HP INC — Director's Dealing 2014

Jan 23, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2014-01-18

Reporting Person: WEISLER DION J (EVP, PPSG)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-18	Common Stock	M	17554	$29.80	Acquired	31253	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-18	Restricted Stock Units	$	M	17554	Disposed		Common Stock (17554)	Direct
2014-01-02	Restricted Stock Units	$	A	139.9873	Acquired		Common Stock (139.9873)	Direct
2014-01-02	Restricted Stock Units	$	A	210.141	Acquired		Common Stock (210.141)	Direct
2014-01-02	Restricted Stock Units	$	A	291.7491	Acquired		Common Stock (291.7491)	Direct

Footnotes

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

F2: As previously reported, on 01/18/12 the reporting person was granted 50,000 restricted stock units ("RSUs"), 16,666 of which vested on 01/18/13, 16,667 of which vested on 01/18/14, and 16,667 of which will vest on 01/18/15. 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 174.9854 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14. The number of derivative securities in column 5 includes 887 vested dividend equivalent rights and a de minimus adjustment of 0.7964 due to fractional rounding of the dividend equivalent rights.

F3: As previously reported, on 12/06/12 the reporting person was granted 40,000 RSUs, 13,333 of which vested on 12/06/13, 13,333 of which will vest on 12/06/14, and 13,334 of which will vest on 12/06/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 139.9873 dividend equivalent rights being reported reflect 139.9873 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F4: As previously reported, on 08/01/13 the reporting person was granted 40,031 RSUs, 13,343 of which will vest on 08/01/14, and 13,344 of which will vest on each of 08/01/15 and 08/01/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 210.1410 dividend equivalent rights being reported reflect 210.1410 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F5: As previously reported, on 12/11/13 the reporting person was granted 55,577 restricted stock units ("RSUs"), 18,525 of which will vest on 12/11/14, and 18,526 of which will vest on each of 12/11/15 and 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 291.7491 dividend equivalent rights being reported reflect 291.7491 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.