HP INC — Director's Dealing 2011

Dec 14, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-12-10

Reporting Person: ZADAK JAN (EVP, GS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-10	Common Stock	M	4218	$27.90	Acquired	61184	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-05	Restricted Stock Units	$	A	33.5306	Acquired		Common Stock (33.5306)	Direct
2011-12-10	Restricted Stock Units	$	M	4218	Disposed		Common Stock (4218)	Direct
2011-10-05	Restricted Stock Units	$	A	100.5868	Acquired		Common Stock (100.5868)	Direct

Footnotes

F1: The total beneficial ownership includes an additional 45,990 shares to correct the initial balance previously reported for the reporting person as of 07/21/11.

F2: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F3: As previously reported, on 05/13/09 the reporting person was granted 20,000 restricted stock units ("RSUs"), 6,666 of which vested on 05/13/10, 6,667 of which vested on 05/13/11, and 6,667 of which will vest on 05/13/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 33.5306 dividend equivalent rights being reported reflect 33.5306 dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11.

F4: As previously reported, on 12/10/10 the reporting person was granted 12,500 restricted stock units ("RSUs"), 4,166 of which vested on 12/10/11, 4,167 of which will vest on 12/10/12, and 4,167 of which will vest on 12/10/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities beneficially owned immediately prior to the transaction being reported includes 62.8667 vested dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11. The number of derivative securities beneficially owned in column 5 includes 52 vested dividend equivalent rights, and a deminimus adjustment of 0.7502 due to fractional rounding of the dividend equivalent rights.

F5: As previously reported, on 05/26/11 the reporting person was granted 20,000 restricted stock units ("RSUs"), 6,666 of which will vest on 05/26/12, 6,667 of which will vest on 05/26/13, and 6,667 of which will vest on 05/26/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 100.5868 dividend equivalent rights being reported reflect 100.5868 dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11.