Activist Starboard nominates CEO Jeff Smith to Autodesk’s board

(Reuters) -Starboard Value on Wednesday nominated three directors including its chief executive and founder, Jeff Smith, to Autodesk (NASDAQ:ADSK)’s board, rekindling its proxy battle with the company over margin concerns.

The nominees also include Geoff Ribar, former CFO of Cadence Design (NASDAQ:CDNS) Systems, and Christie Simons, a senior partner at Deloitte & Touche.

Ribar also serves on the board of Acacia Research, a company backed by Starboard, while Simons joined memory chipmaker Micron (NASDAQ:MU)’s board earlier this month.

Starboard, which holds a $500 million stake in Autodesk, last week announced its intention to nominate a minority slate of director candidates for election at the 2025 annual meeting, nearly a year after it lost a bid to appoint its candidates to the company’s board due to missed deadlines.

"Board change is necessary at Autodesk," Starboard said last week.

Starboard has argued that Autodesk spends significantly more than software peers and has underperformed the market.

Autodesk’s shares have fallen more than 7% this year, marking a far deeper slump than the S&P 500’s 1.8% drop. The company’s 21.4% gain last year also underperformed the S&P 500’s 23.3% jump in that period.

Last year, Starboard urged Autodesk’s board to explore a CEO change and cost cuts, after it lost a legal fight against the company to delay its annual meeting and re-open the window for director nomination.

The company said earlier last week that it had offered the hedge fund a chance to participate in the process of finding the new directors that were added in December 2024.

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