0001179706-14-000079.txt : 20140624 0001179706-14-000079.hdr.sgml : 20140624 20140606171851 ACCESSION NUMBER: 0001179706-14-000079 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140604 FILED AS OF DATE: 20140606 DATE AS OF CHANGE: 20140606 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HEWLETT PACKARD CO CENTRAL INDEX KEY: 0000047217 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER & OFFICE EQUIPMENT [3570] IRS NUMBER: 941081436 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 3000 HANOVER ST STREET 2: MS 1050 CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 6508571501 MAIL ADDRESS: STREET 1: 3000 HANOVER ST STREET 2: MS 1050 CITY: PALO ALTO STATE: CA ZIP: 94304 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nefkens Michael G CENTRAL INDEX KEY: 0001566846 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-04423 FILM NUMBER: 14897508 MAIL ADDRESS: STREET 1: C/O HEWLETT-PACKARD COMPANY STREET 2: 3000 HANOVER STREET CITY: PALO ALTO STATE: CA ZIP: 94304 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2014-06-04 0000047217 HEWLETT PACKARD CO HPQ 0001566846 Nefkens Michael G C/O HEWLETT-PACKARD COMPANY 3000 HANOVER STREET PALO ALTO CA 94304 0 1 0 0 EVP, Enterprise Services Common Stock 2014-06-04 4 M 0 14000 23.59 A 34406.7233 D Common Stock 2014-06-04 4 S 0 14000 33.56 D 20406.7233 D Common Stock 2014-06-04 4 S 0 5000 33.56 D 15406.7233 D Common Stock 52666 I By Michael Nefkens Trust 02/27/09 Employee Stock Option (right to buy) 23.59 2014-06-04 4 M 0 14000 0 D 2012-09-27 2019-09-27 Common Stock 14000 28000 D Restricted Stock Units 2014-04-02 4 A 0 20.1621 A Common Stock 20.1621 4954.6613 D Restricted Stock Units 2014-04-02 4 A 0 59.6741 A Common Stock 59.6741 14322.1849 D Restricted Stock Units 2014-04-02 4 A 0 175.7218 A Common Stock 175.7218 41819.7218 D Restricted Stock Units 2014-04-02 4 A 0 230.4969 A Common Stock 230.4969 53864.5765 D Restricted Stock Units 2014-04-02 4 A 0 68.6298 A Common Stock 68.6298 16038.0227 D The total beneficial ownership includes 1.24400 shares at $33.1683 per share acquired through dividends paid in shares on 04/03/14 under the HP 2011 Employee Stock Purchase Plan ("ESPP") with respect to shares held under the ESPP. The total beneficial ownership also includes the acquisition of 0.0450 shares at $27.6154 per share received on 01/02/14 through dividends paid in shares, and 0.0380 shares at $33.4488 per share received on 04/02/14 through dividends paid in shares. The total direct beneficial ownership reflects a decrease of 16,748 shares due to the transfer of 16,748 shares previously reported as being held directly by the reporting person into his trust on 05/29/14. The total direct beneficial ownership reflects an increase of 20,000 shares due to the transfer of 20,000 shares previously reported as being held indirectly by the reporting person into his direct beneficial ownership on 05/30/14. The total indirect beneficial ownership reflects an increase of 16,748 shares due to the transfer of 16,748 shares previously reported as being held directly by the reporting person into his trust on 05/29/14. The total indirect beneficial ownership reflects a decrease of 20,000 shares due to the transfer of 20,000 shares previously reported as being held indirectly by the reporting person into his direct beneficial ownership on 05/30/14. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/27/14. This option became exercisable in three equal annual installments beginning on this date. This option is no longer exercisable beginning on this date. Each restricted stock unit represents a contingent right to receive one share of HP common stock. As previously reported, on 12/07/11 the reporting person was granted 14,000 restricted stock units ("RSUs"), 4,666 of which vested on 12/07/12, 4,667 of which vested on 12/07/13, and 4,667 of which will vest on 12/07/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 20.1621 dividend equivalent rights being reported reflect 20.1621 dividend equivalent rights at $33.61 per RSU credited to the reporting person's account on 04/02/14. As previously reported, on 09/19/12 the reporting person was granted 27,625 RSUs, 13,812 of which vested on 09/19/13, and 13,813 of which will vest on 09/19/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 59.6741 dividend equivalent rights being reported reflect 59.6741 dividend equivalent rights at $33.61 per RSU credited to the reporting person's account on 04/02/14. As previously reported, on 01/16/13 the reporting person was granted 61,012 RSUs, 20,337 of which vested on 01/16/14, 20,337 of which will vest on 01/16/15, and 20,338 of which will vest on 01/16/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 175.7218 dividend equivalent rights being reported reflect 175.7218 dividend equivalent rights at $33.61 per RSU credited to the reporting person's account on 04/02/14. As previously reported, on 12/11/13 the reporting person was granted 53,354 RSUs, 17,784 of which will vest on 12/11/14, and 17,785 of which will vest on each of 12/11/15 and 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 230.4969 dividend equivalent rights being reported reflect 230.4969 dividend equivalent rights at $33.61 per RSU credited to the reporting person's account on 04/02/14. As previously reported, on 12/11/13 the reporting person was granted 15,886 RSUs, 7,943 of which will vest on each of 12/11/14 and 12/11/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 68.6298 dividend equivalent rights being reported reflect 68.6298 dividend equivalent rights at $33.61 per RSU credited to the reporting person's account on 04/02/14. /s/ Katie Colendich as Attorney-in-Fact for Michael G. Nefkens 2014-06-06 EX-24 2 nefkenspoa.htm THE ORIGINAL POWER OF ATTORNEY IS ON FILE WITH THE ISSUER. EDS senior management has for some time been subject to certain guidelines as to the timing of trades in company securities. These guidelines were established to protect the interests of EDS and to help individual officers avoid inadvertent violations of

Exhibit 24

 

POWER OF ATTORNEY

 

            Know all by these presents that the undersigned hereby constitutes and appoints John F. Schultz, Rishi Varma, David Ritenour and Katie Colendich, and each of them, signing singly, his true and lawful attorney-in-fact to:

 

 

(1)

execute for and on behalf of the undersigned, in the undersigned's capacity as an executive officer or director of Hewlett-Packard Company ("HP"), any Forms 3, 4 and 5 or  any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder;
 
 

(2)

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Forms 3, 4 or  5 and any amendments thereto and the timely filing of such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
 

(3)

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned, pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his or her discretion.

 

            The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is HP assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

 

            This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by HP, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

            The undersigned understands and acknowledges that the Securities and Exchange Commission requires any electronic requests for a Form ID and/or Passphrase be authenticated. The undersigned hereby confirms the authenticity of any such electronic request submitted for a Form ID and/or Passphrase, or any update thereto, by any of the foregoing attorneys-in-fact on or after the date hereof.

 

            IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of March, 2014.

 

 

                                                                                                                           /S/ MICHAEL G. NEFKENS                                         

                                                                                                                          Michael G. Nefkens