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FISCAL YEAR
Annual Report
Notice of annual meeting and
proxy statement
2014

Table of contents

  • Page 1
    FISCAL YEAR 2014 Annual Report Notice of annual meeting and proxy statement

  • Page 2

  • Page 3
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  • Page 5
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  • Page 6
    ... of the Executive Compensation Program Report of the Compensation Committee Summary Compensation Table and Narrative Disclosure Grants of Plan-Based Awards in Fiscal 2014 Outstanding Equity Awards at Fiscal 2014 Year End Option Exercises and Stock Vested at Fiscal 2014 Year End Nonqualified Deferred...

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  • Page 35
    ... $10,000 $8,000 82% $6,000 $4,000 $2,000 $5,344.99 $0 Fiscal 2010 Fiscal 2011 Fiscal 2012 Fiscal 2013 Fiscal 2014 CEO Total Compensation (000s) TSR Year Over Year (%) Actual Attainment of Target Revenue and Non-GAAP Operating Margin ("OM") Growth (%) 180% 171% 144% 128% 108% 106% 92% 88% 62% 80% 60...

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    ...IRUWKHIROORZLQJ DFWLRQV • Continuing to use Autodesk's stock price appreciation as a metric for determining total compensation; Further redesigning the Performance Stock Unit program to closely align executive pay opportunities with the creation of stockholder value; Continuing to incorporate...

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  • Page 44
    ... RSU and PSU awards to the executive officers taking into account prior year (fiscal 2013) performance. In arriving at the total number of RSU awards and targeted PSU awards granted to each executive officer, the Committee considered the performance of Autodesk in fiscal 2013 and the individual...

  • Page 45
    ...paid out in Common Stock if applicable performance criteria are met. The performance criteria are based upon annual revenue and non-GAAP operating margin goals adopted by the Committee (the "Annual Financial Results"), as well as TSR compared against the S&P Computer Software Select Index ("Relative...

  • Page 46
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    ... of Stock Awards and Option Awards ($) (d) Estimated Future Payouts Under NonEquity Incentive Plan Awards (a) Name Grant Date Threshold ($) Target ($) Maximum ($) Estimated Future Payouts Under Equity Incentive Plan Awards (b) Threshold (#) Target (#) Maximum (#) All Other Stock Awards: Number of...

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    ...JUDQWGDWH 6WRFN$ZDUGV Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares That Have Not Vested e) (f) 97,478 79,591 Name Carl Bass Grant Date 3/26/2010 3/24/2011 3/24/2011 3/8/2012 3/8/2012 3/21/2013 3/21/2013 3/21/2013 Number of Securities Underlying Unexercised Options...

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  • Page 65
    ... Group, Inc. (6) Wellington Management Company, LLP (7) Non-Employee Directors: Crawford W. Beveridge (8) J. Hallam Dawson (9) Thomas Georgens (10) Per-Kristian Halvorsen (11) Mary T. McDowell (12) Lorrie M. Norrington (13) Betsy Rafael (14) Stacy J. Smith (15) Steven M. West (16) Named Executive...

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  • Page 70
    ...sponsored plans. (d) (e) (f) "Board" means the Board of Directors of the Company. "Cash Position" means the Company's level of cash and cash equivalents. "Code" means the Internal Revenue Code of 1986, as amended. Proxy Materials (g) "Committee" means the Compensation and Human Resources Committee...

  • Page 71
    ... in Accounting Principles Board Opinion No. 30 (or any successor thereto) and/or in management's discussion and analysis of financial conditions and results of operations appearing in the Company's annual report to stockholders for the applicable year, or (ii) the effect of any changes in accounting...

  • Page 72
    ... expected to include executive officers of the Company who are subject to Section 16 of the Securities and Exchange Act of 1934 and any other key employees who are specifically designated by the Committee for participation in the Plan in its sole discretion. Executives who earn sales commissions are...

  • Page 73
    .... 12) Withholding. Distributions pursuant to this Plan shall be subject to all applicable federal and state tax and withholding requirements. 13) At-Will Employment. No statement in this Plan should be construed to grant any employee an employment contract of fixed duration or any other contractual...

  • Page 74
    ...suit, or proceeding to which he or she may be a party or in which he or she may be involved by reason of any action taken or failure to act under the Plan or any award... to which such persons may be entitled under the Company's Certificate of Incorporation or Bylaws, by contract, as a matter...

  • Page 75
    ... by non-affiliates of the registrant (based on the closing sale price of such shares on the NASDAQ Global Select Market on July 31, 2013) was approximately $7.8 billion. Shares of the registrant's common stock held by each executive officer and director have been excluded in that such persons may...

  • Page 76
    [THIS PAGE INTENTIONALLY LEFT BLANK] 2013 Annual Report

  • Page 77
    ..., Executive Officers and Corporate Governance Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions, and Director Independence Principal Accounting Fees and Services 98 99 99 99 99 Market...

  • Page 78
    ..., communicate intentions, and collaborate with others. Our professional software products are sold globally, both directly to customers and through a network of resellers and distributors. Additionally, we sell a line of consumer products for digital art, personal design and creativity, and home...

  • Page 79
    ... executive office is located at 111 McInnis Parkway, San Rafael, California 94903, and the telephone number at that address is (415) 507-5000. Our internet address is www.autodesk.com. The information posted on our website is not incorporated into this Annual Report on Form 10-K. Our Annual Report...

  • Page 80
    .... Users can share all design data with team members who use our AutoCAD product or other Autodesk products built on AutoCAD. AutoCAD LT software is our second largest revenue-generating product. AEC Our AEC software products help to improve the way building, civil infrastructure, process plant and...

  • Page 81
    ... design better products, reduce development costs and get to market faster. Three editions of PDS are available to meet each customer's particular business needs and offers the depth and breadth of the Autodesk portfolio. ‡ Autodesk Inventor ‡ AutoCAD Mechanical AutoCAD Mechanical software...

  • Page 82
    ...supervised post-production. Autodesk Smoke software is a non-linear and non-compressed online editing, effects and finishing software application and is used in commercials, music videos, corporate video, film as well as broadcast design projects. Autodesk Lustre software is a high-performance color...

  • Page 83
    ... product training, sales training classes, the Internet and telephone. We also provide online support directly to our customers through our maintenance program. There are also a number of user group forums in which customers are able to share information. 2014 Form 10-K 9 2013 Annual Report

  • Page 84
    ... of professional-grade and personal design products introduce students and educators at all levels to design and the power of design technology. DEVELOPER PROGRAMS One of our key strategies is to maintain an open-architecture design of our software products to facilitate third-party development of...

  • Page 85
    ... The production of our PSEB, AEC, MFG and certain M&E software products involves duplication of the software media and, for certain products, the printing of user manuals. The purchase of media and the transfer of the software programs onto media for distribution to customers are performed by...

  • Page 86
    ... are good. Reliance upon employees in other countries entails various risks and changes in these foreign countries, such as government instability or regulation unfavorable to foreignowned businesses, that could negatively impact our business in the future. 2013 Annual Report 2014 Form 10-K 12

  • Page 87
    ... for fiscal years 2014, 2013 and 2012: Date of closing Company Details November 2013 Graitec SA ("Graitec") The acquisition of Graitec (including Graitec's Advance Steel and Advance Concrete product lines, and associated employees) enhanced Autodesk's offerings for structural engineering and...

  • Page 88
    ... Product Design Suite. Subscription revenue -Autodesk subscription revenue consists of two components: maintenance revenue from our software products and revenue from our cloud service offerings, including Autodesk 360. ITEM 1A. RISK FACTORS 2013 Annual Report We operate in a rapidly changing...

  • Page 89
    ... markets. Over the past several years, many of our customers have experienced tighter credit, negative financial news and weaker financial performance of their businesses and have reduced their workforces, thereby reducing the number of licenses and the number of maintenance contracts they purchase...

  • Page 90
    ...revenue or without purchases of customer seats to our suites. Should this continue, our results of operations will be adversely affected. Also, adoption of our cloud and mobile computing offerings and changes in the delivery of our software and services to our customers, such as desktop subscription...

  • Page 91
    ... strategy, adapt that strategy as market conditions evolve or fail to internalize and execute on that strategy, we may fail to meet our customers' expectations, fail to compete with our competitors' products and technology and lose the confidence of our channel partners and employees. This in turn...

  • Page 92
    ... introduction of new products by us or our competitors, the success of new business or sales initiatives and increasing our portfolio of product suites, the financial and business condition of our reseller and distribution channels, failure to accurately predict the impact of acquired businesses or...

  • Page 93
    ... accounting rules, such as increased use of fair value measures, changes in sales compensation practices, failure to effectively implement our copyright legalization programs, especially in developing countries, failure to achieve sufficient sell-through in our channels for new or existing products...

  • Page 94
    ... customer support services, which would negatively impact our business and revenue. We rely significantly upon major distributors and resellers in both the U.S. and international regions, including the distributor Tech Data Corporation and its global affiliates ("Tech Data"). Tech Data accounted...

  • Page 95
    ..., reputation, price competition, economic and market conditions and the availability of third-party applications, would likely harm our financial results. During fiscal 2014 and 2013, combined revenue from our AutoCAD and AutoCAD LT products, not including suites having AutoCAD or AutoCAD LT as...

  • Page 96
    ... and marketing organizations, and expanding our portfolio of suites and our offering of software as a service, and realigning our internal resources in an effort to improve efficiency. Specifically, during fiscal 2013 we undertook organizational changes in order to address major business initiatives...

  • Page 97
    ...other destructive outcomes. Moreover, as we continue to invest in new lines of consumer products and services we are exposed to increased security risks and the potential for unauthorized access to, or improper use of, the information of our consumer users. If any of the foregoing were to occur, our...

  • Page 98
    ...defense, costly damage awards, injunctive relief, increased costs of business, fines or orders to change certain business practices, significant dedication of management time, diversion of significant operational resources, or otherwise harm our business. In any of these cases, our financial results...

  • Page 99
    ...types of content using the Internet. For example, the State of California has adopted legislation requiring operators of commercial websites and mobile applications that collect personal information from California residents to conspicuously post and comply with privacy policies that satisfy certain...

  • Page 100
    ... technologies, our product and service development may be delayed and our financial results negatively impacted. We rely on certain software that we license from third parties, including software that is integrated with internally developed software and used in our products to perform key functions...

  • Page 101
    ...our network and data center infrastructure, internal technology systems and our websites for our development, marketing, operational, support, sales, accounting and financial reporting activities. We are continually investing resources to update and improve these systems and environments in order to...

  • Page 102
    ..., we own 25,000 square feet of office space in two locations internationally through our foreign subsidiaries. Our executive offices and corporate headquarters are located in leased office space in San Rafael, California. Our San Rafael facilities consist of 220,000 square feet under leases that...

  • Page 103
    ... from our business to stockholders. The number of shares acquired and the timing of the purchases are based on several factors, including general market conditions, the volume of employee stock option exercises, stock issuance, the trading price of our common stock, cash on hand and available in...

  • Page 104
    ... following table provides information about the repurchase of our common stock under the stock repurchase programs in open-market transactions during the quarter ended January 31, 2014: Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) Maximum Number of Shares that...

  • Page 105
    ... invested on January 31, 2009, in Autodesk's stock, the Standard & Poor's 500 Stock Index, and the Dow Jones U.S. Software Index, with reinvestment of all dividends. Total stockholder returns for prior periods are not an indication of future investment returns. 2014 Form 10-K 31 2013 Annual Report

  • Page 106
    ... audited, consolidated financial statements which are not included in this Form 10-K. Fiscal year ended January 31, 2014 2013 2012 2011 2010 (In millions, except per share data) For the Fiscal Year: Net revenue Income from operations Net income Cash flow from operations Common Stock Data: Basic net...

  • Page 107
    ... Autodesk serves professional customers in three primary markets: architecture, engineering and construction; manufacturing; and digital media and entertainment. Our goal is to provide our customers with the world's most innovative, and engaging design software and services. Our product and services...

  • Page 108
    ... into volume markets around the world. Our distributor and reseller network is extensive and provides our customers with the resources to purchase, deploy, learn, and support our products quickly and easily. We have a significant number of registered third-party developers who create products that...

  • Page 109
    ... initiatives. With an extensive global community of students who are experienced with our software and poised to become the next generation of professional users, our goal is to reduce the cost of training and education of new talent for our customers. Our strategy includes improving our product...

  • Page 110
    ... distributors and resellers to their customers. If we were to change any of these assumptions or judgments, it could cause a material increase or decrease in the amount of revenue that we report in a particular period. As part of the indirect channel model, Autodesk has a partner incentive program...

  • Page 111
    ... 2014, we did not utilize the optional assessment. Rather, we used the quantitative two-step impairment test for each of our Platform Solutions and Emerging Business ("PSEB"), Manufacturing ("MFG"), Architecture, Engineering and Construction ("AEC"), and Media and Entertainment ("M&E") reporting...

  • Page 112
    ... on a straight-line basis over the requisite service period, which is generally the vesting period. We estimate the fair value of certain stock-based payment awards (including grants of stock options and employee stock purchases related to the employee stock purchase plan) using either the Black...

  • Page 113
    ... net revenue during fiscal year 2014 and 2013, respectively. We believe our business is not substantially dependent on Tech Data. Our customers through Tech Data are the resellers and end users who purchase our software licenses and services. Should any of the agreements between Tech Data and...

  • Page 114
    ...% non-GAAP operating margin excludes 5 percentage points related to stock-based compensation expense, and 3 percentage points related to the amortization of acquisition related intangibles. Autodesk expects to add approximately 150,000-200,000 net new subscriptions. 2013 Annual Report 2014 Form 10...

  • Page 115
    ...: software license revenue from the sale of new seat licenses and upgrades and product revenue for Creative Finishing. Other revenue includes revenue from consulting, training, Autodesk Developers Network and Creative Finishing customer support, and is recognized over time, as the services are...

  • Page 116
    .... Subscription Revenue Our Subscription revenue consists of two components: maintenance revenue for our software products and revenue for our cloud service offerings, including Autodesk 360. Our maintenance program provides our commercial and educational customers of perpetual products with a cost...

  • Page 117
    ... 2013, consistent with our strategy. Backlog related to current software license product orders that had not shipped at the end of the fiscal year decreased by $7.1 million during fiscal 2013 from $27.1 million at January 31, 2012 to $20.0 million at January 31, 2013. 2014 Form 10-K 43 2013 Annual...

  • Page 118
    ... our animation suites, which includes our Autodesk Entertainment Creation Suite. The overall decrease in M&E revenue is related to a general decrease in the M&E industry end-market demand, as well as the inclusion of our M&E products in other Autodesk industry suites. 2013 Annual Report 2014 Form...

  • Page 119
    ...with computer equipment, data center costs, salaries and related expenses of network operations. Cost of subscription revenue increased 32% during fiscal 2014 as compared to fiscal 2013 primarily due to an increase in cloud services-related expenses. Cost of subscription revenue increased 16% during...

  • Page 120
    ... Marketing and sales expenses include salaries, bonuses, benefits and stock-based compensation expense for our marketing and sales employees, the expense of travel, entertainment and training for such personnel, the costs of programs aimed at increasing revenue, such as advertising, trade shows and...

  • Page 121
    ...include salaries, bonuses, benefits and stock-based compensation expense for our finance, human resources and legal employees, as well as professional fees for legal and accounting services, amortization of acquisition related customer relationships and trade names, gains and losses on our operating...

  • Page 122
    ... with uncertain tax positions and audit assessements. Our effective tax rate was 20% and 21% during fiscal 2013 and 2012, respectively. Our effective tax rate decreased one percentage point from fiscal 2012 to fiscal 2013 primarily due to an increase in tax benefits from foreign earnings taxed at...

  • Page 123
    ... Financial Information In addition to our results determined under U.S. generally accepted accounting principles ("GAAP") discussed above, we believe the following non-GAAP measures are useful to investors in evaluating our operating performance. For the fiscal years ended January 31, 2014, 2013...

  • Page 124
    ... financial measures prepared in accordance with GAAP. We urge investors to review the reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures included below, and not to rely on any single financial measure to evaluate our business. 2013 Annual Report 2014 Form...

  • Page 125
    ... of GAAP Financial Measures to Non-GAAP Financial Measures (In millions except for gross margin, operating margin and per share data): Fiscal Year Ended January 31, 2014 2013 (Unaudited) 2012 Gross profit Stock-based compensation expense Amortization of purchased intangibles Non-GAAP gross...

  • Page 126
    ...of purchased intangibles and restructuring charges (benefits) for GAAP and non-GAAP measures. Liquidity and Capital Resources Our primary source of cash is from the sale of licenses to our products. Our primary use of cash is payment of our operating costs which consist primarily of employee-related...

  • Page 127
    ...our stock price, stock option exercise activity and the volume of employee purchases under the Employee Stock Purchase Plan ("ESP Plan"). The primary source for net cash provided by operating activities of $563.5 million for fiscal 2014 was net income of $228.8 million increased by the effect of non...

  • Page 128
    ... 31, 2014, there have been no material changes in our contractual obligations or commercial commitments compared to those disclosed in Management's Discussion and Analysis of Financial Condition. Our cash, cash equivalent and marketable securities balances are concentrated in a few locations around...

  • Page 129
    ... from our business to stockholders. The number of shares acquired and the timing of the purchases are based on several factors, including general market conditions, the volume of employee stock option exercises, stock issuance, the trading price of our common stock, cash on hand and available in...

  • Page 130
    ...$557.2 million and $438.2 million at January 31, 2014 and 2013, respectively. We use foreign currency contracts to reduce the exchange rate impact on the net revenue and operating expenses of certain anticipated transactions. A sensitivity analysis performed on our hedging portfolio as of January 31...

  • Page 131
    ...8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA AUTODESK, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In millions, except per share data) Fiscal year ended January 31, 2014 2013 2012 Net revenue: License and other Subscription Total net revenue Cost of revenue: Cost of license and other revenue Cost...

  • Page 132
    ...(In millions) Fiscal year ended January 31, 2014 2013 2012 Net income Other comprehensive income (loss), net of reclassifications: Net gain (loss) on derivative instruments (net of tax effect of $1.1, ($0.5) and $1.0) Change in net unrealized (loss) gain on available-for-sale securities (net of tax...

  • Page 133
    ... per share data) January 31, 2014 January 31, 2013 ASSETS Current assets: Cash and cash equivalents Marketable securities Accounts receivable, net Deferred income taxes Prepaid expenses and other current assets Total current assets Marketable securities Computer equipment, software, furniture and...

  • Page 134
    ... from debt, net of discount Repayments of line of credit Excess tax benefits from stock-based compensation Other financing activities Net cash (used in) provided by financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and...

  • Page 135
    ... earnings See accompanying Notes to Consolidated Financial Statements. 2014 Form 10-K 61 2013 Annual Report Balances, January 31, 2011 Common shares issued under stock plans Stock-based compensation expense Tax benefits from employee stock plans Net income Other comprehensive income Repurchase...

  • Page 136
    ... cost of revenue: Decrease to Cost of license and other revenue Increase to Cost of subscription revenue $ (32.1) $ 32.1 (20.5) 20.5 $ (26.5) $ 26.5 (23.2) 23.2 Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management...

  • Page 137
    ... in the market value. Autodesk did not record any other-than temporary impairment charges during fiscal years ended 2014, 2013 and 2012. For additional information, see "Concentration of Credit Risk" within this Note 1 and Note 2, "Financial Instruments." 2014 Form 10-K 63 2013 Annual Report

  • Page 138
    ... Autodesk performs ongoing evaluations of these partners' financial condition and limits the amount of credit extended when deemed necessary, but generally does not require collateral from such parties. Total sales to the Company's largest distributor Tech Data Corporation, and its global affiliates...

  • Page 139
    ..., and user lists was $80.7 million in fiscal 2014, $82.0 million in fiscal 2013 and $71.8 million in fiscal 2012. 2014 Form 10-K 65 2013 Annual Report Costs incurred for computer software developed or obtained for internal use are capitalized for application development activities, if material...

  • Page 140
    ... test, a reporting unit is an operating segment or one level below. Autodesk's operating segments are aligned with the management principles of Autodesk's business. Accounting Standard Update No. 2011-08, "Testing Goodwill for Impairment" provides Autodesk the option to perform an assessment...

  • Page 141
    ... strategy or internal financial results forecasts. For the fiscal 2014 annual goodwill impairment testing, Autodesk had four reporting units: Platform Solutions and Emerging Business ("PSEB"), Manufacturing ("MFG"), Architecture, Engineering and Construction ("AEC") and Media and Entertainment...

  • Page 142
    ...of long-lived assets during the year ended January 31, 2014. In addition, Autodesk did not recognize any impairment of long-lived assets during the years ended January 31, 2013 and 2012. In addition to the recoverability assessments, Autodesk routinely reviews the remaining estimated useful lives of...

  • Page 143
    ... revenue from consulting, training, Autodesk Developers Network and Creative Finishing customer support, and is recognized over time, as the services are performed. Our Subscription revenue consists of two components: maintenance revenue for our software products and revenue for our cloud service...

  • Page 144
    ... 2014, 2013 and 2012, respectively, as follows: Fiscal Year Ended January 31, 2014 2013 2012 Cost of license and other revenue Cost of subscription Marketing and sales Research and development General and administrative Stock-based compensation expense related to stock awards and ESP Plan purchases...

  • Page 145
    .... At this time, Autodesk expects that the adoption of this ASU will impact the presentation of tax assets and liabilities on the statement of financial position, but will not impact its consolidated financial position, results of operations or cash flows. 2014 Form 10-K 71 2013 Annual Report

  • Page 146
    ... - $ 250.3 - 280.5 262.8 $ - - - - 2013 Annual Report Other (2) Short-term trading securities Mutual funds Long-term available for sale Corporate debt securities Agency bond U.S. government agency securities Municipal securities Convertible debt securities (3) Derivative contracts (4) Total _____...

  • Page 147
    ...market data for substantially the full term of the assets or liabilities; and (Level 3) unobservable inputs for which there is little or no market data, which require Autodesk to develop its own assumptions. When determining fair value, Autodesk uses observable market 2014 Form 10-K 73 2013 Annual...

  • Page 148
    ... value of its cost method investments considering available information such as pricing in recent rounds of financing, current cash positions, earnings and cash flow forecasts, recent operational performance and any other readily available market data. During fiscal 2014, Autodesk recorded no other...

  • Page 149
    ... Consolidated Statement of Operations. Proceeds from the sale and maturity of marketable securities for fiscal 2014 and fiscal 2013 were $1,279.1 million and $1,097.7 million, respectively. Derivative Financial Instruments Under its risk management strategy, Autodesk uses derivative instruments to...

  • Page 150
    ... fair value of derivative instruments in Autodesk's Consolidated Balance Sheets were as follows as of January 31, 2014 and January 31, 2013: Fair Value at Balance Sheet Location January 31, 2014 January 31, 2013 Derivative Assets Foreign currency contracts designated as cash flow hedges Derivatives...

  • Page 151
    ... Exchange Contracts Fiscal Year Ended January 31, 2014 2013 Amount and Location of Gain Recognized in Income on Derivative Interest and other (expense) income, net $ 12.8 $ 1.5 3. Employee and Director Stock Plans Stock Plans As of January 31, 2014, Autodesk maintained two active stock plans...

  • Page 152
    ..., as of the stock option grant date, using the BSM option pricing model. For the twelve months ended January 31, 2014, Autodesk did not grant stock options. The following table summarizes information about options vested and exercisable, and outstanding at January 31, 2014: 2014 Form 10-K 78

  • Page 153
    ...on Autodesk's financial results for the performance period, the fiscal 2013 performance stock units were earned at 92.3% of the target award. The vesting of the performance stock units is subject to the holders satisfying the remaining service condition of the awards. For the restricted stock units...

  • Page 154
    ...award grant date using the BSM option-pricing model, was $11.80, $12.21 and $9.95 per share, respectively. Autodesk recorded $22.9 million, $34.0 million and $23.8 million of compensation expense associated with the ESP Plan in fiscal 2014, 2013 and 2012, respectively. 2013 Annual Report 2014 Form...

  • Page 155
    ... available for future issuance under Autodesk's ESP Plan. Amounts correspond to Autodesk's Nonstatutory Stock Option Plan, which was terminated by the Board of Directors in December 2004. 4. Income Taxes Fiscal year ended January 31, 2014 2013 2012 Federal: Current Deferred State: Current...

  • Page 156
    ... 31, 2013 Annual Report 2014 2013 Nonqualified stock options Research and development tax credit carryforwards Foreign tax credit carryforwards Accrued compensation and benefits Other accruals not currently deductible for tax Purchased technology and capitalized software Fixed assets Tax loss...

  • Page 157
    ... change limitations provided in the Internal Revenue Code and similar state provisions. This annual limitation may result in the expiration of net operating losses and credits before utilization. As a result of certain business and employment actions and capital investments undertaken by Autodesk...

  • Page 158
    ...the assets acquired and liabilities assumed by major class for each of the business combinations and technology acquisitions completed during the fiscal year ended January 31, 2014: Graitec Other Developed technologies Customer relationships Trade name User List Goodwill Deferred Revenue (current...

  • Page 159
    ... acquisitions completed during the fiscal year ended January 31, 2013: Vela Socialcam Qontext PI-VR Other Developed technologies Customer relationships Trade name User List Goodwill Deferred Revenue Deferred tax asset (liability) Net tangible assets (liabilities) Total $ 5.9 3.6 2.6 - 57...

  • Page 160
    ... public investment grade credit ratings. At January 31, 2014 and January 31, 2013, Autodesk had no outstanding borrowings on this line of credit. 8. Commitments and Contingencies Lease commitments Autodesk leases office space and computer equipment under non-cancellable operating lease agreements...

  • Page 161
    ...per unit shipped or a percentage of the underlying revenue. Royalty expense, which was recorded under cost of license and other revenue on Autodesk's Consolidated Statements of Operations, was $18.0 million in fiscal 2014, $16.4 million in fiscal 2013 and $16.5 million in fiscal 2012. Guarantees and...

  • Page 162
    ... program approved by the Board of Directors. The number of shares acquired and the timing of the purchases are based on several factors, including general market and economic conditions, the number of employee stock option exercises and stock issuances, the trading price of Autodesk common stock...

  • Page 163
    ..., while minimizing environmental impact. AEC's revenue primarily includes revenue from the sales of licenses of Autodesk Building Design Suites, AutoCAD Civil 3D, AutoCAD Map, and Autodesk Infrastructure Design Suites. 2014 Form 10-K 89 2013 Annual Report The computation of diluted net...

  • Page 164
    ... licenses of Autodesk Product Design Suites, AutoCAD Mechanical, and Autodesk Moldflow products. M&E consists of two product groups: Animation, including design visualization, and Creative Finishing. Animation products, such as Autodesk Maya, Autodesk 3ds Max, and the Autodesk Entertainment Creation...

  • Page 165
    ... relate to corporate expenses and other costs and expenses that are managed outside the reportable segments, including stock-based compensation expense. Information regarding Autodesk's operations by geographic area is as follows: Fiscal year ended January 31, 2014 2013 2012 Net revenue: Americas...

  • Page 166
    ... tax assets and marketable securities. 14. Retirement Benefit Plans Pretax Savings Plan Autodesk has a 401(k) plan that covers nearly all U.S. employees. Eligible employees may contribute up to 50% of their pretax salary, subject to limitations mandated by the Internal Revenue Service. Autodesk...

  • Page 167
    During the third quarter of fiscal 2013, the Board of Directors of the Company approved a world-wide restructuring plan in line with the Company's strategy, including its continuing shift to cloud and mobile computing ("Fiscal 2013 Plan"). The approved plan resulted in a reduction of approximately ...

  • Page 168
    ... and sports equipment. The transaction was structured as a cash offer for all the outstanding shares of Delcam, and Delcam will be integrated into Autodesk's Manufacturing reportable segment. The initial accounting for this acquisition was not complete as of March 10, 2014, due to the timing of the...

  • Page 169
    ... in all material respects the information set forth therein. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Autodesk, Inc.'s internal control over financial reporting as of January 31, 2014, based on criteria established in...

  • Page 170
    ... included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered...

  • Page 171
    ...as amended (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and (ii) is accumulated and communicated to Autodesk's management, including our Chief Executive Officer and Chief Financial Officer, as appropriate...

  • Page 172
    ... 49 President and Chief Executive Officer Executive Vice President and Chief Financial Officer Senior Vice President, Human Resources and Corporate Real Estate Senior Vice President, Worldwide Sales and Services Senior Vice President, General Counsel and Secretary 2013 Annual Report Steve M. Blum...

  • Page 173
    ... Beneficial Owners and Management," and "Executive Compensation-Equity Compensation Plan Information" in our Proxy Statement. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES The information required by this Item...

  • Page 174
    ... years ended January 31, 2014, 2013 and 2012, is filed as part of this Report and should be read in conjunction with the Consolidated Financial Statements of Autodesk, Inc. Schedule II Valuation and Qualifying Accounts Schedules not listed above have been omitted because they are not applicable or...

  • Page 175
    ... Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. AUTODESK, INC. By: CARL BASS Carl Bass President and Chief Executive Officer /S/ Dated: March 10, 2014 2014 Form 10-K 101 2013 Annual Report

  • Page 176
    ...President and Controller (Principal Accounting Officer) /s/ CRAWFORD W. BEVERIDGE Crawford W. Beveridge /s/ J. HALLAM DAWSON J. Hallam Dawson /s/ THOMAS GEORGENS Thomas Georgens Director (Non-executive Chairman of the Board) 2013 Annual Report Director Director /s/ PER-KRISTIAN HALVORSEN Per...

  • Page 177
    ... Stock Purchase Plan Forms of Agreement (incorporated by reference to Exhibit 10.2 filed with the Registrant's Annual Report on Form 10-K for the fiscal year ended January 31, 2005) 10.1* 10.2* 10.3* 10.4* 10.5* Registrant's 1998 Employee Qualified Stock Purchase Plan Form of Agreement (non...

  • Page 178
    ... Employee Qualified Stock Purchase Plan, as amended and restated (filed herewith) Form of Indemnification Agreement executed by Autodesk and each of its officers and directors (incorporated by reference to Exhibit 10.8 filed with the Registrant's Annual Report on Form 10-K for the fiscal year ended...

  • Page 179
    ... and the J.H.S. Holdings L.P. for 111 McInnis Parkway, San Rafael, CA (incorporated by reference to Exhibit 10.30 filed with the Registrant's Annual Report on Form for the fiscal year ended January 31, 2010) Amended and Restated Credit Agreement, dated as of May 23, 2013, by and among the Registrant...

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  • Page 183
    ... Sales and Services Pascal W. Di Fronzo Senior Vice President, General Counsel and Secretary Mark J. Hawkins Executive Vice President and Chief Financial Officer Corporate Headquarters Worldwide Headquarters Autodesk, Inc. 111 McInnis Parkway San Rafael, CA 94903 USA Asia Pacific Headquarters...

  • Page 184
    Autodesk, Inc., 111 McInnis Parkway, San Rafael, CA 94903 Autodesk is a registered trademark or trademark of Autodesk, Inc., and/or its subsidiaries and/or affiliates in the USA and/or other countries. All other brand names, product names, or trademarks belong to their respective holders. Autodesk ...