HP INC — Director's Dealing 2014

Jan 21, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2014-01-16

Reporting Person: Hinshaw John M (EVP, Technology and Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-16	Common Stock	M	4463	$29.56	Acquired	44120	Direct
2014-01-16	Common Stock	F	1810	$29.56	Disposed	42310	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-02	Restricted Stock Units	$	A	94.4902	Acquired		Common Stock (94.4902)	Direct
2014-01-02	Restricted Stock Units	$	A	33.6018	Acquired		Common Stock (33.6018)	Direct
2014-01-02	Restricted Stock Units	$	A	172.7072	Acquired		Common Stock (172.7072)	Direct
2014-01-16	Restricted Stock Units	$	M	4463	Disposed		Common Stock (4463)	Direct
2014-01-02	Restricted Stock Units	$	A	180.8858	Acquired		Common Stock (180.8858)	Direct

Footnotes

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

F2: As previously reported, on 11/15/11 the reporting person was granted 54,000 restricted stock units ("RSUs"), 18,000 of which vested on each of 11/15/12 and 11/15/13, and 18,000 of which will vest on 11/15/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 94.4902 dividend equivalent rights being reported reflect 94.4902 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F3: As previously reported, on 12/12/11 the reporting person was granted 19,203 RSUs, 6,401 of which vested on each of 12/12/12 and 12/12/13, and 6,401 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 33.6018 dividend equivalent rights being reported reflect 33.6018 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F4: As previously reported, on 12/06/12 the reporting person was granted 49,350 RSUs, 16,450 of which vested on 12/06/13, and 16,450 of which will vest on each of 12/06/14 and 12/06/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 172.7072 dividend equivalent rights being reported reflect 172.7072 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.

F5: As previously reported, on 01/16/13 the reporting person was granted 13,074 RSUs, 4,358 of which vested on 01/16/14, and 4,358 of which will vest on each of 01/16/15 and 01/16/16. 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 68.6314 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 105 vested dividend equivalent rights and a de minimus adjustment of 0.5037.

F6: As previously reported, on 12/11/13 the reporting person was granted 34,458 RSUs, 11,486 of which will vest on each of 12/11/14, 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 180.8858 dividend equivalent rights being reported reflect 180.8858 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14.