Autodesk 2002 Annual Report Download - page 52

AUTODESK, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
1998 Employee Qualified Stock Purchase Plan
Under Autodesk’s employee qualified stock purchase plan, which was approved by stockholders in 1998,
eligible employees may purchase shares of Autodesk’s common stock at their discretion using up to 15 percent
of their compensation subject to certain limitations, at not less than 85 percent of fair market value as defined in
the plan agreement. At January 31, 2002, a total of 4.8 million shares were available for future issuance. This
amount will automatically be increased on the first trading day of each fiscal year by an amount equal to the
lesser of 5.0 million shares or 2.0 percent of the total outstanding shares plus any shares repurchased by
Autodesk during the prior fiscal year. Autodesk issued 2.1 million shares at an average price of $9.43 per share in
fiscal 2002, 1.9 million shares at an average price of $9.14 in fiscal 2001, and 1.6 million shares at an average
price of $10.12 in fiscal 2000. The provisions of this plan expire during 2018.
Equity Compensation Plan Information
The following table summarizes the number of outstanding options granted to employees and directors, as
well as the number of securities remaining available for future issuance, under these plans (number of securities
in thousands).
(a) (b) (c)
Plan category
Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
Weighted-average
exercise price of
outstanding options,
warrants and rights
Number of securities remaining
available for future issuance
under equity compensation plans
(excluding securities reflected
in column (a))
(shares in thousands)
Equity compensation plans approved by
security holders (1) ......................... 18,220 $16.49 13,477(2)
Equity compensation plans not approved by
security holders (3) ........................... 10,944 $16.52 314
Total .................................. 29,164 $16.50 13,791
(1) Included in these amounts are 473,000 securities available to be issued upon exercise of outstanding options
with a weighted-average exercise price of $21.80 related to equity compensation plans assumed in
connection with previous business mergers and acquisitions.
(2) Included in this amount are 4,793,000 securities available for future issuance under Autodesk’s 1998
Employee Qualified Stock Purchase Plan
(3) Amounts correspond to Autodesk’s Nonstatutory Stock Option Plan, which is not subject to stockholder
approval, described above.
Pro Forma Net Income (Loss) Information
Autodesk applies APB 25 in accounting for its employee stock plans. Accordingly, no compensation
expense is recognized in Autodesk’s consolidated statement of operations, other than for stock awards that have
exercise prices less than the fair market value of Autodesk’s common stock at the date of grant.
Had compensation expense been determined in accordance with the fair value method prescribed by
SFAS 123, Autodesk’s pro forma net income for fiscal 2002 would have been $27.5 million, net income for
fiscal 2001 would have been $39.1 million, and net loss for fiscal 2000 would have been $44.7 million.
Pro forma basic net income (loss) per share would have been $0.25 in fiscal 2002, $0.34 in fiscal 2001, and
$(0.37) in fiscal 2000. Pro forma diluted net income (loss) per share would have been $0.24 in fiscal 2002,
$0.34 in fiscal 2001, and $(0.37) in fiscal 2000.
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