Autodesk, Inc. — fact timeline

Autodesk, Inc.: Amended the certificate of incorporation to provide for officer exculpation as permitted by Delaware law (effective 2026-06-17).

“Autodesk, Inc. (“Autodesk” or the “Company”) filed its Certificate of Amendment to its Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”), which was approved by its stockholders at the Company’s 2026 Annual Meeting of Stockholders held on June 17, 2026 (the “Annual Meeting”), with the Delaware Secretary of State effective June 17, 2026. A description of the changes effected by the Certificate of Amendment is contained in Appendix B of the definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 6, 2026, which Appendix B is incorporated herein by reference. The changes relate to providing for officer exculpation as permitted by Delaware law.”

Autodesk, Inc. entered into Term Loan Credit Agreement with Citibank, N.A., as administrative agent, and the lenders from time to time party thereto valued at $1.0 billion (effective 2026-06-15).

“On the Effective Date, the Company entered into a Term Loan Credit Agreement (the “Term Loan Credit Agreement”) with Citibank, as administrative agent, and the lenders from time to time party thereto, which provides for an unsecured 364-day delayed draw term loan facility in the aggregate principal amount of $1.0 billion.”

Autodesk, Inc. amended Amendment No. 1 to Credit Agreement with Citibank, N.A., as administrative agent, and the lenders from time to time party thereto valued at $2 billion (effective 2026-06-15).

“On June 15, 2026 (the “Effective Date”), Autodesk, Inc. (the “Company”) entered into an Amendment No. 1 to Credit Agreement (the “Revolver Amendment”), which amends the Company’s existing Credit Agreement, dated as of May 8, 2025, among the Company, Citibank, N.A. (“Citibank”), as administrative agent, and the lenders from time to time party thereto (as amended, the “Revolving Credit Agreement”).”

Autodesk, Inc. entered into Agreement and Plan of Merger with MaintainX Inc. valued at approximately $3.575 billion (effective 2026-05-28).

“On May 28, 2026, Autodesk, Inc., a Delaware corporation (“Autodesk” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with”

Autodesk, Inc. announced a restructuring with charges of approximately $135 million to $160 million affecting world-wide (approximately 7% of its workforce, or approximately 1,000 employees).

“key strategic priorities across the Company throughout its fiscal year ending January 31, 2027. The Company expects to incur total pre-tax restructuring charges of approximately $135 million to $160 million, which is primarily attributable to employee termination benefits, in connection with the Plan. Substantially all of the pre-tax restructuring charges will result”

Autodesk, Inc. incurred senior notes of $500 million with U.S. Bank Trust Company, National Association (as trustee) at 5.300% maturing due 2035.

“relating to the issuance and sale by the Company of $500 million aggregate principal amount of 5.300% Notes due 2035”

Janesh Moorjani changed role as Chief Financial Officer and principal accounting officer at Autodesk, Inc..

“At that time, Janesh Moorjani, the Company’s Chief Financial Officer and principal financial officer, will also serve as principal accounting officer.”

Stephen W. Hope departed as Senior Vice President and Chief Accounting Officer at Autodesk, Inc..

“On May 22, 2025, the Company announced that Stephen W. Hope, the Company’s Senior Vice President and Chief Accounting Officer, would step down as principal accounting officer following the filing of the Company’s quarterly report on Form 10-Q for the quarter ended April 30, 2025.”

Autodesk, Inc. incurred revolving credit of $1,500,000,000 with Citibank, N.A., as administrative agent at Term SOFR plus a margin of between 0.575% and 1.000% maturing May 8, 2030.

“which provides for an unsecured revolving loan facility in the aggregate principal amount of $1,500,000,000”

Anna Christine Simons was appointed as director at Autodesk, Inc..

“On April 23, 2025, the Board appointed Jeff Epstein and Anna Christine Simons to the Board, effective immediately following the conclusion of the 2025 Annual Meeting.”

Jeff Epstein was appointed as director at Autodesk, Inc..

“On April 23, 2025, the Board appointed Jeff Epstein and Anna Christine Simons to the Board, effective immediately following the conclusion of the 2025 Annual Meeting.”

Elizabeth "Betsy" Rafael departed as Director at Autodesk, Inc..

“Elizabeth "Betsy" Rafael informed the Board of her intention not to stand for re-election at Autodesk’s 2025 Annual Meeting of Stockholders.”

Autodesk, Inc. announced a restructuring with charges of approximately $135 million to $150 million affecting world-wide restructuring plan (approximately 9% of the Company’s workforce, or approximately 1,350 employees).

“workforce, or approximately 1,350 employees, other exit costs, and facility reductions. The Company anticipates incurring total pre-tax restructuring charges of approximately $135 million to $150 million, a substantial majority of which would result in cash expenditures. The Company expects to complete the 2026 Plan by the end of its fourth quarter of fiscal 2026”

Mary T. McDowell departed as Director at Autodesk, Inc..

“On February 26, 2025, Mary T. McDowell informed the Board of her intention not to stand for re-election at Autodesk's 2025 Annual Meeting of Stockholders.”

Elizabeth Rafael departed as Interim Chief Financial Officer at Autodesk, Inc..

“replacing Elizabeth Rafael who had been serving as interim Chief Financial Officer since May 31, 2024.”

Janesh Moorjani was appointed as Chief Financial Officer at Autodesk, Inc..

“On November 25, 2024, the Company appointed Janesh Moorjani as Chief Financial Officer, effective as of December 16, 2024.”

Elizabeth Rafael was appointed as Interim Chief Financial Officer at Autodesk, Inc..

“On May 31, 2024, the Company appointed Elizabeth Rafael as Interim Chief Financial Officer, effective as of May 31, 2024.”

Deborah Clifford changed role as Chief Strategy Officer at Autodesk, Inc..

“On May 31, 2024, Deborah Clifford transitioned from her previous position as the Company’s Executive Vice President and Chief Financial Officer to Chief Strategy Officer of the Company, effective as of May 31, 2024.”

Autodesk, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).

“April 19, 2024, the Company received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the Company is delinquent in filing its Form 10-K, the Company no longer complies with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the SEC. The Notice has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Global Select Market. In accordance with Nasdaq’s listing rules, the Company has 60 calendar days”

Autodesk, Inc. reported the fourth quarter and full year of fiscal 2024 results: revenue $1.47 billion.

“tables. For definitions, please view the Glossary of Terms later in this document. Fourth Quarter Fiscal 2024 Financial Highlights • Total revenue increased 11 percent to $1.47 billion; • GAAP operating margin was 21 percent, flat compared to the prior period; • Non-GAAP operating margin was 36 percent, flat compared to the prior period; • GAAP diluted EPS was”

Autodesk, Inc. reported the fourth quarter ended January 31, 2024 results: revenue $1.47 billion.

“tables. For definitions, please view the Glossary of Terms later in this document. Fourth Quarter Fiscal 2024 Financial Highlights • Total revenue increased 11 percent to $1.47 billion; • GAAP operating margin was 21 percent, flat compared to the prior period; • Non-GAAP operating margin was 36 percent, flat compared to the prior period; • GAAP diluted EPS was”

Autodesk, Inc. reported third fiscal quarter ended October 31, 2023 results: revenue $1,414 million, EPS GAAP diluted EPS was $1.12. Guidance raised.

“tables. For definitions, please view the Glossary of Terms later in this document. Third Quarter Fiscal 2024 Financial Highlights • Total revenue increased 10 percent to $1,414 million; • GAAP operating margin was 24 percent, up 4 percentage points; • Non-GAAP operating margin was 39 percent, up 3 percentage points; • GAAP diluted EPS was $1.12; Non-GAAP”

Autodesk, Inc. reported the second quarter of fiscal 2024 results: revenue $1,345 million, EPS GAAP diluted EPS was $1.03; Non-GAAP diluted EPS was $1.91. Guidance raised.

“tables. For definitions, please view the Glossary of Terms later in this document. Second Quarter Fiscal 2024 Financial Highlights • Total revenue increased 9 percent to $1,345 million; • GAAP operating margin was 19 percent, down 1 percentage point; • Non-GAAP operating margin was flat at 36 percent; • GAAP diluted EPS was $1.03; Non-GAAP diluted EPS was”

Autodesk, Inc. shareholders approved Proposal to approve, on a non-binding advisory basis, the frequency with which stockholders are provided an advisory (non-binding) vote on the compensation of Autodesk, Inc.’s named executive officers. at the 2023-06-21 meeting.

“Proposal to approve, on a non-binding advisory basis, the frequency with which stockholders are provided an advisory (non-binding) vote on the compensation of Autodesk, Inc.’s named executive officers.”

Autodesk, Inc. shareholders approved Proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as described in the proxy statement. at the 2023-06-21 meeting.

“Proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as described in the proxy statement.”

Autodesk, Inc. shareholders approved Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2024. at the 2023-06-21 meeting.

“Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2024.”

Autodesk, Inc. shareholders approved Election of eleven directors at the 2023-06-21 meeting.

“At the 2023 Annual Meeting of Stockholders of Autodesk, Inc. ("Autodesk" or the "Company") held on June 21, 2023 (the “Annual Meeting”), the Company elected the following eleven individuals to its Board of Directors (the "Board").”

Autodesk, Inc. reported first fiscal quarter ended April 30, 2023 results: revenue $1,269 million, EPS $0.75 GAAP diluted EPS, $1.55 Non-GAAP diluted EPS.

“Autodesk, Inc. (NASDAQ: ADSK) today reported financial results for the first quarter of fiscal 2024. All growth rates are compared to the first quarter of fiscal 2023, unless otherwise noted. A reconciliation of GAAP to non-GAAP results is provided in the accompanying tables. For definitions, please view the Glossary of Terms later in this document. First Quarter Fiscal 2024 Financial Highlights • Total revenue increased 8 percent to $1,269 million; • GAAP operating margin was 17 percent, down 1 percentage point; • Non-GAAP operating margin was 32 percent, down 2 percentage points; • GAAP diluted EPS was $0.75; Non-GAAP diluted EPS was $1.55; • Cash flow from operating activities was $723 million; free cash flow was $714 million.”

Autodesk, Inc. reported the full year of fiscal 2023 results: revenue $5.01 billion.

“Total revenue was $5.01 billion, an increase of 14 percent as reported, and 15 percent on a constant currency basis.”

Autodesk, Inc. reported the fourth quarter ended January 31, 2023 results: revenue $1.32 billion, EPS $1.35.

“Total revenue increased 9 percent to $1.32 billion;”

Autodesk, Inc.: Amended and restated the Company's Bylaws effective immediately to update advance notice procedures, universal proxy rules, stockholder meeting provisions, exclusive forum, indemnification, and other technical edits (effective 2022-12-15).

“On December 15, 2022, the Board of Directors (the “Board”) of Autodesk, Inc. (the “Company”) amended and restated the Company’s Bylaws, effective immediately.”

Autodesk, Inc. reported Third fiscal quarter ended October 31, 2022 results: revenue $1,280 million, EPS $0.91. Guidance reaffirmed.

“Third Quarter Fiscal 2023 Financial Highlights • Total revenue increased 14 percent to $1,280 million; • GAAP operating margin was 20 percent, up 3 percentage points; • Non-GAAP operating margin was 36 percent, up 4 percentage points; • GAAP diluted EPS was $0.91; Non-GAAP diluted EPS was $1.70; • Cash flow from operating activities was $469 million; free cash flow was $460 million.”

Rami Rahim was appointed as Director at Autodesk, Inc..

“increased the number of authorized Board members by one to eleven and appointed Rami Rahim to the Board, effective August 22, 2022”

Pascal W. Di Fronzo departed as Executive Vice President, Corporate Affairs, Chief Legal Officer & Secretary at Autodesk, Inc..

“On November 29, 2021, Mr. Di Fronzo and the Company agreed that he would remain with the Company until May 9, 2022.”