Statement of Changes in Beneficial Ownership (4)
22 Januar 2015 - 12:17AM
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
*
Nefkens Michael G
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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, Enterprise Services
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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)
1/16/2015
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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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1/16/2015
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M
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284718
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A
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$17.21
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308697.6448
(1)
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D
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Common Stock
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1/16/2015
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S
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284718
(2)
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D
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$37.9627
(3)
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23979.6448
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D
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Common Stock
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1/16/2015
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M
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21182
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A
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$38.34
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45161.6448
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D
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Common Stock
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1/16/2015
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F
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11053
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D
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$38.34
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34108.6448
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D
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Common Stock
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59545
(4)
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I
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By Michael Nefkens Trust 02/27/09
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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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$17.21
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1/16/2015
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M
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284718
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1/16/2015
(5)
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1/16/2021
(6)
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Common Stock
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284718
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$0
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284719
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D
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Restricted Stock Units
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(7)
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1/16/2015
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M
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21182
(8)
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(8)
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(8)
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Common Stock
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21182
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(8)
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21182
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D
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Restricted Stock Units
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(7)
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1/7/2015
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A
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143.2469
(9)
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(9)
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(9)
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Common Stock
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143.2469
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(9)
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36386.2469
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D
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Restricted Stock Units
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(7)
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1/7/2015
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A
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31.9879
(10)
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(10)
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(10)
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Common Stock
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31.9879
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(10)
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8124.9879
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D
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Restricted Stock Units
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(7)
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1/7/2015
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A
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161.6914
(11)
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(11)
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(11)
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Common Stock
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161.6914
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(11)
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40311.6914
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D
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Explanation of Responses:
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(
1)
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The 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.
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(
2)
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The 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.
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(
3)
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The 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.
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(
4)
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There is no reportable change since the last filing. This is a reiteration of holdings only.
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(
5)
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This option became exercisable beginning on this date.
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(
6)
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This option is no longer exercisable beginning on this date.
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(
7)
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Each restricted stock unit represents a contingent right to receive one share of HP common stock.
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(
8)
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As 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.
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(
9)
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As 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.
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(
10)
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As 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.
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(
11)
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As 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.
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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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Nefkens Michael G
C/O HEWLETT-PACKARD COMPANY
3000 HANOVER STREET
PALO ALTO, CA 94304
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EVP, Enterprise Services
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Signatures
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/s/ Katie Colendich as Attorney-in-Fact for Michael G. Nefkens
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1/21/2015
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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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