Autodesk, Inc. — Director's Dealing 2014

Nov 25, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2014-11-24

Reporting Person: DAWSON J HALLAM (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-24	Common Stock	M	20000	$35.00	Acquired	73900	Direct
2014-11-24	Common Stock	M	20000	$22.40	Acquired	93900	Direct
2014-11-24	Common Stock	S	40000	$61.2875	Disposed	53900	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-24	Stock Option (Right to Buy)	$22.40	M	20000	Disposed	2015-06-11	Common Stock (20000)	Direct
2014-11-24	Stock Option (right to buy)	$35.00	M	20000	Disposed	2015-06-23	Common Stock (20000)	Direct

Footnotes

F1: Shares were sold in various amounts between $60.93 and $61.66 inclusive. The price listed here reflects the average weighted price.

F2: A recent audit of the Reporting Person's holdings determined his ownership was over-reported due to an administrative error. This Form 4 restates his ownership accordingly.

F3: The total securities beneficially owned includes 9,964 shares of unvested restricted stock units.