Form 4: Autodesk Director Stacy J. Smith Reports Acquisition of Restricted Stock Units

Autodesk, Inc. Director Stacy J. Smith reported the acquisition of 1,455 shares of common stock through Restricted Stock Unit grants as part of her director compensation.

Summary

• Stacy J. Smith, a Director at Autodesk, Inc. (ADSK), reported two separate acquisitions of common stock through Restricted Stock Units (RSUs) on June 18, 2025.
• The first acquisition involved 609 shares of common stock, bringing her total beneficial ownership to 22,236 shares, including 609 unvested RSUs.
• The second acquisition involved an additional 846 shares of common stock, increasing her total beneficial ownership to 23,082 shares, which includes 1,455 unvested RSUs.
• These RSUs were granted pursuant to the Director Compensation Policy and the 2022 Equity Incentive Plan, in lieu of cash compensation for director services.
• The acquired RSUs vest on the date of the next annual meeting.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. This is a routine compensation filing, indicating standard corporate governance practices and aligning director interests with shareholders, which is generally viewed favorably.

Positives

• The acquisition of Restricted Stock Units aligns the director's interests with those of the shareholders, as the value of her compensation is tied to the company's stock performance.
• The grants are part of a pre-established Director Compensation Policy, indicating a structured approach to executive and director incentives.

Future Outlook

The acquired Restricted Stock Units are scheduled to vest on the date of Autodesk's next annual meeting, converting into shares of common stock.

Industry Context

The granting of Restricted Stock Units to non-employee directors is a common practice in publicly traded companies across various industries, including the software and technology sector where Autodesk operates. This method of compensation is designed to align the interests of directors with long-term shareholder value.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) as a component of director compensation is a standard practice among S&P 500 companies, including peers in the software industry like Adobe Inc. (ADBE) or Dassault Systèmes SE (DASTY).
• The vesting schedule tied to the next annual meeting is also a common structure for director equity awards, ensuring continued engagement and alignment through the annual cycle.
• The 'price' of $0 for these acquisitions is typical for equity grants, as they represent compensation rather than a purchase.

Corporate Governance

Related Party Transactions

• The acquisition of Restricted Stock Units by Director Stacy J. Smith constitutes a related-party transaction, as it involves the company providing equity compensation to a member of its board of directors, consistent with its established Director Compensation Policy.

Stakeholder Impact

• Shareholders: The RSU grants align the director's financial interests with shareholder value, as the director's compensation is tied to the company's stock performance.
• Employees: No direct impact on employees is indicated by this filing, though the 2022 Equity Incentive Plan may also cover employee awards.

Next Steps

• The Restricted Stock Units are expected to vest on the date of the next annual meeting, at which point they will convert into shares of Autodesk common stock.

Key Dates

Keywords

Autodesk, ADSK, SEC Form 4, Insider Transaction, Restricted Stock Units, Director Compensation, Equity Incentive Plan, Corporate Governance