HP INC — Director's Dealing 2022

Dec 13, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HP INC (HPQ)
CIK: 0000047217
Period of Report: 2022-12-08

Reporting Person: Tran Tuan (Pres Imaging Prtng & Solutions)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-09	Common Stock	S	54115	$28.33	Disposed	61465	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-08	Restricted Stock Units	$	A	84972	Acquired		Common Stock (84972)	Direct
2022-12-08	Performance Adjusted Restricted Stock Units	$	A	54362	Acquired		Common Stock (54362)	Direct
2022-12-08	Performance Contingent Stock Options	$28.48	A	192418	Acquired	2032-12-08	Common Stock (192418)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	884.605	Indirect

Footnotes

F1: The sales reported on this Form 4 were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 9/29/2022.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.23-$28.41, inclusive. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer the full information regarding the number of shares and prices at which the transaction was effected.

F3: Includes shares acquired and dividends earned through October 31, 2022 in the HP Inc. 401(k) Plan.

F4: Each restricted stock unit ("RSU") represents a contingent right to receive one share of HP common stock.

F5: On 12/8/2022, the reporting person was granted 84,972 RSUs, 1/3 of which vest annually over 3 years on the anniversary of 12/7/2022. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

F6: Each performance adjusted restricted stock unit ("PARSU") represents a contingent right to receive one share of HP common stock.

F7: On 12/8/2022, the reporting person was granted 54,362 PARSUs, which will only be earned after certification of financial results as of October 31, 2025, subject to certain earnings per share and relative total stockholder return conditions being met as of that date. Depending on the level of achievement of such goals, the actual number of PARSUs earned can range from 0% to 300% of the target number of PARSUs shown in column 5. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.

F8: On 12/8/2022, the reporting person was granted 192,418 performance contingent stock options, 1/3 of which vest annually over 3 years on the anniversary of the grant date, in each case subject to the satisfaction of certain stock price performance conditions.