0000921895-17-001801.txt : 20170616 0000921895-17-001801.hdr.sgml : 20170616 20170616183454 ACCESSION NUMBER: 0000921895-17-001801 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170614 FILED AS OF DATE: 20170616 DATE AS OF CHANGE: 20170616 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AUTODESK INC CENTRAL INDEX KEY: 0000769397 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942819853 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 111 MCINNIS PKWY CITY: SAN RAFAEL STATE: CA ZIP: 94903 BUSINESS PHONE: 4155075000 MAIL ADDRESS: STREET 1: 111 MCINNIS PKWY CITY: SAN RAFAEL STATE: CA ZIP: 94903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sachem Head GP LLC CENTRAL INDEX KEY: 0001658917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 17917120 BUSINESS ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-714-3300 MAIL ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Uncas GP LLC CENTRAL INDEX KEY: 0001658906 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 17917121 BUSINESS ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-714-3300 MAIL ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sachem Head Master LP CENTRAL INDEX KEY: 0001658920 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 17917122 BUSINESS ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-714-3300 MAIL ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ferguson Scott D. CENTRAL INDEX KEY: 0001658919 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 17917123 MAIL ADDRESS: STREET 1: 250 WEST 55TH STREET, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 4 1 form410692002_06162017.xml OWNERSHIP DOCUMENT X0306 4 2017-06-14 0 0000769397 AUTODESK INC ADSK 0001658919 Ferguson Scott D. 250 WEST 55TH STREET, 34TH FLOOR NEW YORK NY 10019 1 0 0 1 See Remarks 0001658920 Sachem Head Master LP 250 WEST 55TH STREET, 34TH FLOOR NEW YORK NY 10019 0 0 0 1 See Remarks 0001658906 Uncas GP LLC 250 WEST 55TH STREET, 34TH FLOOR NEW YORK NY 10019 0 0 0 1 See Remarks 0001658917 Sachem Head GP LLC 250 WEST 55TH STREET, 34TH FLOOR NEW YORK NY 10019 0 0 0 1 See Remarks Common Stock 2017-06-14 4 A 0 2354 0 A 10396 D Common Stock 2017-06-14 4 A 0 847 0 A 11243 D Mr. Ferguson is entitled to receive one share of Common Stock for each Restricted Stock Unit. These Restricted Stock Units, which are granted annually under the 2012 Outside Directors' Stock Plan, vest on the date of the next annual meeting. Mr. Ferguson is entitled to receive one share of Common Stock for each Restricted Stock Unit. These Restricted Stock Units, which are granted in lieu of Mr. Ferguson's annual fee retainer, vest on the date of the next annual meeting. Pursuant to an arrangement between Mr. Ferguson and Sachem Head Capital Management LP ("Sachem Head"), the restricted stock units are held by Mr. Ferguson for the benefit of Sachem Head. Such units are included as directly beneficially owned by Mr. Ferguson, but may also be deemed to be beneficially owned by Sachem Head as a result of such arrangements. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. The total securities beneficially owned includes 8,562 shares of unvested Restricted Stock Units. In addition to the 11,243 shares of Common Stock owned directly by Mr. Ferguson, Mr. Ferguson as managing partner of Sachem Head and the managing member of each of Uncas GP LLC ("Uncas") and Sachem Head GP LLC ("Sachem Head GP"), may be deemed to beneficially own 12,890,000 shares of Common Stock owned in the aggregate by certain affiliated investment funds of Sachem Head, Uncas and Sachem Head GP. Accordingly, the total ownership, in the aggregate, Mr. Ferguson may be deemed to beneficially own is 12,901,243 shares of Common Stock. Mr. Ferguson is the managing partner of Sachem Head and the managing member of each of Uncas and Sachem Head GP and also serves on the board of directors of the Issuer. As a result, the Reporting Persons other than Mr. Ferguson may be deemed directors of the Issuer by deputization. /s/ Michael D. Adamski, as Attorney-in-Fact 2017-06-16 /s/ Michael D. Adamski, as Attorney-in-Fact 2017-06-16 /s/ Michael D. Adamski, as Attorney-in-Fact 2017-06-16 /s/ Michael D. Adamski, as Attorney-in-Fact 2017-06-16