HP INC — Director's Dealing 2012

Apr 25, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2012-04-20

Reporting Person: Banerji Shumeet (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-20	Restricted Stock Units	$	A	11220	Acquired		Common Stock (11220)	Direct
2011-07-06	Restricted Stock Units	$	A	122.2241	Acquired		Common Stock (122.2241)	Direct

Footnotes

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

F2: On 04/20/12 the Reporting Person was granted 11,220 restricted stock units ("RSUs"), all of which will cliff vest on 04/20/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

F3: As previously reported, on 04/25/11 the Reporting Person was granted 6,786 restricted stock units ("RSUs"), all of which will cliff vest on 04/25/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 122.2241 dividend equivalent rights being reported reflect 22.4950 dividend equivalent rights at $36.20 per RSU credited to the Reporting Person's account on 07/06/11; 34.1291 dividend equivalent rights at $23.86 per RSU credited to the Reporting Person's account on 10/05/11; 30.5905 dividend equivalent rights at $26.62 per RSU credited to the Reporting Person's account on 01/04/12; and 35.0095 dividend equivalent rights at $23.26 per RSU credited to the Reporting Person's account on 04/04/12.