SEC Form 4 · accession 0001179706-15-000015
HP INC · HPQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael G Nefkens
Officer — EVP, Enterprise Services
Period of report
Jan 16, 2015
Accepted (ET)
Jan 21, 2015 · 6:16 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000047217
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 16, 2015 | M | 284,718 | $17.21 | A | 308,698 | D | |
| Common StockF2,F3 | Jan 16, 2015 | S | 284,718 | $37.9627 | D | 23,980 | D | |
| Common Stock | Jan 16, 2015 | M | 21,182 | $38.34 | A | 45,162 | D | |
| Common Stock | Jan 16, 2015 | F | 11,053 | $38.34 | D | 34,109 | D | |
| Common StockF4 | holding | — | — | — | 59,545 | I | By Michael Nefkens Trust 02/27/09 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F5,F6 | $17.21 | Jan 16, 2015 | M | 284,718 | D | Jan 16, 2015 | Jan 16, 2021 | Common Stock | 284,718 | 284,719 | D |
| Restricted Stock UnitsF8,F7 | — | Jan 16, 2015 | M | 21,182 | D | — | — | Common Stock | 21,182 | 21,182 | D |
| Restricted Stock UnitsF9,F7 | — | Jan 7, 2015 | A | 143 | A | — | — | Common Stock | 143 | 36,386 | D |
| Restricted Stock UnitsF10,F7 | — | Jan 7, 2015 | A | 32 | A | — | — | Common Stock | 32 | 8,125 | D |
| Restricted Stock UnitsF11,F7 | — | Jan 7, 2015 | A | 162 | A | — | — | Common Stock | 162 | 40,312 | D |
Explanation of responses
- F1The total beneficial ownership includes 1.1306 shares at $40.6161 per share acquired through dividends paid in shares on 01/08/15 under the HP 2011 Employee Stock Purchase Plan ("ESPP") with respect to shares held under the ESPP. The total beneficial ownership also includes the acquisition of 0.0360 shares at $39.7693 per share received on 10/01/14 through dividends paid in shares.
- F10As previously reported, on 12/11/13 the reporting person was granted 15,886 RSUs, 7,943 of which vested on 12/11/14 and 7,943 of which will vest on 12/11/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 31.9879 dividend equivalent rights being reported reflect 31.9879 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.
- F11As previously reported, on 12/10/14 the reporting person was granted 40,150 RSUs, 13,383 of which will vest on each of 12/10/15 and 12/10/16, and 13,384 of which will vest on 12/10/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 161.6914 dividend equivalent rights being reported reflect 161.6914 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.
- F2The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/27/14.
- F3The price in Column 4 is a weighted average price. The prices actually paid ranged from $37.61 to $38.37. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.
- F4There is no reportable change since the last filing. This is a reiteration of holdings only.
- F5This option became exercisable beginning on this date.
- F6This option is no longer exercisable beginning on this date.
- F7Each restricted stock unit represents a contingent right to receive one share of HP common stock.
- F8As previously reported, on 01/16/13 the reporting person was granted 61,012 restricted stock units ("RSUs"), 20,337 of which vested on 01/16/14 and 01/16/15, and 20,338 of which will vest on 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 in column 5 includes 845 vested dividend equivalent rights and a de minimus adjustment of 0.0181 due to fractional rounding of the dividend equivalent rights.
- F9As previously reported, on 12/11/13 the reporting person was granted 53,354 RSUs, 17,784 of which vested on 12/11/14, and 17,785 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 143.2469 dividend equivalent rights being reported reflect 143.2469 dividend equivalent rights at $39.73 per RSU credited to the reporting person's account on 01/07/15.