Autodesk 2010 Annual Report Download - page 171

AUTODESK, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
considered outstanding at the time of grant, as the stock award holders are entitled to many of the rights of a
stockholder, including voting rights. The fair value of the restricted stock is expensed ratably over the vesting period.
Autodesk recorded share-based compensation expense related to restricted stock awards of $0.7 million and $0.4
million during fiscal years ended January 31, 2010 and 2009, respectively. As of January 31, 2010, total
compensation cost related to non-vested awards not yet recognized of $0.2 million is expected to be recognized over
a weighted average period of 0.4 years. At January 31, 2010, the number of awards granted but unvested was 30,001.
1998 Employee Qualified Stock Purchase Plan (“ESP Plan”)
Under Autodesk’s ESP 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% of their compensation subject to
certain limitations, at not less than 85% of fair market value as defined in the ESP Plan (“ESP Plan fair market
value”). At January 31, 2010, a total of 26.4 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
10.0 million shares or 2.0% of the total of (1) outstanding shares plus (2) any shares repurchased by Autodesk
during the prior fiscal year. Under the ESP Plan, the Company issues shares on the first trading day following
March 31 and September 30 of each fiscal year. The ESP Plan expires during fiscal 2018. Autodesk recorded
$26.6 million, $23.1 million and $31.2 million of compensation expense associated with the ESP Plan in fiscal
2010, 2009 and 2008, respectively.
Under the ESP Plan, Autodesk issued 3.1 million shares at an average price of $14.41 per share in fiscal
2010, 2.1 million shares at an average price of $27.32 per share in fiscal 2009, and 0.8 million shares at an
average price of $28.96 per share in fiscal 2008. The weighted average grant date fair value of awards granted
under the ESP Plan during fiscal 2010, 2009 and 2008, calculated as of the award grant date using the Black-
Scholes-Merton option pricing model, was $7.19, $10.40 and $16.77 per share, respectively.
At January 31, 2010, a total of 33.7 million shares of Autodesk’s common stock have been reserved for
future issuance under existing stock option and stock purchase plans.
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 as of January 31, 2010
(number of securities in thousands).
(a) (b) (c)
Plan category
Number of securities
to be issued upon
exercise of
outstanding options
Weighted-average
exercise price of
outstanding
options
Number of securities remaining
available for future issuance
under equity compensation
plans (excluding securities
reflected in column (a))
Equity compensation plans approved by
security holders ...................... 28,724 $27.50 33,690(1)
Equity compensation plans not approved by
security holders(2) ................... 1,183 9.95 —
Total ................................ 29,907 $26.80 33,690
(1) Included in this amount are 26.4 million securities available for future issuance under Autodesk’s ESP Plan.
(2) Amounts correspond to Autodesk’s Nonstatutory Stock Option Plan, which was terminated by the Board of
Directors in December 2004.
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