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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (4) | 01/02/2014 | A | 46.4944 (5) | (5) | (5) | Common Stock | 46.4944 | (5) | 9,014.6633 | D | ||||
Restricted Stock Units | (4) | 04/21/2014 | A | 5,480 (6) | (6) | (6) | Common Stock | 5,480 | (6) | 5,480 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WHITWORTH RALPH V C/O HEWLETT-PACKARD COMPANY 3000 HANOVER STREET PALO ALTO, CA 94304 |
X |
/s/ Katie Colendich as Attorney-in-Fact for Ralph V. Whitworth | 04/23/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | There is no reportable change since the last filing. This is a reiteration of holdings only. |
(2) | This report reflects a decrease in the number of shares indirectly beneficially owned by the reporting person as a result an in-kind distribution of 2,040,433 shares on 01/09/14 made by certain affiliated entities of Relational Investors LLC ("RILLC") to certain investors in those affiliated entities. As a result of the distributions, the reporting person no longer has dispositive or voting authority, or any other beneficial interest in 2,040,433 shares of the Issuer's common stock previously reported as being indirectly beneficially owned by him. |
(3) | Reporting person is a Principal of RILLC. RILLC is the record owner of 200 shares and sole general partner or investment manager of certain affiliated entities. These entities own a total of 27,796,070 shares. Reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(4) | Each restricted stock unit represents a contingent right to receive one share of HP common stock. |
(5) | As previously reported, on 04/22/13 the reporting person was granted 8,857 restricted stock units ("RSUs"), all of which will cliff vest on 04/22/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 46.4944 dividend equivalent rights being reported reflect 46.4944 dividend equivalent rights at $27.66 per RSU credited to the reporting person's account on 01/02/14. |
(6) | On 04/21/14 the reporting person was granted 5,480 RSUs, all of which will cliff vest on 04/21/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. |