HP INC — Director's Dealing 2012

Nov 19, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2012-11-15

Reporting Person: Hinshaw John M (EVP, Global Tech)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-15	Common Stock	M	18451	$13.08	Acquired	18451	Direct
2012-11-15	Common Stock	F	6769	$13.08	Disposed	11682	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-15	Restricted Stock Units	$	M	18451	Disposed		Common Stock (18451)	Direct
2012-01-04	Restricted Stock Units	$	A	480.6309	Acquired		Common Stock (480.6309)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F2: As previously reported, on 11/15/11 the reporting person was granted 54,000 restricted stock units ("RSUs"), 18,000 of which vested on 11/15/12, and 18,000 of which will vest on each of 11/15/13 and 11/15/14. 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 243.4260 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 278.5899 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 351.4793 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 478.0684 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F3: The number of derivative securities in column 5 includes 451 vested dividend equivalent rights and a deminimus adjustment of 0.4364 due to fractional rounding of the dividend equivalent rights.

F4: As previously reported, on 12/12/11 the reporting person was granted 19,203 restricted stock units ("RSUs"), 6,401 of which will vest on each of 12/12/12, 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. The 480.6309 dividend equivalent rights being reported reflect 86.5650 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 99.0696 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 124.9899 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 170.0064 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.