Autodesk, Inc. — Director's Dealing 2015

Nov 10, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTODESK INC (ADSK)
CIK: 0000769397
Period of Report: 2015-11-05

Reporting Person: Di Fronzo Pascal W (SVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-05	Common Stock	S	618	$60.14	Disposed	55187	Direct
2015-11-06	Common Stock	M	2282	$43.81	Acquired	57469	Direct
2015-11-06	Common Stock	M	4593	$43.81	Acquired	62062	Direct
2015-11-06	Common Stock	S	6875	$63.85	Disposed	55187	Direct
2015-11-06	Common Stock	S	11805	$63.78	Disposed	43382	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-06	Stock Option (Right to Buy)	$43.81	M	2282	Disposed	2021-03-24	Common Stock (2282)	Direct
2015-11-06	Non-Qualified Stock Option (Right to Buy)	$43.81	M	4593	Disposed	2021-03-24	Common Stock (4593)	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 April 2, 2015.

F2: The total securities beneficially owned includes 27,690 shares of unvested restricted stock units.

F3: The option vests as to 6,875 shares on each of March 24, 2012, March 24, 2013 and March 24, 2014 and as to 4,593 shares on March 24, 2015.