Autodesk 2010 Annual Report Download - page 39

consultant as it deems appropriate. The compensation consultant’s role is to provide independent third-party
advice to assist the Compensation Committee in evaluating and designing our executive compensation policies
and programs. While the compensation consultant reports directly to the Compensation Committee, there is
interaction between the compensation consultant and our employees as part of the process of providing executive
compensation data to the Compensation Committee. In addition, the compensation consultant and our executive
officers discuss overall Company goals and objectives.
The Compensation Committee also has authority to obtain independent advice and assistance from internal
or external legal, accounting, or other advisers.
During fiscal 2010, the Compensation Committee engaged Towers Watson & Co. (formerly Towers Perrin)
as its independent compensation consultant. During fiscal 2010, Towers Watson advised the Compensation
Committee on executive compensation decisions, assisted in evaluating the peer group of companies the
Compensation Committee uses to identify competitive compensation trends and levels (see “Benchmarking of
Compensation” below) and provided relevant market data, including competitive and best practices.
In addition, we have contracted with the following compensation consulting firms to inform and assist the
Compensation Committee’s decisions on proper level, type and mix of executive compensation by providing
benchmark data.
• Aon provided the Radford Executive Survey which set forth benchmark data and overall practice
reports to inform the Compensation Committee’s decisions on fiscal 2010 base salaries, incentive
awards and equity grants for executive officers.
• Equilar provided benchmark compensation information based on a detailed analysis of recently filed
proxies from companies in our peer group (see “Benchmarking of Compensation” below). This was an
additional source of information used to inform the Compensation Committee’s decisions on fiscal
2010 base salaries, incentive awards and equity grants for executive officers.
Benchmarking of Compensation
To ensure that our executive compensation practices, including base salaries, target incentive awards, and
equity grants are competitive and meet our compensation objectives, the Compensation Committee uses the
independent third-party executive compensation data and services referenced above. The data and services
reviewed by the Compensation Committee provide information on the compensation practices of a group of
companies in our industry as well as competitors for executive talent (collectively, our “peer group”).
The Compensation Committee uses the compensation information about the pay practices of our peer group,
and broader technology industry practices, to assist it in its decisions about overall compensation, the elements of
compensation, the amount of each element of compensation, and relative compensation among our executive
officers. Specifically, we set the total compensation target for each of our executive officers to be within the
range of total compensation packages for similar jobs offered by companies in our peer group. In practice, actual
compensation awards may be above or below that typical of the peer group, depending on Company performance
and individual experience, skills and performance of each executive officer. We believe that targeting the range
of total compensation packages of our peer companies keeps our salary compensation competitive and within
market norms, while also providing flexibility for increases in base salary for those executive officers
demonstrating extraordinary leadership and contribution to the Company and particular skills or expertise. For
fiscal 2010, our Named Executive Officers’ compensation (base salary, short-term cash incentives target and
equity-based compensation) in aggregate was within approximately 12% of similar compensation pay for similar
positions with companies in our peer group.
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