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[Form 4] Autodesk Inc Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ayanna Howard, a director of Autodesk, Inc. (ADSK), reported a sale of 3,159 shares of common stock on 08/29/2025 at a price of $325 per share. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted on 12/04/2024. After the reported sale, the filing shows the reporting person beneficially owns 4,393 shares in total, which the filer explains includes 4,393 shares of unvested restricted stock units. The form is a standard Section 16 Form 4 disclosure by a director, filed by an attorney-in-fact on behalf of the reporting person.

Positive

  • Transaction executed under a Rule 10b5-1 plan, which helps demonstrate the sale was pre-planned and reduces likelihood of trading on material nonpublic information
  • Clear disclosure of remaining beneficial ownership, including that 4,393 shares are unvested restricted stock units, improving transparency
  • Form filed by attorney-in-fact with signature, indicating procedural compliance with Section 16 reporting

Negative

  • Director sale of 3,159 shares reduces the reporting person's direct holdings and may be interpreted by some investors as insider liquidity
  • Filing does not disclose vested vs. unvested split beyond noting unvested RSUs, so the proportion of currently liquid holdings is not fully quantified

Insights

TL;DR: Routine director sale under a pre-established 10b5-1 plan; no immediate material signal to fundamentals.

The transaction is a non-derivative sale of 3,159 shares at $325 each executed under a Rule 10b5-1 plan, which typically indicates the trade was pre-planned and not based on undisclosed material information. The size of the sale relative to total beneficial ownership is meaningful to monitor but, standing alone, this Form 4 does not disclose any change in company operations or financial results. For analysts, the key datapoints are the sale date, price, number of shares sold, and the remaining reported beneficial ownership including unvested RSUs.

TL;DR: Proper use of a 10b5-1 plan and timely disclosure reflect adherence to governance norms.

The filing shows the director used a clearly stated Rule 10b5-1 plan adopted 12/04/2024 and the Form 4 was signed by an attorney-in-fact, indicating procedural compliance. The disclosure that remaining holdings include unvested restricted stock units improves transparency about actual vested economic exposure. There is no indication of unusual or untimely insider activity in this filing; governance observers would view this as routine insider liquidity rather than a red flag.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Howard Ayanna

(Last) (First) (Middle)
ONE MARKET, SUITE 400

(Street)
SAN FRANCISCO CA 94105

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Autodesk, Inc. [ ADSK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/29/2025 S(1) 3,159 D $325 4,393(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The sales reported in this form were effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on 12/04/2024.
2. The total securities beneficially owned includes 4,393 shares of unvested Restricted Stock Units.
Remarks:
Melissa Hoge, Attorney-in-Fact for Ayanna Howard 08/29/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Autodesk director Ayanna Howard sell on 08/29/2025?

The Form 4 reports a sale of 3,159 shares of Autodesk common stock at $325 per share executed on 08/29/2025.

Were the sales by Ayanna Howard part of a pre-arranged trading plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 12/04/2024.

How many Autodesk shares does the reporting person beneficially own after the sale?

The Form 4 reports 4,393 shares beneficially owned following the reported transaction, which the filer explains include unvested restricted stock units.

Who filed the Form 4 on behalf of the reporting person?

The Form 4 was signed and filed by Melissa Hoge, Attorney-in-Fact for Ayanna Howard on 08/29/2025.

Does this Form 4 disclose any derivative or option transactions?

No. The filing shows only a non-derivative sale of common stock and lists no derivative securities transactions.
Autodesk

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61.94B
212.46M
0.24%
95.5%
1.59%
Software - Application
Services-prepackaged Software
Link
United States
SAN FRANCISCO