SEC Form 4 · accession 0001179706-15-000136
HP INC · HPQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Margaret C Whitman
Officer — President & CEO · Director
Period of report
Sep 17, 2015
Accepted (ET)
Sep 21, 2015 · 6:41 pm EDT
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 Stock | Sep 17, 2015 | M | 185,814 | $27.57 | A | 515,557 | D | |
| Common Stock | Sep 17, 2015 | F | 92,147 | $27.57 | D | 423,410 | D | |
| Common Stock | Sep 17, 2015 | M | 62,104 | $27.57 | A | 485,514 | D | |
| Common Stock | Sep 17, 2015 | F | 32,406 | $27.57 | D | 453,108 | D | |
| Common StockF1 | holding | — | — | — | 66 | I | Living Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F2,F3 | — | Sep 17, 2015 | M | 100,701 | D | — | — | Common Stock | 100,701 | 0 | D |
| Restricted Stock UnitsF5,F2 | — | Apr 1, 2015 | A | 13 | A | — | — | Common Stock | 13 | 1,261 | D |
| Restricted Stock UnitsF6,F2,F3 | — | Sep 17, 2015 | M | 49,797 | D | — | — | Common Stock | 49,797 | 49,795 | D |
| Restricted Stock UnitsF7,F2,F3 | — | Sep 17, 2015 | M | 35,316 | D | — | — | Common Stock | 35,316 | 70,631 | D |
| Performance Adjusted Restricted Stock UnitsF8,F2,F3 | — | Sep 17, 2015 | M | 62,104 | D | — | — | Common Stock | 62,104 | 68,310 | D |
Explanation of responses
- F1There is no reportable change since the last filing. This is a reiteration of holdings only.
- F2Each restricted stock unit represents a contingent right to receive one share of HP common stock.
- F3On 07/29/15 the Issuer announced approved amendments to certain outstanding long-term incentive awards that were originally scheduled to vest between 09/18/15 and 12/31/15, to provide for the accelerated vesting on 09/17/15.
- F4As 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 vested early on 09/17/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities beneficially owned immediately prior to the transaction being reported includes 489.2860 dividend equivalent rights at $31.29 per RSU credited to the reporting person's account on 04/01/15 and 551.7934 dividend equivalent rights at $30.52 per RSU credited to the reporting person's account on 07/01/15. The number of derivative securities in column 5 includes 5,015 vested dividend equivalent rights and a de minimus adjustment of 0.5755 due to fractional rounding of the dividend equivalent rights.
- F5As 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 13.1215 dividend equivalent rights being reported reflect 6.1668 dividend equivalent rights at $31.29 per RSU credited to the reporting person's account on 04/01/15 and 6.9547 dividend equivalent rights at $30.52 per RSU credited to the reporting person's account on 07/01/15.
- F6As previously reported, on 12/11/13 the reporting person was granted 144,498 RSUs, 48,166 of which vested on 12/11/14, 48,166 of which vested early on 09/17/15, and 48,166 of which will vest on 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities beneficially owned immediately prior to the transaction being reported includes 492.5893 dividend equivalent rights at $31.29 per RSU credited to the reporting person's account on 04/01/15 and 555.5187 dividend equivalent rights at $30.52 per RSU credited to the reporting person's account on 07/01/15. The number of derivative securities in column 5 includes 1,631 vested dividend equivalent rights and a de minimus adjustment of 0.9454 due to fractional rounding of the dividend equivalent rights.
- F7As previously reported, on 12/10/14 the reporting person was granted 104,390 RSUs, 34,796 of which vested early on 09/17/15, 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 number of derivative securities beneficially owned immediately prior to the transaction being reported includes 533.7935 dividend equivalent rights at $31.29 per RSU credited to the reporting person's account on 04/01/15 and 601.9869 dividend equivalent rights at $30.52 per RSU credited to the reporting person's account on 07/01/15. The number of derivative securities in column 5 includes 520 vested dividend equivalent rights and a de minimus adjustment of 0.8219 due to fractional rounding of the dividend equivalent rights.
- F8As previously reported, on 12/11/13 the reporting person was granted 130,414 performance adjusted restricted stock units ("PARSUs"), 50% of which vested early on 09/17/15, and 50% of which will vest on 12/11/16, in each case subject to certain return on invested capital performance conditions and/or relative total stockholder return conditions being met at the time of vesting. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 5 includes 2,238.3131 vested dividend equivalent rights accrued but not released since the grant date, and a de minimus adjustment of 0.3556 due to fractional rounding of the dividend equivalent rights.