Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2023

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 0-14338

AUTODESK, INC.

(Exact name of registrant as specified in its charter)

Delaware94-2819853
(State or other jurisdiction of incorporation or organization)(I.R.S. employer Identification No.)
One Market Street, Ste. 400
San Francisco,California94105
(Address of principal executive offices)(Zip Code)

(415) 507-5000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareADSKThe Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and ‘emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 23, 2023, registrant had outstanding 213,763,632 shares of common stock.

AUTODESK, INC. FORM 10-Q

TABLE OF CONTENTS

Page No.
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements:
Condensed Consolidated Statements of Operations for the Three and Six Months Ended July 31, 2023 and 20224
Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended July 31, 2023 and 20225
Condensed Consolidated Balance Sheets as of July 31, 2023 and January 31, 20236
Condensed Consolidated Statements of Cash Flows for the Six Months Ended July 31, 2023 and 20227
Notes to Condensed Consolidated Financial Statements8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations32
Item 3.Quantitative and Qualitative Disclosures About Market Risk54
Item 4.Controls and Procedures55
PART II. OTHER INFORMATION
Item 1.Legal Proceedings56
Item 1A.Risk Factors56
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds74
Item 3.Defaults Upon Senior Securities74
Item 4.Mine Safety Disclosures74
Item 5.Other Information74
Item 6.Exhibits75
Signatures76

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS