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Autodesk, Inc. (NASDAQ:ADSK) (the "Company") today provided an update on the previously reported internal investigation that is currently being conducted by the Audit Committee (the "Committee") of the Board of Directors of the Company. As described in the Company's Form 12b-25 Notification of Late Filing filed with the Securities and Exchange Commission on April 1, 2024, the Committee 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 subject of the internal investigation remains the same as previously disclosed, and the Company currently does not believe that any of the matters under investigation affect any previously issued financial statements or the information in the Company's earnings release on February 29, 2024. As of today, the investigation is ongoing and all parties continue to work diligently to complete the investigation.
The Company will not file its Annual Report on Form 10-K for the year ended January 31, 2024 (the "Form 10-K") within the 15-day extension period contemplated by Rule 12b-25(b) under the Securities Exchange Act of 1934, as amended, due to the ongoing investigation. Accordingly, the Company expects to receive a notice from The Nasdaq Stock Market ("Nasdaq") that it is not in compliance with the timely filing requirement for continued listing under Nasdaq Listing Rule 5250(c)(1). Such notification letter is not expected to have an immediate effect on the listing or trading of the Company's common stock on the Nasdaq Global Select Market.
In accordance with Nasdaq's listing rules, the Company will have 60 calendar days after the receipt of a notification letter from Nasdaq to submit a plan of compliance to Nasdaq addressing how the Company intends to regain compliance with Nasdaq's listing rules, and Nasdaq will have the discretion to grant the Company up to 180 calendar days from the due date of the Form 10-K to regain compliance. The Company intends to take the necessary steps to regain compliance with Nasdaq's listing rules as soon as practicable.
Posted In: ADSK
