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: SCHULTZ JOHN F (EVP, GC & SEC)

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	607376	Acquired	2020-12-06	Common Stock (607376)	Direct
2012-12-06	Restricted Stock Units	$	A	65076	Acquired		Common Stock (65076)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	36550.8004	Direct

Footnotes

F1: The total beneficial ownership includes 496.2759 shares at $13.1575 per share acquired under the HP 2011 Employee Stock Ownership Plan ("ESPP") on 10/31/12 with respect to shares held under the ESPP.

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: On 12/06/12 the reporting person was granted 65,076 restricted stock units ("RSUs"), 21,692 of which will vest on each of 12/06/13, 12/06/14, and 12/06/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.