Autodesk 2012 Annual Report Download - page 58

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(1) Base Salary: For Mr. Bass, the amounts shown would be paid in accordance with his employment
agreement that was in effect as of January 31, 2012. For Mr. Hawkins, Mr. Blum, Mr. Di Fronzo and
Mr. Kross, the amounts shown would be paid in accordance with the Executive Change in Control Program
effective during the 2012 fiscal year.
(2) Short-Term Cash Incentive Plan (EIP): For Mr. Bass, amounts reflect the sum of the fiscal 2012 short-term
cash incentive earned under the short-term cash incentive plan. For Mr. Hawkins, Mr. Blum, Mr. Di Fronzo
and Mr. Kross, amounts in the Voluntary Termination, Involuntary Not for Cause or Voluntary for Good
Reason (Except in Change in Control) Termination, For Cause Termination, Disability and Death columns
reflect the fiscal 2012 short-term cash incentive earned under the short-term cash incentive plan. For
Mr. Hawkins, Mr. Blum, Mr. Di Fronzo, and Mr. Kross, the amounts in the Involuntary Not for Cause or
Voluntary for Good Reason (Change in Control) Termination column are the sum of the fiscal 2012 short-
term cash incentive earned under the short-term cash incentive plan and a severance bonus equal to the
average of the last three years’ short-term cash incentives under the Executive Change in Control Program
effective during the 2012 fiscal year. These amounts are based on the cash value of the short-term cash
incentive plan, regardless of the executive officers’ election to defer part of their short-term cash incentive
as RSUs under the Equity Incentive Deferral Plan.
(3) Stock Options: For Mr. Hawkins, Mr. Blum, Mr. Di Fronzo and Mr. Kross, amounts shown in the
Involuntary Not for Cause or Voluntary For Good Reason (Change in Control) Termination columns reflect
the value of their outstanding stock options that would normally have vested following their separation but
are accelerated (i.e., vest immediately on the date of separation) in accordance with the Executive Change
in Control Program agreement effective during the 2012 fiscal year. For purposes of this table the value of
the outstanding stock options that vest is determined based upon the pro rata grant date fair value of these
options. For Mr. Bass, in accordance with his employment agreement that was in effect as of January 31,
2012, the amount shown in the Involuntary Not for Cause or Voluntary for Good Reason (Except Change
in Control) Termination column reflects the value realized upon immediate vesting of his stock awards
normally vesting in the twelve months following his separation, and the amounts in the Involuntary Not
for Cause or Voluntary for Good Reason (Change in Control) Termination column reflects the value
realized upon immediate vesting of his stock awards normally vesting in the twenty-four months following
his separation.
(4) Health Insurance: For Mr. Bass, in accordance with his employment agreement that was in effect as of
January 31, 2012, these amounts represent the cost of continuing coverage for Mr. Bass and his dependents
for twelve months after separation. For Mr. Hawkins, Mr. Blum, Mr. Di Fronzo and Mr. Kross, these
amounts represent the cost of continuing coverage for medical and dental benefits for each executive and
their dependents for twelve months after separation in accordance with the Executive Change in Control
Program effective during the 2012 fiscal year.
(5) Disability Income: Reflects the estimated present value of all future payments to each executive under their
electeddisabilityprogram,whichrepresent100percentofbasesalaryforthefirst90days,andthen66-⅔
percent of salary thereafter, with a maximum of $20,000 per month, until the age of 65. These payments
would be made by the insurance provider, not by Autodesk.
(6) Accidental Death or Dismemberment: Reflects the lump-sum amount payable to each executive or his
or her beneficiaries by Autodesk’s insurance provider in the event of each executive’s accidental death.
There is also a prorated lump sum payment for dismemberment. The amount shown as payable upon
dismemberment is based upon the payout for the most severe dismemberment under the plan.
(7) Life Insurance: Reflects the lump-sum amount payable to beneficiaries by Autodesk’s insurance provider in
the event of each executive’s death.
(8) Accrued Vacation Pay: As of January 31, 2011, all U.S. executives, excluding Mr. Bass, no longer accrue
vacation. Therefore, Mr. Hawkins, Mr. Blum, Mr. Di Fronzo and Mr. Kross, had no accrued vacation at
January 31, 2012. At January 31, 2012, Mr. Bass had no accrued vacation.
(9) Sales Commissions and Bonus: For Mr. Blum, amounts reflect the fiscal 2012 sales commissions and
bonuses earned.