HP INC — Director's Dealing 2015

Mar 24, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2015-03-20

Reporting Person: WHITMAN MARGARET C (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-20	Common Stock	M	1249	$33.28	Acquired	330213	Direct
2015-03-20	Common Stock	F	470	$33.28	Disposed	329743	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-01-07	Restricted Stock Units	$	A	385.3451	Acquired		Common Stock (385.3451)	Direct
2015-03-20	Restricted Stock Units	$	M	1249	Disposed		Common Stock (1249)	Direct
2015-01-07	Restricted Stock Units	$	A	387.9466	Acquired		Common Stock (387.9466)	Direct
2015-01-07	Restricted Stock Units	$	A	420.3977	Acquired		Common Stock (420.3977)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	66	Indirect

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 01/02/13 the reporting person was granted 287,057 restricted stock units ("RSUs"), 95,685 of which vested on 12/06/13, 95,686 of which vested on 12/06/14, and 95,686 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 385.3451 dividend equivalent rights being reported reflect 385.3451 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.

F4: As previously reported, on 03/20/13 the reporting person was granted 3,616 RSUs, 1,205 of which vested on 03/20/14, 1,205 of which vested on 03/20/15, and 1,206 of which will vest on 03/20/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 5 includes 9.7095 vested dividend equivalent rights and a de minimus adjustment of 0.3232 due to fractional rounding of the dividend equivalent rights.

F5: As previously reported, on 12/11/13 the reporting person was granted 144,498 RSUs, 48,166 of which vested on 12/11/14, and 48,166 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 387.9466 dividend equivalent rights being reported reflect 387.9466 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.

F6: As previously reported, on 12/10/14 the reporting person was granted 104,390 RSUs, 34,796 of which will vest on 12/10/15, and 34,797 of which will vest on each of 12/10/16 and 12/10/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 420.3977 dividend equivalent rights being reported reflect 420.3977 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.