Autodesk 2008 Annual Report Download - page 44

Stock Option Grant Exercise Price
For fiscal year 2008, the exercise price for stock option grants equaled the fair market value of the
Company’s common stock on the date of grant. This is defined as the closing price quoted on the Nasdaq Global
Select Market on the grant date.
Option Grant Vesting and Expiration
All stock options granted in fiscal year 2008 vest according to the nature of the grant and the level of the
recipient. All stock options granted in fiscal year 2008, with the exception of the special CEO Award Grants,
expire six years from the date of grant.
•Executive Officer and all other vice president grants (new hire, promotion and performance grants)
have four-year vesting, with one-fourth of the total grant vesting on each grant anniversary date for
four years, except our Executive Chairman, Ms. Bartz, who received an option grant that vests over
two years.
•Other non-vice president grants (key new hire, promotion, performance grants) have three-year
vesting, with one-third of the total grant vesting on each grant anniversary date for three years.
•Standard new hire grants (50 to 100 shares, depending on country) vest in full on the one-year
anniversary of the grant date.
•CEO Award Grant (up to 1,000 shares depending on recipient) vest in full on the 18 month anniversary
of the grant date and expire four years from the date of grant. These CEO Award grants were awarded
to 300 employees below the vice president level by a special nomination process to recognize
outstanding achievements.
Stock Ownership Guidelines for Executive Officers
The Board of Directors believes that stock ownership by executive officers is important to tie management
to the risks and rewards inherent in stock ownership of the Company. The voluntary guidelines for stock
ownership adopted by the Board in December 2004 provide that, within a four-year period, executive officers
should attain an investment position in our stock equal to a multiple of their base salary. Converting a portion of
management’s stock options into shares encourages long-term ownership in the Company and helps align the
interests of executive officers and stockholders.
Stock ownership guidelines are as follows:
Position Ownership Guidelines
Executive Chairman ......................................................... 5,000 shares
Chief Executive Officer ...................................................... 5times base salary
Executive Vice President* .................................................... 3times base salary*
Chief Financial Officer ....................................................... 2times base salary
Senior Vice President ........................................................ 2times base salary
* Stock Ownership Guidelines for Executive Vice President were introduced in December 2007, following the
promotion of Mr. Bado to Executive Vice President Worldwide Sales.
The stock ownership guidelines are applicable only to those executive officers who are also subject to
Section 16 of the Exchange Act. The guidelines apply so that the executive has four years from adoption of the
guidelines in December 2004, or assumption of a new, higher-level position, to achieve the recommended levels
of stock ownership, whichever is later. The executive can achieve the recommended levels through exercising
vested stock options or by purchasing stock either in the open market or through the Employee Stock Purchase
Plan. Only stock that is owned outright is applied toward meeting the guidelines.
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