HP INC — Director's Dealing 2014

Apr 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2014-04-21

Reporting Person: GUPTA RAJIV (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-03	Restricted Stock Units	$	A	78.8405	Acquired		Common Stock (78.8405)	Direct
2014-04-21	Restricted Stock Units	$	A	2740	Acquired		Common Stock (2740)	Direct
2014-04-21	Nonemployee Stock Option (Right to Buy)	$31.94	A	11544	Acquired	2024-04-21	Common Stock (11544)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	18448	Direct

Footnotes

F1: There is no reportable change since the last filing. This is a reiteration of holdings only.

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

F3: As previously reported, on 04/22/13 the reporting person was granted 4,429 restricted stock units ("RSUs"), all of which will cliff vest on 04/22/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 78.8405 dividend equivalent rights being reported reflect 25.5397 dividend equivalent rights at $25.18 per RSU credited to the reporting person's account on 07/03/13; 30.0510 dividend equivalent rights at $21.40 per RSU credited to the reporting person's account on 10/02/13; and 23.2498 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F4: On 04/21/14 the reporting person was granted 2,740 RSUs, all of which will cliff vest on 04/21/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

F5: These options were acquired under HP's Second Amended and Restated 2004 Stock Incentive Plan.

F6: This option will cliff vest and become exercisable beginning on this date.

F7: This option is no longer exercisable beginning on this date.