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Executives

David Gennarelli

Pascal W. Di Fronzo - Senior Vice President, General Counsel and Secretary

Mark J. Hawkins - Chief Financial Officer, Principal Accounting Officer and Executive Vice President

Autodesk, Inc. (ADSK) Annual Shareholder Meeting June 13, 2013 6:00 PM ET

David Gennarelli

Welcome, and thank you for joining Autodesk's Annual Meeting of Stockholders. I'm Dave Gennarelli, Director of Investor Relations. Our General Counsel, Pascal Di Fronzo, will lead us through the results of this year's proposals, voted on by our stockholders; and then our CFO, Mark Hawkins, will give an overview of Autodesk, followed by a Q&A session.

As a reminder, this meeting is being webcast live and will be available later for replay. And with that, I will turn it over to Pascal.

Pascal W. Di Fronzo

Thank you, Dave. I'd also like to welcome you to Autodesk's Annual Meeting of Stockholders. As Dave mentioned, I'm Pascal Di Fronzo, Senior Vice President, General Counsel and Secretary, and I'll be conducting the formal business portion of the meeting today.

Before we get started, I'd like to introduce our Board of Directors. Present here in person or telephonically today are Carl Bass, Crawford Beveridge, Hal Dawson, Tom Georgens, Per-Kristian Halvorsen, Mary McDowell, Lorrie Norrington, Stacy Smith and Steve West.

I'd like to thank the board for their service and support in the past year. Now that we have finished the introductions, I call the meeting to order.

I approved by affidavit from Broadridge Financial Solutions that notice of this meeting has been duly given and that a proxy statement and proxy card have been furnished or made available to all stockholders of record as of April 19, 2013. As the inspector of election, I signed an oath of office. The affidavit of mailing and the oath of inspector of election will be filed with the minutes of this meeting. We have been informed by Broadridge that we have, present in person and by proxy, a sufficient number of shares to constitute a quorum, so I can tell you that the meeting is duly constituted.

We will vote by proxy ballot today. If you have already turned in a proxy, then it is not necessary to vote now because we will not count -- we will count your proxy. If you did not turn in a proxy or if you wish to change your vote, please raise your hand so that we may give you a written ballot to use for voting. We will collect these ballots at the end of the voting portion of the meeting. It is now 3:05 on June 13, 2013, and the polls for each matter to be voted on at this meeting are now open.

The first item of formal business is the election of 9 directors to serve until next year's annual meeting. The persons named in the proxy statement have been nominated to serve as directors of the company for the ensuing year. They are Carl Bass, Crawford Beveridge, J. Hallam Dawson, Thomas Georgens, Per-Kristian Halvorsen, Mary T. McDowell, Lorrie M. Norrington, Stacy J. Smith and Steven M. West. Those of you who are voting should mark your ballots now.

[Voting]

Pascal W. Di Fronzo

The next item of formal business is to ratify the appointment of the firm of Ernst & Young as Autodesk's independent registered public accounting firm for the fiscal year ending January 31, 2014. Those of you who are voting should mark your ballots now.

[Voting]

Pascal W. Di Fronzo

The next item of business is to hold a nonbinding vote to approve the compensation of Autodesk's named executive officers. Those of you who are voting should mark your ballots now.

[Voting]

Pascal W. Di Fronzo

If you have voted today, please raise your hand so that we may collect your ballots and have it recorded by the inspector of election. It is now 3:07 on June 13, 2013, and the polls for each matter to be voted on at this meeting are now closed.

Based upon all the proxies and ballots received prior to commencement of the meeting and subject to final adjustment of the numbers for any ballots collected here today, I can tell you that all 9 of the directors have been reelected to the Board of Directors to serve until the company's 2013 Annual Meeting of Stockholders. The appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the current fiscal year has been ratified by a majority of the shares present in person or by proxy. The nonbinding vote regarding compensation of the company's named executive officers has been approved.

This concludes the formal business of the meeting. We will now adjourn the formal portion of this Annual Meeting of Stockholders, and I will turn the meeting over to Mark Hawkins, our Chief Financial Officer, who will give the report to stockholders of fiscal 2013. Thanks.

Mark J. Hawkins

Thank you, Pascal. Good afternoon. It's a pleasure to be speaking with you here at the shareholder meeting, so let me get started. First...

Unknown Executive

I'm sorry, pardon the interruption, the audio is not coming through. Just one moment.

[Technical Difficulty]

Unknown Executive

Ladies and gentlemen, we apologize for the technical difficulty. As a result, we'll have to cancel the remainder of the call. Thank you, and have a great day.

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Source: Autodesk's Management Hosts Annual Shareholder Meeting (Transcript)
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