HP INC — Director's Dealing 2011

Apr 21, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-04-19

Reporting Person: HAMMERGREN JOHN H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-19	Common Stock	M	2584	—	Acquired	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-07-07	Restricted Stock Units	$	A	19.4321	Acquired	2020-04-19	Common Stock (19.4321)	Direct
2011-04-19	Restricted Stock Units	$	M	2583.4321	Disposed	2020-04-19	Common Stock (2583.4321)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17041	Indirect

Footnotes

F1: The amount reported reflects a deminimus adjustment of shares due to the rounding and prior reporting of fractional shares.

F2: The total direct beneficial ownership reflects a decrease of 14,441 shares due to the transfer of 7,259 shares on 04/26/10; 4,598 shares on 01/31/11; and 2,584 shares on 04/21/11 to the reporting person's total indirect beneficial ownership in his Family Trust.

F3: The total indirect beneficial ownership reflects an increase of 14,441 shares due to the transfer of 7,259 shares on 04/26/10; 4,598 shares on 01/31/11; and 2,584 shares on 04/21/11 previously reported as being held directly by the reporting person to his Family Trust.

F4: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F5: As previously reported, on 04/19/10 the reporting person was granted 2,564 restricted stock units ("RSUs"). Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 19.4321 dividend equivalent rights being reported reflect 4.5623 dividend equivalent rights at $44.96 per RSU credited to the reporting person's account on 07/07/10; 5.0349 dividend equivalent rights at $40.74 per RSU credited to the reporting person's account on 10/06/10; 4.8538 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10 and 4.9811 dividend equivalent rights at $41.18 per RSU credited to the reporting person's account on 04/06/11. These RSUs cliff vested on 04/19/11, at which time the vested shares were delivered to the reporting person.