Autodesk, Inc. — Director's Dealing 2014

Jan 8, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2014-01-06

Reporting Person: BASS CARL (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-06	Common Stock	M	146713	$29.50	Acquired	519521	Direct
2014-01-06	Common Stock	S	146713	$48.6219	Disposed	372808	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-06	Non-Qualified Stock Option (right to buy)	$29.50	M	146713	Disposed	2017-03-26	Common Stock (146713)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 4, 2013.

F2: The option vests over a 4-year period beginning on 03/26/2010 at the rate of 97,500 shares on each of the first, second and third anniversaries, and 94,111 shares on the fourth anniversary.

F3: All trades occurred within the following one dollar price range: $48.32 through $49.24. The reported price is the weighted average for trades within this range.