8-K
Autodesk, Inc. (ADSK)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
April 1, 2025
Autodesk, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-14338 | 94-2819853 |
|---|---|---|
| (State or other jurisdiction of<br><br>incorporation) | (Commission File Number) | (IRS Employer<br><br>Identification No.) |
| One Market Street, Ste. 400 | ||
| --- | --- | |
| San Francisco, California | 94105 | |
| (Address of principal executive offices) | (Zip Code) |
(415) 507-5000
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | ADSK | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or CertainOfficers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Retirement of Director
On April 1, 2025, Elizabeth “Betsy” Rafael informed the Board of her intention not to stand for re-election at Autodesk’s 2025 Annual Meeting of Stockholders.
Item 7.01. Regulation FD Disclosures.
A press release regarding our Board announcement is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information in this current report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Autodesk, Inc. Board of Director Announcement dated as of April 2, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AUTODESK, INC. | |
|---|---|
| By: | /s/ Ruth<br> Ann Keene |
| --- | --- |
| Ruth Ann Keene | |
| Executive Vice President, Corporate Affairs, Chief Legal Officer and Corporate Secretary |
Date: April 2, 2025
2
Exhibit 99.1
Autodesk announces Betsy Rafael to step down fromBoard of Directors
SAN FRANCISCO, CA. – April 2, 2025 – Autodesk, Inc. (NASDAQ: ADSK) today announced that Elizabeth “Betsy” Rafael has informed the Autodesk Board of Directors of her intention not to seek re-election at the company's 2025 Annual Meeting of Stockholders. Ms. Rafael joined the Autodesk Board in September 2013, served as Audit Committee chair from March 2016 to May 2024 and served as Interim CFO from May 31, 2024, until December 16, 2024. Ms. Rafael’s decision not to stand for re-election aligns with the completion of her tenure as an advisor to Autodesk, which concludes on April 30, 2025.
“On behalf of the full Board, I would like to express my sincere gratitude for Betsy’s outstanding contributions and commitment to Autodesk over more than a decade,” said Andrew Anagnost, Autodesk president and CEO. “Betsy has overseen a period of significant growth at Autodesk, and her exceptional leadership and expertise have been instrumental in shaping our long-term vision. Betsy also stepped in as Interim CFO at an important time in Autodesk’s journey, and her leadership of the finance organization has positioned Autodesk for success in the future.”
“Autodesk is a great company with a bright future, well positioned to build on its momentum and continue delivering strong financial and operational performance.” said Ms. Rafael. “I wish the team continued success in the years ahead.”
About Autodesk
The world's designers, engineers, builders, and creators trust Autodesk to help them design and make anything. From the buildings we live and work in, to the cars we drive and the bridges we drive over. From the products we use and rely on, to the movies and games that inspire us. Autodesk's Design and Make Platform unlocks the power of data to accelerate insights and automate processes, empowering our customers with the technology to create the world around us and deliver better outcomes for their business and the planet. For more information, visit autodesk.com or follow @autodesk. #MakeAnything
Autodesk is a registered trademark of Autodesk, Inc., and/or its subsidiaries and/or affiliates in the USA and/or other countries. All other brand names, product names or trademarks belong to their respective holders. Autodesk reserves the right to alter product and services offerings, and specifications and pricing at any time without notice, and is not responsible for typographical or graphical errors that may appear in this document.
CONTACTS:
Investors, Simon Mays-Smith, 415-746-0137, simon.mays-smith@autodesk.com;
Press, autodesk.pr@autodesk.com; FGS Global: John Christiansen/Jared Levy/Warren Rizzi, Autodesk@FGSGlobal.com