Autodesk settles with activist investors, appoints three directors

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Autodesk Inc said on Friday it had reached a settlement with two activist investors, appointing three directors to its board and avoiding a proxy fight ahead of its annual meeting.

Autodesk’s settlement with activists Eminence Capital LP and Sachem Head Capital includes a so-called “standstill” agreement, which generally means the activists will cooperate with the board over a set period of time.

The standstill expires on Sept. 30 of this year, according to a filing, a faster than normal deadline for such a deal, which usually last at least a year.

Autodesk named Scott Ferguson, managing partner of Sachem Head, Tessera Technologies Inc Chairman Rick Hill and Kodak Chief Executive Jeff Clarke to its board.

Sachem Head, which reported a 5.7 percent stake in Autodesk in November, had said it intended to engage in discussions with the company on issues such as management, operations, cost structure, and strategic plans.

Eminence said that same month that its stake was 5.8 percent and that it partnered with Sachem Head to coordinate certain efforts related to their investment.

San Rafael, California-based Autodesk, maker of the AutoCAD design software, said the size of the board will be reduced to 11 directors following the 2016 annual meeting where two current board members will not stand for re-election.

The deadline for Autodesk shareholders to submit board director candidates to stand for election at the annual meeting was March 14.

(Additional reporting by Anya George Tharakan in Bengaluru; Editing by Anupama Dwivedi and Meredith Mazzilli)