Will Autodesk reach a securities class action settlement or final ruling by December 2026?

The SEC and USAO closures without enforcement action significantly weaken the plaintiffs' case. When government investigations close without findings, plaintiffs lose the ability to piggyback on government evidence, which historically accelerates settlement negotiations because both sides recognize the plaintiffs' higher evidentiary burden. The 2-4 year typical timeline from filing puts December 2026 at 2-2.5 years post-filing -- within the resolution window but on the earlier side. The narrow scope of manipulation (non-GAAP timing, not revenue fabrication) and no restatement further weakens the case. Defendants have incentive to settle cheaply to remove the overhang; plaintiffs have incentive to settle because their case weakened materially.

Considering the typical securities class action lifecycle more carefully. Filing was ~mid-2024. Lead plaintiff appointment, amended complaints, motions to dismiss -- these procedural steps typically consume 12-18 months. By early 2026, the case may still be in the motion-to-dismiss phase or just past it. Discovery, if it proceeds, takes another 6-12 months. Settlement negotiations then follow. Even with accelerated timelines, reaching resolution by December 2026 requires things to move faster than average. The government closures help by removing a parallel track, but the court process has its own procedural pace. Class period ending April 2024 with no restatement means damages calculation is simpler, which may help speed proceedings.

The resolution criteria include not just settlement but also dismissal and litigation accrual -- multiple paths to YES. If the court grants a motion to dismiss (plausible given no government enforcement, no restatement, narrow scope of manipulation), that counts as resolution. MTD rulings typically come 12-18 months after filing, potentially already past by February 2026. If denied, the case proceeds to discovery and likely heads toward settlement given the weakened plaintiff position. The dual paths (dismissal OR settlement) both count, which increases the combined probability. Additionally, an accrual disclosure in SEC filings is a third independent path. The committee confirmed deliberate timing of charges/collections for comp purposes -- this supports some merit to the case, making outright dismissal less certain than settlement.

Both government investigations closed without action -- the strongest single factor for assessing this market. No restatement means no easy fraud-on-the-market evidence for plaintiffs. The class action is likely headed toward either dismissal or a below-range settlement. The question is timing: by December 2026. Securities class actions move slowly through federal courts, but the weakened plaintiff case may accelerate either a dismissal or a nuisance-value settlement. December 2026 gives ~2.5 years from filing. These cases usually take longer, even when the plaintiff case is weak, because procedural timelines in federal court are largely fixed regardless of case strength.

The resolution criteria include a litigation accrual or settlement charge in SEC filings -- a broader condition than just formal court resolution. Even if the case has not formally settled, Autodesk may accrue a loss if settlement negotiations are advanced enough that a loss is probable and estimable under ASC 450. Companies often accrue before formal settlement announcements. This expands the resolution paths beyond just court action. Still, the procedural timeline of securities litigation in federal court is the binding constraint. Lead plaintiff issues, amended complaints, motions to dismiss, discovery -- each phase takes months. The committee estimated $200-500M settlement exposure, which is material enough to require careful negotiation but not so large as to cause existential delay.

The staleness note flags that court docket filings after February 2026 may contain material developments not reflected in our analysis. This means we are reasoning about a case trajectory from limited information about current procedural status. The base rate for securities class action resolution within ~2.5 years of filing is roughly 30-40%. The government closures meaningfully simplify the case and could accelerate proceedings. The narrow scope of alleged misconduct (non-GAAP timing rather than revenue fabrication) means discovery is less likely to be protracted. But federal courts move at their own pace, and judicial backlogs are a real constraint independent of case characteristics.

Government closed both investigations without action. No restatement required. Narrow manipulation scope limited to non-GAAP timing. These factors all point toward either dismissal or early settlement. But securities class actions procedurally take time regardless. December 2026 is at the early end of the typical 2-4 year resolution window. The resolution criteria include dismissal as an outcome, which is a faster path than settlement.

Two-to-four year typical timeline from ~mid-2024 filing. December 2026 is at the 2-2.5 year mark. Government closures weaken the plaintiff case, which can either accelerate settlement (plaintiffs accept lower amount) or lead to protracted litigation if plaintiffs refuse to settle cheaply and press for discovery. Motion to dismiss is the key procedural gate. If dismissed, resolves YES. If not dismissed, discovery and settlement negotiations begin. The Audit Committee's confirmation of deliberate manipulation provides some evidentiary basis for plaintiffs, making outright dismissal less certain.

Multiple resolution paths (settlement, dismissal, judgment, accrual) increase the combined probability compared to any single path. Government investigation closures are the strongest factor favoring earlier resolution -- they simplify the case and weaken plaintiffs' position. But court timelines are the primary constraint. The $200-500M estimated exposure is material but not so large as to necessitate years of negotiation. Slight lean below 50% given procedural realities.