Sec Form 4 Filing - KADIFA ABDO G @ HEWLETT PACKARD CO - 2014-10-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
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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1. Name and Address of Reporting Person
KADIFA ABDO G
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, Strategic Relationships
(Last) (First) (Middle)
3000 HANOVER STREET
3. Date of Earliest Transaction (MM/DD/YY)
10/16/2014
(Street)
PALO ALTO, CA94304
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/16/2014 M 63,000 A $ 22.8 63,913.3943 ( 1 ) ( 2 ) D
Common Stock 10/16/2014 S 3,600 D $ 32.2758 ( 4 ) 60,313.3943 D
Common Stock 10/16/2014 S 39,900 D $ 33.4311 ( 5 ) 20,413.3943 D
Common Stock 10/16/2014 S 19,500 D $ 33.8902 ( 6 ) 913.3943 D
Common Stock 10/17/2014 M 63,000 A $ 22.8 63,913.3943 D
Common Stock 10/16/2014 S 63,000 D $ 34.1246 ( 7 ) 913.3943 D
Common Stock 10/16/2014 S 3,200 D $ 32.8525 ( 8 ) 39,937 ( 3 ) I Kadifa Family Trust
Common Stock 10/16/2014 S 18,369 D $ 33.7023 ( 9 ) 21,568 I Kadifa Family Trust
Common Stock 10/17/2014 S 21,568 D $ 34.0692 ( 10 ) 0 I Kadifa Family Trust
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 22.8 10/16/2014 M 63,000 05/29/2014( 11 ) 05/29/2020( 12 ) Common Stock 63,000 $ 0 63,000 D
Employee Stock Option (right to buy) $ 22.8 10/17/2014 M 63,000 05/29/2014( 11 ) 05/29/2020( 12 ) Common Stock 63,000 $ 0 0 D
Restricted Stock Units ( 13 ) 07/02/2014 A 196.424 ( 14 ) ( 14 ) ( 14 ) Common Stock 196.424 ( 14 ) 22,294.424 D
Restricted Stock Units ( 13 ) 07/02/2014 A 514.0133 ( 15 ) ( 15 ) ( 15 ) Common Stock 514.0133 ( 15 ) 57,496.9011 D
Restricted Stock Units ( 13 ) 07/02/2014 A 415.8668 ( 16 ) ( 16 ) ( 16 ) Common Stock 415.8668 ( 16 ) 45,302.3408 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KADIFA ABDO G
3000 HANOVER STREET
PALO ALTO, CA94304
EVP, Strategic Relationships
Signatures
/s/ Katie Colendich as Attorney-in-Fact for Abdo G. Kadifa 10/20/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The total beneficial ownership includes 4.2551 shares at $34.0248 per share received through dividends paid in shares under the HP 2011 Employee Stock Purchase Plan ("ESPP") on 07/03/14, and 4.2380 shares at $34.3252 per share received on 10/02/14 through dividends paid in shares under the ESPP with respect to shares held under the ESPP.
( 2 )The total direct beneficial ownership reflects a decrease of 13,792 shares due to the transfer of 13,792 sha res previously reported as being held directly by the reporting person into the reporting person's Trust on 06/03/14.
( 3 )The total indirect beneficial ownership reflects an increase of 13,792 shares due to the transfer of 13,792 shares previously reported as being held directly by the reporting person into his Trust on 06/03/14.
( 4 )The price in Column 4 is a weighted average price. The prices actually received ranged from $31.74 to $32.73. 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 sold at each price within the range.
( 5 )The price in Column 4 is a weighted average price. The prices actually received ranged from $32.74 to $33.73. 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 sold at each price within the range.
( 6 )The price in Column 4 is a weighted average price. The prices actually received ranged from $33.74 to $34.1400. 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 sold at each price within the range.
( 7 )The price in Column 4 is a weighted average price. The prices actually received ranged from $33.81 to $34.45. 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 sold at each price within the range.
( 8 )The price in Column 4 is a weighted average price. The prices actually received ranged from $32.10 to $33.09. 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 sold at each price within the range.
( 9 )The price in Column 4 is a weighted average price. The prices actually received ranged from $33.19 to $34.0950. 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 sold at each price within the range.
( 10 )The price in Column 4 is a weighted average price. The prices actually received ranged from $33.8050 to $34.43. 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 sold at each price within the range.
( 11 )The option became exercisable beginning on this date.
( 12 )The option is no longer exercisable beginning on this date.
( 13 )Each restricted stock unit represents a contingent right to receive one share of HP common stock.
( 14 )As previously reported, on 05/29/12 the reporting person was granted 63,000 restricted stock units ("RSUs"), 21,000 of which vested on each of 05/29/13 and 05/29/14, and 21,000 of which will vest on 05/29/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 196.4240 dividend equivalent rights being reported reflect 99.1736 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14, and 97.2504 dividend equivalent rights at $34.55 per RSU credited to the reporting person's account on 10/01/14.
( 15 )As previously reported, on 12/06/12 the reporting person was granted 82,430 RSUs, 27,476 of which vested on 12/06/13, and 27,477 of which will vest on each of 12/06/14 and 12/06/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 514.0133 dividend equivalent rights being reported reflect 259.5230 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14, and 254.4903 dividend equivalent rights at $34.55 per RSU credited to the reporting person's account on 10/01/14.
( 16 )As previously reported, on 12/11/13 the reporting person was granted 44,461 RSUs, 14,820 of which will vest on each of 12/11/14 and 12/11/15, and 14,821 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 415.8668 dividend equivalent rights being reported reflect 209.9693 dividend equivalent rights at $33.88 per RSU credited to the reporting person's account on 07/02/14, and 205.8975 dividend equivalent rights at $34.55 per RSU credited to the reporting person's account on 10/01/14.

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