Starboard nominates CEO Jeff Smith to Autodesk board
Former Cadence CFO Geoff Ribar among three Starboard nominees
Deloitte executive and Micron board member Christie Simons also nominated by hedge fund
Adds Autodesk statement in paragraphs 5 & 6
By Arsheeya Bajwa
March 26 (Reuters) - Starboard Value on Wednesday nominated three directors including its chief executive and founder, Jeff Smith, to Autodesk's ADSK.O board, rekindling its proxy battle with the engineering and design software maker over margin concerns.
The nominees include Geoff Ribar, former CFO of Cadence Design Systems CDNS.O, and Christie Simons, a senior partner at Deloitte & Touche.
Ribar also serves on the board of Acacia Research ACTG.O, a company backed by Starboard, while Simons joined memory chipmaker Micron's MU.O board earlier this month.
The hedge fund, 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 a failed attempt to push its board candidates.
The board will review Starboard's nominees and make a recommendation in due course, Autodesk said in a statement on Wednesday.
"Although we have concerns regarding Starboard's nomination approach and its selection of candidates, consisting of a Starboard principal and affiliates and friends who are closely aligned with its opportunistic interests, we remain open to meeting its nominees," the company said.
"Board change is necessary at Autodesk," Starboard had said last week.
Starboard has argued that Autodesk spends more than its software peers and has underperformed the market.
Autodesk — valued at about $58 billion — has seen its shares fall over 7% this year, marking a deeper slump than the S&P 500's 1.8% drop.
"For investors, this represents a potential value-creation moment where the nomination could trigger accelerated cost management, enhanced accountability, increased focus on AI and cloud technologies, and more disciplined capital allocation," said Michael Ashley Schulman, chief investment officer at Running Point Capital.
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, failing to appoint its candidates due to missed deadlines.
Autodesk last week said it had offered the hedge fund a chance to participate in the process of finding the new directors that were added in December 2024.
The company in December appointed two independent directors — former chairman and CEO of Kraft Foods John Cahill, and Ram Krishnan, chief operating officer of Emerson — to its board.
Former Intel INTC.O executive Stacy Smith currently serves as the 13-member board's non-executive chairman and is also on the boards of chipmakers Kioxia and Intel.
(Reporting by Arsheeya Bajwa in Bengaluru and Svea Herbst-Bayliss, additional reporting by Jaspreet Singh in Bengaluru; Editing by Shinjini Ganguli and Alan Barona)
((ArsheeyaSingh.Bajwa@thomsonreuters.com; +91 8510015800;))
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