HP INC — Director's Dealing 2011

Dec 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-12-12

Reporting Person: HOMLISH MARTIN J (EVP & CMO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-12	Non-employee Stock Option (right to buy)	$27.34	A	120703	Acquired	2019-12-12	Common Stock (120703)	Direct
2011-07-06	Restricted Stock Units	$	A	227.865	Acquired		Common Stock (227.865)	Direct
2011-12-12	Restricted Stock Units	$	A	30176	Acquired		Common Stock (30176)	Direct
2011-12-12	Restricted Stock Units	$	A	51208	Acquired		Common Stock (51208)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Direct

Footnotes

F1: This option will vest 50% on the second anniversary of the grant date and 50% on the third anniversary of the grant date, in both cases subject to the satisfaction of certain stock price performance conditions prior to the fourth anniversary of the grant date.

F2: This option is no longer exercisable beginning on this date.

F3: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F4: As previously reported, on 06/01/11 the reporting person was granted 27,308 restricted stock units ("RSUs"), 13,654 of which will vest on each of 06/01/12 and 06/01/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 227.865 dividend equivalent rights being reported reflect 90.5238 dividend equivalent rights at $36.20 per RSU credited to the reporting person's account on 07/06/11, and 137.3412 dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11.

F5: On 12/12/11 the reporting person was granted 30,176 restricted stock units ("RSUs"), 10,058 of which will vest on 12/12/12, and 10,059 of which will vest on each of 12/12/13 and 12/12/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

F6: On 12/12/11 the reporting person was granted 51,208 restricted stock units ("RSUs"), 17,069 of which will vest on each of 12/12/12 and 12/12/13, and 17,070 of which will vest on 12/12/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.