SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Hinshaw John M

(Last) (First) (Middle)
C/O HEWLETT-PACKARD COMPANY
3000 HANOVER STREET

(Street)
PALO ALTO CA 94304

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HEWLETT PACKARD CO [ HPQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Global Tech
3. Date of Earliest Transaction (Month/Day/Year)
11/15/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/15/2012 M 18,451 A $13.08 18,451 D
Common Stock 11/15/2012 F 6,769 D $13.08 11,682 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 11/15/2012 M 18,451 (3) (2) (2) Common Stock 18,451 (2) 36,901 D
Restricted Stock Units (1) 01/04/2012 A 480.6309 (4) (4) (4) Common Stock 480.6309 (4) 19,683.6309 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of HP common stock.
2. As previously reported, on 11/15/11 the reporting person was granted 54,000 restricted stock units ("RSUs"), 18,000 of which vested on 11/15/12, and 18,000 of which will vest on each of 11/15/13 and 11/15/14. 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 243.4260 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 278.5899 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 351.4793 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 478.0684 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.
3. The number of derivative securities in column 5 includes 451 vested dividend equivalent rights and a deminimus adjustment of 0.4364 due to fractional rounding of the dividend equivalent rights.
4. As previously reported, on 12/12/11 the reporting person was granted 19,203 restricted stock units ("RSUs"), 6,401 of which will vest on each of 12/12/12, 12/12/13, and 12/12/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 480.6309 dividend equivalent rights being reported reflect 86.5650 dividend equivalent rights at $26.62 per RSU credited to the reporting person's account on 01/04/12; 99.0696 dividend equivalent rights at $23.26 per RSU credited to the reporting person's account on 04/04/12; 124.9899 dividend equivalent rights at $20.28 per RSU credited to the reporting person's account on 07/05/12; and 170.0064 dividend equivalent rights at $14.91 per RSU credited to the reporting person's account on 10/03/12.
Remarks:
/s/ David Ritenour as Attorney-in-Fact for John M. Hinshaw 11/19/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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