Autodesk, Inc. — Director's Dealing 2012

Feb 23, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2012-02-13

Reporting Person: Petit Marc (Sr. VP, M&E)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-13	Common Stock	M	2919	—	Acquired	14409	Direct
2012-02-13	Common Stock	F	1408	$38.37	Disposed	13001	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-13	Restricted Stock Units	$	M	2919	Disposed		Common Stock (2919)	Direct

Footnotes

F1: These are restricted stock units that fully vested on March 12, 2009, with a distribution date of February 13, 2012.

F2: The Reporting Person is entitled to receive one share of common stock for each restricted stock unit.