SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Schell Christoph

(Last)

(First)

(Middle)

C/O HP INC.

1501 PAGE MILL RD

(Street)

PALO ALTO

94304

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/01/2019

3. Issuer Name and Ticker or Trading Symbol
HP INC [ HPQ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Commercial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	59,785	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Performance Adjusted Restricted Stock Units	12/07/2016⁽¹⁾	10/31/2019⁽¹⁾	Common Stock	110,530⁽¹⁾	$0.00	D
Performance Adjusted Restricted Stock Units	12/07/2017⁽²⁾	10/31/2020⁽²⁾	Common Stock	102,771⁽²⁾	$0.00	D
Performance Adjusted Restricted Stock Units	12/07/2018⁽³⁾	10/31/2021⁽³⁾	Common Stock	120,262⁽³⁾	$0.00	D
Restricted Stock Units	12/07/2017⁽⁴⁾	12/07/2019⁽⁴⁾	Common Stock	26,832⁽⁴⁾	$0.00	D
Restricted Stock Units	12/07/2018⁽⁵⁾	12/07/2020⁽⁵⁾	Common Stock	48,705⁽⁵⁾	$0.00	D
Restricted Stock Units	05/04/2019⁽⁶⁾	05/04/2021⁽⁶⁾	Common Stock	153,752⁽⁶⁾	$0.00	D
Restricted Stock Units	12/07/2019⁽⁷⁾	12/07/2021⁽⁷⁾	Common Stock	87,222⁽⁷⁾	$0.00	D
Restricted Stock Units	07/25/2022⁽⁸⁾	07/25/2022⁽⁸⁾	Common Stock	468,823⁽⁸⁾	$0.00	D

Explanation of Responses:

1. On 12/7/2016, the reporting person was granted 110,530 Performance Adjusted Restricted Stock Units ("PARSUs"), 50% of were earned based upon certain relative total stockholder return conditions being met as of 10/31/2018 and 10/31/2019, and 50% of which were earned based upon certain earnings per share conditions being met as of 10/31/2017, 10/31/2018 and 10/31/2019. 27,534 shares were earned and vested under this award on 10/31/2018, 55,671 shares were earned and vested under this award on 11/26/2018, and the remaining earned units will vest in November 2019. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.

2. On 12/7/2017, the reporting person was granted 102,771 PARSUs, 50% of which are earned based upon certain relative total stockholder return conditions being met as of 10/31/2019 and 10/31/2020, and 50% of which are earned based upon certain earnings per share conditions being met as of 10/31/2018, 10/31/2019 and 10/31/2020. A portion of the earned units will vest in each of November 2019 and November 2020. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.

3. On 12/7/2018, the reporting person was granted 120,262 PARSUs, 50% of which are earned based upon certain relative total stockholder return conditions being met as of 10/31/2020 and 10/31/2021, and 50% of which are earned based upon certain earnings per share conditions being met as of 10/31/2019, 10/31/2020 and 10/31/2021. A portion of the earned units will vest in each of November 2020 and November 2021. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.

4. On 12/7/2016, the reporting person was granted 80,495 restricted stock units ("RSUs"), 26,831 of which vested on 12/7/2017, 26,832 of which vested on 12/7/2018 and 26,832 of which are scheduled to vest on 12/7/2019. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

5. On 12/7/2017, the reporting person was granted 73,057 RSUs, 24,352 of which vested on 12/7/2018, 24,352 of which is scheduled to vest on 12/7/2019 and 24,353 of which is 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.

6. On 5/4/2018, the reporting person was granted 230,627 RSUs, 76,875 of which vested on 5/4/2019, 76,876 of which are scheduled to vest on 5/4/2020 and 76,876 of which are scheduled to vest on 5/4/2021. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

7. On 12/7/2018, the reporting person was granted 87,222 RSUs, 1/3 of which vests annually over 3 years. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

8. On 7/25/2019, the reporting person was granted 468,823 RSUs, all of which are scheduled to vest on 7/25/2022.

Remarks:

	/s/ Katie Colendich as Attorney-in-Fact for Christoph Schell	11/12/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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