8-KThe WireRed Alert
Executive Change · Shareholder Vote
Filed Apr 21, 2026 · 2mo ago · Accession 0000047217-26-000019
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
April 16, 2026
Date of Report (Date of Earliest Event Reported)
HP Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-4423 94-1081436
(State or other jurisdiction
of incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
1501 Page Mill Road, Palo Alto , California
94304
(Address of principal executive offices) (Zip code)
( 650 ) 857-1501
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, par value $0.01 per share HPQ New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 16, 2026, HP Inc. (“HP”) held its 2026 annual meeting of stockholders (the “2026 Annual Meeting”). At the 2026 Annual Meeting, as described further in Item 5.07 below, HP’s stockholders approved the Fifth Amended and Restated HP Inc. 2004 Stock Incentive Plan (the “Amended 2004 Plan”), which had previously been approved by the Board of Directors of HP, subject to stockholder approval.
The primary change to the Amended 2004 Plan is to make an additional 73,600,000 shares of HP’s common stock available for issuance pursuant to share-based compensation awards granted under the plan.
A more complete description of the terms of the Amended 2004 Plan can be found in "Board Proposal No. 4 Approval of Fifth Amended and Restated HP Inc. 2004 Stock Incentive Plan" on pages "96-104" of HP’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on February 25, 2026 (the “Proxy Statement”), which description is incorporated by reference herein. The description of the Amended 2004 Plan is qualified in its entirety by reference to the full text of the Amended 2004 Plan, a copy of which is filed as Exhibit 10.1 hereto.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2026 Annual Meeting, stockholders voted on the five proposals outlined in the Proxy Statement and cast their votes as described below.
Proposal 1
HP’s stockholders elected twelve individuals to HP’s Board of Directors for the succeeding year or until their successors are duly qualified and elected as set forth below:
Name Votes For Votes Against Abstentions Broker Non-Votes
Chip Bergh
643,589,457 11,044,596
2,886,859
122,668,376
Bruce Broussard
647,338,474 7,136,578
3,045,860
122,668,376
Stacy Brown-Philpot
644,236,479 10,295,393 2,989,040 122,668,376
Stephanie A. Burns
636,931,830 17,539,675 3,049,407 122,668,376
Mary Anne Citrino
645,576,893 9,033,881 2,910,138 122,668,376
Richard L. Clemmer
648,076,180 6,457,616 2,987,116 122,668,376
Fama Francisco
648,293,530 6,370,123 2,857,259 122,668,376
David Meline
641,204,287 13,288,252 3,028,373 122,668,376
Judith Miscik
648,195,170 6,572,673 2,753,069 122,668,376
Gianluca Pettiti
649,092,990 5,446,232 2,981,690 122,668,376
Kim K.W. Rucker
618,860,860 35,843,716 2,816,336 122,668,376
Songyee Yoon
649,656,767 5,050,836 2,813,309 122,668,376
Proposal 2
HP’s stockholders ratified the appointment of Ernst & Young LLP as HP’s independent registered public accounting firm for the fiscal year ending October 31, 2026 as set forth below:
Votes For Votes Against Abstentions
722,952,521
55,341,403
1,895,364
Proposal 3
HP’s stockholders approved, by advisory vote, HP's named executive officer compensation as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes
602,699,016
52,099,574
2,722,322
122,668,376
Proposal 4
HP’s stockholders approved the Fifth Amended and Restated HP Inc. 2004 Stock Incentive Plan as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes
495,892,067
159,248,223
2,380,622
122,668,376
Proposal 5
HP’s stockholders did not approve the stockholder proposal regarding an independent board chairman as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes
105,071,429
547,764,193
4,685,290
122,668,376
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit Number Description
10.1 F ifth Amended and Restated HP Inc. 2004 Stock Incentive Plan .
104 Cover Page Interactive Data File, formatted in Inline XBRL.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HP INC.
DATE: April 21, 2026
By: /s/ WHITNEY COX
Name: Whitney Cox
Title: SVP, Deputy General Counsel, Corporate and Corporate Secretary
Filing details
- Company
- HP INC
- Ticker
- HPQ
- CIK
- 47217
- Form type
- 8-K
- Filing date
- Apr 21, 2026
- Report date
- Apr 16, 2026
- Document
- hpq-20260416.htm
- Size
- 411 KB