Statement of Changes in Beneficial Ownership (4)
21 Juli 2014 - 10:47PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
YOUNGJOHNS ROBERT
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2. Issuer Name
and
Ticker or Trading Symbol
HEWLETT PACKARD CO
[
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)
EVP and GM, HP Software
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(Last)
(First)
(Middle)
C/O HEWLETT-PACKARD COMPANY, 3000 HANOVER STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/17/2014
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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
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0
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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$34.43
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7/17/2014
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A
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87134
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7/17/2015
(1)
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7/17/2022
(2)
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Common Stock
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87134
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$0
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87134
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D
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Restricted Stock Units
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(3)
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7/2/2014
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A
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393.549
(4)
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(4)
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(4)
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Common Stock
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393.549
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(4)
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86805.4472
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D
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Restricted Stock Units
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(3)
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7/2/2014
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A
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228.6753
(5)
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(5)
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(5)
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Common Stock
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228.6753
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(5)
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50012.8653
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D
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Restricted Stock Units
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(3)
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7/2/2014
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A
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91.1452
(6)
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(6)
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(6)
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Common Stock
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91.1452
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(6)
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19575.8385
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D
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Restricted Stock Units
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(3)
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7/17/2014
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A
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29045
(7)
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(7)
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(7)
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Common Stock
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29045
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(7)
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29045
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D
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Explanation of Responses:
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(
1)
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This option will vest 33.3% on each of the first three anniversaries of the grant date..
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(
2)
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This option is no longer exercisable beginning on this date.
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(
3)
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Each restricted stock unit represents a contingent right to receive one share of HP common stock.
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(
4)
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As previously reported, on 09/19/12 the Reporting Person was granted 125,000 restricted stock units ("RSUs"), 41,666 of which vested on 09/19/13, and 41,667 of which will vest on each of 09/19/14 and 09/19/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 393.5490 dividend equivalent rights being reported reflect 393.5490 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14.
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(
5)
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As previously reported, on 01/16/13 the Reporting Person was granted 72,633 RSUs, 24,211 of which vested on 01/16/14, and 24,211 of which will vest on each of 01/16/15 and 01/16/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 228.6753 dividend equivalent rights being reported reflect 228.6753 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14.
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(
6)
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As previously reported, on 12/11/13 the Reporting Person was granted 19,300 RSUs, 6,433 of which will vest on each of 12/11/14 and 12/11/15, and 6,434 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 91.1452 dividend equivalent rights being reported reflect 91.1452 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14.
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(
7)
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On 07/17/14, the reporting person was granted 29,045 RSUs, 9,681 of which will vest on 07/17/15, and 9,682 of which will vest on each of 07/17/16 and 07/17/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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YOUNGJOHNS ROBERT
C/O HEWLETT-PACKARD COMPANY
3000 HANOVER STREET
PALO ALTO, CA 94304
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EVP and GM, HP Software
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Signatures
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/s/ Katie Colendich as Attorney-in-Fact for Robert Youngjohns
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7/21/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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