Talent, Culture and Compensation Committee used AFFO/Share as a pre-established performance goal under the annual incentive plan for fiscal 2023, 2024 and 2025 and under certain of the fiscal 2023, 2024 and 2025 PSU awards.

Reconciliations of Non-GAAP Financial Measures

AFFO is derived from Funds from Operations (FFO) calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. Both FFO and AFFO are non-GAAP measures commonly used in the REIT industry. Although our measures may not be directly comparable to similar measures used by other companies, we believe that the presentation of these measures provides investors with an additional tool for comparing our performance with the performance of other companies in the REIT industry. Additionally, AFFO is a performance measure used in certain of our employee incentive programs and we believe it is a useful measure in assessing our dividend paying capacity as it isolates the cash impact of certain income and expense items and considers the impact of recurring capital expenditures.

We define FFO as net income attributable to common stockholders excluding:

gain or loss from the disposition of real estate assets

depreciation and amortization expense on real estate assets

adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items

We define AFFO as FFO adjusted for:

depreciation and amortization expense on non-real estate assets

accretion expense

stock-based compensation expense

stock-based charitable contributions

restructuring and other exit charges, as described above

impairment charges

transaction costs

an adjustment to remove the impacts of straight-lining installation revenue

an adjustment to remove the impacts of straight-lining rent expense

an adjustment to remove the impacts of straight-lining contract costs

amortization of deferred financing costs and debt discounts and premiums

gain or loss from the disposition of non-real estate assets

gain or loss on debt extinguishment

an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax positions and deferred taxes

recurring capital expenditures, which represent expenditures to extend the useful life of data centers or other assets that are required to support current revenues

net income or loss from discontinued operations, net of tax

adjustments from FFO to AFFO for unconsolidated joint ventures' and non-controlling interests' share of these items

EQUINIX 2026 PROXY STATEMENTAppendix / A-2

The following tables present reconciliations of our most comparable GAAP measures to our non-GAAP measures presented:

(unaudited)Years Ended December 31,
($ in millions except per share data; share data in thousands)202520242023
Net income$1,348$814$969
Net loss attributable to non-controlling interests21—
Net income attributable to common stockholders1,350815969
Adjustments:
Real estate depreciation1,2821,2391,143
(Gain) loss on disposition of real estate property—(20)1
Adjustments for FFO from unconsolidated joint ventures362717
FFO attributable to common stockholders$2,668$2,061$2,130
Adjustments:
Installation revenue adjustment20(4)4
Straight-line rent expense adjustment5(3)12
Contract cost adjustment(52)(27)(47)
Amortization of deferred financing costs and debt discounts and premiums232019
Stock-based compensation expense498462407
Stock-based charitable contributions333
Non-real estate depreciation expense568562494
(Gain) loss on disposition of non-real estate assets(1)——
Amortization expense200208208
Accretion expense adjustment162(1)
Recurring capital expenditures(284)(250)(219)
(Gain) loss on debt extinguishment(1)16—
Restructuring and other exit charges3331—
Transaction costs185013
Impairment charges682332
Income tax expense adjustment(24)(2)(12)
Adjustments for AFFO from unconsolidated joint ventures3(6)6
AFFO attributable to common stockholders$3,761$3,356$3,019
EQUINIX 2026 PROXY STATEMENTAppendix / A-3
(unaudited)Years Ended December 31,
($ in millions except per share data; share data in thousands)202520242023
AFFO attributable to common stockholders$3,761$3,356$3,019
AFFO per share
Basic$38.42$35.16$32.24
Diluted$38.33$35.02$32.11
Weighted average shares outstanding - basic97,88395,45793,615
Weighted average shares outstanding - diluted (1)98,12395,82794,009
(1) Reconciliation of weighted-average shares outstanding used in the calculation of diluted AFFO per share:
Weighted average shares outstanding - basic97,88395,45793,615
Effect of dilutive securities:
Employee equity awards240370394
Weighted average shares outstanding - diluted98,12395,82794,009
ContentsView on SEC.gov

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