Autodesk 2012 Annual Report Download - page 49

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The following table presents information concerning grants of plan-based awards to each of the Named
Executive Officers during the fiscal year ended January 31, 2012:
Estimated Future Payouts Under
Non-Equity Incentive Plan Awards (a), (b)
All Other
Stock
Awards:
Number of
Shares of
Stock (#)
All Other
Option
Awards:
Number of
Securities
Underlying
Options (#)
Exercise or
Base Price
of Option
Awards
($/Sh)
Grant Date
Fair Value
of Stock
Awards and
Option
Awards
($) (c)
Name Grant Date Threshold ($) Target ($) Maximum ($)
Carl Bass . . . . . . . . . . . . 3/24/2011 $ — $ — $ — — 300,000 $43.81 $4,386,870
3/24/2011 — — — 200,000 — — 8,762,000
— 1,187,500 2,256,250 — — — —
Mark J. Hawkins . . . . . . 3/24/2011 — — — — 27,500 43.81 402,130
3/24/2011 — — — 13,750 — — 602,388
9/21/2011 — — — 20,000 — — 571,200
— 412,500 783,750 — — — —
Steven M. Blum . . . . . . 3/24/2011 — — — — 50,000 43.81 731,145
3/24/2011 — — — 25,000 — — 1,095,250
9/21/2011 — — — 20,000 — — 571,200
— 375,000 N/A — — — —
Pascal W. Di Fronzo . . . 3/24/2011 — — — — 27,500 43.81 402,130
3/24/2011 — — — 13,750 — — 602,388
9/21/2011 — — — 20,000 — — 571,200
— 303,750 577,125 — — — —
Robert L. Kross . . . . . . 3/24/2011 — — — — 27,500 43.81 402,130
3/24/2011 — — — 13,750 — — 602,388
9/21/2011 — — — 20,000 — — 571,200
— 285,000 541,500 — — — —
(a) Reflects target and maximum dollar amounts payable under the short-term cash incentive plan (EIP) for
performance during fiscal 2012, as described in “Compensation Discussion and Analysis—Elements of
Executive Compensation Programs.” “Threshold” refers to the minimum amount payable for a certain level
of performance; “Target” refers to the amount payable if specified performance targets are reached; and
“Maximum” refers to the maximum payout possible. Mr. Blum’s amount in the “target” column includes
a fiscal 2012 target short-term cash incentive award of $75,000 and target sales commissions of $300,000.
Mr. Blum’s maximum short-term cash incentive plan award is $142,500, or 190 percent of his target award.
Sales commissions do not have a preset maximum limit.
(b) Under the terms of our Equity Incentive Deferral Plan, participants have the ability to defer a portion
(up to 50 percent) of their EIP award as RSUs. The number of shares of stock underlying RSUs granted
for the deferred portion of the participant’s short-term cash incentive plan (EIP) award (“Base RSUs”)
is determined by dividing the amount of short-term cash incentive deferred by the closing price of our
common shares on the grant date. These Base RSUs are fully vested upon grant. In addition, participants
who have elected to defer a portion of their short-term cash incentive plan (EIP) award as RSUs receive an
additional grant of RSUs (“Premium RSUs”) at a rate of one share of Premium RSUs for each three shares
of Base RSUs granted. These Premium RSUs fully vest on the third anniversary of the grant date. The
actual amounts awarded under our short-term cash incentive plan (EIP) for fiscal 2012 were determined
by the Compensation Committee and approved by Autodesk’s Board on March 8, 2012, and are reflected
in the “Equity Incentive Plan Compensation” column of the “Summary Compensation Table and Narrative
Disclosure” above for the amount awarded in RSUs and “Non-Equity Incentive Plan Compensation”
column of the “Summary Compensation Table and Narrative Disclosure” above for the amount awarded
in cash. The table below reflects each Named Executive Officer’s decision to defer a portion of their short-
term cash incentive plan (EIP) award under our Equity Incentive Deferral Plan and the resulting grants
of RSUs. The stock awards shown below reflect a closing Common Stock price of $36.52 on March 8, 2012,
the date of grant.
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