Autodesk Office
Photograph by Jana Asenbrennerova — Getty Images

Autodesk’s CEO and 2 Board Members Are Resigning

Feb 07, 2017

Software maker Autodesk said on Tuesday that Chief Executive Carl Bass would step down, less than a year after it struck a deal with two activist investors agitating for changes at the company.

Autodesk agreed last March to appoint three new directors to its board, including Scott Ferguson, managing partner of Sachem Head Capital Management. Sachem Head and fellow activist investor Eminence Capital each held nearly 6% of the stock as of Sept. 30, making them two of the company's largest top five holders.

The agreement last March included a so-called standstill agreement between the company and Sachem Head, which required the activist to support the board and company for a set period of time.

Autodesk said on Tuesday that Sachem Head has agreed to continue the earlier standstill and voting agreement provisions until June 2018.

Autodesk also said that Ferguson and one of its appointees, Jeff Clarke, will resign from the board. The board will begin a search for a new independent director candidate who will join when Ferguson and Clarke step down, which will occur at the 2017 annual meeting or when a new CEO is named, the company said.

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Shares of the AutoCAD design software maker (adsk) were flat at $83 on Tuesday, nearly double where they traded a year ago.

Bass, who held the top job for more than a decade, will continue to sit on the board and will be nominated for re-election, the company said.

Bass's departure is effective on Feb. 8, Autodesk said, adding that the company is forming a CEO search committee and an interim CEO office to oversee day-to-day operations. Crawford Beveridge remains chairman of the board.

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