[Form 4] Autodesk Inc Insider Trading Activity

Rhea-AI Filing Summary

Rebecca Pearce, EVP and Chief People Officer of Autodesk, reported two open-market sales of Autodesk common stock on 08/29/2025 executed under a Rule 105b-1 trading plan adopted 03/11/2025. The filings show sales of 2,377 shares at $320 and 3,752 shares at $325, totaling 6,129 shares sold. The Form 4 lists post-transaction beneficial ownership as 17,063 shares on the first line and 13,311 shares on the second line, and it discloses 13,217 unvested Restricted Stock Units included in total beneficial ownership.

Positive

• Sales executed under a Rule 105b-1 / 10b5-1 trading plan, indicating a prearranged, compliance-focused process
• Full transactional details disclosed including share counts and prices, improving transparency

Negative

• Insider reduced holdings by 6,129 shares (2,377 at $320 and 3,752 at $325), which lowers direct beneficial ownership
• 13,217 unvested Restricted Stock Units are included in total beneficial ownership and represent potential future dilution

Insights

Securities Analyst

TL;DR: Routine insider sales under a 10b5-1 plan; transaction sizes are modest relative to large-cap positions but reduce insider stake.

The filings document two discrete sales totaling 6,129 ADSK shares at $320 and $325 on 08/29/2025 executed pursuant to a Rule 105b-1 plan adopted 03/11/2025. This indicates preplanned, non-discretionary disposals rather than opportunistic trading. The report also lists remaining beneficial holdings and discloses 13,217 unvested RSUs, which matter for future dilution and retention analysis. From a trading-signals perspective, these are routine compliance-driven sales rather than an unexpected governance event.

Corporate Governance Expert

TL;DR: Compliance procedures were used for the sales; disclosure is clear but investors should note the composition of remaining holdings.

The Form 4 identifies the reporting person as an officer and shows sales effected under an established Rule 105b-1 trading plan, which supports an affirmative defense under Rule 10b5-1(c). The form discloses both cash sale prices and the count of unvested RSUs (13,217), providing transparency on the mix of vested versus unvested holdings. The filing is a standard insider disclosure without indications of unusual governance concerns.

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^*

Pearce Rebecca

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief People Officer

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)		2,377	D	$320	17,063(2)	D
Common Stock	08/29/2025		S(1)		3,752	D	$325	13,311(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 03/11/2025.

2. The total securities beneficially owned includes 13,217 shares of unvested Restricted Stock Units.

Remarks:

	Melissa Hoge, Attorney-in-Fact for Rebecca Pearce	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

Who filed the Form 4 for ADSK?

The Form 4 was filed by Rebecca Pearce, EVP and Chief People Officer of Autodesk.

What insider transactions are reported on the 08/29/2025 Form 4 for ADSK?

Two sales were reported: 2,377 shares at $320 and 3,752 shares at $325, totaling 6,129 shares sold on 08/29/2025.

Were these sales part of a prearranged trading plan?

Yes. The sales were effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on 03/11/2025.

What is the reporting person’s remaining beneficial ownership after the transactions?

The Form 4 lists post-transaction beneficial ownership as 17,063 shares on one line and 13,311 shares on the other line.

Does the filing disclose unvested equity?

Yes. The filing discloses 13,217 shares of unvested Restricted Stock Units included in total beneficial ownership.