Autodesk said it entered into a cooperation letter agreement with Starboard Value and Opportunity Master Fund Ltd and certain of its affiliates on April 23, 2025. The company said its 2025 annual meeting is scheduled for June 18, 2025.

1. 01

   Autodesk said it entered into a cooperation letter agreement with Starboard Value and Opportunity Master Fund Ltd and certain of its affiliates on April 23, 2025. The company said its 2025 annual meeting is scheduled for June 18, 2025.

2. 02

   The company said it will appoint Jeff Epstein and Anna Christine Simons to its board on June 18, 2025, immediately after the conclusion of the 2025 annual meeting. It said the two will serve as non-voting observers until then. It added that neither has been assigned to a board committee yet.

3. 03

   The company said Starboard agreed to withdraw its March 20, 2025 letter nominating board candidates and, subject to limited exceptions, to vote for the board's nominees. It also said that if a new director leaves the board during the standstill period, Starboard will recommend a replacement independent director.

4. 04

   The company said its board will have 12 directors after the 2025 annual meeting, of whom 11 will be independent. It also said it will reimburse Starboard for its reasonable, documented out-of-pocket fees, including legal fees, incurred from August 1, 2024 through the date of the agreement.

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Original filing

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