Autodesk, Inc. (ADSK) Q2 FY2027 8-K Filings and Company Events

Filings that contain financial statements

• Form 8-K filed August 27, 2026 (accession 0000769397-26-000059): Exhibit 99.1 earnings release for the second fiscal quarter ended July 31, 2026. It holds condensed consolidated statements of operations (three and six months ended July 31, 2026 and 2025), balance sheets and statements of cash flows, with GAAP to non-GAAP reconciliations.
• Form 8-K filed May 28, 2026 (accession 0000769397-26-000041): Exhibit 99.1 earnings release for the first fiscal quarter ended April 30, 2026, with condensed consolidated statements of operations, balance sheets and cash flows.
• Form 8-K filed February 26, 2026 (accession 0000769397-26-000010): Exhibit 99.1 earnings release for the fourth quarter and fiscal year ended January 31, 2026, with condensed consolidated statements of operations, balance sheets and cash flows.

Acquisition of MaintainX (signed May 28, 2026, closed August 3, 2026)

• May 28, 2026, signed (8-K, accession 0001213900-26-062125). Autodesk entered into a merger agreement to acquire MaintainX Inc. for aggregate consideration of approximately $3.575 billion, subject to customary adjustments. The agreement is not subject to a financing condition. Closing was subject to Hart-Scott-Rodino waiting-period expiration, and the earliest permitted closing date was August 3, 2026. The accompanying press release describes an all-cash transaction valued at about $3.6 billion and says MaintainX expects more than $135 million of annualized recurring revenue for calendar 2026, growing more than 50 percent.
• August 3, 2026, closed (8-K, accession 0001213900-26-084276). Autodesk reported that it "completed the previously announced acquisition of MaintainX Inc." The quarterly report for the period ended July 31, 2026 (accession 0000769397-26-000061) describes preliminary purchase consideration of about $3.53 billion, net of cash acquired. It was funded with cash on hand, a $1 billion term loan draw and commercial paper borrowings. The initial purchase price allocation had not yet been determined.

Financing

• June 15, 2026 (8-K, accession 0001213900-26-068533). Autodesk amended its revolving credit agreement to raise commitments from $1.5 billion to $2 billion, with more limited borrowing conditions for up to $1.0 billion used to fund the MaintainX closing. It also signed a $1.0 billion unsecured 364-day delayed-draw term loan with Citibank as agent, available only on the acquisition closing date. Interest is SOFR plus 0.625% to 1.125%, depending on Autodesk's debt rating. The term loan carries a maximum leverage covenant.
• August 3, 2026, term loan drawn (quarterly report, accession 0000769397-26-000061). Autodesk borrowed $1 billion under the term loan at a weighted-average rate of 4.58% to complete the MaintainX acquisition.
• July 13, 2026 (8-K, accession 0001213900-26-077574). Autodesk established an unsecured commercial paper program of up to $2.0 billion outstanding at one time, with maturities up to 365 days. Proceeds are intended for general corporate purposes, including partly financing the MaintainX acquisition. The quarterly report shows $1 billion of commercial paper outstanding at July 31, 2026, at a weighted-average rate of 4.17%.
• September 8-10, 2026, senior notes (8-K filed September 10, 2026, accession 0001193125-26-387877). Autodesk priced $500 million of 5.050% notes due 2029 and $500 million of 5.650% notes due 2033, issued under an underwriting agreement dated September 8, 2026. Interest is payable semi-annually from March 15, 2027. The notes, together with cash on hand, are intended to repay $1.0 billion under the June 15, 2026 term loan.

Earnings and guidance

• August 27, 2026, second quarter fiscal 2027 (8-K, accession 0000769397-26-000059). Revenue was $2,046 million (up 16 percent; 14 percent in constant currency), against first-quarter guidance of $2,005 to $2,015 million. Billings were $1,854 million (up 10 percent). GAAP EPS was $2.33 and non-GAAP EPS was $3.30. GAAP operating margin was 29 percent and non-GAAP operating margin was 41 percent. Operating cash flow was $575 million and free cash flow was $561 million. Remaining performance obligations were $7,433 million (up 2 percent) and current RPO was $5,245 million (up 12 percent). The release attributes the slower RPO growth to a sustained reduction in multi-year discounts.
  • Guidance raised, now including MaintainX. Full-year fiscal 2027 billings are guided to $8,575 to $8,650 million (from $8,505 to $8,580 million) and revenue to $8,295 to $8,345 million (from $8,155 to $8,215 million). Non-GAAP operating margin is unchanged at about 39 percent. Non-GAAP EPS is $12.52 to $12.60 (from $12.40 to $12.65). Free cash flow is narrowed to $2,725 to $2,750 million (from $2,725 to $2,800 million) and includes about $45 million of MaintainX transaction expenses. Third-quarter revenue guidance is $2,125 to $2,140 million, with non-GAAP EPS of $3.04 to $3.09.
• May 28, 2026, first quarter fiscal 2027 (8-K, accession 0000769397-26-000041). Revenue was $1,934 million (up 18 percent), against guidance of $1,885 to $1,900 million. Billings were $1,688 million (up 18 percent). GAAP EPS was $2.32 and non-GAAP EPS was $2.99. Free cash flow was $876 million. Full-year guidance was raised, excluding MaintainX: billings $8,505 to $8,580 million, revenue $8,155 to $8,215 million and non-GAAP EPS $12.40 to $12.65, with non-GAAP operating margin of about 39 percent and free cash flow of $2,725 to $2,800 million.
• February 26, 2026, fourth quarter and fiscal 2026 (8-K, accession 0000769397-26-000010). Fourth-quarter revenue was $1,957 million (up 19 percent) and billings were $2,804 million (up 33 percent). Initial fiscal 2027 guidance: billings $8,480 to $8,580 million, revenue $8,100 to $8,170 million, non-GAAP operating margin 38.5% to 39%, non-GAAP EPS $12.29 to $12.56 and free cash flow $2,700 to $2,800 million. Management said the outlook builds in prudence for temporary risk from the sales optimization plan.

Restructuring

• January 22, 2026 (8-K, accession 0000769397-26-000006). Autodesk announced a worldwide restructuring plan, the final phase of its sales and marketing optimization, affecting about 7 percent of the workforce (about 1,000 employees), mostly in customer-facing sales roles. Expected pre-tax charges are $135 to $160 million, mainly termination benefits and nearly all cash in fiscal 2027. About $90 to $110 million was expected in the fourth quarter of fiscal 2026 and the rest in fiscal 2027, with completion by the end of fiscal 2027's fourth quarter. In the same filing Autodesk said fourth-quarter and full-year fiscal 2026 billings, revenue, non-GAAP operating margin, non-GAAP EPS and free cash flow would all exceed the top end of its November 25, 2025 guidance.

Capital return

• Share repurchases are disclosed in the quarterly report (accession 0000769397-26-000061), not in a separate 8-K. In the six months ended July 31, 2026 Autodesk repurchased about 4 million shares at an average price of $224.92. At July 31, 2026, $1.58 billion remained under the November 2022 program and $5 billion under the November 2024 program.

Governance

• June 17, 2026 annual meeting (8-K filed June 18, 2026, accession 0000769397-26-000050). Stockholders elected eleven directors, ratified Ernst & Young LLP, approved executive compensation on an advisory basis and approved a charter amendment providing for officer exculpation. A stockholder proposal on special meeting rights did not pass (82.0 million for, 90.2 million against).
• April 24, 2026 (8-K, accession 0000769397-26-000024). Director Stephen Milligan said he would not stand for re-election, and the board nominated Omar Abbosh (CEO of Pearson) as a new independent director.

Not reflected in these filings

No dividend, stock split, impairment or material legal outcome appears in the 8-K filings reviewed.