UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.            )
 
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  Autodesk, Inc.  
  (Name of Registrant as Specified In Its Charter)  
 
       
 
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on
June 14, 2017.


AUTODESK, INC.

 





 

AUTODESK, INC.
111 MCINNIS PARKWAY
SAN RAFAEL, CA 94903
ATTN: JOHN CLANCY


Meeting Information
Meeting Type:       Annual Meeting
For holders as of:  April 20, 2017
Date: June 14, 2017              Time: 3:00 p.m.
Location:  The Landmark
  One Market Street,
2nd Floor
San Francisco, CA 94105
 
       

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.



























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Voting Items
The Board of Directors recommends you vote FOR the following:

1. Election of Directors
Nominees:
1a. Carl Bass
                     
1b. Crawford W. Beveridge
 
1c. Jeff Clarke
 
1d. Scott Ferguson
 
1e. Thomas Georgens
 
1f. Rick Hill
   
1g. Mary T. McDowell
 
1h. Lorrie M. Norrington
 
1i. Betsy Rafael
 
1j. Stacy J. Smith


The Board of Directors recommends you vote FOR proposals 2, 3, 5 and 6.

 
2. Ratify the appointment of Ernst & Young LLP as Autodesk, Inc.'s independent registered public accounting firm for the fiscal year ending January 31, 2018.
 
3.    Approve, on an advisory (non-binding) basis, the compensation of Autodesk, Inc.'s named executive officers.
           
The Board of Directors recommends you vote 1 year on proposal 4:
 
4.  Approve the frequency with which stockholders are provided an advisory (non-binding) vote on the compensation of Autodesk, Inc.'s named executive officers.
 
5. Approve the amendment and restatement of the Autodesk, Inc. 1998 Employee Qualified Stock Purchase Plan.
 
6. Approve the amendment and restatement of the Autodesk, Inc. 2012 Employee Stock Plan to increase the number of shares reserved for issuance under the plan by 12.2 million shares and re-approve performance goals.
 

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.