Executive Change · Shareholder Vote

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 19, 2022 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 19, 2022, HP Inc. (“HP”) held its 2022 annual meeting of stockholders (the “2022 Annual Meeting”). At the 2022 Annual Meeting, HP’s stockholders approved the Third Amended and Restated HP Inc. 2004 Stock Incentive Plan (the “Amended 2004 Plan”), which had previously been approved by the HR and Compensation Committee of the Board of Directors of HP, subject to stockholder approval. The primary change to the Amended 2004 Plan is to make an additional 30,000,000 shares of HP’s common stock available for issuance pursuant to share-based compensation awards granted under the plan. In addition to this amendment, the Amended 2004 Plan includes a handful of housekeeping amendments, including (i) changes to address recent changes to Section 162(m) of the Internal Revenue Code; (ii) changes to address changes to applicable law and accounting rules; and (iii) incorporation of additional provisions to improve HP’s corporate governance practices related to the plan. The material terms of the Amended 2004 Plan are described in HP’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on February 23, 2022 (the “Proxy Statement”), and the description of the plan included in the Proxy Statement is incorporated herein by reference as Exhibit 99.1. 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 2022 Annual Meeting held on April 19, 2022, HP’s stockholders voted on the five proposals outlined in the Proxy Statement and cast their votes as described below. Proposal 1 HP’s stockholders elected thirteen 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 Aida M. Alvarez   749,555,423     96.8%   24,612,385     1,287,180     118,829,581 Shumeet Banerji   739,264,811     95.5%   34,829,067     1,361,110     118,829,581 Robert R. Bennett   752,156,900     97.2%   21,993,579     1,304,509     118,829,581 Charles V. Bergh   717,851,460     92.9%   54,786,416     2,817,112     118,829,581 Bruce Broussard   770,661,607     99.6%   3,443,279     1,350,102     118,829,581 Stacy Brown-Philpot   752,749,560     97.2%   21,488,262     1,217,166     118,829,581 Stephanie A. Burns   742,746,012     95.9%   31,482,695     1,226,281     118,829,581 Mary Anne Citrino   756,254,600     97.7%   17,956,241     1,244,147     118,829,581 Richard Clemmer   756,567,452     97.7%   17,545,796     1,341,740     118,829,581 Enrique Lores   759,297,069     98.1%   14,923,641     1,234,278     118,829,581 Judith Miscik   765,834,916     98.9%   8,371,293     1,248,779     118,829,581 Kim K.W. Rucker   764,414,763     98.7%   9,769,230     1,270,995     118,829,581 Subra Suresh   756,399,200     97.7%   17,705,608     1,350,180     118,829,581 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, 2022 as set forth below: Votes For   %   Votes Against   Abstentions 833,031,230   93.2% 59,325,466   1,927,873 Proposal 3 HP’s stockholders approved, by advisory vote, HP’s executive compensation as set forth below: Votes For   %   Votes Against   Abstentions   Broker Non- Votes 710,389,092   91.6% 62,340,282   2,725,614   118,829,581 Proposal 4 HP’s stockholders approved the Third Amended and Restated HP Inc. 2004 Stock Incentive Plan as set forth below: Votes For   %   Votes Against   Abstentions   Broker Non- Votes 709,633,079   91.5% 63,366,344   2,455,565   118,829,581 Proposal 5 HP’s stockholders did not approve the stockholder proposal to reduce the ownership threshold for calling a special meeting of stockholders as set forth below: Votes For   %   Votes Against   Abstentions   Broker Non- Votes 302,914,196   39.1% 469,549,029   2,991,763   118,829,581 Item 9.01. Financial Statements and Exhibits. Exhibit Number Description 10.1 Third Amended and Restated HP Inc. 2004 Stock Incentive Plan 99.1 The section entitled “Board Proposal No. 4 To Approve the Third Amended and Restated HP Inc. 2004 Stock Incentive Plan” included in the Proxy Statement is incorporated herein by reference 104 Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101). 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 22, 2022 By: /s/ RICK HANSEN     Name: Rick Hansen     Title: Deputy General Counsel, Corporate, and Corporate Secretary