HP INC — Director's Dealing 2012

Dec 11, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2012-12-06

Reporting Person: WHITMAN MARGARET C (Director, President & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-06	Employee Stock Option (right to buy)	$13.83	A	1500000	Acquired	2020-12-06	Common Stock (1500000)	Direct
2012-07-05	Restricted Stock Units	$	A	2445.8138	Acquired		Common Stock (2445.8138)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3455	Direct
Common Stock	66	Indirect

Footnotes

F1: There is no reportable change since the last filing. This is a reiteration of holdings only.

F2: 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.

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

F4: As previously reported, on 12/14/11 the reporting person was granted 159,212 restricted stock units ("RSUs"), 53,070 of which will vest on 12/14/12, and 53,071 of which will vest on each of 12/14/13 and 12/14/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 2,445.8138 dividend equivalent rights being reported reflect 1,036.2911 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 1,409.5227 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.