HP INC — Director's Dealing 2018

Dec 12, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HP INC (HPQ)
CIK: 0000047217
Period of Report: 2018-12-07

Reporting Person: KEOGH TRACY S (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-12-07	Common Stock	M	46654.00	$0.00	Acquired	283384.00	Direct
2018-12-07	Common Stock	F	23132.00	$22.93	Disposed	260252.00	Direct
2018-12-09	Common Stock	M	34921.00	$0.00	Acquired	295173.00	Direct
2018-12-09	Common Stock	F	17314.00	$22.93	Disposed	277859.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-12-07	Restricted Stock Units	$	A	61055.00	Acquired		Common Stock (61055.00)	Direct
2018-12-07	Performance Adjusted Restricted Stock Units	$	A	84183.00	Acquired		Common Stock (84183.00)	Direct
2018-12-07	Restricted Stock Units	$	M	25255.00	Disposed		Common Stock (25255.00)	Direct
2018-12-07	Restricted Stock Units	$	M	21399.00	Disposed		Common Stock (21399.00)	Direct
2018-12-09	Restricted Stock Units	$	M	34921.00	Disposed		Common Stock (34921.00)	Direct

Footnotes

F1: 23,132 shares were withheld by HP to satisfy tax withholding on vesting of restricted stock units ("RSUs").

F2: 17,314 shares were withheld by HP to satisfy tax withholding on vesting of RSUs.

F3: Each RSU represents a contingent right to receive one share of HP common stock.

F4: On 12/7/2018, the reporting person was granted 61,055 RSUs, one-third of which vest annually over three years on the anniversary of the grant date. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

F5: On 12/7/2018, the reporting person was granted 84,183 Performance Adjusted Restricted Stock Units ("PARSUs"), 50% of which will be earned on each of 12/7/2020 and 12/7/2021 subject to certain relative total stockholder return conditions being met as of those dates, and 50% of which will be earned on each of 12/7/2019, 12/7/2020 and 12/7/2021 subject to certain earnings per share conditions being met as of those dates. A portion of the earned units will vest on each of 12/7/2020 and 12/7/2021. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.

F6: On 12/7/2016, the reporting person was granted 71,827 RSUs, 23,942 of which vested on each of 12/7/2017 and 12/7/2018, and 23,943 of which are scheduled to vest on 12/7/2019. 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 1,313 vested dividend equivalent rights.

F7: On 12/7/2017, the reporting person was granted 62,661 RSUs, 20,887 of which vested on 12/7/2018, and of which 20,887 are scheduled to vest on each of 12/7/2019 and 12/7/2020. 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 512 vested dividend equivalent rights.

F8: On 12/9/2015, the reporting person was granted 95,789 RSUs, 31,929 of which vested on each of 12/9/2016, and of which 31,930 vested on both 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 2,991 vested dividend equivalent rights.