Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

AUTODESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share data)

(Unaudited)

Three Months Ended April 30,
20252024
Net revenue:
Subscription$1,532$1,330
Maintenance811
Total subscription and maintenance revenue1,5401,341
Other9376
Total net revenue1,6331,417
Cost of revenue:
Cost of subscription and maintenance revenue111100
Cost of other revenue2420
Amortization of developed technologies2517
Total cost of revenue160137
Gross profit1,4731,280
Operating expenses:
Marketing and sales566469
Research and development394346
General and administrative162155
Amortization of purchased intangibles1311
Restructuring, other exit costs, and facility reductions105—
Total operating expenses1,240981
Income from operations233299
Interest and other income, net110
Income before income taxes234309
Provision for income taxes(82)(57)
Net income$152$252
Basic net income per share$0.71$1.17
Diluted net income per share$0.70$1.16
Weighted average shares used in computing basic net income per share214215
Weighted average shares used in computing diluted net income per share216217

See accompanying Notes to Condensed Consolidated Financial Statements.

AUTODESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

(Unaudited)

Three Months Ended April 30,
20252024
Net income$152$252
Other comprehensive income (loss), net of reclassifications:
Net (loss) gain on derivative instruments (net of tax effect of $2 and zero, respectively)(23)2
Change in net unrealized loss on available-for-sale debt securities (net of tax effect of zero for all periods presented)1(2)
Change in defined benefit pension items (net of tax effect of zero for all periods presented)1—
Net change in cumulative foreign currency translation gain (loss) (net of tax effect of $(3) and zero, respectively)58(29)
Total other comprehensive gain (loss)37(29)
Total comprehensive income$189$223

See accompanying Notes to Condensed Consolidated Financial Statements.

AUTODESK, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)

(Unaudited)

April 30, 2025January 31, 2025
ASSETS
Current assets:
Cash and cash equivalents$1,816$1,599
Marketable securities224287
Accounts receivable, net4941,008
Prepaid expenses and other current assets681588
Total current assets3,2153,482
Long-term marketable securities261267
Computer equipment, software, furniture and leasehold improvements, net111117
Operating lease right-of-use assets147169
Intangible assets, net549574
Goodwill4,2754,242
Deferred income taxes, net1,1281,205
Long-term other assets899777
Total assets$10,585$10,833
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$277$242
Accrued compensation399506
Accrued income taxes8462
Deferred revenue3,6203,787
Operating lease liabilities5758
Current portion of long-term notes payable, net300300
Other accrued liabilities182196
Total current liabilities4,9195,151
Long-term deferred revenue309341
Long-term operating lease liabilities199214
Long-term income taxes payable206200
Long-term deferred income taxes3132
Long-term notes payable, net1,9881,987
Long-term other liabilities316287
Stockholders’ equity:
Common stock and additional paid-in capital4,3244,239
Accumulated other comprehensive loss(248)(285)
Accumulated deficit(1,459)(1,333)
Total stockholders’ equity2,6172,621
Total liabilities and stockholders’ equity$10,585$10,833

See accompanying Notes to Condensed Consolidated Financial Statements.

AUTODESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

Three Months Ended April 30,
20252024
Operating activities:
Net income$152$252
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion4840
Stock-based compensation expense230149
Amortization of costs to obtain a contract with a customer9641
Deferred income taxes78(25)
Restructuring, other exit costs, and facility reductions14—
Other2318
Changes in operating assets and liabilities, net of business combinations:
Accounts receivable515526
Prepaid expenses and other assets(304)(69)
Accounts payable and other liabilities(111)(166)
Deferred revenue(204)(305)
Accrued income taxes2733
Net cash provided by operating activities564494
Investing activities:
Purchases of marketable securities(101)(220)
Sales and maturities of marketable securities175262
Capital expenditures(8)(7)
Purchases of intangible assets(7)(34)
Business combinations, net of cash acquired—(637)
Other investing activities(1)(2)
Net cash provided by (used in) investing activities58(638)
Financing activities:
Proceeds from issuance of common stock, net of issuance costs7571
Taxes paid related to net share settlement of equity awards(135)(123)
Repurchases of common stock(354)(9)
Other financing activities(1)—
Net cash used in financing activities(415)(61)
Effect of exchange rate changes on cash and cash equivalents10(6)
Net increase (decrease) in cash and cash equivalents217(211)
Cash and cash equivalents at beginning of period1,5991,892
Cash and cash equivalents at end of period$1,816$1,681
Supplemental cash flow disclosure:
Non-cash financing activities:
Fair value of common stock issued to settle liability-classified restricted common stock$—$3

See accompanying Notes to Condensed Consolidated Financial Statements.

AUTODESK, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(In millions, except share and per share data, or as otherwise noted)

1. Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Autodesk, Inc. (“Autodesk,” “we,” “us,” “our,” or the “Company”) as of April 30, 2025, and for the three months ended April 30, 2025 and 2024, have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information along with the instructions to Form 10-Q and Article 10 of Securities and Exchange Commission (“SEC”) Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In management’s opinion, Autodesk made all adjustments (consisting of normal, recurring and non-recurring adjustments) during the quarter that were considered necessary for the fair statement of the financial position and operating results of the Company. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. In addition, the results of operations for the three months ended April 30, 2025, are not necessarily indicative of the results for the entire fiscal year ending January 31, 2026, or for any other period. Further, the balance sheet as of January 31, 2025, has been derived from the audited Consolidated Balance Sheet as of this date. There have been no material changes, other than what is discussed herein, to Autodesk's significant accounting policies as compared to the significant accounting policies disclosed in the Annual Report on Form 10-K for the fiscal year ended January 31, 2025. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes, together with management’s discussion and analysis of financial position and results of operations, contained in Autodesk’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, filed on March 6, 2025.

2. Recently Issued Accounting Standards

With the exception of those discussed below, there have been no recent changes in accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) or adopted by the Company during the three months ended April 30, 2025, that are applicable to the Company.

Recently Issued Accounting Standards Not Yet Adopted

In November 2024, the FASB issued ASU No. 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures” (“ASU 2024-03”), which requires disaggregated disclosures, in the notes to the financial statements, of certain categories of expenses that are included in expense line items on the face of the income statement. ASU 2024-03 also requires a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, disclosure of the total amount of selling expenses, and in annual reporting periods, Autodesk’s definition of selling expenses. ASU 2024-03 is effective for Autodesk’s fiscal year beginning February 1, 2027, and interim periods for Autodesk’s fiscal year beginning February 1, 2028. Early adoption is permitted. Autodesk is currently evaluating the effect of adopting ASU 2024-03 on its disclosures.

Accounting Standards Adopted

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvement to Income Tax Disclosures” (“ASU 2023-09”), to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions and applies to all entities subject to income taxes. Autodesk adopted the disclosure requirements of ASU 2023-09 for Autodesk’s fiscal year beginning February 1, 2025 on a prospective basis.

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which are intended to improve reportable segment disclosure requirements. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements of ASU 2023-07 are required for entities with a single reportable segment. Autodesk adopted the annual disclosures of ASU 2023-07 for our fiscal year ended January 31, 2025 and adopted for interim periods beginning February 1, 2025.

3. Revenue Recognition

Revenue Disaggregation

Autodesk recognizes revenue from the sale of (1) product subscriptions, cloud service offerings, and enterprise business agreements (“EBAs”), (2) fees for maintenance plan agreements purchased with software licenses, and (3) consulting and other products and services. The three categories are presented as line items on Autodesk’s Consolidated Statements of Operations.

Information regarding the components of Autodesk's net revenue from contracts with customers by product family, geographic location, sales channel, and product type is as follows:

Three Months Ended April 30,
20252024
Net revenue by product family:
Architecture, Engineering, Construction and Operations$809$674
AutoCAD and AutoCAD LT411376
Manufacturing309268
Media and Entertainment7671
Other2828
Total net revenue$1,633$1,417
Net revenue by geographic area:
Americas
U.S.$585$509
Other Americas140110
Total Americas725619
Europe, Middle East and Africa627534
Asia Pacific281264
Total net revenue$1,633$1,417
Net revenue by sales channel:
Indirect$742$880
Direct891537
Total net revenue$1,633$1,417
Net revenue by product type:
Design$1,361$1,196
Make179145
Other9376
Total net revenue$1,633$1,417

Payments for subscriptions are typically due in annual installments or upfront. Autodesk does not have any material variable consideration, such as obligations for returns, refunds, warranties, or amounts due to customers for which significant estimation or judgment is required as of the reporting date.

Remaining performance obligations consist of total short-term, long-term, and unbilled deferred revenue. As of April 30, 2025, Autodesk had remaining performance obligations of $7.16 billion, which represents the total transaction price allocated to remaining performance obligations, which are generally recognized over the next three years. We expect to recognize $4.55 billion or 64% of our remaining performance obligations as revenue during the next 12 months. We expect to recognize the remaining $2.61 billion or 36% of our remaining performance obligations as revenue thereafter.

The amount of remaining performance obligations may be impacted by the specific timing, duration, and size of customer subscription and support agreements, the specific timing of customer renewals, and foreign currency fluctuations.

Contract Balances

We receive payments from customers based on a billing schedule as established in our contracts. Contract assets relate to performance completed in advance of scheduled billings. Contract assets were not material as of April 30, 2025. Deferred revenue relates to billings in advance of performance under the contract. The primary changes in our contract assets and deferred revenues are due to our performance under the contracts and billings.

Revenue recognized during the three months ended April 30, 2025 and 2024, that was included in the deferred revenue balances at January 31, 2025 and 2024, was $1.35 billion and $1.19 billion, respectively. The satisfaction of performance obligations typically lags behind payments received under revenue contracts from customers.

4. Concentration of Credit Risk

Autodesk places its cash, cash equivalents, and marketable securities in highly liquid instruments with, and in the custody of, multiple diversified financial institutions globally with high credit ratings, and limits the amounts invested with any one institution, type of security, and issuer. Autodesk’s primary commercial banking relationship is with Citigroup Inc. and its global affiliates. Citibank, N.A., an affiliate of Citigroup, acts as administrative agent and a lender under Autodesk’s $1.5 billion revolving credit facility. See Note 13, “Borrowing Arrangements,” in the Notes to Condensed Consolidated Financial Statements for further discussion.

Total revenue from the Company's largest distributor TD Synnex Corporation and its global affiliates (“TD Synnex”) accounted for 20% and 38% of Autodesk’s total net revenue during the three months ended April 30, 2025 and 2024, respectively. The majority of the net revenue from sales to TD Synnex is from sales outside of the United States. In addition, TD Synnex accounted for 8% and 5% of trade accounts receivable at April 30, 2025, and January 31, 2025, respectively. No other customer accounted for more than 10% of Autodesk's total net revenue or trade accounts receivable for each of the respective periods.

5. Financial Instruments

The following tables summarize the Company's financial instruments by significant investment category as of April 30, 2025, and January 31, 2025:

April 30, 2025
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash equivalents (1):
Money market funds$750$—$—$750
Commercial paper124——124
Certificates of deposit51——51
U.S. government securities39——39
Marketable securities:
Short-term
Corporate debt securities76——76
U.S. government securities66——66
Commercial paper36——36
Asset-backed securities23——23
Certificates of deposit10——10
Other (2)13——13
Long-term
Corporate debt securities921—93
Asset-backed securities66——66
U.S. government securities591—60
Agency mortgage-backed securities34——34
Other (3)8——8
Mutual funds (4) (5)1129(1)120
Total$1,559$11$(1)$1,569

(1)Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets. These investments are classified as debt securities.

(2)Primarily consists of agency mortgage-backed securities, mortgage backed securities and U.S. government securities.

(3)Primarily consists of agency collateralized mortgage obligations and agency bonds.

(4)See Note 11, “Deferred Compensation” for more information.

(5)Included in “Prepaid expenses and other current assets” or “Long-term other assets” in the accompanying Condensed Consolidated Balance Sheets.

January 31, 2025
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash equivalents (1):
Money market funds$618$—$—$618
Commercial paper85——85
Certificates of deposit38——38
U.S government securities19——19
Other (2)4——4
Marketable securities:
Short-term
Commercial paper96——96
Corporate debt securities79——79
U.S. government securities74——74
Asset-backed securities19——19
Other (3)19——19
Long-term
Corporate debt securities961—97
Asset backed securities71——71
U.S. government securities52—(1)51
Agency mortgage-backed securities40——40
Other (4)8——8
Mutual funds (5) (6)10612—118
Total$1,424$13$(1)$1,436

(1)Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets. These investments are classified as debt securities.

(2)Consists primarily of corporate debt securities.

(3)Consists primarily of agency discount bonds, agency mortgage-backed securities, mortgage-backed securities, and US treasury bonds.

(4)Consists primarily of agency collateralized mortgage obligations and supranational bonds.

(5)See Note 11, “Deferred Compensation” for more information.

(6)Included in “Prepaid expenses and other current assets,” or “Long-term other assets,” in the accompanying Condensed Consolidated Balance Sheets.

The following table summarizes the fair values of investments classified as marketable debt securities by contractual maturity date as of April 30, 2025:

Fair Value
Due within 1 year$194
Due in 1 year through 5 years261
Due in 5 years through 10 years16
Due after 10 years14
Total$485

As of both April 30, 2025, and January 31, 2025, Autodesk had no material unrealized losses, individually and in the aggregate, for marketable debt securities that are in a continuous unrealized loss position for greater than 12 months. Total unrealized gains for securities with net gains in accumulated other comprehensive income were not material for the three months ended April 30, 2025.

Autodesk monitors all marketable debt securities for potential credit losses by reviewing indicators such as, but not limited to, current credit rating, change in credit rating, credit outlook, and default risk. There were no allowances for credit losses as of both April 30, 2025, and January 31, 2025. There were no write offs of accrued interest receivables for both the three months ended April 30, 2025 and 2024.

There were no material realized gains or losses for the sales or redemptions of marketable debt securities during both the three months ended April 30, 2025 and 2024. Realized gains and losses from the sales or redemptions of marketable debt securities are recorded in “Interest and other income, net” on the Company's Condensed Consolidated Statements of Operations.

Proceeds from the sale and maturity of marketable debt securities were as follows:

Three Months Ended April 30,
20252024
Marketable debt securities$175$262

Strategic investments in equity securities

As of both April 30, 2025, and January 31, 2025, Autodesk had $168 million in direct investments in privately held companies. These strategic investments in equity securities do not have readily determined fair values, and Autodesk uses the measurement alternative to account for the adjustment to these investments in a given quarter. If Autodesk determines that an impairment has occurred, Autodesk writes down the investment to its fair value. These strategic investments in equity securities are generally subject to a security-specific restriction which limits the sale or transfer of the respective equity security during the holding period.

Adjustments to the carrying value of our strategic investment equity securities with no readily determined fair values measured using the measurement alternative are included in “Interest and other income, net” on the Company's Condensed Consolidated Statements of Operations. These adjustments were as follows:

Three Months Ended April 30,Cumulative Amount as of
20252024April 30, 2025
Upward adjustments$—$—$29
Negative adjustments, including impairments——(122)
Net unrealized adjustments$—$—$(93)

Realized gains for the disposition of strategic investment equity securities for both the three months ended April 30, 2025 and 2024 were immaterial.

Fair Value

Autodesk applies fair value accounting for certain financial assets and liabilities, which consist of cash equivalents, marketable securities, and other financial instruments, on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The following tables summarize the Company's financial instruments measured at fair value on a recurring basis by significant investment category as of April 30, 2025, and January 31, 2025:

April 30, 2025
Level 1Level 2Level 3Total
Assets:
Cash equivalents (1):
Money market funds$750$—$—$750
Commercial paper—124—124
Certificates of deposit—51—51
U.S. government securities—39—39
Marketable securities:
Short-term
Corporate debt securities—76—76
U.S. government securities—66—66
Commercial paper—36—36
Asset-backed securities—23—23
Certificates of deposit—10—10
Other (2)—13—13
Long-term
Corporate debt securities—93—93
Asset-backed securities—66—66
U.S. government securities—60—60
Agency mortgage-backed securities—34—34
Other (3)—8—8
Long-term other assets:
Mutual funds (4)(5)120——120
Derivative assets:
Derivative contract assets (5)—29—29
Derivative liabilities:
Derivative contract liabilities (6)—(57)—(57)
Total$870$671$—$1,541

(1)Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets. These investments are classified as debt securities.

(2)Primarily consists of agency mortgage-backed securities, mortgage backed securities and U.S. government securities.

(3)Primarily consists of agency collateralized mortgage obligations and agency bonds.

(4)See Note 11, “Deferred Compensation” for more information.

(5)Included in “Prepaid expenses and other current assets” or “Long-term other assets” in the accompanying Condensed Consolidated Balance Sheets.

(6)Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.

January 31, 2025
Level 1Level 2Level 3Total
Assets:
Cash equivalents (1):
Money market funds$618$—$—$618
Commercial paper—85—85
Certificates of deposit—38—38
U.S government securities—19—19
Other (2)—4—4
Marketable securities:
Short-term
Commercial paper—96—96
Corporate debt securities—79—79
U.S. government securities—74—74
Asset backed securities—19—19
Other (3)—19—19
Long-term
Corporate debt securities—97—97
Asset backed securities—71—71
U.S. government securities—51—51
Agency bonds—40—40
Other (4)—8—8
Long-term other assets:
Mutual funds (5) (6)118——118
Derivative assets:
Derivative contract assets (6)—28—28
Derivative liabilities:
Derivative contract liabilities (7)—(22)—(22)
Total$736$706$—$1,442

(1)Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets. These investments are classified as debt securities.

(2)Consists primarily of corporate debt securities.

(3)Consists primarily of agency discount bonds, agency mortgage-backed securities, mortgage-backed securities, and US treasury bonds.

(4)Consists primarily of agency collateralized mortgage obligations and supranational bonds.

(5)See Note 11, “Deferred Compensation” for more information.

(6)Included in “Prepaid expenses and other current assets,” or “Long-term other assets,” in the accompanying Condensed Consolidated Balance Sheets.

(7)Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.

6. Equity Compensation

Restricted Stock Units

A summary of restricted stock activity for the three months ended April 30, 2025, is as follows:

Unvested restricted stock unitsWeighted average grant date fair value per share
(in thousands)
Unvested restricted stock units at January 31, 20255,188$229.09
Granted2,434260.61
Vested(1,596)226.51
Canceled/Forfeited(230)227.21
Performance Adjustment (1)6275.23
Unvested restricted stock units at April 30, 20255,802$243.73

(1)Based on Autodesk's financial results and relative total stockholder return for the fiscal 2025 performance period. The performance stock units were attained at rates ranging from 95% to 108% of the target award.

The fair value of the shares vested during the three months ended April 30, 2025 and 2024, was $428 million and $396 million, respectively.

During the three months ended April 30, 2025, Autodesk granted 2 million restricted stock units. Restricted stock units are not considered outstanding stock at the time of grant, as the holders of these units are not entitled to any of the rights of a stockholder, including voting rights.

Autodesk recorded stock-based compensation expense related to restricted stock units of $140 million and $127 million during the three months ended April 30, 2025 and 2024, respectively.

During the three months ended April 30, 2025, Autodesk granted 332 thousand performance stock units for which the ultimate number of shares earned is determined based on the achievement of performance criteria at the end of the stated performance and service period. The performance criteria for the majority of the performance stock units are based on revenue and non-GAAP operating income less stock-based compensation expense goals adopted by the Compensation and Human Resource Committee and total stockholder return compared against companies in the S&P North American Technology Software Index with a market capitalization over $2.0 billion (“Relative TSR”). The fair value of the performance stock units is expensed using the accelerated attribution method over the three-year vesting period and the performance stock units have the following vesting schedule:

  • Up to one third of the performance stock units may vest following year one, depending upon the achievement of the performance criteria for fiscal 2026 as well as 1-year Relative TSR (covering year one) or vest following year three depending the achievement of the performance criteria for fiscal 2026 as well as a 3-year Relative TSR (covering years one, two and three).

  • Up to one third of the performance stock units may vest following year two, depending upon the achievement of the performance criteria for fiscal 2027 as well as 2-year Relative TSR (covering years one and two) or vest following year three depending the achievement of the performance criteria for fiscal 2027 as well as a 3-year Relative TSR (covering years one, two and three).

  • Up to one third of the performance stock units may vest following year three, depending upon the achievement of the performance criteria for fiscal 2028 as well as 3-year Relative TSR (covering years one, two and three) or vest following year three depending the achievement of the performance criteria for fiscal 2028 as well as a 3-year Relative TSR (covering years one, two and three).

The performance criteria for the performance stock units vested during the three months ended April 30, 2025, was based on revenue and free cash flow goals adopted by the Compensation and Human Resource Committee.

Performance stock units are not considered outstanding stock at the time of grant, as the holders of these units are not entitled to any of the rights of a stockholder, including voting rights.

Autodesk recorded stock-based compensation expense related to performance stock units of $21 million and $6 million for the three months ended April 30, 2025 and 2024, respectively.

1998 Employee Qualified Stock Purchase Plan (“ESPP”)

Under Autodesk’s ESPP, which was approved by stockholders in 1998, eligible employees may purchase shares of Autodesk’s common stock at their discretion using up to 15% of their eligible compensation, subject to certain limitations, at 85% of the lower of Autodesk's closing price (fair market value) on the offering date or the exercise date. The offering period for ESPP awards consists of four, six-month exercise periods within a 24-month offering period.

A summary of the ESPP activity for the three months ended April 30, 2025 and 2024, is as follows:

Three Months Ended April 30,
20252024
Issued shares (in thousands)343433
Average price of issued shares$218.20$164.81
Weighted average grant date fair value of shares granted under the ESPP (1)$76.56$79.14

(1)Calculated as of the award grant date using the Black-Scholes Merton (“BSM”) option pricing model.

Stock-based Compensation Expense

The following table summarizes stock-based compensation expense for the three months ended April 30, 2025 and 2024, as follows:

Three Months Ended April 30,
20252024
Cost of subscription and maintenance revenue$11$9
Cost of other revenue43
Marketing and sales9753
Research and development8966
General and administrative2918
Stock-based compensation expense related to stock awards and ESPP purchases$230$149

During the three months ended April 30, 2025, Autodesk recorded $54 million in stock-based compensation expense reflecting a cumulative adjustment since fiscal 1999 related to the Company’s ESPP. The differences were not material to any prior interim or annual periods, nor to the current fiscal year.

Stock-based Compensation Expense Assumptions

Autodesk determines the grant date fair value of its share-based payment awards BSM option pricing model or the quoted stock price on the date of grant, unless the awards are subject to market conditions, in which case Autodesk uses the Monte Carlo simulation model. The Monte Carlo simulation model uses multiple input variables to estimate the probability that market conditions will be achieved. Autodesk uses the following assumptions to estimate the fair value of stock-based awards:

Three Months Ended April 30, 2025Three Months Ended April 30, 2024
Performance Stock UnitsESPPPerformance Stock UnitsESPP
Range of expected volatility29.7 - 33.4%29.1 - 29.5%N/A28.7 - 34.5%
Range of expected lives (in years)N/A0.5 - 2.0N/A0.5 - 2.0
Expected dividends—%—%N/A—%
Range of risk-free interest rates3.8 - 4.1%4.0 - 4.3%N/A4.6 - 5.4%

Autodesk estimates expected volatility for stock-based awards based on the average of the following two measures: (1) a measure of historical volatility in the trading market for the Company’s common stock, and (2) the implied volatility of traded options to purchase shares of the Company’s common stock. The expected volatility for performance stock units subject to market conditions includes the expected volatility of companies within the S&P North American Technology Software Index with a market capitalization over $2.0 billion, depending on the award type.

The range of expected lives of ESPP awards are based upon the four six-month exercise periods within a 24-month offering period.

Autodesk does not currently pay, and does not anticipate paying in the foreseeable future, any cash dividends. Consequently, an expected dividend yield of zero is used in the BSM option pricing model and the Monte Carlo simulation model.

The risk-free interest rate used in the BSM option pricing model and the Monte Carlo simulation model for stock-based awards is the historical yield on U.S. Treasury securities with equivalent remaining lives.

Autodesk recognizes expense only for the stock-based awards that ultimately vest. Autodesk accounts for forfeitures of our stock-based awards as those forfeitures occur.

7. Income Tax

Autodesk had income tax expense of $82 million, relative to pre-tax income of $234 million for the three months ended April 30, 2025, and income tax expense of $57 million, relative to pre-tax income of $309 million for the three months ended April 30, 2024. Our effective tax rate for the three months ended April 30, 2025, differs from the U.S. federal statutory rate of 21% primarily due to a nondeductible cumulative adjustment of stock-based compensation related to the Company’s ESPP and withholding tax, offset by varying tax rates on foreign earnings, tax deductible stock-based compensation, and tax credits.

Autodesk regularly assesses the need for a valuation allowance against its deferred tax assets. In making that assessment, Autodesk considers both positive and negative evidence related to the likelihood of realization of the deferred tax assets to determine, based on the weight of available evidence, whether it is more likely than not that some or all of the deferred tax assets will not be realized. The Company continues to retain a valuation allowance against Portugal, New Zealand, California, Massachusetts, and Michigan deferred tax assets and deferred tax assets that will convert to a capital loss upon reversal in Australia and the U.S., as we do not have sufficient income of the appropriate character to benefit from these deferred tax assets.

8. Intangible Assets, Net

The following tables summarize the Company's intangible assets, net, as of April 30, 2025, and January 31, 2025:

April 30, 2025
Gross Carrying Amount (1)Accumulated AmortizationNet
Customer relationships$744$(497)$247
Developed technologies1,162(873)289
Trade names and patents122(116)6
Other8(1)7
Total intangible assets$2,036$(1,487)$549

(1)Includes the effects of foreign currency translation.

January 31, 2025
Gross Carrying Amount (1)Accumulated AmortizationNet
Customer relationships$735$(480)$255
Developed technologies1,154(849)305
Trade names and patents122(115)7
Other7—7
Total intangible assets$2,018$(1,444)$574

(1)Includes the effects of foreign currency translation.

9. Cloud Computing Arrangements

Autodesk enters into certain cloud-based software hosting arrangements that are accounted for as service contracts. Costs incurred for these arrangements are capitalized for application development activities, if material, and immediately expensed for preliminary project activities and post-implementation activities. Autodesk amortizes the capitalized development costs straight-line over the fixed, non-cancellable term of the associated hosting arrangement plus any reasonably certain renewal periods. The capitalized costs are included in “Prepaid expenses and other current assets” and “Long-term other assets” on our Condensed Consolidated Balance Sheets. Capitalized costs were $340 million and $327 million at April 30, 2025, and January 31, 2025, respectively. Accumulated amortization was $141 million and $136 million at April 30, 2025, and January 31, 2025, respectively. Amortization expense for the three months ended April 30, 2025 and 2024, was $10 million and $13 million, respectively.

10. Goodwill

Goodwill consists of the excess of the consideration transferred over the fair value of net assets acquired in business combinations. The following table summarizes the changes in the carrying amount of goodwill for the three months ended April 30, 2025, (in millions):

Balance as of January 31, 2025 (1)$4,242
Effect of foreign currency translation33
Balance as of April 30, 2025 (1)$4,275

(1)Accumulated impairment losses as of both January 31, 2025 and April 30, 2025, were $149 million.

11. Deferred Compensation

At April 30, 2025, Autodesk had investments in debt and equity securities that are held in a rabbi trust under non-qualified deferred compensation plans and a corresponding deferred compensation liability totaling $120 million. Of this amount, $15 million was classified as current and $105 million was classified as non-current in the Condensed Consolidated Balance Sheets. Of the $118 million related to the investments in a rabbi trust as of January 31, 2025, $12 million was classified as current and $106 million was classified as non-current. The current and non-current asset portions of the investments in debt and equity securities that are held in a rabbi trust under non-qualified deferred compensation plans are recorded in the Condensed Consolidated Balance Sheets under “Prepaid expenses and other current assets” and “Long-term other assets,” respectively. The current and non-current portions of the liability are recorded in the Condensed Consolidated Balance Sheets under “Accrued compensation” and “Long-term other liabilities,” respectively.

Costs to obtain a contract with a customer

Sales commissions earned by our internal sales personnel and our solution providers are considered incremental and recoverable costs of obtaining a contract with a customer. The ending balance of assets recognized from costs to obtain a contract with a customer was $587 million as of April 30, 2025, and $467 million as of January 31, 2025. These assets are recorded in “Prepaid expenses and other current assets” and “Long-term other assets” in the Condensed Consolidated Balance Sheet. Of the total amount as of April 30, 2025, $325 million was recorded in “Prepaid expenses and other current assets” and $262 million was recorded in “Long-term other assets” in the Condensed Consolidated Balance Sheets. Amortization expense related to assets recognized from costs to obtain a contract with a customer was $96 million and $41 million during the three months ended April 30, 2025 and 2024, respectively. Autodesk did not recognize any contract cost impairment losses during the three months ended April 30, 2025 and 2024.

12. Computer Equipment, Software, Furniture, and Leasehold Improvements, Net

Computer equipment, software, furniture and equipment, and leasehold improvements, and the related accumulated depreciation were as follows:

April 30, 2025January 31, 2025
Computer hardware, at cost$106$103
Computer software, at cost4642
Furniture and equipment, at cost103100
Leasehold improvements, land and buildings, at cost335333
590578
Less: Accumulated depreciation(479)(461)
Computer equipment, software, furniture, and leasehold improvements, net$111$117

13. Borrowing Arrangements

In November 2022, the Company entered into an Amended and Restated Credit Agreement (the “2022 Credit Agreement”) by and among the Company, the lenders party thereto and Citibank, N.A. (“Citibank”), as administrative agent, which provided for an unsecured revolving loan facility in the aggregate principal amount of $1.5 billion, with an option to increase the principal amount to $2.0 billion subject to receipt of additional commitments and other customary conditions. The revolving credit facility was available for working capital or other business needs. The 2022 Credit Agreement contained customary covenants that, among other things, restricted the imposition of liens on Autodesk’s assets, and restricted Autodesk’s ability to incur additional indebtedness or make dispositions of assets if Autodesk fails to maintain compliance with the financial covenants. The 2022 Credit Agreement required the Company to maintain a maximum leverage ratio of Consolidated Covenant Debt to Consolidated EBITDA (each as defined in the 2022 Credit Agreement) no greater than 3.50:1.00 during the term of the credit facility, subject to adjustment following the consummation of certain acquisitions up to 4.00:1.00 for up to four consecutive fiscal quarters. At April 30, 2025, Autodesk was in compliance with the 2022 Credit Agreement covenants. At April 30, 2025, Autodesk had no outstanding borrowings under the 2022 Credit Agreement. Revolving loans under the 2022 Credit Agreement will bore interest, at the Company’s option, at either (i) a per annum rate equal to the Base Rate (as defined in the 2022 Credit Agreement) plus a margin of between 0.000% and 0.375%, depending on the Company’s Public Debt Rating (as defined in the 2022 Credit Agreement), or (ii) a per annum rate equal to the rate at which dollar deposits are offered in the Secured Overnight Financing Rate, plus a margin of between 0.785% and 1.375%, depending on the Company’s Public Debt Rating. The interest rates for the revolving credit facility were subject to upward or downward adjustments, on an annual basis,

if the Company achieved, or failed to achieve, certain sustainability-linked targets based on two key performance indicator metrics: (i) the amount of scope 1 and 2 greenhouse gas emissions from the global operations of the Company and its subsidiaries during a fiscal year less qualified emissions reduction instruments and (ii) the percentage of employees of the Company and its subsidiaries identifying as female working in technical roles. On May 8, 2025, the Company entered into a new credit agreement (the “2025 Credit Agreement”) and terminated its existing 2022 Credit Agreement. See Note 22, “Subsequent Events” for more information.

In October 2021, Autodesk issued $1.0 billion aggregate principal amount of 2.4% notes due December 15, 2031 (“2021 Notes”). Net of a discount of $3 million and issuance costs of $9 million, Autodesk received net proceeds of $988 million from issuance of the 2021 Notes. Both the discount and issuance costs are being amortized to interest expense over the term of the 2021 Notes using the effective interest method. The 2021 Notes were designated as sustainability bonds, the net proceeds of which are used to fund environmentally and socially responsible projects in the following areas: eco-efficient products, production technologies, and processes, sustainable water and wastewater management, renewable energy & energy efficiency, green buildings, pollution prevention and control, and socioeconomic advancement and empowerment.

In January 2020, Autodesk issued $500 million aggregate principal amount of 2.85% notes due January 15, 2030 (“2020 Notes”). Net of a discount of $1 million and issuance costs of $5 million, Autodesk received net proceeds of $494 million from issuance of the 2020 Notes. Both the discount and issuance costs are being amortized to interest expense over the term of the 2020 Notes using the effective interest method. The proceeds of the 2020 Notes were used for the repayment of $450 million of debt due June 15, 2020, and the remainder is available for general corporate purposes.

In June 2017, Autodesk issued $500 million aggregate principal amount of 3.5% notes due June 15, 2027 (the “2017 Notes”). Net of a discount of $3 million and issuance costs of $5 million, Autodesk received net proceeds of $492 million from issuance of the 2017 Notes. Both the discount and issuance costs are being amortized to interest expense over the term of the 2017 Notes using the effective interest method. The proceeds of the 2017 Notes have been used for the repayment of $400 million of debt due December 15, 2017, and the remainder is available for general corporate purposes.

In June 2015, Autodesk issued $300 million aggregate principal amount of 4.375% notes due June 15, 2025 (“2015 Notes”). Net of a discount of $1 million, and issuance costs of $3 million, Autodesk received net proceeds of $296 million from issuance of the 2015 Notes. Both the discount and issuance costs are being amortized to interest expense over the respective term of the 2015 Notes using the effective interest method. The proceeds of the 2015 Notes are available for general corporate purposes.

The 2021 Notes, 2020 Notes, 2017 Notes, and the 2015 Notes may all be redeemed at any time, subject to a make whole premium. In addition, upon the occurrence of certain change of control triggering events, Autodesk may be required to repurchase all the aforementioned notes, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of repurchase. All notes contain restrictive covenants that limit Autodesk's ability to create certain liens, to enter into certain sale and leaseback transactions and to consolidate or merge with, or convey, transfer, or lease all or substantially all of its assets, subject to important qualifications and exceptions.

Based on the quoted market prices, the approximate fair value of the notes as of April 30, 2025, were as follows:

Aggregate Principal AmountFair value
2015 Notes$300$300
2017 Notes500492
2020 Notes500467
2021 Notes1,000867

The expected future principal payments for all borrowings as of April 30, 2025, were as follows (in millions):

Fiscal year ending
2026 (remainder)$300
2027—
2028500
2029—
2030500
Thereafter1,000
Total principal outstanding$2,300

14. Leases

Autodesk has operating leases for real estate and certain equipment. Leases have remaining lease terms of less than 1 year to 65 years, some of which include options to extend the lease with renewal terms from 1 year to 7 years and some of which include options to terminate the leases from less than 1 year to 5 years. Options to extend or terminate the lease are considered in determining the lease term when it is reasonably certain that the option will be exercised. Payments under our lease arrangements are primarily fixed; however, certain lease agreements contain variable payments, which are expensed as incurred and not included in the operating lease assets and liabilities. These amounts include payments affected by the Consumer Price Index, payments for common area maintenance that are subject to annual reconciliation, and payments for maintenance and utilities. The Company’s leases do not contain residual value guarantees or material restrictive covenants. Short-term leases are recognized in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term. Short-term lease expense was not material for the periods presented. Changes in operating lease right-of-use assets and operating lease liabilities are presented net in the “Accounts payable and other liabilities” line in the Condensed Consolidated Statements of Cash Flows with the exception of “Lease-related asset impairments” which is presented in “Adjustments to reconcile net income to net cash provided by operating activities”.

During the fiscal quarter ended April 30, 2025, Autodesk recorded total operating lease right-of-use assets impairment charges of $9 million. Autodesk did not recognize any charges during the fiscal quarter ended April 30, 2024. Autodesk assessed the asset groupings for disaggregation based on the proposed changes in use of the facilities. For asset groups where impairment was triggered, Autodesk utilized an income approach to value the asset groups by developing discounted cash flow models. The significant assumptions used in the discounted cash flow models for each of the asset groups included projected sublease income over the remaining lease terms, expected downtime prior to the commencement of future subleases, expected lease incentives offered to future tenants, and discount rates that reflected the level of risk associated with these future cash flows. These significant assumptions are considered Level 1 and Level 2 inputs in accordance with the fair value hierarchy described in Note 1, “Business and Summary of Significant Accounting Policies” in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025. The operating lease right-of-use assets impairment charges are included in “Restructuring, other exit costs, and facility reductions” in the Company’s Consolidated Statements of Operations. See Note 16, “Restructuring, Other Exit Costs, and Facility Reductions” for more details.

Supplemental operating cash flow information related to leases is as follows:

Three Months Ended April 30,
20252024
Cash paid for operating leases included in operating cash flows (1)$23$23
(Decrease) increase in operating lease liabilities arising from obtaining operating lease right-of-use assets and lease modifications(2)5

(1) Includes $3 million and $4 million in variable lease payments for the three months ended April 30, 2025 and 2024, respectively, not included in “Operating lease liabilities” and “Long-term operating lease liabilities” on the Condensed Consolidated Balance Sheets.

Maturities of operating lease liabilities were as follows:

Fiscal year ending
2026 (remainder)$45
202760
202850
202944
203027
Thereafter52
278
Less imputed interest22
Present value of operating lease liabilities$256

Operating lease amounts in the table above do not include sublease income payments of $62 million. Autodesk expects to receive sublease income payments of approximately $41 million for remaining fiscal 2026 through fiscal 2030 and $21 million thereafter.

As of April 30, 2025, Autodesk had no material additional operating lease minimum lease payments for executed leases that have not yet commenced.

15. Derivative Instruments

The effects of derivatives designated as hedging instruments on Autodesk’s Condensed Consolidated Statements of Operations were as follows for the three months ended April 30, 2025 and 2024 (amounts presented include any income tax effects):

Three Months Ended April 30,
20252024
Amount of (loss) gain recognized in accumulated other comprehensive income, net of tax, (effective portion)$(23)$2
Amount and location of gain (loss) reclassified from accumulated other comprehensive loss into income (effective portion)
Net revenue$8$5
Operating expenses(5)(2)
Total$3$3

The amount and location of gains or losses recognized in net income of derivatives not designated as hedging instruments on Autodesk’s Condensed Consolidated Statements of Operations were as follows for the three months ended April 30, 2025 and 2024, (amounts presented include any income tax effects):

Three Months Ended April 30,
20252024
Interest and other (loss) income, net$(31)$—

See Note 5, “Financial Instruments” for the fair values of derivative instruments in Autodesk’s Condensed Consolidated Balance Sheets as of April 30, 2025, and January 31, 2025.

Foreign currency contracts designated as cash flow hedges

Autodesk uses foreign currency contracts to reduce the exchange rate impact on a portion of the net revenue or operating expense of certain anticipated transactions. These currency collars and forward contracts are designated and documented as cash flow hedges. The notional amounts of these contracts are presented net settled and were $1.90 billion at April 30, 2025, and $1.52 billion at January 31, 2025. Outstanding contracts are recognized as either assets or liabilities on the Company's Condensed Consolidated Balance Sheet at fair value. The majority of the net gain of $1 million remaining in “Accumulated other comprehensive loss” as of April 30, 2025, is expected to be recognized into earnings within the next 24 months.

Derivatives not designated as hedging instruments

Autodesk uses foreign currency contracts that are not designated as hedging instruments to reduce the exchange rate risk associated primarily with foreign currency denominated receivables, payables, and cash. The notional amounts of these foreign currency contracts are presented net settled and were $684 million at April 30, 2025, and $1.14 billion at January 31, 2025.

16. Restructuring, Other Exit Costs, and Facility Reductions

During the first quarter of fiscal 2026, Autodesk initiated a restructuring plan (“2026 Plan”) to support Autodesk's initiatives to optimize its go-to-market organization and, at the same time, to reallocate resources to Autodesk’s strategic priorities of investments in cloud, platform and artificial intelligence. With this restructuring plan, Autodesk is realigning roles to maximize talent investments and to distribute critical expertise globally. Autodesk expects to complete the 2026 Plan by the end of fiscal 2026.

The following table sets forth the restructuring and other exit costs liability as of April 30, 2025:

Balances, January 31, 2025Additions (3)PaymentsBalances, April 30, 2025
Employee terminations costs (1)$15$89$(76)$28
Other exit costs (2)—2(1)1
Total$15$91$(77)$29

(1) Recorded in the Condensed Consolidated Balance Sheets under “Accrued compensation."

(2) Recorded in the Condensed Consolidated Balance Sheets under “Accounts payable."

(3) Recorded in the Condensed Consolidated Statements of Operations under “Restructuring, other exit costs, and facility reductions”.

During the three months ended April 30, 2025, Autodesk recorded $9 million in lease right-of-use assets impairments and $5 million in impairment charges to computer equipment, software, furniture, and leasehold improvements for facility reductions related to the 2026 Plan. These costs are included in “Restructuring, other exit costs, and facility reductions” on the Company's Condensed Consolidated Statements of Operations.

17. Commitments and Contingencies

Guarantees and Indemnifications

In the normal course of business, Autodesk provides indemnifications of varying scopes, including limited product warranties and indemnification of customers against claims of intellectual property infringement made by third parties arising from the use of its products or services. Autodesk accrues for known indemnification issues if a loss is probable and can be reasonably estimated. Historically, costs related to these indemnifications have not been significant, and because potential future costs are highly variable, Autodesk is unable to estimate the maximum potential impact of these indemnifications on its future results of operations.

In connection with the purchase, sale, or license of assets or businesses with third parties, Autodesk has entered into or assumed customary indemnification agreements related to the assets or businesses purchased, sold, or licensed. Historically, costs related to these indemnifications have not been significant, and because potential future costs are highly variable, Autodesk is unable to estimate the maximum potential impact of these indemnifications on its future results of operations.

As permitted under Delaware law, Autodesk has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at Autodesk’s request in such capacity. The maximum potential amount of future payments Autodesk could be required to make under these indemnification agreements is unlimited; however, Autodesk has directors’ and officers’ liability insurance coverage that is intended to reduce its financial exposure and may enable Autodesk to recover a portion of any future amounts paid. Autodesk believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is minimal.

Legal Proceedings

Autodesk is involved in a variety of claims, suits, inquiries, investigations, and proceedings in the normal course of business including claims of alleged infringement of intellectual property rights, commercial, employment, tax, prosecution of unauthorized use, business practices, and other matters. Autodesk routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, Autodesk records a liability for the estimated loss. Because of inherent uncertainties related to these legal matters, Autodesk bases its loss accruals on the best information available at the time. As additional information becomes available, Autodesk reassesses its potential liability and may revise its estimates. In the Company’s opinion, resolution of pending matters is not expected to have a material adverse impact on its consolidated results of operations, cash flows, or its financial position. Given the unpredictable nature of legal proceedings, there is a reasonable possibility that an unfavorable resolution of one or more such proceedings could in the future materially affect the Company’s results of operations, cash flows, or financial position in a particular period, however, based on the information known by the Company as of the date of this filing and the rules and regulations applicable to the preparation of the Company’s financial statements, any such amount is either immaterial or it is not possible to provide an estimated amount of any such potential loss.

In early March 2024, the Audit Committee of Autodesk’s Board of Directors commenced an internal investigation with the assistance of outside counsel and advisors regarding the Company’s free cash flow and non-GAAP operating margin practices (the “Internal Investigation”). On March 8, 2024, the Company voluntarily contacted the U.S. Securities and Exchange Commission (“SEC”) to inform it of the Internal Investigation. On April 3, 2024, the United States Attorney’s Office for the Northern District of California (“USAO”) contacted the Company regarding the Internal Investigation. The Company has provided the SEC and USAO with certain documents and information and will continue to cooperate with the SEC and USAO. At this stage, the Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter.

On April 24, 2024, Michael Barkasi filed a purported federal securities class action complaint in the Northern District of California against the Company, our Chief Executive Officer, Andrew Anagnost, and our former Chief Financial Officer, Deborah L. Clifford. The complaint, which was filed shortly after the Company’s announcement of the Internal Investigation, generally alleges that the defendants made false and misleading statements in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), and Rule 10b-5 promulgated thereunder. On July 10, 2024, the Court appointed a lead plaintiff in the action, and an amended complaint was filed on September 16, 2024. The action purports to be brought on behalf of those who purchased or otherwise acquired the Company’s securities between February 23, 2023 and April 16, 2024, and seeks unspecified damages and other relief. On November 25, 2024, defendants filed a motion to dismiss the complaint. At this stage, the Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter.

18. Stockholders' Equity

Changes in stockholders' equity by component, net of tax, for the three months ended April 30, 2025, are as follows:

Common stock and additional paid-in capitalAccumulated other comprehensive lossAccumulated deficitTotal stockholders' equity
SharesAmount
Balances, January 31, 2025214$4,239$(285)$(1,333)$2,621
Common shares issued under stock plans1(73)——(73)
Stock-based compensation expense—233——233
Net income———152152
Other comprehensive loss——37—37
Repurchase and retirement of common shares (1)(1)(75)—(278)(353)
Balances, April 30, 2025214$4,324$(248)$(1,459)$2,617

(1)During the three months ended April 30, 2025, Autodesk repurchased 1 million shares at an average repurchase price of $268.67 per share. At April 30, 2025, $3.53 billion and $5 billion remained available for repurchase under the November 2022 and November 2024 repurchase programs approved by the Board of Directors, respectively.

Changes in stockholders' equity by component, net of tax, for the three months ended April 30, 2024, are as follows:

Common stock and additional paid-in capitalAccumulated other comprehensive lossAccumulated deficitTotal stockholders' equity
SharesAmount
Balances, January 31, 2024214$3,802$(234)$(1,713)$1,855
Common shares issued under stock plans1(62)——(62)
Stock-based compensation expense—151——151
Settlement of liability-classified restricted common shares—3——3
Net income———252252
Other comprehensive loss——(29)—(29)
Repurchase and retirement of common shares (1)———(9)(9)
Balances, April 30, 2024215$3,894$(263)$(1,470)$2,161

(1)During the three months ended April 30, 2024, Autodesk repurchased 33 thousand shares at an average repurchase price of $254.81 per share. At April 30, 2024, $4.73 billion remained available for repurchase under the November 2022 repurchase program approved by the Board of Directors.

19. Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss, net of taxes, consisted of the following at April 30, 2025:

Net Unrealized Gains (Losses) on Derivative InstrumentsNet Unrealized Gains (Losses) on Available-for-Sale Debt SecuritiesDefined Benefit Pension ComponentsForeign Currency Translation AdjustmentsTotal
Balances, January 31, 2025$24$20$(25)$(304)$(285)
Other comprehensive (loss) income before reclassifications(22)116141
Pre-tax gains reclassified from accumulated other comprehensive loss(3)———(3)
Tax effects2——(3)(1)
Net current period other comprehensive (loss) income(23)115837
Balances, April 30, 2025$1$21$(24)$(246)$(248)

Accumulated other comprehensive loss, net of taxes, consisted of the following at April 30, 2024:

Net Unrealized Gains (Losses) on Derivative InstrumentsNet Unrealized Gains (Losses) on Available-for-Sale Debt SecuritiesDefined Benefit Pension ComponentsForeign Currency Translation AdjustmentsTotal
Balances, January 31, 2024$23$20$(24)$(253)$(234)
Other comprehensive income (loss) before reclassifications5(2)—(29)(26)
Pre-tax gains reclassified from accumulated other comprehensive loss(3)———(3)
Tax effects—————
Net current period other comprehensive income (loss)2(2)—(29)(29)
Balances, April 30, 2024$25$18$(24)$(282)$(263)

Reclassifications related to gains and losses on available-for-sale debt securities are included in “Interest and other income, net.” Refer to Note 15, “Derivative Instruments,” for the amount and location of reclassifications related to derivative instruments. Reclassifications of the defined benefit pension components of net periodic benefit cost are included in “Interest and other income, net.”

20. Net Income Per Share

Basic net income per share is computed using the weighted average number of shares of common stock outstanding for the period. Diluted net income per share is computed using the weighted average number of shares of common stock outstanding for the period and potentially dilutive common shares, including the effect of restricted stock units, performance share awards, and stock options using the treasury stock method. The following table sets forth the computation of the numerators and denominators used in the basic and diluted net income per share amounts:

Three Months Ended April 30,
20252024
Numerator:
Net income$152$252
Denominator:
Denominator for basic net income per share—weighted average shares214215
Effect of dilutive securities22
Denominator for dilutive net income per share216217
Basic net income per share$0.71$1.17
Diluted net income per share$0.70$1.16

The computation of diluted net income per share does not include shares that are anti-dilutive under the treasury stock method because their exercise prices are higher than the average market value of Autodesk’s stock during the periods. For the three months ended April 30, 2025 and 2024, there were 180 thousand and 48 thousand anti-dilutive shares excluded from the computation of diluted net income per share, respectively.

21. Segments

Autodesk operates in one operating and reportable segment, the Company as a whole. Autodesk is a global leader in 3D design, engineering and entertainment technology solutions, spanning architecture, engineering, construction, product design, manufacturing, media, and entertainment. Autodesk’s software products are offered through a hybrid of desktop and cloud functionality. The chief operating decision maker (“CODM”) assesses performance and decides how to allocate resources based on consolidated net income as reported on the Condensed Consolidated Statements of Operations. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the CODM in deciding how to allocate resources and assess performance. Autodesk reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions, allocating resources, and assessing performance as the source of the Company’s reportable segments. The description of Autodesk’s products and offerings and accounting policies are described in Note 1, “Business and Summary of Significant Accounting Policies” in Autodesk’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, filed on March 6, 2025. The measure of Autodesk’s segment assets is reported on the Condensed Consolidated Balance Sheets as total assets. Autodesk determined that the Company’s Chief Executive Officer, serves as the CODM.

The CODM reviews financial information presented on a consolidated basis for purposes of allocating resources, evaluating financial performance, and making operating decisions of Autodesk. Consolidated net income is indicative of financial performance and is monitored by the CODM. The CODM considers budget to actual comparisons of total net revenue and consolidated net income on a regular basis when assessing the operating results and making resource decisions to improve profitability. The CODM also uses the budget to actual comparisons of total net revenue and consolidated net income to make decisions aligned with Autodesk’s strategic initiatives and go-to market strategies and capital allocation priorities.

The following table presents information about Autodesk’s reported segment total net revenue, segment profit, and significant segment expenses:

Three Months Ended April 30,
20252024
Total net revenue$1,633$1,417
Less (1):
Cost of subscription and maintenance revenue (2)10091
Cost of other revenue (2)2017
Amortization of developed technologies2517
Marketing and sales (2)398408
Research and development (2)305280
General and administrative (2)128133
Amortization of purchased intangibles1311
Restructuring, other exit costs, and facility reductions105—
New transaction model (3)7612
Stock-based compensation230149
Interest and other (income) expense, net(1)(10)
Provision for income taxes8257
Consolidated net income$152$252

(1)Significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

(2)The amounts of new transaction model and stock-based compensation are excluded from this line and presented separately within this table.

(3)New transaction model costs include sales incentives to solution providers, transaction fees, and internal operating costs.

The following table presents information about Autodesk’s other segment disclosures:

Three Months Ended April 30,
20252024
Interest income$19$24
Interest expense1818
Depreciation, amortization, and accretion expense4840
Amortization of costs to obtain a contract with a customer9641

Other significant non-cash items include stock-based compensation. See disclosure in table above.

Information regarding Autodesk's long-lived assets by geographic area were as follows:

April 30, 2025January 31, 2025
Long-lived assets (1):
Americas
U.S.$146$170
Other Americas1213
Total Americas158183
Europe, Middle East, and Africa6364
Asia Pacific3739
Total long-lived assets$258$286

(1)Long-lived assets exclude deferred tax assets, marketable securities, goodwill, and intangible assets.

22. Subsequent Events

In May 2025, the Company entered into the 2025 Credit Agreement by and among the Company, the lenders party thereto and Citibank, N.A. (“Citibank”), as administrative agent, which provides for an unsecured revolving loan facility in the aggregate principal amount of $1.5 billion, with an option to increase the principal amount to $2 billion subject to receipt of

additional commitments and other customary conditions. The revolving credit facility is available for working capital and general corporate purposes. The 2025 Credit Agreement contains customary covenants that could, among other things, restrict the imposition of liens on Autodesk’s assets, and restrict Autodesk’s ability to incur additional indebtedness or make dispositions of assets if Autodesk fails to maintain compliance with the financial covenants. The 2025 Credit Agreement requires the Company to maintain a maximum leverage ratio of Consolidated Covenant Debt to Consolidated EBITDA (each as defined in the 2025 Credit Agreement) no greater than 3.50:1.00 during the term of the credit facility, subject to adjustment following the consummation of certain acquisitions up to 4.00:1.00 for up to four consecutive fiscal quarters. Revolving loans under the 2025 Credit Agreement will bear interest, at the Company’s option, at either (i) a per annum rate equal to the Base Rate (as defined in the 2025 Credit Agreement) or (ii) a per annum rate equal to the rate at which dollar deposits are offered in the Secured Overnight Financing Rate, plus a margin of between 0.575% and 1.000%, depending on the Company’s Public Debt Rating. The Company is also obligated to pay to each lender a facility fee on a quarterly basis based on amounts committed (whether used or unused) under the revolving facility of between 0.050% and 0.125% per annum, depending on the Company’s Public Debt Rating. The scheduled termination date under the 2025 Credit Agreement is May 8, 2030, which termination date may be extended with respect to some or all of the commitments under the 2025 Credit Agreement subject to certain terms and conditions, including the consent of each lender holding commitments to be extended. As of May 29, 2025, Autodesk had no outstanding borrowings under the 2025 Credit Agreement.

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