Adds details on settlement, background on Starboard, file photos of

By Svea Herbst-Bayliss

April 24 (Reuters) - Autodesk ADSK.O said on Thursday it will add two newcomers to its board and settle one of the year's most high-profile proxy fights after activist hedge fund Starboard Value mounted a boardroom challenge at the software-design company last month.

Jeff Epstein, an operating partner at Bessemer Venture Partners who has served as chief financial officer at several public and private companies, and Christie Simons, who has expertise in auditing tech, media and telecommunications companies and sits on the board of Micron Technology MU.O, will join Autodesk's 12-member board, the company said.

The company said the two new directors bring expertise in financial operations, public board service and a deep understanding of the technology companies which will be useful to Autodesk as it executes its industry cloud, platform and artificial intelligence strategies.

The settlement ends a fight with Starboard, the second in two years, where the hedge fund sought to persuade investors to elect three people, including its founder Jeff Smith, to the board.

Starboard has criticized Autodesk for underperformance but the company has said that its strategy is working and noted that it took steps to refresh the board last year.

While Autodesk's stock price has fallen roughly 10% this year, it has gained 23% in the last 52 weeks. On Thursday, it gained 1.64% in early trading to $268.76.

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 reopen the window for director nomination, failing to appoint its candidates due to missed deadlines.

This year, Starboard, which has a $500 million stake in Autodesk, came back in time with its nomination and criticisms the company should be realizing more margin improvements.

The hedge fund has also been among the busiest activist investors exerting pressure on consumer health company Kenvue, where Smith was handed a board seat last month, and on chipmaker Qorvo QRVO.O, which added two newcomers to its board earlier this month.

The activist firm had some support for its battle at Autodesk with T. Rowe Price Investment Management , one of Autodesk's biggest investors, planning to vote for Smith and the two other Starboard candidates.

But proxy fights are generally considered time consuming and expensive, especially now as unpredictable economic policies are sparking sharp market movements that make it even tougher to predict how investors will vote in a boardroom fight, lawyers and bankers said.

Indeed, settlements between companies and activists have increased this year and some activists chose not to pursue their proxy fights amid the growing uncertainty. Earlier this month Ancora Holdings ended its proxy fight at U.S. Steel X.N.

(Reporting by Svea Herbst-Bayliss in New York and Jaspreet Singh in Bengaluru; Editing by Maju Samuel, Mark Porter and Nick Zieminski)

((svea.herbst@thomsonreuters.com; +617 233 2138; Reuters Messaging: svea.herbst.thomsonreuters.com@reuters.net/))