HP INC — Director's Dealing 2003

Feb 24, 2003

3/A 1 form-3a_022403.htm HTML PUBLIC "-//W3C//DTD HTML 3.2 Final//EN" Client Name:Steve Pavlovich Project Name: Amendment Firm Name: Hewlett-Packard Company Form 3

FORM 3	OMB APPROVAL
	OMB Number: 3235-0104
	Expires: January 31, 2005
(Print
or Type Responses)	Estimated
average burden hours per response. . . . . . . . . 0.5

| 1.
Name and Address of Reporting Person* PAVLOVICH STEPHEN
J. | 2.
Date of Event Requiring Statement (Month/Day/Year) 09/12/02 | 4. Issuer Name and Ticker or Trading Symbol HEWLETT-PACKARD COMPANY ("HPQ") | |
| --- | --- | --- | --- |
| (Last)
(First) (Middle) 3000 HANOVER STREET | 3.
I.R.S. Identification Number of Reporting Person, if an entity (voluntary) | 5. Relationship of
Reporting Person(s) to Issuer (Check
all applicable) [_] Director

[] 10% Owner [X] Officer
(give Below)
[] Other (specify title below) VICE PRESIDENT, INVESTOR RELATIONS | 6.
If Amendment, Date of Original (Month/Year) 09/20/02 |
| (Street) PALO ALTO CALIFORNIA 94304 | | | 7.
Individual or Joint/Group Filing (Check Applicable Line) [X] Form filed by One Reporting Person [_] Form filed by More than One Reporting Person |
| (City)
(State)
(Zip) | Table I — Non-Derivative Securities Beneficially Owned | | |

| 1. Title of Security (Instr.4) | 2 .Amount
of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| --- | --- | --- | --- |
| COMMON STOCK | 788.9784 | D | |
| COMMON STOCK | 2,873.5510 | I | 401(k) Plan |
| COMMON STOCK | 2,680 | I | By: Spouse |

| Reminder: Report
on a separate line for each class of securities beneficially owned directly
or indirectly. * If the form
is filed by more than one reporting person, see Instruction 5(b)(v). | |
| --- | --- |
| Persons
who respond to the collection of information contained in this form are
not required to respond unless the form displays a currently vaild OMB Number. | (Over) SEC1473 (7-02) |

*********** MARKER PAGE="sheet: 16; page: 16"

FORM 3 (continued) Table II — Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

| 1.Title of Derivative Security (Instr.4) | 2.Date
Exercisable
and Expiration Date (Month/Day/Year) | | 3. Title
and Amount of Securities Underlying Derivative Security (Instr. 4) | | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security Direct (D) or Indirect (I) (Instr. 5) |
| --- | --- | --- | --- | --- | --- | --- |
| | Date Exercisable | Expiration Date | Title | Amont or Number of Shares | | |
| STOCK OPTION(1) | 11/17/95 | 11/16/04 | COMMON STOCK | 4,606 | $ 9.8550 | D |
| STOCK OPTION(2) | 11/17/96 | 11/16/04 | COMMON STOCK | 2,558 | $17.5700 | D |
| STOCK OPTIONK(3) | 11/21/97 | 11/20/06 | COMMON STOCK | 3,454 | $20.5100 | D |
| STOCK OPTION(4) | 11/20/98 | 11/19/07 | COMMON STOCK | 4,094 | $24.1250 | D |
| STOCK OPTION(5) | 02/12/00 | 02/11/09 | COMMON STOCK | 7,678 | $29.6300 | D |
| STOCK OPTION(6) | 02/15/01 | 02/14/10 | COMMON STOCK | 8,958 | $48.4950 | D |
| STOCK OPTION(7) | 06/05/05 | 06/04/10 | COMMON STOCK | 200 | $59.5800 | D |
| STOCK OPTION(8) | 06/19/01 | 06/18/10 | COMMON STOCK | 20,000 | $58.3650 | D |
| STOCK OPTION(9) | 02/26/02 | 02/25/11 | COMMON STOCK | 12,600 | $30.0900 | D |
| STOCK OPTION(10) | 01/31/03 | 1/30/12 | COMMON STOCK | 12,600 | $21.7500 | D |

Explanation of Responses: (1) Right to buy Hewlett-Packard Company common stock granted under the 1990 Stock Option Plan complying with Rule 16b-3. This option became fully vested on 11/17/98. (2) Right to buy Hewlett-Packard Company common stock granted under the 1990 Stock Option Plan complying with Rule 16b-3. This option became fully vested on 11/17/99. (3) Right to buy Hewlett-Packard Company common stock granted under the 1995 Stock Option Plan complying with Rule 16b-3. This option became fully vested on 11/21/00. (4) Right to buy Hewlett-Packard Company common stock granted under the 1995 Stock Option Plan complying with Rule 16b-3. This option became exercisable in 25% increments annually on 11/20/98. (5) Right to buy Hewlett-Packard Company common stock granted under the 1995 Stock Option Plan complying with Rule 16b-3. This option became exercisable in 25% increments annually on 2/12/00. (6) Right to buy Hewlett-Packard Company common stock granted under the 1995 Stock Option Plan complying with Rule 16b-3. This option became exercisable in 25% increments annually on 2/15/01. (7) Right to buy Hewlett-Packard Company common stock granted under the 2000 Stock Option Plan complying with Rule 16b-3. This option will become fully exercisable after the fifth year. (8) Right to buy Hewlett-Packard Company common stock granted under the 2000 Stock Option Plan complying with Rule 16b-3. This option became exercisable in 25% increments annually on 6/19/01. (9) Right to buy Hewlett-Packard Company common stock granted under the 2000 Stock Option Plan complying with Rule 16b-3. This option became exercisable in 25% increments annually on 2/26/02. (10) Right to buy Hewlett-Packard Company common stock granted under the 2000 Stock Option Plan complying with Rule 16b-3. This option will become exercisable in 25% increments annually beginning on 1/31/03.

| ** Note: | Intentional misstatements
or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). File three copies
of this Form, one of which must be manually signed.If space provided is
insufficient, see Instruction 6 for procedure. |
| --- | --- |

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. Page 2