HP INC — Director's Dealing 2016

Dec 14, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HP INC (HPQ)
CIK: 0000047217
Period of Report: 2016-12-09

Reporting Person: FLAXMAN JON E (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-09	Common Stock	M	40033.00	$15.78	Acquired	95996.00	Direct
2016-12-09	Common Stock	F	19148.00	$15.78	Disposed	76848.00	Direct
2016-12-10	Common Stock	M	5883.00	$15.78	Acquired	82731.00	Direct
2016-12-10	Common Stock	F	2941.00	$15.78	Disposed	79790.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-09	Restricted Stock Unit	$	M	40033.00	Disposed		Common Stock (40033.00)	Direct
2016-12-10	Restricted Stock Units	$	M	5883.00	Disposed		Common Stock (5883.00)	Direct

Footnotes

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

F2: On 12/9/2015 the reporting person was granted 115,607 RSUs, 38,535 of which vested on 12/9/2016, 38,536 of which will vest on each of 12/9/2017 and 12/9/2018. 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 1,498 vested dividend equivalent rights.

F3: On 12/10/2014 the reporting person was granted 16,647 RSUs, 5,549 of which vested on each of 12/10/2015 and 12/10/2016 and 5,549 of which will vest on 12/10/2017. 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 334 vested dividend equivalent rights. The amounts reflected in this footnote reflect the conversion of the awards upon the distribution of the Hewlett Packard Enterprise shares on November 1, 2015.