Statement of Changes in Beneficial Ownership (4)
December 09 2021 - 4:59PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
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Schell Christoph |
2. Issuer Name and Ticker or Trading Symbol
HP INC
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HPQ
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Commercial Officer |
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(Last)
(First)
(Middle)
C/O HP INC., 1501 PAGE MILL RD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/7/2021 |
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(Street)
PALO ALTO, CA 94304
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 12/7/2021 | | M | | 109454.00 | A | $0.00 | 153906.00 | D | |
| Common Stock | 12/7/2021 | | F | | 54269.00 (1) | D | $37.29 | 99637.00 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | (2) | 12/7/2021 | | A | | 72942.00 | | (3) | (3) | Common Stock | 72942.00 | (3) | 72942.00 | D | |
| Performance Adjusted Restricted Stock Units | (4) | 12/7/2021 | | A | | 42137.00 | | (4) | (4) | Common Stock | 42137.00 | (4) | 42137.00 | D | |
| Performance Contingent Stock Options | $37.29 | 12/7/2021 | | A | | 193719.00 | | (5) | (5) | Common Stock | 193719.00 | (5) | 193719.00 | D | |
| Restricted Stock Units | (2) | 12/7/2021 | | M | | | 37594.00 | (6) | (6) | Common Stock | 37594.00 | (6) | 73198.00 | D | |
| Restricted Stock Units | (2) | 12/7/2021 | | M | | | 39905.00 | (7) | (7) | Common Stock | 39905.00 | (7) | 37399.00 | D | |
| Restricted Stock Units | (2) | 12/7/2021 | | M | | | 31955.00 | (8) | (8) | Common Stock | 31955.00 | (8) | 0.00 | D | |
| Explanation of Responses: |
| (1) | Shares withheld by HP to satisfy tax withholding upon vesting. |
| (2) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of HP common stock. |
| (3) | On 12/7/2021, the reporting person was granted 72,942 restricted stock units RSUs, one-third of which vest annually over three years on each of 12/7/2022, 12/7/2023 and 12/7/2024. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. |
| (4) | On 12/7/2021, the reporting person was granted 42,137 Performance Adjusted Restricted Stock Units ("PARSUs"), 100% of which will only be earned after certification of financial results as of 10/31/2024, subject to certain earnings per share and relative total stockholder return conditions being met as of that date. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock. |
| (5) | The performance contingent stock options granted on 12/7/2021 will vest 33.3% on each of the first two anniversaries of the grant date, and 33.4% on the third anniversary, in each case subject to the satisfaction of certain stock price performance conditions. |
| (6) | As previously reported, on 12/7/2020, the reporting person was granted 109,797 RSUs, 36,599 of which vested on 12/7/2021 and 36,599 of which is scheduled to vest on each of 12/7/2022 and 12/7/2023. 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 995 vested dividend equivalent rights. |
| (7) | As previously reported, on 12/6/2019, the reporting person was granted 112,195 RSUs, 37,398 of which vested on each of 12/7/2020 and 12/7/2021, and 37,399 of which is scheduled to vest on 12/7/2022. 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 2,507 vested dividend equivalent rights. |
| (8) | As previously reported, on 12/7/2018, the reporting person was granted 87,222 RSUs, 29,074 of which vested on each of 12/7/2019, 12/7/2020 and 12/7/2021. 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 2,881 vested dividend equivalent rights. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Schell Christoph
C/O HP INC.
1501 PAGE MILL RD
PALO ALTO, CA 94304 |
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| Chief Commercial Officer |
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Signatures
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| /s/ Rick Hansen as Attorney-in-Fact for Christoph Schell | | 12/9/2021 |
| **Signature of Reporting Person | Date |
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