Sec Form 4 Filing - FLAXMAN JON E @ HP INC - 2017-12-09

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
FLAXMAN JON E
2. Issuer Name and Ticker or Trading Symbol
HP INC [ HPQ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
1501 PAGE MILL RD, C/O HP
3. Date of Earliest Transaction (MM/DD/YY)
12/09/2017
(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 12/09/2017 M 41,204 ( 1 ) A $ 0 159,135 D
Common Stock 12/09/2017 F 20,596 D $ 21.07 138,539 D
Common Stock 12/10/2017 M 6,051 ( 1 ) A $ 0 144,590 D
Common Stock 12/10/2017 F 3,028 D $ 21.07 141,562 D
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
Restricted Stock Units ( 1 ) 12/09/2017 M 41,204 ( 2 ) ( 2 ) ( 2 ) Common Stock 41,204 ( 2 ) ( 2 ) 38,536 D
Restricted Stock Units ( 1 ) 12/10/2017 M 6,051 ( 3 ) ( 3 ) ( 3 ) Common Stock 6,051 ( 3 ) ( 3 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FLAXMAN JON E
1501 PAGE MILL RD
C/O HP
PALO ALTO, CA94304
Chief Operating Officer
Signatures
/s/ Katie Colendich as Attorney-in-Fact for Jon Flaxman 12/12/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of HP common stock.
( 2 )On 12/9/2015, the reporting person was granted 115,607 RSUs, 38,535 of which vested on 12/9/2016, 38,536 of which vested on 12/9/2017 and 38,536 of which are scheduled to vest 12/9/2018. 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 2,668 vested dividend equivalent rights.
( 3 )On 12/10/2014, the reporting person was granted 16,647 RSUs, 5,549 of which vested on each of 12/10/2015, 12/10/2016 and 12/10/2017. 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 502 vested dividend equivalent rights. The amounts reflected in this footnote reflect the conversion of the awards upon the distribution of the Hewlett Packard Enterprise shares on November 1, 2015.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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