-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LKqErSCMZU3Z7SH+eYJFsNAktII5ry7I8QOToevrXYArxqXLVBb9SmCL/dr0CfQ8 lY/rf+Utal+dVWCeX3kcbw== 0001193125-04-097497.txt : 20040602 0001193125-04-097497.hdr.sgml : 20040602 20040602131803 ACCESSION NUMBER: 0001193125-04-097497 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040601 ITEM INFORMATION: Other events FILED AS OF DATE: 20040602 FILER: 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 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14338 FILM NUMBER: 04843688 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 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

June 1, 2004

Date of Report (date of earliest event reported)

 

 

Autodesk, Inc.

(Exact name of Registrant as specified in its charter)

 

 

Delaware   000-14338   94-2819853

(State or other jurisdiction of

incorporation or organization)

   (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

111 McInnis Parkway

San Rafael, California 94903

(Address of principal executive offices)

 

(415) 507-5000

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

Item 5. Other Events

 

On June 1, 2004, the Board of Directors of Autodesk, Inc., a Delaware corporation (the “Company”), approved an amendment to its Rights Agreement, originally adopted in 1995, to eliminate all requirements – sometimes referred to as “dead hand” provisions – that only “Continuing Directors” approve certain actions under the Rights Agreement. A “Continuing Director” was generally defined as a member of the Board of Directors who was not associated with a person commencing an unsolicited hostile takeover of the Company. As a result of the amendment, decisions previously to be made pursuant to the Rights Agreement by Continuing Directors will now instead be made by a majority of all the directors in office at the time.

 

Effective June 1, 2004, director Mark A. Bertelsen has resigned as a member of the Company’s Corporate Governance and Nominating Committee.

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

AUTODESK, INC.

By:

  

/s/ ALFRED J. CASTINO

   

Alfred J. Castino

Senior Vice President and Chief Financial

Officer

 

Date: June 2, 2004

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