Autodesk, Inc. — Director's Dealing 2011

Jun 17, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2011-06-15

Reporting Person: BEVERIDGE CRAWFORD W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-15	Common Stock	M	10000	$19.555	Acquired	46568	Indirect
2011-06-15	Common Stock	S	12000	$37.46	Disposed	34568	Indirect
2011-06-16	Common Stock	A	2305	—	Acquired	36873	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-15	Non-Qualified Stock Option (right to buy)	$19.555	M	10000	Disposed	2014-06-17	Common Stock (10000)	Direct
2011-06-16	Non-Qualified Stock Option (right to buy)	$36.44	A	20000	Acquired	2018-06-16	Common Stock (20000)	Direct

Footnotes

F1: The Options were granted on 6/17/2004, and became exercisable on the date of the next annual meeting on 6/23/2005.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/17/2010.

F3: Restricted Stock Award granted under the 2010 Outside Directors' Stock Plan in lieu of $140,000 cash compensation for services as a director, and shall vest on the date of the next annual meeting.

F4: Options shall vest and become exercisable on the date of the next annual meeting.