HP INC — Director's Dealing 2012

Jun 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2012-06-01

Reporting Person: HOMLISH MARTIN J (EVP & CMO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-01	Common Stock	M	13901	$21.25	Acquired	13901	Direct
2012-06-01	Common Stock	F	5100	$21.25	Disposed	8801	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-04	Restricted Stock Units	$	A	263.9853	Acquired		Common Stock (263.9853)	Direct
2012-06-01	Restricted Stock Units	$	M	13901	Disposed		Common Stock (13901)	Direct
2012-01-04	Restricted Stock Units	$	A	291.7102	Acquired		Common Stock (291.7102)	Direct
2012-01-04	Restricted Stock Units	$	A	495.0257	Acquired		Common Stock (495.0257)	Direct

Footnotes

F1: The amount reported reflects a deminimus adjustment of shares due to the rounding of fractional shares.

F2: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F3: As previously reported, on 06/01/11 the reporting person was granted 27,308 restricted stock units ("RSUs"), 13,654 of which vested on 06/01/12 and 13,654 of which will vest on 06/01/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 263.9853 dividend equivalent rights being reported reflect 123.1014 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12, and 140.8839 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12.

F4: As previously reported, on 12/12/11 the reporting person was granted 30,176 restricted stock units ("RSUs"), 10,058 of which will vest on 12/12/12, and 10,059 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 291.7102 dividend equivalent rights being reported reflect 136.0301 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12, and 155.6801 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12.

F5: As previously reported, on 12/12/11 the reporting person was granted 51,208 restricted stock units ("RSUs"), 17,069 of which will vest on each of 12/12/12 and 12/12/13, and 17,070 of which will vest on 12/12/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 495.0257 dividend equivalent rights being reported reflect 230.8400 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12, and 264.1857 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12.