Autodesk resolves dispute with Starboard, expands board membership with two new appointees.
Autodesk and Starboard Value Settle Proxy Fight
After a heated boardroom challenge, Autodesk has decided to add two new faces to its board, ending the high-profile proxy fight with activist hedge fund Starboard Value.
Joining Autodesk's 12-member board are Jeff Epstein, an experienced financial operator at Bessemer Venture Partners with a background as a CFO for multiple public and private companies, and Christie Simons, a tech, media, and telecom auditing expert who also sits on the board of Micron Technology.
The incoming directors bring expertise in financial operations, public board service, and a solid comprehension of technology companies, valuable skills for Autodesk as it embarks on its industry cloud, platform, and artificial intelligence strategies.
Originally, Starboard pushed for three positions, including its founder Jeff Smith, but the settlement sees them withdrawing their nominations and supporting Autodesk's board slate instead.
Starboard has long criticized Autodesk for underperformance, but the company has maintained that its strategy is showing progress and highlighted recent efforts to refresh the board in the previous year. Despite a 10% dip this year, Autodesk's stock has seen a 23% increase in the past 52 weeks, with a 1.64% gain on April 24 to $268.76.
Last year, Starboard urged Autodesk to consider a CEO change and cost cuts, following a legal defeat in delaying the annual meeting and shutting down the nomination window. However, this year, Starboard made its nomination in time, expressing concerns about insufficient margin improvements.
Starboard has also been active with Kenvue and Qorvo, advocating for board seats and new directors. While T. Rowe Price Investment Management initially planned to vote for Smith and the two other Starboard candidates, proxy fights are typically time-consuming and costly, especially now under the influence of unpredictable economic policies and disruptive market movements.
Indeed, numerous settlements between companies and activists have transpired this year, with some activists abandoning their proxy battles due to the growing uncertainty. Earlier this month, Ancora Holdings called off its proxy fight with U.S. Steel. With the resolution, Autodesk and Starboard have adopted a collaborative tone, emphasizing mutual collaboration to enhance profitability and AI/cloud strategies, a move which boosts investor confidence.
- Starboard Value, the activist hedge fund, has withdrawn their nominations for the Autodesk board and will instead support Autodesk's board slate, following a settlement after a proxy fight.
- Jeff Epstein, a financial expert from Bessemer Venture Partners, and Christie Simons, a tech auditing expert at Micron Technology, have been added to Autodesk's board as part of the settlement.
- The incoming directors provide valuable skills for Autodesk, including financial operations expertise, public board service, and a solid understanding of technology companies, which will aid Autodesk in implementing its industry cloud, platform, and artificial intelligence strategies.
- Starboard's founder, Jeff Smith, was originally among the three positions they proposed for Autodesk's board, but he and the other two nominees have been withdrawn as part of the settlement.
