Autodesk 2016 Annual Report Download

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FISCAL YEAR
Annual Report
Notice of annual meeting and
proxy statement
2016

Table of contents

  • Page 1
    FISCAL YEAR 2016 Annual Report Notice of annual meeting and proxy statement

  • Page 2

  • Page 3
    ... vote is very important. On behalf of the Board of Directors, I would like to express our appreciation for your continued support of Autodesk. Very truly yours, Carl Bass President and Chief Executive Officer Proxy Materials The 2016 Annual Meeting of Stockholders will be held for the following...

  • Page 4
    .... If you attend the Annual Meeting, you may vote in person by ballot even if you previously voted. Items of Business Proxy Materials Adjournments and Postponements Record Date Voting By Order of the Board of Directors, Pascal W. Di Fronzo Senior Vice President, General Counsel and Secretary This...

  • Page 5
    ... Board Attendance at Annual Stockholders Meetings by Directors Contacting the Board EXECUTIVE COMPENSATION Compensation Discussion and Analysis Executive Summary The Compensation-Setting Process Competitive Compensation Positioning The Principal Elements of the Executive Compensation Program Proxy...

  • Page 6
    ... 2016 Change in Control Arrangements and Employment Agreements Potential Payments Upon Termination or Change in Control Compensation of Directors Equity Compensation Plan Information 44 45 47 49 50 50 51 52 56 59 60 62 62 62 63 65 Proxy Materials SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS...

  • Page 7
    ... of the Record Date. As of the Record Date, there were 224,588,789 shares of Common Stock outstanding and entitled to vote at the Annual Q: What is the difference between holding shares as a stockholder of record and as a beneficial owner? _____ A: Stockholders of record record, Autodesk sent these...

  • Page 8
    ... executive officers. Proxy Materials Q: Can I attend the Annual Meeting? _____ A: Yes, you can attend the Annual Meeting in person if you are a stockholder of record or a beneficial owner as of the Record Date. Please notify David Gennarelli, Autodesk's Director of Investor Relations, by telephone...

  • Page 9
    ...Annual Meeting? _____ A: If you are a stockholder of record, you may instruct the proxy holders how to vote your shares in one of three ways: by using the Internet voting site listed on the proxy card and Notice, by calling the toll-free telephone number listed on the proxy card and Notice, or 2016...

  • Page 10
    ... email at [email protected], and completing, signing, dating and returning the proxy card in the postage pre-paid envelope provided. Proxy cards submitted by mail must be received by the time the Annual Meeting begins in order for the related shares to be voted. If you return a signed...

  • Page 11
    ..., Inc., 111 McInnis Parkway, San Rafael, California 94903, Attention: General Counsel, and must be received by the General Counsel before the vote at the Annual Meeting. If you are a beneficial owner of shares held in street name, there are two ways you can change your vote. You can submit...

  • Page 12
    ... forth all information required by Autodesk's Bylaws to Autodesk's General Counsel during the Notice Period (as defined below). -year anniversary of the date on which Autodesk first mailed its proxy materials for the previous year's annual meeting of stockholders, and lasts for 30 days. As a result...

  • Page 13
    ... Parkway, San Rafael, California 94903, Attention: General Counsel. Additional Information About the Proxy Materials _____ A: You may receive more than one Proxy Statement, proxy card, voting instruction card or Notice. For example, if you hold your shares in more than one brokerage account, you...

  • Page 14
    ... for any nominee designated by the Board to fill the vacancy. The term of office of each person elected as a director will continue until the next Annual Meeting of Stockholders or until a successor has been duly elected and qualified. Settlement Agreements On March 10, 2016, the Company entered...

  • Page 15
    ... following the completion of the Annual Meeting until the 2017 Annual Meeting, the size of the Board will not exceed 11 directors. Following the Annual Meeting and during the Standstill Period, provided the Minimum Ownership Obligations are satisfied, the Compensation and Human Resources Committee...

  • Page 16
    ...: (i) advising, controlling, changing or influencing the Board or management of the Company, (ii) any material change in the executive management, business, corporate strategy or corporate structure, except in each case for (w) inadvertent disclosure in a non-public context, (x) in connection...

  • Page 17
    ... as of March 31, 2016, certain biographical information about each nominee and the nominees' unique qualifications to serve on the Board are set forth below. There are no family relationships among any of our directors or executive officers. regarding the Board, including procedures for nominations...

  • Page 18
    ... our President and Chief Executive Officer, Mr. Bass possesses a deep knowledge and understanding of Autodesk's business, operations, and employees; the opportunities and risks we face; and management's strategy and plans for accomplishing Autodesk's goals. His service on the boards of directors of...

  • Page 19
    ... where he served as CEO from 2006 to 2011, after leading its sale from Cendant Corporation to the Blackstone Group for $4.3 billion in 2006. Prior to that, Mr. Clarke was the Chief Operating Officer of CA, Inc., an enterprise software company, Executive Vice President of Global Operations at HP, and...

  • Page 20
    ... Officer and President of NetApp, Inc., a provider of data management solutions, from August 2009 to June 2015. Mr. Georgens joined NetApp in October 2005 as Executive Vice President and General Manager of Enterprise Storage Systems. He served as Executive Vice President of Product Operations...

  • Page 21
    ... as Executive Vice President of small business, and later in the office of the CEO, at Intuit Inc., a business and financial management software company. Prior to joining Intuit, Ms. Norrington served in a variety of executive positions at General Electric Corporation over a twenty-year period...

  • Page 22
    ... understanding of Autodesk's industry, business and international operational challenges. Mr. Smith's years of service as an executive officer at Intel provide him with the corporate governance knowledge necessary to serve on our Compensation and Human Resources Committee. 2016 Proxy Statement...

  • Page 23
    ... extensive experience in the information technology industry. His three decades of experience, which includes founding Emerging Company Partners, provide Mr. West with a firm understanding of Autodesk's industry, business and technology. His past service on the boards of directors of several public...

  • Page 24
    ...REGISTERED PUBLIC ACCOUNTING FIRM. _____ Principal Accounting Fees and Services The following table presents fees billed for professional audit services and other services rendered to Autodesk by Ernst & Young LLP and its affiliates for the fiscal years ended January 31, 2016, and 2015. Fiscal 2016...

  • Page 25
    ... and fees (separately describing audit-related services, tax services and other services) expected to be provided by Ernst & Young LLP and its affiliates during the year. Periodically, the Audit Committee receives an update of all pre-approved audit and nonaudit services conducted, and information...

  • Page 26
    ...on these communications, the Committee found that our stockholders were generally supportive of the executive compensation design changes that we have made in recent years and the alignment between our CEO pay and Autodesk performance. In addition our stockholders provided us helpful input regarding...

  • Page 27
    ... compensation objectives are to: Recruit and retain the highest caliber of executives through competitive rewards. Motivate executive officers to achieve business and financial goals; Balance rewards for short- and long-term performance; and Align rewards with stockholder value creation. 2016...

  • Page 28
    ... stock price performance. Our compensation program emphasizes variable compensation with both annual and long-term performance components. In an rewards strong annual financial and operational performance as well as TSR relative to other software companies over one-, two, and three-year performance...

  • Page 29
    ...our website at www.autodesk.com In addition, we have adopted a Code of Business Conduct for directors and employees, and a Code of Ethics for Senior Executive and Financial Officers, including our principal executive officer, principal financial officer, principal accounting officer, all senior vice...

  • Page 30
    ... and Georgens are or were executive officers at entities that have arms-length, ordinary course commercial relationships with Autodesk and that amounts paid or received by those entities for products or services in fiscal 2016 were not material. The Board determined that the foregoing relationships...

  • Page 31
    The Compensation and Human Resources Committee reviews compensation and benefits for our executive officers and has authority to grant stock options, RSUs and PSUs to executive officers and non-executive employees under our stock plans. As non-employee directors, the members of the Compensation and ...

  • Page 32
    ... recommendations for candidates to the Board must be directed in writing to Autodesk, Inc., 111 McInnis Parkway, San Rafael, California 94903, Attention: General Counsel, and must include the candidate's name, home and business contact information, detailed biographical data and qualifications...

  • Page 33
    ... Meetings by Directors Autodesk does not have a formal policy regarding attendance by members of the Board at the Annual Meeting of Stockholders. Directors are encouraged, but not required, to attend. All of our directors then serving attended the 2015 Annual Meeting of Stockholders. 2016 Proxy...

  • Page 34
    Contacting the Board Communications from stockholders to the non-employee directors should be addressed to the non-executive Chairman as follows: Autodesk, Inc., c/o General Counsel, 111 McInnis Parkway, San Rafael, California 94903, Attention: Non-Executive Chairman. EXECUTIVE COMPENSATION ...

  • Page 35
    ... shares. Based on these discussions, the Committee found that our stockholders were generally supportive of the executive compensation design changes that we have made in recent years and the alignment between our CEO pay and Autodesk performance. In addition our stockholders provided us helpful...

  • Page 36
    ... cycle, the Summary Compensation Table does not truly represent our pay-for-performance linkage. For example, in March 2016, the Committee made decisions about long-term incentive compensation awards for the CEO based on bot 2016 (fiscal 2016). Since these decisions were made during fiscal 2017...

  • Page 37
    ... share for fiscal 2014, and revenue and nonGAAP operating margin for prior fiscal years. CEO total compensation comprises the following elements for the respective periods: (in thousands) Salary Bonus and Non-Equity Incentive Compensation RSUs (3) PSUs (4) Other CEO Total Compensation Fiscal 2012...

  • Page 38
    ...non-GAAP total spend, total subscription renewal rate and Relative TSR objectives, with an assumed value per share of $62.21 based on the Monte Carlo simulation valuation model. Fiscal 2016 Executive Compensation Decisions Below is a description of the compensation decisions made for the NEOs based...

  • Page 39
    ... through informal discussions. Annually, the Committee meets and discusses with the other independent members of the Board the performance of the CEO during the year in light of corporate goals and objectives. The Committee takes this assessment into account, along with competitive compensation data...

  • Page 40
    ... available, market data from similar sized San Francisco Bay Area Software Companies was used. The Committee uses this data, as well as information about broader technology industry compensation practices, when deliberating on the compensation of the executive officers. The compensation peer group...

  • Page 41
    ... case of the CEO, billings, subscriptions and deferred revenue) Performance Stock Unit Align compensation with key drivers of the business and relative shareholder return Encourage focus on nearterm and long-term strategic objectives 0% - 180% of target shares Change in Autodesk Stock Price FY...

  • Page 42
    ... required of each position, as well as market conditions and internal pay equity. In March 2015, the Committee considered an analysis of the base salar Board to conduct a similar assessment of his experience, skills and perfor base salaries were increased by approximately 0% to 5% for fiscal 2016...

  • Page 43
    ... base salary increase in December 2015. Sales Compensation Plan for Mr. Blum In addition to receiving the short-term incentive award described above, Mr. Blum was eligible to receive sales commissions. s performance against prethe market environment that Autodesk was expected to face in fiscal 2016...

  • Page 44
    ... Compensation Autodesk uses long-term incentive compensation in the form of equity awards to align executive pay opportunities with stockholder value creation, and to motivate and reward executive officers for effectively executing longer-term strategic and operational objectives. March 2015...

  • Page 45
    ... upon achievement of performance goals adopted ter Software -, two- and three-year performance periods. In fiscal 2016, we measured Performance Results based on annual billings and subscriptions. The use of billings and subscriptions goals motivates management to drive -term interests of our...

  • Page 46
    ... installments from the date of grant. RSUs help us retain executives in a competitive environment and provide further incentive to focus on longer-term stockholder value creation. Vesting of PSUs In March 2016, the Committee reviewed and certified the attainment levels for performance measures for...

  • Page 47
    ...annualized recurring revenue, 15% by non-GAAP total spend and 15% by total subscription renewal rate. against companies in the S&P Computer Software Select Index over one-, two- and three-year performance periods. The Committee believes the fiscal 2017 performance metrics reflect the current drivers...

  • Page 48
    ... executive officers in the event of a potential change-in-control of Autodesk, the Board has adopted the Autodesk, Inc. Executive Change in Control Program. Each of the NEOs, among other employees, is a participant in the program. The payments and benefits available under this program are designed...

  • Page 49
    guidelines are as follows: CEO Minimum Number of Shares to be Owned Executive Vice President 30,000 Senior Vice President 100,000 15,000 Clawback Policy Executive officer cash incentive-based compensation may be recovered at the discretion of the Board if an executive officer has engaged in ...

  • Page 50
    ... executive officers and directors may never realize any value from their awards. ASC Topic 718 also requires Autodesk to recognize the compensation cost of these share-based payment awards in the income statements over the period that an employee or director is required to render service in exchange...

  • Page 51
    ...named executive officers. Instead, the amounts reported represent the aggregate grant date fair values of performance-based res the Notes to Consolidated Financial Statements in our fiscal 2016 Annual Report on Form 10-K filed on March 23, 2016. Equity and Non-Equity Incentive Plan Compensation Non...

  • Page 52
    ... Herren, Senior Vice President and Chief Financial Officer (b) Andrew Anagnost Senior Vice President, Industry Strategy & Marketing (c) Steven M. Blum, Senior Vice President, Worldwide Sales and Services (d) Amar Hanspal, Senior Vice President, Autodesk Product Group 2016 2015 2014 2016 472,577...

  • Page 53
    ... and other awards in our overall executive compensation program. The following table presents information concerning grants of plan-based awards to each of the named executive officers during fiscal 2016: All Other Stock Awards: Number of Shares of Stock (#)(c) Grant Date Fair Value of Stock Awards...

  • Page 54
    ... of the PSU awards granted to the named executive officers in fiscal 2016 under our 2012 Employee Plan. These columns show the awards that were possible at the threshold, target and maximum levels of performance. Shares were to be earned based upon annual billings and subscriptions goals for fiscal...

  • Page 55
    ..., all options granted to named executive officers vested at the rate of 25% per year over the first four years of the option term and all RSU awards vest in three equal annual installments beginning on the first anniversary of the date of grant. Option Awards Stock Awards Market Value of Shares of...

  • Page 56
    ... number of shares acquired on vesting of RSUs or PSUs multiplied by the closing market price of our Common Stock as reported on the NASDAQ on the vesting date. Nonqualified Deferred Compensation for Fiscal 2016 Under our Nonqualified Deferred Compensation Plan, certain United States-based officers...

  • Page 57
    ... for "good reason" (as those terms are defined in the Program), the executive officer will receive (among other benefits), following execution of a release and non-solicit agreement: An amount equal to one and one-rata bonus, provided the Company bonus targets are satisfied, payable in a lump sum...

  • Page 58
    ... of compensation, benefits and perquisites payable under the Executive Change in Control Program effective during the 2016 fiscal year or, in the case of Mr. Bass, pursuant to his employment agreement, discussed above. Estimated amounts for share-based compensation are based on the closing price of...

  • Page 59
    ... or Voluntary For Good Reason (Change in Control) Termination on Executive Benefits and Payments Voluntary Termination on 1/31/2016 ($) For Cause Termination on 1/31/2016 ($) Disability on 1/31/2016 ($) Death on 1/31/2016 ($) Compensation: Base Salary (1) Short-Term Cash Incentive Plan (EIP...

  • Page 60
    ...(Change in Control) Termination on Executive Benefits and Payments Voluntary Termination on 1/31/2016 ($) For Cause Termination on 1/31/2016 ($) Disability on 1/31/2016 ($) Death on 1/31/2016 ($) Compensation: Base Salary (1) Short-Term Cash Incentive Plan (EIP) (2) Sales Commissions and Bonus...

  • Page 61
    ...paid in accordance with the Executive Change in Control Program effective during the 2016 fiscal year. These amounts are based on the cash value of the short-term cash incentive plan. (3) Equity Awards: Pursuant to the Company's form of RSU and PSU award agreement, in the case of Disability or Death...

  • Page 62
    ... quarterly, in arrears. During fiscal 2016, Autodesk's 2012 Outside Directors' Stock Plan provided for the automatic grant of RSUs to our nonemployee directors. Upon being elected or appointed to our Board, each non-employee director would be provided an initial grant of RSUs with a grant date value...

  • Page 63
    ... RSUs and Subsequent Annual RSUs and (ii) the pro-rata grant date fair value of 20% of the stock awards the directors earned during fiscal 2016 in lieu of cash. The 20% represents the premium of $1.20 worth of stock for each $1.00 of cash compensation foregone. The assumptions used in the valuation...

  • Page 64
    ... RSUs granted on June 10, 2014, in lieu of cash foregone for the June 10, 2014, through June 10, 2015, Directors' Compensation Cycle: Restricted Stock Unit Total Number of Shares (#) Number of Shares Representing the 20% Premium (#) Grant Date Fair Value of Stock Awards ($) Grant Date Fair Value of...

  • Page 65
    ...31, 2016, was: Aggregate Number of Shares Underlying Stock Options Outstanding Aggregate Number of Shares Underlying Outstanding Restricted Stock Units Directors Equity Compensation Plan Information The following table summarizes the number of outstanding options granted to employees and directors...

  • Page 66
    ... their respective footnote, the address for each listed person is c/o Autodesk, Inc., 111 McInnis Parkway, San Rafael, California 94903. (2) The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and the information is not necessarily...

  • Page 67
    ... with respect to 7,175,000 shares. The address of the reporting persons is 399 Park Avenue, 32nd Floor, New York, NY 10022. (9) As of December 31, 2015, the reporting date of Soroban Capital GP LLC's most recent filing with the SEC pursuant to Section 13(g) of the Exchange Act filed on February 16...

  • Page 68
    ...(a) of the Exchange Act requires our directors and executive officers, and persons who own more than 10% of a registered class of our equity securities, to file reports of ownership on Form 3 and changes in ownership on Form 4 or 5 with the SEC and the NASDAQ. Such executive officers, directors and...

  • Page 69
    ... services and fees that may be performed by Ernst & Young LLP; reviewing with management and Ernst & Young LLP compliance by Autodesk with establishing and maintaining an adequate system of internal financial and disclosure controls; reviewing our critical accounting policies and the application...

  • Page 70
    AUDIT COMMITTEE OF THE BOARD OF DIRECTORS Betsy Rafael (Chair) J. Hallam Dawson Lorrie M. Norrington Steven M. West Proxy Materials 2016 Proxy Statement 64

  • Page 71
    ...of the proxy holders. It is important that your shares be represented at the Annual Meeting, regardless of the number of shares that you hold. Autodesk urges you to vote at your earliest convenience. THE BOARD OF DIRECTORS 2016 Proxy Statement 65 Proxy Materials May 2, 2016 San Rafael, California

  • Page 72

  • Page 73
    ... registrant (based on the closing sale price of such shares on the NASDAQ Global Select Market on July 31, 2015) was approximately $11.4 billion. Shares of the registrant's common stock held by each executive officer and director have been excluded in that such persons may be deemed to be affiliates...

  • Page 74
    [THIS PAGE INTENTIONALLY LEFT BLANK] 2016 Annual Report 2016 Form 10-K 2

  • Page 75
    ... 115 117 Directors, 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 113...

  • Page 76
    ... date on which they were made, except as required by law. PART I ITEM 1. BUSINESS 2016 Annual Report Note: A glossary of terms used in this Form 10-K appears at the end of this Item 1. GENERAL We are a global leader in design software and services, offering customers productive business solutions...

  • Page 77
    ... Mechanical, AutoCAD Civil 3D, AutoCAD Architecture, AutoCAD Map, Autodesk Maya, and 3ds Max. Suites, which accounted for approximately 37% of our net revenue in fiscal 2016, are a combination of products that target a specific user objective (product design, building design, etc.) and support...

  • Page 78
    ...Design Suites are available to meet each customer's particular business needs and offer the depth and breadth of the Autodesk portfolio. • AutoCAD Civil 3D AutoCAD Civil 3D products provide a surveying, design, analysis, and documentation solution for civil engineering, including land development...

  • Page 79
    ... set of tools for 3D mechanical design, simulation, analysis, tooling, visualization, and documentation. With Autodesk Inventor, engineers can integrate AutoCAD drawings and model-based design data into a single digital model, creating a virtual representation of a final product that enables them to...

  • Page 80
    ... solutions that enable film and video artists, game developers, and design visualization professionals to digitally create engaging, lifelike images, realistic animations and simulations, extraordinary visual effects, and full length animated feature films. • Autodesk 3ds Max 2016 Annual Report...

  • Page 81
    ...variety of incentive programs and promotions to align our reseller channel with our business strategies. Sales through our largest distributor, Tech Data Corporation and its affiliates, accounted for 25%, 25%, and 24% of our net revenue for fiscal years 2016, 2015, and 2014, respectively. We believe...

  • Page 82
    ... and we have created online user communities dedicated to the exchange of information related to the use of our products. We generate revenue through several subscription-based business models in addition to perpetual use software license sales. The largest is our maintenance program, under which...

  • Page 83
    ... ecosystem for the future of how things are designed, made, and used. Through our programs, over 4,100 developers in the Autodesk Developer Network create interoperable products that further enhance the range of integrated solutions available to our customers. 2016 Form 10-K 11 2016 Annual Report

  • Page 84
    ...of these and other factors, competitive conditions in these industries are likely to continue to intensify in the future. Increased competition could result in price reductions, reduced net revenue and profit margins, and loss of market share, any of which could harm our business. See Item 1A, "Risk...

  • Page 85
    ... product shipment delays, which could harm our business. We retain ownership of software we develop. Desktop software is licensed to users pursuant to 'click through' or signed license agreements containing restrictions on duplication, disclosure, and transfer. Cloud software and associated services...

  • Page 86
    ... accounted for as business combinations. The following were key acquisitions for fiscal years 2016, 2015, and 2014: Date of closing Company Details November 2015 netfabb GmbH ("netfabb") The acquisition of netfabb GmbH ("netfabb") provides Autodesk with software solutions that reduce production...

  • Page 87
    ... software license revenue from the sale of seat licenses, term-based licenses from our desktop subscription and enterprise offerings, and product revenue for Creative Finishing. Other revenue includes revenue from consulting, training, Autodesk Developers Network and Creative Finishing customer...

  • Page 88
    ... result in reductions in sales of our products and services, longer sales cycles and slower adoption of our technologies. 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...

  • Page 89
    ... requires us to constantly evaluate our business model and strategy. In response, we are focused on providing solutions to enable our customers to be more agile and collaborative on their projects. We are also developing consumer products for digital art, personal design and creativity, and home...

  • Page 90
    ...over time, it creates risks related to the timing of revenue recognition and expected reductions in cash flows in the near term. 2016 Annual Report We may not be able to predict subscription renewal rates and their impact on our future revenue and operating results. Our customers are not obligated...

  • Page 91
    ... would reduce the cash available to fund our operations. We anticipate that our international operations will continue to account for a significant portion of our net revenue, and, as we expand our international development, sales and marketing expertise, will provide significant support to our...

  • Page 92
    ...sale of our products. Because of these and other factors, competitive conditions in the industry are likely to intensify in the future. Increased competition could result in price reductions, reduced net revenue and profit margins and loss of market share, any of which would likely harm our business...

  • Page 93
    ... of certain 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...

  • Page 94
    ... affected. We sell our software products both directly to end-users and through a network of distributors and resellers. For fiscal 2016 and fiscal 2015, approximately 79% and 83% of our revenue was derived from indirect channel sales through distributors and resellers and we expect that the...

  • Page 95
    ... over time as a result of a number of factors, including the overall global economy, the health of their businesses, and the perceived value of the maintenance program. If our customers do not renew their maintenance contract for our products, our maintenance revenue will decline and our financial...

  • Page 96
    ...lower growth or contraction of our maintenance program; failure to expand our AutoCAD and AutoCAD LT customer base to related design products and services; our inability to rapidly adapt to technological and customer preference changes, including those related to cloud computing, mobile devices, new...

  • Page 97
    ... the product release cycle, market acceptance, product competition, performance and reliability, reputation, price competition, economic and market conditions and the availability of third-party applications, would likely harm our financial results. During fiscal 2016 and 2015, combined revenue from...

  • Page 98
    ... to accommodate our customers' needs and demands and the rapid evolution of technology, we from time to time evolve our business and sales initiatives such as realigning our development and marketing organizations, and expanding our portfolio of suites and our offering of software as a service, and...

  • Page 99
    ...key performance metrics; results and future projections related to our business model transition, including the impact of the end of upgrades and perpetual licenses; quarterly variations in our or our competitors' results of operations; general socio-economic, political or market conditions; changes...

  • Page 100
    ... material adverse effect on our business, financial condition, results of operations, cash flows or the trading prices for our securities. We are involved in legal proceedings and receive inquiries from regulatory agencies. As the global economy has changed and our business has evolved, we have seen...

  • Page 101
    ... and our websites for our development, marketing, operational, support, sales, accounting and financial reporting activities. We continually invest resources to update and improve these systems and environments in order to meet the growing and evolving requirements of our business and customers. In...

  • Page 102
    ... third-party developers and end users, which could harm our business. 2016 Annual Report Additionally, technology created by outsourced product development, whether outsourced to third parties or developed externally and transferred to us through business or technology acquisitions, have certain...

  • Page 103
    ... be required to record a non-cash impairment charge, which would decrease the carrying value of our long-lived assets, as the case may be, and our results of operations would be adversely affected. Our deferred tax assets include net operating loss and tax credit carryforwards that can be used to...

  • Page 104
    .... Our San Rafael facilities consist of 220,000 square feet under leases that have expiration dates ranging from December 2017 to December 2019. We and our foreign subsidiaries lease additional space in various locations throughout the world for local sales, product development, and technical support...

  • Page 105
    ... several factors, including general market and economic conditions, the number of employee stock option exercises and restricted stock unit issuances, the trading price of Autodesk common stock, cash on hand and available in the United States, cash requirements for acquisitions, and Company defined...

  • Page 106
    The following table provides information about the repurchase of common stock in open-market transactions during the quarter ended January 31, 2016: Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) Maximum Number of Shares that May Yet ...

  • Page 107
    ... we specifically incorporate it by reference into such filing. Comparison of Five Year Cumulative Total Stockholder Return (1) _____ (1) Assumes $100 invested on January 31, 2011, in Autodesk's stock, the Standard & Poor's 500 Stock Index, and the Dow Jones U.S. Software Index, with reinvestment of...

  • Page 108
    ... statements which are not included in this Form 10-K. Fiscal year ended January 31, 2016 2015 2014 2013 2012 (In millions, except per share data) For the Fiscal Year: Net revenue Income from operations Net (loss) income Cash flow from operations Common Stock Data: Basic net (loss) income per...

  • Page 109
    ... they use our products and service offerings and to address new types of customers such as project-based users and small businesses. As part of this transition, we discontinued licensing upgrades effective March 6, 2015, discontinued selling new 2016 Form 10-K 37 2016 Annual Report The discussion...

  • Page 110
    ... the new desktop, cloud and mobile, and enterprise flexible license agreements ("new model"). We expect maintenance subscriptions to peak as perpetual license sales end this year, and we expect them to decline slowly over time. Another key element of our strategy is increasing our global penetration...

  • Page 111
    ... several other external and internal factors including, but not limited to, pricing and discounting practices, contractually stated prices, the geographies in which we offer our products and services, and the type of customer (i.e. distributor, value-added 2016 Form 10-K 39 2016 Annual Report

  • Page 112
    ... the sale of our product licenses by our 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, we...

  • Page 113
    ... acquired trade name and customer relationships will continue to be used in the combined company's product portfolio; expected costs to develop the in-process research and development into commercially viable products and estimated cash flows from the projects when completed; and discount rates used...

  • Page 114
    ... as in subsequent quarters. We will continue to evaluate the values of our long-lived assets in accordance with applicable accounting rules. As changes in business conditions and our assumptions occur, we may be required to record impairment charges. Income Taxes. We account for income taxes under...

  • Page 115
    ...the expected term of the award, and expected dividends. The variables used in these models are reviewed on a quarterly basis and adjusted, as needed. Share-based compensation cost for restricted stock is measured on the closing fair market value of our common stock on the date of grant. The value of...

  • Page 116
    ...Tech Data accounted for 25% of our consolidated net revenue during both fiscal 2016 and 2015, 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...

  • Page 117
    ...fiscal 2015 and 2016, total spend would have increased 9% on a constant currency basis compared to the prior fiscal year. Changes in the value of the U.S. dollar may have a significant effect on net revenue, total spend, and income from operations in future periods. We use foreign currency contracts...

  • Page 118
    ... billion of deferred subscription revenue primarily related to customer maintenance contracts, which will be recognized as revenue ratably over the life of the contracts. The term of our maintenance contracts is typically between one and three years. Our cash flow from operations decreased 42% to...

  • Page 119
    ... desktop subscription and enterprise offerings, and product revenue for Creative Finishing. Other revenue includes revenue from consulting, training, Autodesk Developers Network, and Creative Finishing customer support, and is recognized as the services are performed. 2016 Form 10-K 47 2016 Annual...

  • Page 120
    ... from our term-based desktop subscription and enterprise offerings; and (3) revenue from our cloud service offerings. Our maintenance program provides our customers of software products with a cost effective and predictable budgetary option to obtain the productivity benefits of our new releases and...

  • Page 121
    ... Middleware product offerings. M&E revenue is impacted by a general decrease in the M&E industry end-market demand, the planned inclusion of our M&E products in other Autodesk industry suites, and the business model transition as customers are opting for desktop subscription and flexible enterprise...

  • Page 122
    ... shipped consists of orders for currently available licensed software products from customers with approved credit status. Subscription Revenue Subscription revenue increased 15% during fiscal 2015 as compared to fiscal 2014 primarily due to a 15% increase in commercial maintenance revenue. The 15...

  • Page 123
    ... by our Autodesk Entertainment Creation Suite, partially offset by a 5% increase in our flagship product 3ds Max. Cost of Revenue and Operating Expenses Cost of Revenue Fiscal Year Ended January 31, 2016 Increase compared to prior fiscal year $ % Fiscal Year Ended January 31, 2015 (in millions...

  • Page 124
    ...37% 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...

  • Page 125
    ... primarily of salaries, bonuses, benefits, and stock-based compensation expense for research and development employees, and the expense of travel, entertainment and training for such personnel, rent and occupancy, professional services such as fees paid to software development firms and independent...

  • Page 126
    ... and remain flat as a percentage of net revenue during fiscal 2017, as compared to fiscal 2016. Restructuring Charges, Net 2016 Annual Report Fiscal Year Ended January 31, 2016 Decrease compared to prior fiscal year $ % Fiscal Year Ended January 31, 2015 (in millions) Decrease compared to prior...

  • Page 127
    ... by the amount of benefits and charges from tax amounts associated with our foreign earnings that are taxed at rates different from the federal statutory rate, changes in valuation allowances, level of profit before tax, accounting for uncertain tax positions, business combinations, closure of...

  • Page 128
    ... 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, 2016, 2015, and 2014, our gross profit, gross margin, income...

  • Page 129
    ... 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. 2016 Form 10-K 57 2016 Annual Report

  • Page 130
    ... year-over-year changes, gross margin, operating margin, and per share data): Fiscal Year Ended January 31, 2016 2015 (Unaudited) 2014 Year-over-year change in total net revenue Change in deferred revenue Change in hedge gain applicable to billings (1) Change in acquisition related deferred revenue...

  • Page 131
    ...59 2016 Annual Report Stock-based compensation expenses. We exclude stock-based compensation expenses from non-GAAP measures primarily because they are non-cash expenses and management finds it useful to exclude certain non-cash charges to assess the appropriate level of various operating expenses...

  • Page 132
    ... by changes in operating assets and liabilities was $190.6 million. The primary working capital sources of cash was an increase in deferred revenue for fiscal 2016 compared to fiscal 2015. Our days sales outstanding in trade receivables was 92 at January 31, 2016 2016 Annual Report 2016 Form...

  • Page 133
    ... increase in days sales outstanding primarily relates to a shift in billings linearity. The primary working capital use of cash was an increase in accounts receivable for fiscal 2016 compared to fiscal 2015. At January 31, 2016, our short-term investment portfolio had an estimated fair value of $897...

  • Page 134
    ...terms, including: fixed or minimum quantities to be purchased; fixed, minimum, or variable price provisions; and the approximate timing of the transaction. Purchase obligations relate primarily to enterprise subscription agreements, IT infrastructure costs, and marketing costs. Deferred compensation...

  • Page 135
    ... several factors, including general market and economic conditions, the number of employee stock option exercises and restricted stock unit issuances, the trading price of Autodesk common stock, cash on hand and available in the United States, cash requirements for acquisitions, and Company defined...

  • Page 136
    ... of the net revenue or operating expense of certain anticipated transactions. In addition, we use balance sheet hedge contracts to reduce the exchange rate risk associated primarily with foreign currency denominated receivables and payables. As of January 31, 2016 and 2015, we had open cash flow and...

  • Page 137
    ... Fiscal year ended January 31, 2016 2015 2014 Net revenue: License and other Subscription Total net revenue Cost of revenue: Cost of license and other revenue Cost of subscription revenue Total cost of revenue Gross profit Operating expenses: Marketing and sales Research and development General and...

  • Page 138
    ...year ended January 31, 2016 2015 2014 Net (loss) income Other comprehensive (loss) income, net of reclassifications: Net (loss) gain on derivative instruments (net of tax effect of $0.6, ($0.7), and $1.1) Change in net unrealized loss on available-for-sale.... 2016 Annual Report 2016 Form 10-K...

  • Page 139
    ... per share data) January 31, 2016 ASSETS January 31, 2015 Current assets: Cash and cash equivalents Marketable securities Accounts receivable, net Deferred income taxes, net Prepaid expenses and other current assets Total current assets Marketable securities Computer equipment, software, furniture...

  • Page 140
    ... 12.8 (16.1) 2016 Annual Report Net cash provided by operating activities Investing Activities Purchases of marketable securities Sales of marketable securities Maturities of marketable securities Acquisitions, net of cash acquired Capital expenditures Other investing activities Net cash used in...

  • Page 141
    ... 2016 Form 10-K 69 2016 Annual Report Balances, January 31, 2013 Common shares issued under stock plans Stock-based compensation expense Tax benefits from employee stock plans Net income Other comprehensive income Repurchase and retirement of common shares Balances, January 31, 2014 Common shares...

  • Page 142
    ... Business and Summary of Significant Accounting Policies Business Autodesk, Inc. ("Autodesk" or the "Company") is a world leading design software and services company, offering customers productive business solutions through powerful technology products and services. The Company serves customers in...

  • Page 143
    .... Derivative Financial Instruments Under its risk management strategy, Autodesk uses derivative instruments to manage its short-term exposures to fluctuations in foreign currency exchange rates which exist as part of ongoing business operations. Autodesk's general practice is to hedge a majority of...

  • Page 144
    ..., the timing of new product introductions, channel sell-in for applicable markets, and other factors. As part of the indirect channel model, Autodesk has a partner incentive program that uses quarterly attainment of monetary rewards to motivate distributors and resellers to achieve mutually agreed...

  • Page 145
    ... global affiliates ("Tech Data"), accounted for 25%, 25%, and 24% of Autodesk's net revenue for fiscal years ended January 31, 2016, 2015, and 2014, respectively. The majority of the net revenue from sales to Tech Data relates to Autodesk's Platform Solutions and Emerging Business ("PSEB") segment...

  • Page 146
    ... as the completion of a working model. Software development costs incurred subsequent to the establishment of technological feasibility through the period of general market availability of the products are capitalized and generally amortized over a three year period, if material. Autodesk had no...

  • Page 147
    ..., 2016. In addition, Autodesk did not recognize any goodwill impairment losses in fiscal 2015 or 2014. Estimating the fair value of the reporting units requires the use of estimates and significant judgments regarding future cash flows that are based on a number of factors including actual operating...

  • Page 148
    ... of goodwill during the fiscal year ended January 31, 2015 is as follows: Platform Solutions and Emerging Business Architecture, Engineering, and Construction Manufacturing Media and Entertainment Delcam (1) Total Balance as of January 31, 2014 Goodwill Accumulated impairment losses Delcam...

  • Page 149
    ...based licenses from our desktop subscription and enterprise offerings, 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 performed...

  • Page 150
    ...: Fiscal Year Ended January 31, 2016 2015 2014 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 Tax benefit Stock-based compensation expense...

  • Page 151
    ... the terms of the plans and use participant-specific information such as compensation, age and years of services, as well as certain assumptions, including estimates of discount rates, expected return of plan assets, rate of compensation increases, interest rates, and mortality rates. Accounting...

  • Page 152
    ... not include a software license, the customer should account for the arrangement as a service contract. The amendments in ASU 2015-05 are effective for annual and interim periods beginning after December 15, 2015. Early adoption is permitted. The amendments in 2016 Annual Report 2016 Form 10-K 80

  • Page 153
    ... effective date or retrospectively. Autodesk does not expect ASU 2015-05 to have a material impact on its consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update 2014-09 ("ASU 2014-09") regarding ASC Topic 606 "Revenue from Contracts with Customers." ASU 2014-09...

  • Page 154
    ..., 2016 and 2015. January 31, 2016 Gross unrealized gains Gross unrealized losses Amortized Cost Fair Value Level 1 Level 2 Level 3 Cash equivalents (1): Agency bonds Certificates of deposit Commercial paper Custody cash deposit Money market funds Municipal bonds U.S. treasury bills Marketable...

  • Page 155
    ... or Level 2 of the fair value hierarchy. Autodesk values it's available for sale securities on pricing from pricing vendors, who may use quoted prices in active markets for identical assets (Level 1) or inputs other than quoted prices that are observable either 2016 Form 10-K 83 2016 Annual Report

  • Page 156
    ...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 2016, Autodesk recorded $0.2 million in...

  • Page 157
    ... to reduce the exchange rate impact on a portion of the net revenue or operating expense of certain anticipated transactions. These contracts are designated and documented as cash flow hedges. The effectiveness of the cash flow hedge contracts is assessed quarterly using regression analysis as well...

  • Page 158
    ... Annual Report The effects of derivatives designated as hedging instruments on Autodesk's Consolidated Statements of Operations were as follows for the fiscal years ended January 31, 2016, 2015, and 2014, respectively (amounts presented include any income tax effects): Foreign Currency Contracts...

  • Page 159
    ... to the fair market value of the stock on the grant date. The 2012 Employee Plan was approved by Autodesk's stockholders and became effective on January 6, 2012. On June 10, 2015, Autodesk's stockholders approved amendments to the 2012 Employee Plan, which increased the number of shares reserved for...

  • Page 160
    ... the fiscal year ended January 31, 2016 is as follows: Number of Shares (in millions) Weighted average exercise price per share Weighted average remaining contractual term (in years) Aggregate Intrinsic Value (2) (in millions) Options outstanding at January 31, 2015 Granted (1) Exercised Canceled...

  • Page 161
    ... the grant-date fair value for these awards using a Monte Carlo simulation model since the awards are subject to a market condition. The fair value of the performance restricted stock units is expensed using the accelerated attribution method over the vesting period. Autodesk recorded stock...

  • Page 162
    ...$22.61 per share in fiscal 2014. The weighted average grant date fair value of awards granted under the ESP Plan during fiscal 2016, 2015, and 2014, calculated as of the award grant date using the BSM option pricing model, was $11.85, $15.14, and $11.80 per share, respectively. Autodesk recorded $27...

  • Page 163
    ... 2016 2015 Stock-based compensation 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 carryforwards Deferred Revenue...

  • Page 164
    ... beginning fiscal 2019 through fiscal 2027. Utilization of net operating losses and tax credits may be subject to an annual limitation due to ownership change limitations provided in the Internal Revenue Code and similar state provisions. This annual limitation may result in the expiration of net...

  • Page 165
    ... year 2016 remain open to examination. In addition, Autodesk files tax returns in multiple foreign taxing jurisdictions with open tax years ranging from fiscal year 2004 to 2016. 5. Acquisitions During the fiscal years ended January 31, 2016 and January 31, 2015, Autodesk completed the business...

  • Page 166
    ...assumed by major class for each of the business combinations and technology acquisitions completed during the fiscal year ended January 31, 2016: netfabb Other Developed technologies Customer relationships and other non-current intangible assets Trade name Goodwill Deferred Revenue (current and non...

  • Page 167
    ...liabilities assumed by major class for each of the business combinations and technology acquisitions completed during the fiscal year ended January 31, 2015: Shotgun Within Delcam Other Developed technologies Customer relationships Trade name Goodwill Deferred Revenue Deferred tax (liability) asset...

  • Page 168
    ... purchase commitments primarily result from contracts for the acquisition of IT infrastructure, marketing, and software development services. Autodesk has certain royalty commitments associated with the shipment and licensing of certain products. Royalty expense is generally based on a dollar amount...

  • Page 169
    ... general market and economic conditions, the number of employee stock option exercises and restricted stock unit issuances, the trading price of Autodesk common stock, cash on hand and available in the United States, cash requirements for acquisitions, and Company defined trading windows. 2016...

  • Page 170
    ....1) 2016 Annual Report $ (29.3) 0.6 (27.1) 15.7 $ (0.1) - (1.4) 0.2 $ - 0.5 (34.7) (108.7) $ Reclassifications related to gains and losses on available for sale securities are included in Interest and other expense, net. Refer to Note 2, "Financial Instruments" for the amount and location of...

  • Page 171
    ... model created in Autodesk Inventor software. Autodesk's solutions for digital prototyping enable a broad group of manufacturers to realize benefits with minimal disruption to existing workflows. MFG's revenue primarily includes revenue from the sales of licenses of Autodesk Product Design Suites...

  • Page 172
    ... and Summary of Significant Accounting Policies." Information concerning the operations of Autodesk's reportable segments is as follows: Fiscal year ended January 31, 2016 Annual Report 2016 2015 2014 Net revenue: Architecture, Engineering, and Construction Manufacturing Platform Solutions and...

  • Page 173
    Information regarding Autodesk's operations by geographic area is as follows: Fiscal year ended January 31, 2016 2015 2014 Net revenue: Americas U.S. Other Americas Total Americas Europe, Middle East, and Africa Asia Pacific Japan Other Asia Pacific Total Asia Pacific Total net revenue $ 219.7 377...

  • Page 174
    ... fair value of plan assets Actual return on plan assets Contributions paid by employer Contributions paid by plan participants Benefit payments Curtailments and settlements Foreign currency exchange rate changes Business combinations Ending fair value of plan assets Funded status $ $ $ 144...

  • Page 175
    ...either priced using quoted prices for identical assets in inactive markets or priced monthly at net asset value without restrictions on redemption. The insurance contracts in the preceding table represent the immediate cash surrender value of assets managed by qualified insurance companies. Autodesk...

  • Page 176
    ... 1.1 (0.8) (0.1) 1.0 6.6 2016 Annual Report Amounts Recorded in OCI The components of other comprehensive income for the defined benefit pension plans before taxes for fiscal 2016, 2015, and 2014 are as follows: Fiscal Year Ended January 31, 2016 2015 2014 Prior service credit for period Net loss...

  • Page 177
    ... were as follows: Fiscal Year Ended January 31, 2016 2015 2014 Discount rate Expected long-term rate of return on plan assets Rate of compensation increase 3.2% 3.8% 2.2% 3.3% 3.9% 2.2% 2.3% 1.9% 2.2% Weighted average actuarial assumptions used to determine benefit obligations for the plans at...

  • Page 178
    ...'s strategy, including its continuing shift to cloud and mobile computing ("Fiscal 2013 Plan"). The restructuring plan resulted in a reduction of approximately 500 positions and the consolidation of eight leased facilities, with an aggregate charge of $46.2 million to date. By January 31, 2015...

  • Page 179
    ... quarter $ 197.2 82.2 Fiscal year Net revenue Gross profit Income from operations Provision for income taxes Net income Basic net income per share Diluted net income per share Income from operations includes the following items: Stock-based compensation expense Amortization of acquisition related...

  • Page 180
    ... to $95 million, substantially all of which would result in cash expenditures, $77 million to $85 million of which would be for one-time employee termination benefits, and $8 million to $10 million of which would be for facilities-related and other costs. 2016 Annual Report 2016 Form 10-K 108

  • Page 181
    ...respects, the consolidated financial position of Autodesk, Inc. at January 31, 2016 and 2015, and the consolidated results of its operations and its cash flows for each of the three years in the period ended January 31, 2016, in conformity with U.S. generally accepted accounting principles. Also, in...

  • Page 182
    ... of the Public Company Accounting Oversight Board (United States), the accompanying consolidated balance sheets of Autodesk, Inc. as of January 31, 2016 and 2015, and the related consolidated statements of operations, comprehensive (loss) income, stockholders' equity, and cash flows for each...

  • Page 183
    ... reported within the time periods specified in the rules of the Securities and Exchange Commission, and (ii) accumulated and communicated to Autodesk management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. We conducted...

  • Page 184
    ...taxes; supplementing our accounting and tax professionals with the engagement of an internationally recognized accounting firm to assist us in the technical review regarding the application of tax rules around deferred tax assets and liabilities; and assessed and reorganized the structure of our tax...

  • Page 185
    ... Vice President and Chief Financial Officer Senior Vice President, Industry Strategy and Marketing Senior Vice President, Human Resources and Corporate Real Estate Senior Vice President, Worldwide Sales and Services Senior Vice President, General Counsel and Secretary Senior Vice President, Autodesk...

  • Page 186
    ... Autodesk in January 2003 and has served as Senior Vice President, Worldwide Sales and Services since February 2011. From January 2003 to February 2011, he served as Senior Vice President of Americas Sales. Prior to this position, Blum was Executive Vice President of Sales and Account Management...

  • Page 187
    ... 31, 2016, 2015, and 2014, 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 are not required or...

  • Page 188
    ... Year Ended January 31, 2016 Allowance for doubtful accounts Product returns reserves Partner Program reserves (1) Restructuring Fiscal Year Ended January 31, 2015 Allowance for doubtful accounts Product returns reserves Partner Program reserves (1) Restructuring Fiscal Year Ended January 31, 2014...

  • Page 189
    ... 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 23, 2016 2016 Form 10-K 117 2016 Annual Report

  • Page 190
    ... or substitutes, may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities as of March 23, 2016. 2016 Annual Report 2016 Form 10-K 118

  • Page 191
    ... Herren Senior Vice President and Chief Financial Officer (Principal Financial Officer) /s/ PAUL UNDERWOOD Paul Underwood Vice President and Controller (Principal Accounting Officer) /s/ CRAWFORD W. BEVERIDGE Crawford W. Beveridge Director (Non-executive Chairman of the Board) Director Jeff...

  • Page 192
    ... of Notes), dated June 5, 2015, by and between Autodesk, Inc. and U.S. Bank National Association. (incorporated by reference from Exhibit 4.1 of the Registrant's Current Report on Form 8-K filed on June 8, 2015) Description of Registrant's Performance Stock Unit Program (incorporated by reference to...

  • Page 193
    ...'s Form 10-Q for the fiscal quarter ended July 31, 2014) 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 January 31, 2005) Third...

  • Page 194
    ... 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 10-K for the fiscal year ended January 31, 2010) Amended and Restated Credit Agreement, dated as of May 29, 2015, by and among the Registrant, the...

  • Page 195
    ...and Chief Executive Officer Andrew Anagnost Senior Vice President, Industry Strategy and Marketing Jan Becker Senior Vice President, Human Resources and Corporate Real Estate Steven M. Blum Senior Vice President, Worldwide Sales and Services Amar Hanspal Senior Vice President, Autodesk Product Group...

  • Page 196
    ...San Rafael, CA 94903 Autodelk il a regiltered trademark or trademark of Autodelk, Inc., and/or itl lublidiariel and/or affiliatel in the USA and/or other countriel. All other brand namel, product... the right to alter product and lervicel offeringl, and lpecificationl and pricing at any time without ...