Akebia Therapeutics, Inc. 10-Q

Item 5. Other Information. Rule 10b5-1—Director and Officer Trading Arrangements From time to time, the Company's directors and officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended, or the Exchange Act ), engage in open-market transactions with respect to Company securities, including to satisfy tax withholding obligations when equity awards vest or are exercised, and for diversification or other personal reasons. Transactions in Company securities by directors and officers are required to be made in accordance with the Company’s insider trading policy, which requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in the Company’s securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information. None of the Company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as each term is defined in Item 408(c) of Regulation S-K) during the quarterly period covered by this report. Akebia Therapeutics, Inc. | Form 10-Q | Page 108 Table of Contents Item 6. Exhibits. Exhibits 3.1 Ninth Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (001-36352), filed on March 28, 2014). 3.2 Certificate of Amendment of Ninth Amended and Restated Certificate of Incorporation of Akebia Therapeutics, Inc. (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K (001-36352), filed on June 9, 2020). 3.3 Second Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (001-36352), filed on April 28, 2023). 10.1 180 CityPoint Waltham, Massachusetts Lease Agreement Between BP Third Avenue LLC and Akebia Therapeutics, Inc. dated January 27, 2026 ( incorporated by reference to Exhibit 10.1 0 to the Company's Annual Report on Form 10-K (001-36352) , filed on February 26, 2026). 10.2† Akebia Therapeutics, Inc. Fifth Amended and Restated Non-Employee Director Compensation Program, effective January 26, 2026 (incorporated by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K (001-36352), filed on February 26, 2026). 10.3† Amended and Restated Executive Severance Agreement, dated January 28, 2026, between Akebia Therapeutics, Inc. and John P. Butler (incorporated by reference to Exh ibit 99.1 to the Company's Current Report on Form 8-K (001-36352), filed on January 30, 2026 ) . 10.4† Amended and Restated Executive Severance Agreement, dated January 28, 2026, between Akebia Therapeutics, Inc. and Erik J. Ostrowski (incorporated by reference to Exhibit 99. 2 to the Company's Current Report on Form 8-K (001-36352), filed on January 30, 2026) . 10.5† 2 026 Form of Executive Severance Agreement for Non-CEO C-Level Executives (incorporated by reference to Exhibit 10.16 to the Company's Annual Report on Form 10-K (001-36352 ) , filed on February 26, 2026). 10.6† Form of Officer Restricted Stock Unit Agreement under 2023 Stock Incentive Plan (Reflecting C-Level ESA Terms and Clawback Policy) (incorporated by reference to Exhibit 10.42 to the Company's Annual Report on Form 10-K (001-36352), filed on February 26, 2026 ). 10.7† Form of Officer Stock Option Agreement under 2023 Stock Incentive Plan (Reflecting C-Level ESA Terms and Clawback Policy) (incorporated by reference to Exhibit 10.4 3 to the Company's Annual Report on Form 10-K (001-36352), filed on February 26, 2026). 10.8† Form of Officer Restricted Stock Agreement under 2023 Stock Incentive Plan (Reflecting C-Level ESA Terms) (incorporated by reference to Exhibit 10.4 4 to the Company's Annual Report on Form 10-K (001-36352), filed on February 26, 2026). 10.9† Form of Officer Stock Option Agreement under 2023 Stock Incentive Plan (Reflecting C-Level ESA Terms) (incorporated by reference to Exhibit 10.4 5 to the Company's Annual Report on Form 10-K (001-36352), filed on February 26, 2026). 31.1* Certification of Principal Executive Officer Required Under Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended. 31.2* Certification of Principal Financial Officer Required Under Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended. 32.1* Certification of Principal Executive Officer and Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. 1350. 101.INS* Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document) Akebia Therapeutics, Inc. | Form 10-Q | Page 109 Table of Contents 101.SCH* Inline XBRL Taxonomy Extension Schema Document 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB* Inline XBRL Taxonomy Extension Labels Linkbase Document 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document 104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) * Filed, or submitted electronically, herewith † Indicates management contract or compensatory plan ! Indicates portions of the exhibit (indicated by asterisks) have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K Akebia Therapeutics, Inc. | Form 10-Q | Page 110 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AKEBIA THERAPEUTICS, INC. Date: May 7, 2026 By: /s/ John P. Butler John P. Butler President and Chief Executive Officer (Principal Executive Officer) Date: May 7, 2026 By: /s/ Erik J. Ostrowski Erik J. Ostrowski Senior Vice President, Chief Financial Officer, Chief Business Officer and Treasurer (Principal Financial Officer) Date: May 7, 2026 By: /s/ Richard C. Malabre Richard C. Malabre Senior Vice President, Chief Accounting Officer (Principal Accounting Officer) Akebia Therapeutics, Inc. | Form 10-Q | Page 111