Sec Form 4 Filing - BRAMLEY CLAIRE @ HP INC - 2019-12-06

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 BRAMLEY CLAIRE 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) Controller (Last) (First) (Middle) HP INC., 1501 PAGE MILL ROAD 3. Date of Earliest Transaction (MM/DD/YY) 12/06/2019 (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 12/07/2019 M 32,953 A $ 0 32,953 D Common Stock 12/07/2019 F 16,342 ( 1 ) D $ 20.5 16,611 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 ( 2 ) 12/06/2019 A 39,024 ( 3 ) ( 3 ) Common Stock 39,024 ( 3 ) 39,024 D Restricted Stock Units ( 2 ) 12/07/2019 M 7,502 ( 4 ) ( 4 ) Common Stock 7,502 ( 4 ) 14,537 D Restricted Stock Units ( 2 ) 12/07/2019 M 12,003 ( 5 ) ( 5 ) Common Stock 12,003 ( 5 ) 23,260 D Restricted Stock Units ( 2 ) 12/07/2019 M 6,718 ( 6 ) ( 6 ) Common Stock 6,718 ( 6 ) 6,359 D Restricted Stock Units ( 2 ) 12/07/2019 M 6,730 ( 7 ) ( 7 ) Common Stock 6,730 ( 7 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BRAMLEY CLAIRE HP INC. 1501 PAGE MILL ROAD PALO ALTO, CA94304 Controller Signatures /s/ Katie Colendich as Attorney-in-Fact for BRAMLEY CLAIRE 12/10/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )16,342 shares were withheld by HP to satisfy tax withholding on vesting of Restricted Stock Units ("RSUs"). ( 2 )Each RSU represents a contingent right to receive one share of HP common stock. ( 3 )On 12/6/2019, the reporting person was granted 39,024 RSUs, one-third of which vest annually over three years on each of 12/7/2020, 12/7/2021 and 12/7/2022. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. ( 4 )On 12/7/2018, the reporting person was granted 21,805 RSUs, 7,268 of which vested on 12/7/2019, 7,268 of which are scheduled to vest on 12/7/2020, and 7,269 of which are scheduled to vest on 12/7/2021. 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 234 vested dividend equivalent rights. ( 5 )On 12/7/2018, the reporting person was granted 34,889 RSUs, 11,629 of which vested on 12/7/2019, and 11,630 of which are scheduled to vest on each of 12/7/2020 and 12/7/2021. 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 374 vested dividend equivalent rights. ( 6 )On 12/7/2017, the reporting person was granted 19,075 RSUs, 6,358 of which vested on each of 12/7/2018 and 12/7/2019, and 6,359 of which are scheduled to vest on 12/7/2020. 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 360 vested dividend equivalent rights. ( 7 )On 12/7/2016, the reporting person was granted 18,576 RSUs, 6,192 of which vested on each of 12/7/2017, 12/7/2018 and 12/7/2019. 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 538 vested dividend equivalent rights.

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