HP INC — Director's Dealing 2012

Nov 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2012-10-31

Reporting Person: McMullen John N (SVP & Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-31	Common Stock	M	2863	$13.85	Acquired	14064	Direct
2012-10-31	Common Stock	F	1052	$13.85	Disposed	13012	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-04	Restricted Stock Units	$	A	35.4661	Acquired		Common Stock (35.4661)	Direct
2012-10-31	Restricted Stock Units	$	M	2863	Disposed		Common Stock (2863)	Direct
2012-01-04	Restricted Stock Units	$	A	192.2725	Acquired		Common Stock (192.2725)	Direct

Footnotes

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

F2: As previously reported, on 12/10/10 the reporting person was granted 2,834 restricted stock units ("RSUs"), 1,417 of which vested on 12/10/11 and 1,417 of which will vest on 12/10/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 35.4661 dividend equivalent rights being reported reflect 6.3877 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 7.3104 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 9.2231 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 12.5449 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F3: As previously reported, on 08/01/11 the reporting person was granted 5,600 restricted stock units ("RSUs"), 1,400 of which vested on 10/31/11, 2,800 of which vested on 10/31/12, and 1,400 of which will vest on 04/30/13. 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 18.9331 dividend equivalent rights at $26.62 per RSU credited to the Reporting Person's account on 01/04/12; 21.6681 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 27.3373 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 37.1831 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F4: The number of derivative securities beneficially owned in column 5 includes 63 vested dividend equivalent rights and a deminimus adjustment of 0.8784 due to fractional rounding of the dividend equivalent rights.

F5: As previously reported, on 12/12/11 the reporting person was granted 7,682 restricted stock units ("RSUs"), 2,560 of which will vest on 12/12/12, and 2,561 of which will vest on each of 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 192.2725 dividend equivalent rights being reported reflect 34.6296 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 39.6320 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 50.0012 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 68.0097 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.