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Autodesk (ADSK) director receives RSU awards in lieu of cash fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Autodesk, Inc. director Krishnan Ram R. reported equity compensation in the form of restricted stock units rather than cash fees. The Form 4 shows award-type acquisitions of Common Stock-linked units, not open-market purchases or sales.

After these awards, the filing reports 1,641 shares of Common Stock held directly. Footnotes explain that each restricted stock unit converts into one share of Common Stock and that the grants are made under the 2026 Director Compensation Policy and the 2022 Equity Incentive Plan, vesting on the date of the next annual meeting. The total beneficial ownership also includes both unvested and deferred vested restricted stock units granted under the same plan.

Positive

  • None.

Negative

  • None.
Insider Krishnan Ram R.
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 0 $0.00 $0.00
Grant/Award Common Stock 0 $0.00 $0.00
Holdings After Transaction: Common Stock — 1,641 shares (Direct)
Footnotes (4)
  1. F1. The Reporting Person is entitled to receive one share of Common Stock for each Restricted Stock Unit. These are Restricted Stock Units granted pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan in lieu of cash compensation for services as a director, and vest on the date of the next annual meeting.
  2. F2. The total securities beneficially owned includes 466 shares of unvested Restricted Stock Units and 1,150 shares of vested Restricted Stock Units the distribution of which the reporting person has deferred pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan.
  3. F3. The Reporting Person is entitled to receive one share of Common Stock for each Restricted Stock Unit. These Restricted Stock Units, which are granted annually pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan, vest on the date of the next annual meeting.
  4. F4. The total securities beneficially owned includes 2,019 shares of unvested Restricted Stock Units and 1,150 shares of vested Restricted Stock Units the distribution of which the reporting person has deferred pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan.
Direct Common Stock holdings 1,641 shares Shares of Common Stock held directly following reported awards
Unvested RSUs (first footnote) 466 units Unvested restricted stock units under 2026 Director Compensation Policy and 2022 Equity Incentive Plan
Deferred vested RSUs 1,150 units Vested RSUs with distribution deferred under director compensation and equity plan
Unvested RSUs (second footnote) 2,019 units Additional unvested restricted stock units referenced under same plans
Award code Code A Indicates grant, award, or other acquisition transactions
Restricted Stock Units financial
"These are Restricted Stock Units granted pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2026 Director Compensation Policy financial
"granted pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan in lieu of cash compensation"
2022 Equity Incentive Plan financial
"pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan"
beneficially owned financial
"The total securities beneficially owned includes 466 shares of unvested Restricted Stock Units"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

What did Autodesk (ADSK) director Krishnan Ram R. report in this Form 4?
The Form 4 reports equity compensation awards, not market trades. Krishnan Ram R. received restricted stock units tied to Autodesk Common Stock under the 2026 Director Compensation Policy and 2022 Equity Incentive Plan, in lieu of cash fees for service as a director.

Are the Autodesk (ADSK) Form 4 transactions open-market buys or sells?
They are not open-market buys or sells. Both reported transactions use code A, indicating grant or award acquisitions of restricted stock units as compensation, with no purchase price or sale proceeds disclosed for public market trading in Autodesk Common Stock.

How many Autodesk shares does Krishnan Ram R. hold after these transactions?
Following the reported awards, the filing states 1,641 shares of Autodesk Common Stock are held directly. Footnotes add that total beneficial ownership also includes additional unvested and deferred vested restricted stock units granted under the company’s director compensation and equity incentive programs.

What are the key terms of the Autodesk restricted stock units granted?
Each restricted stock unit entitles the holder to one share of Autodesk Common Stock. The units are granted under the 2026 Director Compensation Policy and 2022 Equity Incentive Plan and are scheduled to vest on the date of Autodesk’s next annual meeting of stockholders.

Why did Autodesk grant restricted stock units instead of cash to the director?
The footnotes explain the units were granted in lieu of cash compensation for director services. Under Autodesk’s 2026 Director Compensation Policy and 2022 Equity Incentive Plan, directors can receive restricted stock units as their compensation, aligning board pay more closely with the company’s equity performance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
Krishnan Ram R.
(Last)(First)(Middle)
ONE MARKET, SUITE 400
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Autodesk, Inc. [ ADSK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026A(1)0A$01,641(2)D
Common Stock06/22/2026A(3)0A$01,641(4)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Reporting Person is entitled to receive one share of Common Stock for each Restricted Stock Unit. These are Restricted Stock Units granted pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan in lieu of cash compensation for services as a director, and vest on the date of the next annual meeting.
2. The total securities beneficially owned includes 466 shares of unvested Restricted Stock Units and 1,150 shares of vested Restricted Stock Units the distribution of which the reporting person has deferred pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan.
3. The Reporting Person is entitled to receive one share of Common Stock for each Restricted Stock Unit. These Restricted Stock Units, which are granted annually pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan, vest on the date of the next annual meeting.
4. The total securities beneficially owned includes 2,019 shares of unvested Restricted Stock Units and 1,150 shares of vested Restricted Stock Units the distribution of which the reporting person has deferred pursuant to the 2026 Director Compensation Policy and under the 2022 Equity Incentive Plan.
Remarks:
Melissa Hoge, Attorney-in-Fact for Ram R. Krishnan06/22/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR