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: DONATELLI DAVID A (EVP & GM, ESSN & TS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-31	Common Stock	M	43831	$13.85	Acquired	75314	Direct
2012-10-31	Common Stock	F	16079	$13.85	Disposed	59235	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-04	Restricted Stock Units	$	A	205.2107	Acquired		Common Stock (205.2107)	Direct
2012-04-04	Restricted Stock Units	$	A	586.6562	Acquired		Common Stock (586.6562)	Direct
2012-10-31	Restricted Stock Units	$	M	43831	Disposed		Common Stock (43831)	Direct
2012-04-04	Restricted Stock Units	$	A	1576.2436	Acquired		Common Stock (1576.2436)	Direct
2012-04-04	Restricted Stock Units	$	A	1876.4873	Acquired		Common Stock (1876.4873)	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 20,000 restricted stock units ("RSUs"), 10,000 of which vested on 12/10/11, and 10,000 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 205.2107 dividend equivalent rights being reported reflect 51.5907 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 65.0888 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 88.5312 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F3: As previously reported, on 06/27/11 the reporting person was granted 28,588 restricted stock units ("RSUs"), all of which will cliff vest on 06/27/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 586.6562 dividend equivalent rights being reported reflect 147.4875 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 186.0757 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 253.0930 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F4: As previously reported, on 06/27/11 the reporting person was granted 85,764 restricted stock units ("RSUs"), 21,441 of which vested on 10/31/11, 42,882 of which vested on 10/31/12, and 21,441 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 331.8469 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 418.6704 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 569.4592 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12. The number of derivative securities beneficially owned in column 5 includes 949 vested dividend equivalent rights and a deminimus adjustment of 0.0626 due to fractional rounding of the dividend equivalent rights.

F5: As previously reported, on 12/12/11 the reporting person was granted 76,811 restricted stock units ("RSUs"), 25,603 of which will vest on 12/12/12, and 25,604 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 1,576.2436 dividend equivalent rights being reported reflect 396.2734 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 499.9533 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 680.0169 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.

F6: As previously reported, on 12/12/11 the reporting person was granted 91,442 restricted stock units ("RSUs"), 30,480 of which will vest on 12/12/12, and 30,481 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 1,876.4873 dividend equivalent rights being reported reflect 471.7558 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 595.1846 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 809.5469 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.