01—Abstract
Summary
Summary of the 8-K filed April 17, 2025. Cited figures are marked; the original filing is the authoritative source.
HP Inc. filed this Form 8-K to report the voting results of its 2025 annual meeting of stockholders, held on April 14, 2025.
Stockholders elected all thirteen nominees to the Board of Directors, ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending October 31, 2025, and approved, on an advisory basis, the compensation of its named executive officers. The filing contains no financial results, guidance, or transaction disclosures. Director support was generally strong.
Each nominee received between 97.5%a and 99.7% of the votes cast for or against them. Stephanie A. Burns (99.6%), Fama Francisco (99.7%), Gianluca Pettiti (99.7%) and Songyee Yoon (99.7%) had the highest levels of support, while Bruce Broussard and Enrique Lores received the lowest, at 97.5% each, with roughly 17 million votes against apiece.
Ratification of Ernst & Young received 93.6%b of shares present and entitled to vote, and the advisory say-on-pay proposal received 93.7% support. For investors, the filing is primarily procedural.
It confirms board continuity and shareholder endorsement of the auditor and executive pay practices, with no indication of a material governance change. Broker non-votes of 119,490,838 were recorded on the director and say-on-pay proposals.
02—Key points
Key Highlights
- HP's 2025 annual meeting of stockholders was held on April 14, 2025, and considered three proposals described in its February 24, 2025 proxy statement.
- All thirteen director nominees were elected, with support ranging from 97.5% to 99.7% of votes cast for or against each nominee.
- Lowest director support was 97.5% for both Bruce Broussard (17,697,654 votes against) and Enrique Lores (17,194,757 votes against).
- Stockholders ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending October 31, 2025, with 765,041,860 votes for (93.6%).
- Stockholders approved, by advisory vote, the compensation of HP's named executive officers, with 654,425,815 votes for (93.7%) and 39,427,880 votes against.
- Broker non-votes totaled 119,490,838 on the director election and say-on-pay proposals.
- The filing was signed by Rick Hansen, SVP, Deputy General Counsel, Corporate and Corporate Secretary, on April 17, 2025.
03—Questions
Frequently Asked Questions
When and where was HP's 2025 annual meeting held?
The filing states that HP held its 2025 annual meeting of stockholders on April 14, 2025. The filing does not state the meeting location.
Who was elected to HP's Board of Directors?
Thirteen individuals were elected to serve for the succeeding year or until their successors are duly qualified and elected: Chip Bergh, Bruce Broussard, Stacy Brown-Philpot, Stephanie A. Burns, Mary Anne Citrino, Richard Clemmer, Fama Francisco, Enrique Lores, David Meline, Judith Miscik, Gianluca Pettiti, Kim K.W. Rucker and Songyee Yoon.
Did stockholders approve HP's executive pay?
Yes. In an advisory vote, stockholders approved HP's named executive officer compensation, with 654,425,815 votes for (93.7% of shares present and entitled to vote), 39,427,880 votes against, 4,373,052 abstentions and 119,490,838 broker non-votes.
Which accounting firm was ratified for the current fiscal year?
Stockholders ratified the appointment of Ernst & Young LLP as HP's independent registered public accounting firm for the fiscal year ending October 31, 2025, with 765,041,860 votes for (93.6%), 51,402,923 votes against and 1,272,802 abstentions.
04—Continue