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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 | ||||||||
| Nonemployee Stock Option (Right to Buy) | $ 47.44 | 03/04/2010 | M | 15,812 | 04/27/2000(2) | 04/27/2010 | Common Stock | 15,812 | $ 0 | 0 | D | ||||
| Nonemployee Stock Option (Right to Buy) | $ 23.72 | 03/04/2010 | M | 1,053 | 04/27/2001(2) | 04/27/2010 | Common Stock | 1,053 | $ 0 | 0 | D | ||||
| Restricted Stock Units | (3) | 07/01/2009 | A | 11.5063 (4) | 04/20/2010(4) | 04/20/2019(4) | Common Stock | 11.5063 (4) | $ 0 | 2,174.5063 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| BABBIO LAWRENCE T JR C/O HEWLETT-PACKARD COMPANY 3000 HANOVER STREET PALO ALTO, CA 94304 |
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| /s/ David Ritenour as Attorney-in-Fact for Lawrence T. Babbio, Jr. | 03/08/2010 | |
| **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) | The price in Column 4 is a weighted average price. The prices actually received ranged from $51.500 to $51.5202. 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. |
| (2) | This option cliff vested and became exercisable beginning on this date. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of HP common stock. |
| (4) | As previously reported, on 04/20/09 the Reporting Person was granted 2,163 restricted stock units ("RSUs"), all of which will cliff vest on 04/20/10, at which time the vested shares will be delivered to the reporting person. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 11.5063 dividend equivalent rights being reported reflect 4.4736 dividend equivalent rights at $38.68 per RSU credited to the Reporting Person's account on 07/01/09; 3.7165 dividend equivalent rights at $45.96 per RSU credited to the Reporting Person's account on 10/07/09; and 3.3162 dividend equivalent rights at $52.18 per RSU credited to the Reporting Person's Account on 01/06/10. |