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HP 8-K Report, Executive Changes (Jun 26, 2024)

Reports
Leadership Changes·Regulation FD·Exhibits & Filings
Filing Date
Filed June 26, 2024
Period End
June 25, 2024
Security
HPQ
In the record · 2016–202610-K1310-Q338-K140

HPQ filed 13 annual reports (10-K), 33 quarterly reports (10-Q) and 140 current reports (8-K) between 2016 and 2026.

  1. Restructuring8-K · May ’18May ’18
  2. Leadership change8-K · Sep ’20Sep ’20
  3. Restructuring8-K · Nov ’22Nov ’22
  4. Leadership change8-K · Apr ’26Apr ’26

Summary

Summary of the 8-K filed June 26, 2024. Cited figures are marked; the original filing is the authoritative source.

HP Inc. (NYSE: HPQ) announced leadership changes in its finance function.

Karen Parkhill, currently Executive Vice President and Chief Financial Officer of Medtronic plc since June 2016, was appointed as HP's Chief Financial Officer effective August 5, 2024, succeeding interim CFO Timothy Brown, who will return to his previous role as head of Print Finance. The filing states that Parkhill previously served as Vice Chairman and CFO of Comerica Incorporated from 2011 to 2016 and held various roles at J.P. Morgan Chase & Co. from 1992 to 2011.

Under her offer terms, Parkhill will receive an annual base salary of $950,000,a a target annual cash bonus of 135% of base salary (prorated for fiscal 2024), and annual equity grants with a target grant value of $7,500,000 in December 2024. She will also receive a one-time inducement grant of restricted stock units valued at $15,000,000, which is intended to compensate her for forfeited equity from her prior employer and vests in three equal annual installments. A $1,500,000 cash signing bonus is payable 50% at six months and 50% at one year, subject to repayment obligations if she departs before one year.

She will be eligible for severance under HP's existing Severance and Long-Term Incentive Change in Control Plan. For investors, the filing mainly signals a planned transition in HP's finance leadership, with the new CFO's compensation package detailed. The filing does not describe changes to HP's financial results or guidance.

Key Highlights

  1. Karen Parkhill appointed HP Inc. Chief Financial Officer, effective August 5, 2024; appointment made June 25, 2024
  2. Parkhill currently serves as EVP and CFO of Medtronic plc, a position held since June 2016
  3. Timothy Brown steps down as interim CFO upon Parkhill's start and returns to his role as head of Print Finance
  4. Base salary of $950,000 with a target annual cash bonus of 135% of base salary (prorated for fiscal 2024)
  5. One-time inducement RSU grant valued at $15,000,000, vesting in three equal installments over three years
  6. $1,500,000 cash signing bonus, 50% payable at six months and 50% at one year, with pro-rata repayment obligations if she leaves before one year
  7. Target equal annual equity grant value of $7,500,000 in December 2024

Frequently Asked Questions

  1. Who is HP's new Chief Financial Officer?

    Karen Parkhill, age 58, who currently serves as Executive Vice President and Chief Financial Officer of Medtronic plc. She will become HP's CFO effective August 5, 2024, succeeding Timothy Brown, who has been interim CFO.

  2. What happens to Tim Brown?

    Timothy Brown will step down as interim Chief Financial Officer effective upon Parkhill's appointment and will return to his previous position as head of Print Finance.

  3. What is Parkhill's compensation package?

    She will receive an annual base salary of $950,000, a target annual cash bonus of 135% of base salary (prorated for fiscal 2024), and annual equity grants with a target value of $7,500,000 in December 2024. She also receives a $15,000,000 inducement RSU grant and a $1,500,000 cash signing bonus.

  4. Why is HP granting Parkhill a large one-time RSU award?

    The New Hire RSUs are an inducement to join HP and compensate her for forfeiting unvested equity awards from her prior employer. They vest in three equal installments over three years, generally subject to continued employment.

  5. What is Parkhill's relevant background?

    Per the filing, she served as Vice Chairman and CFO of Comerica Incorporated from 2011 to 2016 and held various roles at J.P. Morgan Chase & Co. from 1992 to 2011, including CFO of its Commercial Banking business from 2007 to 2011. Her press release adds she also sits on the American Express board.