HPQ · HP

542 filings

HPQ SEC Filings

HP - 542 total filings

Filing record · 2016–202610-K1310-Q338-K140

Showing 1–50 of 542 filings

HP 8-K Report, Regulation FD Disclosure (Sep 21, 2026)

HP Inc. furnished this Form 8-K under Item 7.01 (Regulation FD Disclosure) on September 21, 2026, to clarify its outlook for fiscal 2027. The company states that it remains in its planning period for fiscal 2027 and is not providing financial guidance for the year in this report. It also says that, as stated on August 26, 2026 during its third-quarter fiscal 2026 earnings conference call, it is premature to provide specifics on its fiscal 2027 outlook, including PC unit volumes. The main new information is HP's preliminary planning assumption for the PC market. Consistent with current third-party industry forecasts, HP assumes that industry-wide personal computer unit volumes will decline roughly mid-single-digits in calendar year 2027 compared with calendar year 2026. HP notes that this assumption depends on market performance in the second half of calendar 2026, which it describes as fluid, and that the assumption is subject to change. The filing is a disclosure of planning assumptions rather than a financial result or guidance update. The information is furnished, not filed, for purposes of Section 18 of the Exchange Act. The only listed exhibit is the Cover Page Interactive Data File in Inline XBRL format.

Sep 21, 2026 10-Q

HP Quarterly Report for Q3 Ended Jul 31, 2026

HP Inc. reported third-quarter fiscal 2026 results (three months ended July 31, 2026) with net revenue of $15.68 billion, up from $13.93 billion a year earlier, driven mainly by products revenue from pricing actions to offset higher commodity costs in Personal Systems and favorable currency impacts. Net earnings were $661 million, down from $763 million, and diluted EPS was $0.71 versus $0.80. For the nine months, net revenue was $44.52 billion and net earnings were $1.66 billion, or $1.79 diluted EPS. Gross margin declined to 18.8% in the quarter from 20.5%, reflecting higher commodity costs and unfavorable mix toward Personal Systems, partly offset by IEEPA tariff refunds. Cash flow from operations improved to $3.04 billion for the nine months from $2.07 billion, mainly from working capital changes. HP returned $1.5 billion to shareholders over the nine months through $0.8 billion of dividends and $0.7 billion of share repurchases, and $7.7 billion remained under its repurchase authorization. Total debt was $9.16 billion at July 31, 2026, against $9.67 billion at October 31, 2025, and stockholders' deficit narrowed to $(92) million. The filing also details the Fiscal 2026 Plan, approved November 25, 2025, which targets a reduction of 4,000 to 6,000 employees and about $650 million in pre-tax charges, with $547 million recognized year to date. Two legal matters are notable: a U.K. High Court judgment of $1.24 billion in damages against the Lynch estate in the Autonomy matter, which is subject to a limited appeal and would be shared equally with Hewlett Packard Enterprise if recovered, and a June 29, 2026 Indian Customs Tribunal decision that overturned several duty and penalty findings in the DRI matter, with a damages ruling expected no earlier than September 2026.

Aug 27, 2026 8-K

HP 8-K Report, Financial Results (Aug 26, 2026)

HP Inc. reported fiscal 2026 third-quarter net revenue of $15.7 billion, up 12.5% (up 10.9% in constant currency) from the prior-year period. GAAP diluted net EPS was $0.71, down from $0.80 a year earlier, while non-GAAP diluted net EPS was $0.83, up from $0.75. Both measures include an $0.11 favorable impact from tariff refunds. The filing states that the GAAP and non-GAAP EPS results were above the previously provided outlook ranges. Personal Systems net revenue was $11.8 billion, up 18%, with a 4.6% operating margin, while Printing net revenue was $3.9 billion, down 2%, with an 18.1% operating margin. The company generated net cash provided by operating activities of $1.7 billion and free cash flow of $1.6 billion in the quarter, and returned $0.6 billion to shareholders through share repurchases and dividends. HP exited the quarter with $4.2 billion in gross cash. Accounts receivable, inventory and accounts payable were $7.2 billion, $10.3 billion and $21.4 billion, respectively. HP raised its fiscal 2026 outlook. The company now estimates GAAP diluted net EPS of $2.52 to $2.62, non-GAAP diluted net EPS of $3.19 to $3.29, and free cash flow of $3.0 to $3.2 billion, with the EPS estimates including a $0.19 favorable impact from estimated tariff refunds. For the fiscal fourth quarter, HP estimates GAAP diluted net EPS of $0.74 to $0.84 and non-GAAP diluted net EPS of $0.69 to $0.79. The filing is an 8-K furnishing a news release (Exhibit 99.1) under Item 2.02, which is not deemed filed for Exchange Act purposes.

Aug 26, 2026 8-K

HP 8-K Report, Bylaw Amendment (Jun 26, 2026)

HP Inc. filed a Current Report on Form 8-K dated June 26, 2026, reporting a amendment to its Amended and Restated Bylaws. On June 24, 2026, the Board of Directors adopted the amendments, effective as of that date. The filing is limited to governance housekeeping and discloses no financial results, financial statement figures, or operational updates. The substantive change modifies the definition of "competitor" in the director qualification provisions of Section 3.3 of the Bylaws. Under the amended definition, a competitor is a company that is a principal competitor of HP, as determined by the Board. The filing does not describe any board or director changes tied to the amendment, nor does it state the reasons for it. The amended and restated Bylaws are filed as Exhibit 3.1 and incorporated by reference, and the filing includes a Cover Page Interactive Data File (Exhibit 104). Investors seeking the full terms should review Exhibit 3.1, since the 8-K summary is expressly qualified by the text of the bylaws.

Jun 26, 2026 10-Q

HP Quarterly Report for Q2 Ended Apr 30, 2026

HP Inc. reported net revenue of $14.41 billion for the three months ended April 30, 2026, up from $13.22 billion a year earlier, and $28.85 billion for the six months, up from $26.72 billion. Net earnings were $450 million for the quarter (diluted EPS $0.49, versus $0.42 a year earlier) and $995 million for the six months (diluted EPS $1.07). Earnings from operations fell to $612 million from $654 million in the quarter, as restructuring and other charges rose to $365 million, driven by the Fiscal 2026 Plan and an enhanced early retirement program that included a $280 million special termination benefit. Personal Systems drove growth, with segment net revenue up 13.2% for the quarter on a 22.3% increase in average selling prices, while PC unit volume fell 7.0%. Printing was flat for the quarter at $4.20 billion, with printer units down 6.6%. Operating cash flow for the six months was $1.31 billion, compared with $412 million a year earlier, and the company returned $1.0 billion to shareholders through repurchases ($425 million) and dividends ($551 million). Balance sheet items remained steady: cash of $3.70 billion, total debt of $9.67 billion, and a stockholders' deficit of $144 million. The company disclosed a $1.24 billion judgment in its Autonomy-related proceedings, which it has not recorded in its financial statements, and it has approximately $8.0 billion remaining under its share repurchase authorization.

May 28, 2026 8-K

HP 8-K Report, Financial Results (May 27, 2026)

HP Inc. reported fiscal 2026 second-quarter results for the quarter ended April 30, 2026, in a news release furnished as Exhibit 99.1. Net revenue was $14.4 billion, up 9.0% from the prior-year period (up 6.3% in constant currency). GAAP diluted net EPS was $0.49, up 16.7% and below the previously provided outlook of $0.52 to $0.58. Non-GAAP diluted net EPS was $0.86, up 21.1% and above the previously provided outlook of $0.70 to $0.76. Net cash provided by operating activities was $0.9 billion and free cash flow was $0.8 billion. Personal Systems net revenue rose 13% to $10.2 billion with a 5.2% operating margin, while Printing was flat at $4.2 billion with an 18.3% operating margin. HP updated its outlook. For the fiscal 2026 third quarter, it expects GAAP diluted net EPS of $0.47 to $0.63 and non-GAAP diluted net EPS of $0.61 to $0.71. For full fiscal 2026, it updated GAAP diluted net EPS to $2.15 to $2.45 and non-GAAP diluted net EPS to $2.90 to $3.10, and it anticipates free cash flow of $2.8 to $3.0 billion. The release is signed by Bruce Broussard, Interim CEO, and quotes CFO Karen Parkhill, who said the company is "strengthening our outlook for the fiscal year." On the balance sheet, HP ended the quarter with $3.7 billion in gross cash and a stockholders' deficit of $144 million. It paid a $0.30 per-share dividend totaling $274 million and repurchased about 5.2 million shares for $100 million. Accounts payable of $19.2 billion, up 10 days quarter over quarter to 151 days, contributed to operating cash flow, while accounts receivable and inventory both rose.

May 27, 2026 8-K

HP 8-K Report, Executive Changes (Apr 21, 2026)

HP Inc. filed this Form 8-K on April 21, 2026 to report the results of its 2026 annual meeting of stockholders, held April 16, 2026. The central action was stockholder approval of the Fifth Amended and Restated HP Inc. 2004 Stock Incentive Plan, the primary change to which is making an additional 73,600,000 shares of common stock available for share-based compensation awards. The filing incorporates by reference the plan description in the company's February 25, 2026 proxy statement and attaches the full plan as Exhibit 10.1. Stockholders elected all twelve board nominees, ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending October 31, 2026, and approved the advisory vote on named executive officer compensation. The equity plan received 495,892,067 votes for and 159,248,223 against, with 2,380,622 abstentions. A stockholder proposal regarding an independent board chairman was not approved, receiving 105,071,429 votes for and 547,764,193 against. For investors, the filing is primarily governance-related: it documents board composition, auditor ratification, say-on-pay support, and the expanded equity pool. The filing reports no financial results, guidance, or transactions beyond these shareholder votes and the plan approval.

Apr 21, 2026 10-Q

HP Quarterly Report for Q1 Ended Jan 31, 2026

HP Inc. reported net revenue of $14.44 billion for the three months ended January 31, 2026, up from $13.50 billion a year earlier, driven by products revenue from increased Personal Systems units, partially offset by demand softness in Printing. Gross margin declined, with gross profit of $2.84 billion roughly flat year over year. Earnings from operations fell to $759 million from $845 million, and net earnings were $545 million, or $0.58 diluted EPS, compared with $565 million, or $0.59, in the prior-year period. The filing attributes the margin pressure mainly to higher commodity and trade-related costs and unfavorable mix shifts, partially offset by pricing actions and cost management. Cash flow from operations was $383 million, roughly flat versus $374 million. HP returned $0.6 billion to shareholders in the quarter through $325 million of share repurchases and $277 million of cash dividends. Cash, cash equivalents and restricted cash fell to $3.15 billion, and total debt was $9.70 billion. Stockholders' deficit widened to $766 million, and accumulated other comprehensive loss increased to $654 million, largely reflecting cash flow hedge losses. The company is executing its Fiscal 2026 Plan, approved November 25, 2025, which targets a reduction of approximately 4,000 to 6,000 employees and pre-tax charges of about $650 million, with implementation through fiscal 2028. Restructuring and other charges were $126 million in the quarter. The filing notes that the U.S. Supreme Court held on February 20, 2026 that IEEPA tariffs were not authorized, and HP is assessing the potential recovery of tariffs previously paid. Management also flagged higher memory and storage costs and potential supply constraints in Personal Systems.

Feb 25, 2026 8-K

HP 8-K Report, Financial Results (Feb 24, 2026)

HP Inc. reported fiscal 2026 first-quarter results for the quarter ended January 31, 2026. Net revenue was $14.4 billion, up 6.9% (up 5.2% in constant currency) from the prior-year period. GAAP diluted net EPS was $0.58, down from $0.59, while non-GAAP diluted net EPS was $0.81, up 9.5% from $0.74. Both EPS figures fell within the previously provided outlook ranges. Net cash provided by operating activities was $383 million and free cash flow was $175 million. HP returned $0.6 billion to shareholders through share repurchases and dividends during the quarter. By segment, Personal Systems net revenue was $10.3 billion, up 11% year over year, with a 5.0% operating margin, and Commercial and Consumer PS units both grew. Printing net revenue was $4.2 billion, down 2%, with an 18.3% operating margin. HP ended the quarter with $3.2 billion in gross cash and a stockholders' deficit of $(766) million. For fiscal 2026 second quarter, HP estimates GAAP diluted net EPS of $0.52 to $0.58 and non-GAAP diluted net EPS of $0.70 to $0.76. HP maintained its full-year fiscal 2026 guidance, with GAAP diluted net EPS of $2.47 to $2.77, non-GAAP diluted net EPS of $2.90 to $3.20, and free cash flow of $2.8 to $3.0 billion. However, CFO Karen Parkhill said that, given increasing memory costs and a fluid operating environment, HP currently expects results at the low end of the full-year ranges for GAAP EPS, non-GAAP EPS and free cash flow. HP's outlook reflects added costs from current U.S. trade-related regulations and associated mitigation plans.

Feb 24, 2026 8-K

HP 8-K Report, Financial Results (Feb 3, 2026)

HP Inc. (NYSE: HPQ) announced on February 3, 2026 that Enrique Lores has stepped down as President, Chief Executive Officer and a member of the Board, effective at the end of day on February 2, 2026, to pursue an opportunity outside HP. The Board appointed Bruce Broussard, a current director, as interim CEO effective February 3, 2026, and formed a CEO Search Committee to identify a permanent CEO. The Board has also retained a leading global executive search firm to assist with that process. Mr. Broussard's interim compensation consists of monthly cash compensation of $362,500 and a one-time sign-on restricted stock unit award with a grant date value of $7,000,000, which cliff-vests on February 3, 2027. He will not receive additional cash or equity pay for his continued Board service. He resigned from the HR and Compensation Committee, where he chaired, and from the Nominating, Governance and Social Responsibility Committee. The Board also reduced its authorized directorships from 13 to 12, effective February 3, 2026, through a bylaw amendment. In a related press release, HP reaffirmed its first-quarter and full fiscal 2026 outlook provided on November 25, 2025. For Q1 FY2026 it expects GAAP diluted EPS of $0.58 to $0.66 and non-GAAP diluted EPS of $0.73 to $0.81. For fiscal 2026 it expects GAAP diluted EPS of $2.47 to $2.77, non-GAAP diluted EPS of $2.90 to $3.20, and free cash flow of $2.8 to $3.0 billion. The outlook reflects added costs from current U.S. trade-related regulations and associated mitigations. HP will hold its Q1 earnings webcast on February 24, 2026.

Feb 3, 2026 8-K

HP 8-K/A Report, Executive Changes (Dec 29, 2025)

HP Inc. filed this Current Report on Form 8-K under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) to update a previously disclosed leadership transition. In its Initial 8-K filed October 1, 2025, the company disclosed that Alex Cho would step down as President of Personal Systems effective November 1, 2025, and remain with the company to aid the transition until December 31, 2025. The filing states that Mr. Cho did step down as President of Personal Systems on November 1, 2025, as previously disclosed. However, he is now expected to remain with the company to assist with the transition until a later date as mutually agreed by the parties. For investors, the filing is narrow in scope: it reflects an extension of a transition-support arrangement for a departing segment executive rather than a change in the company's leadership structure or financial results. The filing does not report any financial figures.

Dec 29, 2025 10-K

HP Annual Report, Year Ended Oct 31, 2025

HP Inc. reported fiscal 2025 (year ended October 31, 2025) total net revenue of $55.30 billion, up 3.2% from $53.56 billion in fiscal 2024. Growth came mainly from Personal Systems, where net revenue rose 6.5% to $38.53 billion on a 4.3% increase in unit volume tied to the Windows PC operating system refresh. Printing net revenue fell 3.7% to $16.70 billion. Profitability weakened: gross margin declined 1.5 percentage points to 20.6% of net revenue, earnings from operations fell to $3.17 billion from $3.82 billion, and net earnings were $2.53 billion, or $2.65 per diluted share, versus $2.81 a year earlier. The company attributed the margin decline mainly to higher commodity and tariff costs, which pricing and other actions did not fully offset. Cash generation and capital returns remained substantial. Net cash provided by operating activities was $3.70 billion, and HP returned $1.9 billion to shareholders through $1.1 billion of dividends and $0.8 billion of share repurchases. Approximately $8.4 billion remained under repurchase authorizations at year end. Total debt was $9.67 billion, with $3.69 billion of cash and cash equivalents. The company disclosed that its previously reported material weakness in internal controls was remediated as of October 31, 2025. Looking forward, the Board approved a Fiscal 2026 Plan on November 25, 2025, aimed at customer satisfaction, product innovation and productivity through AI adoption. The plan is expected to run through fiscal 2028 and includes a reduction of approximately 4,000 to 6,000 employees and pre-tax charges of approximately $650 million. The filing also flags ongoing risks from tariffs, memory and storage cost inflation, supply constraints, and declining demand for printing products.

Dec 10, 2025 8-K

HP 8-K Report, Financial Results (Nov 25, 2025)

HP Inc. (NYSE: HPQ) filed this Form 8-K on November 25, 2025 to report fiscal 2025 full-year and fourth-quarter results and to disclose a new company-wide cost plan. For fiscal 2025, net revenue was $55.3 billion, up 3.2% from the prior year, while GAAP diluted EPS was $2.65, down 5.7%, and non-GAAP diluted EPS was $3.12, down 9.0%. Net cash provided by operating activities was $3.7 billion and free cash flow was $2.9 billion, and the company returned $1.9 billion to shareholders through dividends and share repurchases. Fourth-quarter net revenue was $14.6 billion, up 4.2%, with GAAP diluted EPS of $0.84 and non-GAAP diluted EPS of $0.93. The Board approved a plan intended to drive customer satisfaction, product innovation and productivity through artificial intelligence adoption and enablement, to be implemented through fiscal 2028. HP estimates gross run rate savings of approximately $1 billion by the end of fiscal 2028 and expects restructuring and other charges of approximately $650 million, of which about $550 million is expected to be cash. The plan includes approximately $400 million in labor costs tied to workforce reductions of roughly 4,000 to 6,000 employees. The Board also raised the quarterly cash dividend to $0.30 per share, starting with the first fiscal quarter of 2026. For fiscal 2026, HP guides GAAP diluted EPS to $2.47 to $2.77 and non-GAAP diluted EPS to $2.90 to $3.20, with free cash flow expected at $2.8 to $3.0 billion. The company attributes its outlook in part to the added cost of current U.S. trade-related regulations and associated mitigations.

Nov 25, 2025 8-K

HP 8-K Report, Executive Changes (Oct 1, 2025)

HP Inc. (HPQ) filed this Form 8-K under Item 5.02 to disclose a leadership change in its Personal Systems business. Alex Cho, President of Personal Systems, informed HP on September 29, 2025 that he will depart the company to pursue outside professional ambitions, ending a career of more than 30 years at HP. He steps down from his current role effective November 1, 2025, and will remain with HP to assist with the transition until December 31, 2025. Ketan Patel will succeed Mr. Cho as President of Personal Systems, effective November 1, 2025. Mr. Patel has more than 20 years of experience at the company and most recently served as SVP and Chief Operating Officer, Global Personal Systems Category. The filing is a limited executive transition notice. It does not disclose any financial results, compensation terms, or changes to reporting or guidance. For investors, the key takeaway is an orderly, internally sourced succession in the segment that houses HP's personal computing products, with a defined overlap period for knowledge transfer.

Oct 1, 2025 10-Q

HP Quarterly Report for Q3 Ended Jul 31, 2025

HP Inc. reported net revenue of $13.93 billion for the three months ended July 31, 2025, up from $13.52 billion a year earlier, and net earnings of $763 million, or $0.80 per diluted share, compared with $640 million, or $0.65 per diluted share, in the prior-year quarter. For the nine months, net revenue was $40.66 billion and net earnings were $1.73 billion, or $1.82 per diluted share, down from $1.87 billion in the prior-year period. Gross margin declined to 20.5% in the quarter from 21.5% a year earlier, which the company attributes mainly to higher tariff costs, mix shifts toward Personal Systems and unfavorable currency impacts. Earnings from operations fell to $716 million from $940 million. The filing discloses a material weakness in internal control over financial reporting that was not remediated as of July 31, 2025, tied to IT general controls over certain software solutions. As a result, management concluded that disclosure controls and procedures were not effective. Balance sheet metrics show total stockholders' deficit of $901 million, cash, cash equivalents and restricted cash of $2.87 billion, and total debt of $9.60 billion. During the nine months, HP returned $1.2 billion to shareholders through $0.8 billion in dividends and $0.4 billion in share repurchases. Legal matters include a pending Autonomy-related damages ruling in which the court found the Lynch estate owed approximately 740 million pounds, with any recovery to be shared equally with Hewlett Packard Enterprise, and a securities class action for which the parties executed a binding term sheet for a proposed settlement on July 28, 2025. HP also faces new Wi-Fi 6 patent suits in the Eastern District of Texas and in Germany, and the Fiscal 2023 Plan was amended to add an expected $150 million in restructuring and other charges.

Aug 28, 2025 8-K

HP 8-K Report, Financial Results (Aug 27, 2025)

HP Inc. reported fiscal 2025 third-quarter results for the quarter ended July 31, 2025. Net revenue was $13.9 billion, up 3.1% (up 3.3% in constant currency) from the prior-year period, and management cited it as the company's fifth consecutive quarter of revenue growth, driven by Personal Systems. GAAP diluted net EPS was $0.80, up 23.1% year over year and above the previously provided outlook of $0.57 to $0.69. Non-GAAP diluted net EPS was $0.75, down 10.7% from $0.84 in the prior-year period and within the outlook of $0.68 to $0.80. The GAAP results were affected by a litigation gain presented in Interest and other, net, and the filing notes that the GAAP EPS includes after-tax non-GAAP adjustments of $(50) million, or $(0.05) per diluted share. Segment performance was mixed. Personal Systems net revenue was $9.9 billion, up 6% year over year, with a 5.4% operating margin. Printing net revenue was $4.0 billion, down 4%, with a 17.3% operating margin. Net cash provided by operating activities was $1.7 billion and free cash flow was $1.5 billion. HP returned $0.4 billion to shareholders through dividends and share repurchases and ended the quarter with $2.9 billion in gross cash. For the fiscal 2025 fourth quarter, HP estimates GAAP diluted net EPS of $0.75 to $0.85 and non-GAAP diluted net EPS of $0.87 to $0.97. For full-year fiscal 2025, HP anticipates free cash flow of $2.6 billion to $3.0 billion. The company states that this outlook reflects added costs from current U.S. trade-related regulations and associated mitigation actions.

Aug 27, 2025 8-K

HP 8-K Report, Executive Changes (Jun 25, 2025)

HP Inc. (HPQ) filed a Form 8-K on June 25, 2025 reporting two leadership and governance changes. On June 18, 2025, Stephanie Liebman notified HP that she will leave the company to pursue an outside opportunity, effective September 12, 2025. She will step down as Global Controller upon the appointment of her successor. The same day, HP appointed Manpreet S. Grewal, age 46, as Chief Accounting Officer and Global Controller, effective July 14, 2025. Grewal previously served as Vice President, Controller & Chief Accounting Officer at United States Steel Corporation since March 2020, and before that as Vice President, Controller and Chief Accounting Officer at Covanta from 2017 to March 2020. His compensation will be consistent with his position and scope of responsibility, and the filing states he has no material interest in any related-party transaction. In addition, HP's Board of Directors adopted amendments to the company's Amended and Restated Bylaws, effective immediately. The amendments replace the stockholder and director records-inspection provisions in Sections 7.1 and 7.2 with statements that these parties are entitled to the inspection rights provided by Section 220 of the Delaware General Corporation Law. The company says the changes make its bylaws consistent with recent DGCL amendments. The amended and restated Bylaws are filed as Exhibit 3.1. The filing does not report financial results or quantify any financial impact. For investors, the key items are the controller transition, which is a planned change in a senior finance role, and the bylaw update, which is a routine governance conforming change.

Jun 25, 2025 10-Q

HP Quarterly Report for Q2 Ended Apr 30, 2025

HP Inc. reported net revenue of $13.22 billion for the three months ended April 30, 2025, up from $12.80 billion a year earlier, while net earnings fell to $406 million from $607 million. For the six months, net revenue was $26.72 billion versus $25.99 billion and net earnings were $971 million versus $1.23 billion. Gross margin declined to 20.7% of net revenue in the quarter from 23.6%, which the company attributes primarily to higher commodity and tariff costs, mix shifts toward Personal Systems and unfavorable currency impacts, partially offset by disciplined pricing actions. Personal Systems net revenue grew 7.1% in the quarter, driven by a 6.3% increase in PC unit volume led by Commercial PS, while Printing net revenue fell 4.3%, with Supplies down 4.9%. Printing and Personal Systems earnings from operations were $814 million and $409 million, respectively, in the quarter. Cash flow from operations was $412 million for the six months, down from $702 million, and the company returned $0.7 billion to shareholders through dividends and buybacks. Total debt rose to $10.74 billion from $9.67 billion after a $1.0 billion senior notes issuance in April 2025. The filing states that HP's disclosure controls were not effective as of April 30, 2025 because a previously reported material weakness in IT general controls had not been remediated. Stockholders' deficit was $1.28 billion at period end. The Fiscal 2023 Plan was amended in February 2025 to increase expected workforce reductions, with an additional $150 million of restructuring charges anticipated.

May 29, 2025 8-K

HP 8-K Report, Financial Results (May 28, 2025)

HP Inc. reported fiscal 2025 second-quarter net revenue of $13.2 billion, up 3.3% (up 4.5% in constant currency) from the prior-year period. GAAP diluted net EPS was $0.42, down 31% from $0.61, and non-GAAP diluted net EPS was $0.71, down 13% from $0.82. Both EPS figures came in below the previously provided outlook ranges of $0.62 to $0.72 (GAAP) and $0.75 to $0.85 (non-GAAP). Non-GAAP results exclude $272 million, or $0.29 per diluted share, in after-tax adjustments, including $103 million of certain litigation charges tied to Standard Essential Patent (SEP) litigation. Personal Systems revenue rose 7% year over year to $9.0 billion, led by Commercial PS growth of 9%, while Printing revenue fell 4% to $4.2 billion. Cash generation weakened sharply. Net cash provided by operating activities was $38 million, and free cash flow was $(95) million. Accounts payable fell to $15.2 billion from $16.9 billion at October 31, 2024, and long-term debt rose to $9.29 billion from $8.26 billion. HP paid $273 million in dividends and repurchased $100 million of stock during the quarter, and ended with $2.7 billion in gross cash. Management cited increased macroeconomic uncertainty and trade-related costs, and lowered its outlook. For fiscal 2025, HP now estimates GAAP diluted net EPS of $2.32 to $2.62, non-GAAP diluted net EPS of $3.00 to $3.30, and free cash flow of $2.6 to $3.0 billion. For the third quarter, it estimates GAAP diluted net EPS of $0.57 to $0.69 and non-GAAP diluted net EPS of $0.68 to $0.80. Management expects to fully offset trade-related costs by the fourth quarter, assuming current conditions persist.

May 28, 2025 8-K

HP 8-K Report, Corporate Update (Apr 25, 2025)

On April 25, 2025, HP Inc. closed a public offering of two series of senior notes registered under its Form S-3 shelf registration statement (File No. 333-277493, filed February 29, 2024). The offering consisted of $500,000,000 aggregate principal amount of 5.400% notes due 2030 and $500,000,000 aggregate principal amount of 6.100% notes due 2035, for a combined $1.0 billion in principal. The notes were issued under the company's Indenture dated June 17, 2020 with The Bank of New York Mellon Trust Company, N.A. as original trustee, as amended and supplemented, including by a third supplemental indenture dated April 14, 2025. That supplemental indenture added U.S. Bank Trust Company, National Association as successor trustee. The officers' certificate dated April 25, 2025, which sets the terms of the notes under Section 301 of the Indenture, and a legal opinion and consent from Gibson, Dunn & Crutcher LLP were filed with the report. The filing is administrative in nature and reports the completion of the debt issuance and the related indenture documentation. It does not state the use of proceeds or any financial results.

Apr 25, 2025 8-K

HP 8-K Report, Shareholder Vote Results (Apr 17, 2025)

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% 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% 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.

Apr 17, 2025 8-K

HP 8-K Report, Corporate Update (Apr 16, 2025)

HP Inc. (NYSE: HPQ) filed this Form 8-K to report two related financing actions completed on April 14, 2025. The company entered into an underwriting agreement with BNP Paribas Securities Corp., BofA Securities, Inc. and Goldman Sachs & Co. LLC as representatives of the underwriters, to issue and sell $500 million of 5.400% notes due 2030 and $500 million of 6.100% notes due 2035, for a total of $1 billion in senior unsecured notes. The notes were registered under an automatic shelf registration statement on Form S-3 filed February 29, 2024. The offering priced at 99.732% of principal for the 2030 notes and 99.778% of principal for the 2035 notes. HP said it intends to use the net proceeds for general corporate purposes, which may include repaying and refinancing debt, including its 2.200% notes due June 2025 at maturity. The issuance is expected to close on April 25, 2025, subject to customary closing conditions. The filing also reports a Third Supplemental Indenture dated April 14, 2025, which appoints U.S. Bank Trust Company, National Association as successor trustee for all series of securities issued on or after that date. The Bank of New York Mellon Trust Company, N.A. remains trustee for securities issued earlier under the June 17, 2020 indenture.

Apr 16, 2025 8-K

HP 8-K Report, Bylaw Amendment (Apr 2, 2025)

HP Inc. filed a Current Report on Form 8-K dated April 2, 2025 to disclose amendments to its amended and restated bylaws. The Board of Directors adopted the amendments on April 1, 2025, and they take effect April 14, 2025. The changes reduce the number of authorized Board directorships from 15 to 13. The reduction is tied to the planned departures of directors Aida Alvarez and Robert Bennett, who are not standing for re-election at the company's annual meeting on April 14, 2025. Each will step down from the Board effective at that meeting. The filing does not describe any financial results, operational changes, or other material business developments. For investors, the filing is primarily governance-related. It shows a board size reduction and two director departures, with the amended bylaws attached as Exhibit 3.1 and incorporated by reference.

Apr 2, 2025 10-Q

HP Quarterly Report for Q1 Ended Jan 31, 2025

HP Inc. reported net revenue of $13.50 billion for the three months ended January 31, 2025, up from $13.19 billion a year earlier, with net earnings of $565 million versus $622 million, and diluted EPS of $0.59 compared with $0.62. Earnings from operations were $845 million versus $935 million, and gross profit was $2.84 billion versus $2.89 billion. The filing attributes the revenue increase to Commercial PS and disciplined pricing, partly offset by unfavorable currency impacts, and cites higher commodity costs and currency effects for the gross margin decline of 0.9 percentage points. Cash flow from operations improved to $374 million from $121 million, driven by a favorable cash conversion cycle. Share repurchases were $100 million versus $500 million in the prior-year quarter, and cash dividends paid were $273 million. Total stockholders' deficit was $1.07 billion at January 31, 2025, and total debt was $9.69 billion. Management reported that the Fiscal 2023 Plan (Future Ready) was amended on February 27, 2025 to increase expected workforce reductions by 1,000 to 2,000 employees, with an additional $150 million in restructuring and other charges anticipated. The filing also discloses that disclosure controls were not effective as of January 31, 2025 due to an unremediated material weakness in internal control over financial reporting related to IT general controls, which the company states did not result in a material misstatement. Ongoing litigation includes a Wilus/Sisvel Wi-Fi 6 patent dispute, the York County securities class action, and an Autonomy-related damages proceeding in which claimants seek $4 billion, with no recovery recorded.

Feb 28, 2025 8-K

HP 8-K Report, Financial Results (Feb 27, 2025)

HP Inc. (NYSE: HPQ) reported fiscal 2025 first quarter results for the quarter ended January 31, 2025, with net revenue of $13.5 billion, up 2.4% from the prior-year period. GAAP diluted net EPS was $0.59, down from $0.62 a year earlier, and non-GAAP diluted net EPS was $0.74, down from $0.81. Net cash provided by operating activities was $0.4 billion and free cash flow was $0.1 billion (the filing states $70 million of free cash flow). The company returned $0.4 billion to shareholders through share repurchases and dividends during the quarter. HP approved an amendment to its current restructuring plan that is expected to be implemented through the end of fiscal 2025. The amendment is expected to generate additional annualized gross run rate savings of approximately $0.3 billion in fiscal 2025, bringing the total to approximately $1.9 billion over fiscal 2023 through fiscal 2025. HP anticipates about $150 million in additional restructuring and other charges, for a total of approximately $1.2 billion over the same period, and expects incremental gross workforce reductions of approximately 1,000 to 2,000 employees. For fiscal 2025 HP maintained its outlook, estimating non-GAAP diluted net EPS of $3.45 to $3.75 and free cash flow of $3.2 to $3.6 billion. The outlook reflects added costs from current U.S. tariff increases on China, and HP expects more than 90 percent of HP products sold in North America to be built outside of China by the end of fiscal 2025. For the fiscal 2025 second quarter, HP estimates non-GAAP diluted net EPS of $0.75 to $0.85.

Feb 27, 2025 8-K

HP 8-K Report, Executive Changes (Feb 21, 2025)

On February 21, 2025, HP Inc. (HPQ) reported in a Current Report on Form 8-K that its Board of Directors expanded the size of the Board and elected Gianluca Pettiti as a director, effective the same day. Mr. Pettiti is Executive Vice President and President, Life Sciences, Diagnostics and Applied at Thermo Fisher Scientific Inc. The Board determined he is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines, and appointed him to the Finance, Investment and Technology Committee and the HR and Compensation Committee. He will receive standard non-employee director compensation, pro-rated for his first partial year, including an annual cash retainer of $105,000 (which may instead be taken in fully vested shares) and an annual equity retainer of $220,000 in fully vested shares. The same day, the Board adopted amendments to the Company's Amended and Restated Bylaws, solely to increase the number of authorized directorships from 14 to 15 to accommodate Mr. Pettiti's appointment. The amended and restated Bylaws are filed as Exhibit 3.1 to the report. The filing contains no information on financial results, operations, or guidance. For investors, the report is a governance update: a board seat added and filled by an independent director with life sciences industry experience, and a minor bylaw change tied to that appointment.

Feb 21, 2025 8-K

HP 8-K Report, Executive Changes (Feb 7, 2025)

HP Inc. filed this Form 8-K on February 7, 2025 to report two governance actions taken by its Board of Directors on February 4, 2025, both effective February 6, 2025. The Board expanded its size and elected Songyee Yoon as a director. Ms. Yoon is Managing Partner of Principal Venture Partners, L.P., a venture capital firm, and the Board determined she is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines. She was also appointed to the Audit Committee and the Finance, Investment and Technology Committee. The Board also amended the Company's Amended and Restated Bylaws solely to increase the authorized number of directorships from 13 to 14 to accommodate Ms. Yoon's appointment. The amended bylaws are filed as Exhibit 3.1 to the report. The filing states that Ms. Yoon will receive compensation consistent with other non-employee directors. That compensation includes an annual cash retainer of $105,000, which may be taken in fully vested company shares, and an annual equity retainer of $220,000 in fully vested shares, plus meeting fees of $2,000 per Board meeting and $2,000 per committee meeting above ten per year. Her first partial year will be pro-rated. The filing indicates no material financial impact beyond these standard director arrangements.

Feb 7, 2025 10-K

HP Annual Report, Year Ended Oct 31, 2024

HP Inc. (HPQ) reported fiscal year 2024 (ended October 31, 2024) net revenue of $53.56 billion, down slightly from $53.72 billion in fiscal 2023, while net earnings fell to $2.78 billion from $3.26 billion. Gross margin improved to 22.1% of net revenue from 21.4%, driven mainly by lower supply chain costs and Future Ready transformation savings, but operating expenses rose, with SG&A up to $5.66 billion from $5.36 billion, largely on litigation costs and go-to-market initiatives. Earnings from operations were $3.82 billion, versus $3.46 billion a year earlier. Personal Systems revenue grew to $36.20 billion, while Printing revenue declined to $17.34 billion, with printer unit volume down 7.2%. The filing discloses a material weakness in internal control over financial reporting, tied to IT general controls over user access, change management and job schedule monitoring. Management concluded that disclosure controls were not effective as of October 31, 2024, and Ernst & Young issued an adverse opinion on internal control. The auditor did not identify any resulting material misstatement of the financial statements. Cash flow from operations was $3.75 billion, and the company returned $3.2 billion to shareholders through $2.1 billion of repurchases and $1.1 billion of dividends. Total debt stood at $9.67 billion, with short-term debt rising to $1.41 billion as Global Notes due June 2025 were reclassified to current liabilities. Stockholders' deficit widened to $1.32 billion. Investors should weigh the declining printing franchise, the unremediated control weakness, and the company's continued reliance on buybacks and dividends against modest margin gains and growth in Personal Systems.

Dec 13, 2024 8-K

HP 8-K Report, Financial Results (Nov 26, 2024)

HP Inc. filed this Form 8-K on November 26, 2024 to furnish a news release reporting results for its fiscal quarter and fiscal year ended October 31, 2024, and to announce a 5% increase in its planned quarterly cash dividend. Fiscal 2024 net revenue was $53.6 billion, down 0.3% from the prior year, while GAAP diluted net EPS was $2.81, above the previously provided outlook of $2.62 to $2.72. Non-GAAP diluted net EPS was $3.38, within the outlook of $3.35 to $3.45. Net cash provided by operating activities was $3.7 billion and free cash flow was $3.3 billion, and the company returned $3.2 billion to shareholders through share repurchases and dividends, which the filing states equals 96% of free cash flow. Fourth-quarter net revenue was $14.1 billion, up 1.7% year over year, with GAAP diluted EPS of $0.93 and non-GAAP diluted EPS of $0.93, both within or above the company's prior outlook. Personal Systems revenue was $9.6 billion with a 5.7% operating margin, and Printing revenue was $4.5 billion with a 19.6% operating margin. Quarter-end gross cash was $3.3 billion, and the company repurchased $900 million of stock during the quarter. Looking ahead, HP estimates fiscal 2025 GAAP diluted net EPS of $3.06 to $3.36 and non-GAAP diluted net EPS of $3.45 to $3.75, with free cash flow expected between $3.2 billion and $3.6 billion. The Board declared a quarterly dividend of $0.2894 per share, payable January 2, 2025 to holders of record as of December 11, 2024, which the filing describes as a 5% increase from the prior dividend.

Nov 26, 2024 8-K

HP 8-K Report, Executive Changes (Oct 24, 2024)

HP Inc. (HPQ) filed this Form 8-K under Item 5.02 to disclose a leadership change in its executive team. On October 18, 2024, the Company's Board of Directors appointed Tuan Tran as President of Technology and Innovation, effective November 1, 2024. In connection with this new role, Mr. Tran will step down as President of Imaging, Printing & Solutions, also effective November 1, 2024. Anneliese Olson will succeed Mr. Tran as President of Imaging, Printing & Solutions, effective November 1, 2024. The filing states that Ms. Olson has more than 28 years of experience at the Company, most recently as Senior Vice President & Managing Director, North America Market, and previously as Senior Vice President & Chief Operating Officer, Worldwide Print. The filing does not disclose any financial results, compensation terms, or other financial figures. For investors, the main takeaway is an internal succession that moves a senior leader into a technology and innovation role while elevating an executive with long Company tenure and print-business experience to lead the Imaging, Printing & Solutions segment.

Oct 24, 2024 10-Q

HP Quarterly Report for Q3 Ended Jul 31, 2024

HP Inc. reported net revenue of $13.52 billion for the three months ended July 31, 2024, up 2.4% (3.0% on a constant currency basis) from $13.20 billion a year earlier. Net earnings were $640 million, or $0.65 per diluted share, versus $766 million, or $0.76 per diluted share, in the prior-year quarter. For the nine months, net revenue decreased 1.0% to $39.50 billion, and net earnings fell to $1.87 billion, or $1.88 per diluted share, from $2.29 billion, or $2.29 per diluted share. Personal Systems revenue grew 4.9% in the quarter, led by Commercial PS, while Printing revenue fell 2.8%, reflecting demand softness and competitive pricing. Operating cash flow improved to $2.13 billion for the nine months from $1.60 billion, and the company returned $2.0 billion to shareholders through $1.2 billion of share repurchases and $0.8 billion of dividends. The balance sheet shows a stockholders' deficit of $1.39 billion at July 31, 2024. Total debt was $9.6 billion, and the company entered a new $5.0 billion revolving credit facility on August 1, 2024. On August 27, 2024, the Board increased the share repurchase authorization to $10.0 billion in total, against approximately $0.8 billion remaining at quarter end. Management concluded that disclosure controls were not effective because of a material weakness in internal control over financial reporting tied to information technology general controls for software affecting net revenue. Remediation is ongoing. The filing also describes several significant legal matters, including patent litigation with Nokia and Access Advance pool members, a dispute with R2 Semiconductor over an adverse German judgment, and the Autonomy-related proceedings in which HP seeks damages exceeding $5 billion from former Autonomy management, with the amount ultimately awarded not yet determined and no adjustment recorded. The company states that it does not believe any of these matters is reasonably likely to result in a material loss in excess of amounts already recognized.

Aug 29, 2024 8-K

HP 8-K Report, Financial Results (Aug 28, 2024)

HP Inc. (NYSE: HPQ) filed this Form 8-K on August 28, 2024 to furnish its news release reporting results for the fiscal 2024 third quarter ended July 31, 2024, and to disclose that its Board of Directors increased the share repurchase authorization to $10.0 billion in total on August 27, 2024. The release reports net revenue of $13.5 billion, up 2.4% from the prior-year period, GAAP diluted net EPS of $0.65 (down from $0.76), and non-GAAP diluted net EPS of $0.83 (down from $0.86). Both EPS figures fell within the company's previously provided outlook ranges. GAAP operating margin was 7.0% versus 7.2% a year earlier, and non-GAAP operating margin was 8.1% versus 8.8%. Cash generation was a bright spot in the quarter. Net cash provided by operating activities was $1.4 billion and free cash flow was $1.3 billion. HP returned $0.9 billion to shareholders through share repurchases ($0.6 billion, about 17.1 million shares) and dividends ($0.3 billion). The company exited the quarter with $2.9 billion in gross cash. Personal Systems revenue was $9.4 billion, up 5% year over year with a 6.4% operating margin, while Printing revenue was $4.1 billion, down 3% with a 17.3% operating margin. For fiscal 2024, HP estimates GAAP diluted net EPS of $2.62 to $2.72 and non-GAAP diluted net EPS of $3.35 to $3.45, and anticipates free cash flow of $3.1 to $3.6 billion. For the fourth quarter, it estimates GAAP diluted net EPS of $0.74 to $0.84 and non-GAAP diluted net EPS of $0.89 to $0.99. The repurchase authorization has no expiration date and does not obligate HP to buy any particular amount of stock; it may be suspended at any time.

Aug 28, 2024 8-K

HP 8-K Report, Material Agreement (Aug 6, 2024)

HP Inc. entered into a five-year sustainability-linked revolving credit facility dated August 1, 2024, with lenders named therein and JPMorgan Chase Bank, N.A. as administrative agent. BNP Paribas served as Sustainability Structuring Agent. The facility provides senior, unsecured revolving commitments of $5.0 billion, with an option to increase commitments by up to an additional $1.0 billion subject to lender consent. It allows borrowings in US dollars, euros and pounds sterling, with swingline borrowings up to $1.5 billion. Commitments are available through August 1, 2029, extendable on up to two occasions for one-year periods subject to lender consent. The company may designate subsidiaries as borrowers, and HP will guarantee their borrowings. Pricing is based on Term SOFR, Adjusted Daily Simple RFR or Alternate Base Rate plus an applicable margin, with a commitment fee of 9 to 22.5 basis points on unused commitments depending on HP's long-term senior unsecured debt rating. Margins and fees can adjust up or down based on achieving specified sustainability targets for digital equity and product circularity. The agreement includes a maximum consolidated total debt to consolidated EBITDA ratio of 4.0 to 1.0, tested at each fiscal quarter end, along with customary restrictions on subsidiary debt, liens and fundamental changes, and customary events of default including change of control. Concurrently with the new facility, HP terminated its five-year sustainability-linked revolving credit facility dated May 26, 2021, which was due to expire May 26, 2026. The company states it incurred no early termination penalties. The filing also notes that lenders and their affiliates have provided and may provide other financial services to HP for customary fees.

Aug 6, 2024 8-K

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

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 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.

Jun 26, 2024 8-K

HP 8-K Report, Executive Changes (Jun 17, 2024)

HP Inc. filed this Current Report on Form 8-K dated June 17, 2024 to report two governance actions taken by its Board of Directors. First, the Board expanded its size and elected Fama Francisco as a director effective June 17, 2024. Ms. Francisco is Chief Executive Officer, Baby, Feminine and Family Care at the Procter & Gamble Company. The Board determined she is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines, and it appointed her to the Nominating, Governance and Social Responsibility Committee and the HR and Compensation Committee. She will receive the standard non-employee director compensation, including a $105,000 annual cash retainer (which may be taken in fully vested shares) and a $220,000 annual equity retainer in fully vested shares, prorated for her first partial year. Second, the Board adopted amendments to the Company's Amended and Restated Bylaws, effective June 17, 2024, solely to increase the number of authorized directorships from 12 to 13 in connection with Ms. Francisco's appointment. The amended and restated Bylaws are filed as Exhibit 3.1. The filing reports no material financial results, and it discloses no related-party transactions involving Ms. Francisco under Item 404(a) of Regulation S-K. For investors, the filing is a routine board refresh and bylaw conforming change rather than a signal about operations or capital allocation.

Jun 17, 2024 10-Q

HP Quarterly Report for Q2 Ended Apr 30, 2024

HP Inc. reported net revenue of $12.80 billion for the three months ended April 30, 2024, down from $12.91 billion a year earlier, and $25.99 billion for the six months, down from $26.71 billion. Net earnings were $607 million for the quarter (diluted EPS $0.61) versus $1.054 billion (diluted EPS $1.06) a year earlier, and $1.23 billion for the six months (diluted EPS $1.23) versus $1.52 billion. Earnings from operations rose to $952 million from $747 million in the quarter, with gross margin up to 23.6% of net revenue from 22.6%, driven mainly by lower commodity and logistics costs, favorable foreign currency impacts and Future Ready transformation savings. Prior-year results included a $105 million special termination benefit and a favorable tax benefit of $636 million in the three months ended April 30, 2023, which largely explain the lower reported net earnings this period. Personal Systems net revenue rose 3.1% in the quarter, with PC unit volume up 6.9%, while Printing net revenue fell 7.8%, with printer unit volume down 17.1%. Cash, cash equivalents and restricted cash was $2.52 billion at April 30, 2024, down from $3.23 billion at October 31, 2023, and total debt was $9.59 billion. The company returned $1.1 billion to shareholders in the six months through cash dividends ($0.5 billion) and share repurchases ($0.6 billion), with approximately $1.4 billion remaining under repurchase authorizations. Management disclosed that disclosure controls and procedures were not effective due to a material weakness in internal control over financial reporting related to information technology general controls over software solutions that affect net revenue. Management states the weakness did not result in a material misstatement and is being remediated, and the filing notes that the company is a defendant in several significant patent, securities and other legal matters, including Nokia and Access Advance video codec patent suits and the Autonomy-related proceedings, in which HP states it cannot reasonably estimate potential losses for certain matters.

May 30, 2024 8-K

HP 8-K Report, Financial Results (May 29, 2024)

HP Inc. filed this Form 8-K on May 29, 2024 to furnish its news release reporting results for its fiscal 2024 second quarter, ended April 30, 2024. Net revenue was $12.8 billion, down 0.8% year over year (down 1.2% in constant currency). GAAP diluted net EPS was $0.61, down from $1.06 a year earlier, while non-GAAP diluted net EPS was $0.82, up from $0.79. Both fell within the company's previously provided outlook ranges of $0.58 to $0.68 and $0.76 to $0.86, respectively. GAAP net earnings were $607 million, versus $1,054 million in the prior-year quarter. Segment performance was mixed. Personal Systems net revenue was $8.4 billion, up 3% year over year, with a 6.0% operating margin. Printing net revenue was $4.4 billion, down 8%, with a 19.0% operating margin, and Printing hardware units fell 17%. Cash generation was modest: net cash provided by operating activities was $581 million and free cash flow was $481 million. HP paid $269 million in dividends and repurchased $100 million of common stock during the quarter, and it ended the quarter with $2.5 billion in gross cash. For fiscal 2024, HP estimates GAAP diluted net EPS of $2.60 to $2.90 and non-GAAP diluted net EPS of $3.30 to $3.60, and it anticipates free cash flow of $3.1 to $3.6 billion. For the third quarter, it estimates GAAP diluted net EPS of $0.63 to $0.77 and non-GAAP diluted net EPS of $0.78 to $0.92. The release also cites a Q2 inventory of $7.5 billion, up 9 days quarter over quarter to 70 days, and accounts payable of $14.4 billion, up 16 days to 132 days.

May 29, 2024 8-K

HP 8-K Report, Executive Changes (Apr 25, 2024)

HP Inc. (HPQ) filed this Form 8-K on April 25, 2024, to report outcomes from its April 22, 2024 annual meeting of stockholders and related charter filings. Stockholders approved the Fourth Amended and Restated HP Inc. 2004 Stock Incentive Plan, which makes an additional 45,700,000 shares of common stock available for share-based compensation awards, along with several administrative amendments covering the Administrator's delegation authority, incentive stock option granting period, leave of absence treatment, default repurchase price, and minimum performance period for cash awards. Stockholders also approved an amendment to the Certificate of Incorporation to eliminate monetary liability of certain officers for breaches of the duty of care to the extent permitted by Delaware law. HP filed the related Certificate of Amendment and a Restated Certificate of Incorporation with the Delaware Secretary of State on April 25, 2024. All twelve director nominees were elected, with each receiving between 98.7% and 99.7% of votes cast for or against them. Stockholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending October 31, 2024, with 92.7% of votes present and entitled to vote in favor. Advisory approval of named executive officer compensation received 91.7% support. The officer liability proposal passed with 61.0% of outstanding shares entitled to vote, a lower level of support than the other approved items. A stockholder proposal requiring stockholder ratification of certain termination pay was not approved, receiving 8.4% support. The filing is primarily governance and compensation related and does not contain financial results or guidance. Investors may note the new share authorization under the equity plan as the most direct potential source of dilution, while the approved officer exculpation amendment reflects a change to the company's charter provisions.

Apr 25, 2024 8-K

HP 8-K Report, Bylaw Amendment (Apr 19, 2024)

HP Inc. filed this Current Report on Form 8-K dated April 19, 2024 to disclose an amendment to its amended and restated bylaws. On April 16, 2024, the Board of Directors adopted amendments, effective April 22, 2024, that reduce the number of authorized Board directorships from 14 to 12. The change is tied to board turnover: Shumeet Banerji and Subra Suresh are not standing for re-election at the company's annual meeting on April 22, 2024, so each will step down from the Board effective at that meeting. The filing describes the bylaw change as solely a reduction in authorized seats connected to these departures. The filing contains no financial results, operating metrics, or guidance. For investors, the main takeaways are the reduced Board size and the departure of two directors at the annual meeting. The full text of the Amended and Restated Bylaws is attached as Exhibit 3.1.

Apr 19, 2024 10-Q

HP Quarterly Report for Q1 Ended Jan 31, 2024

HP Inc. reported net revenue of $13,185 million for the three months ended January 31, 2024, down from $13,798 million a year earlier, a decrease of 4.4% that the filing attributes mainly to demand softness and competitive pricing in products. Despite lower revenue, net earnings rose to $622 million from $469 million, and diluted earnings per share were $0.62 compared with $0.47. Gross margin increased to $2,888 million, or 21.9% of net revenue versus 20.2%, which management attributes to lower commodity and logistics costs, favorable foreign currency impacts and cost savings. Earnings from operations were $935 million versus $743 million. Personal Systems segment revenue was $8,809 million and Printing was $4,375 million, with Personal Systems earnings from operations of $537 million and Printing earnings from operations of $872 million. Cash flow and the balance sheet show a mixed picture. Net cash provided by operating activities was $121 million, compared with a use of $16 million in the prior-year quarter. Cash, cash equivalents and restricted cash fell to $2,417 million from $3,232 million at October 31, 2023, after $500 million of share repurchases and $275 million of cash dividends paid. Total debt was $9,660 million, and total stockholders' deficit widened to $(1,640) million from $(1,069) million. Management concluded that disclosure controls and procedures were not effective because of a material weakness in internal control over financial reporting related to information technology general controls over software solutions that affect net revenue. The filing also details ongoing litigation and contingencies, including patent disputes with Nokia, Access Advance pool members, Philips and Caltech, and an adverse February 7, 2024 judgment in Germany in the R2 Semiconductor case, which HP has appealed. HP states it is unable to reasonably estimate potential losses in several of these matters. The Fiscal 2023 Plan, under which HP expects to reduce global headcount by approximately 4,000 to 6,000 employees and incur pre-tax charges of approximately $1.0 billion, remains on track according to management.

Feb 28, 2024 8-K

HP 8-K Report, Financial Results (Feb 28, 2024)

HP Inc. (NYSE: HPQ) filed this Form 8-K on February 28, 2024 to furnish its news release reporting results for its fiscal 2024 first quarter, ended January 31, 2024. Net revenue was $13.2 billion, down 4.4% from the prior-year period (down 4.9% in constant currency). GAAP diluted net EPS was $0.62, up from $0.47, and non-GAAP diluted net EPS was $0.81, up from $0.73, both within the previously provided outlook ranges. GAAP operating margin was 7.1% and non-GAAP operating margin was 8.4%. Cash generation was modest for the quarter. Net cash provided by operating activities was $121 million and free cash flow was $25 million. HP returned $0.8 billion to shareholders through share repurchases ($0.5 billion, about 16.7 million shares) and dividends ($0.3 billion, at $0.2756 per share). Gross cash ended the quarter at $2.4 billion. Accounts payable declined to $13.3 billion from $14.0 billion at October 31, 2023, and total stockholders' deficit widened to $(1,640) million. Looking ahead, HP estimates fiscal 2024 second-quarter GAAP diluted net EPS of $0.58 to $0.68 and non-GAAP diluted net EPS of $0.76 to $0.86. For fiscal 2024, it estimates GAAP diluted net EPS of $2.61 to $3.01, non-GAAP diluted net EPS of $3.25 to $3.65, and free cash flow of $3.1 to $3.6 billion. Personal Systems revenue was $8.8 billion (down 4% year over year) with a 6.1% segment operating margin, while Printing revenue was $4.4 billion (down 5%) with a 19.9% segment operating margin.

Feb 28, 2024 10-K

HP Annual Report, Year Ended Oct 31, 2023

HP Inc. reported fiscal 2023 (year ended October 31, 2023) net revenue of $53.72 billion, down 14.6% from $62.91 billion in fiscal 2022 (down 11.7% on a constant currency basis). The decline was driven by demand softness and foreign currency impacts in Personal Systems and Printing, along with lower Personal Systems average selling prices. Net earnings were $3.26 billion, or $3.26 diluted earnings per share, compared with $3.13 billion in fiscal 2022. Earnings from operations fell to $3.46 billion from $4.56 billion. Gross margin rose 1.9 percentage points to 21.4%, mainly from a mix shift toward Printing and lower commodity and logistics costs in Personal Systems. Management said inventory ended the year at normalized levels, and it expects stabilization in Personal Systems and Printing during fiscal 2024. Net cash provided by operating activities was $3.57 billion, versus $4.46 billion in fiscal 2022. Total debt was $9.48 billion at year-end, down from $11.01 billion, and cash and cash equivalents were $3.11 billion. HP returned $1.1 billion to shareholders through $1.0 billion of dividends and $0.1 billion of share repurchases, and had approximately $2.0 billion remaining under its repurchase authorizations. The Future Ready Plan (the "Fiscal 2023 Plan"), which runs through fiscal 2025, targets a reduction of 4,000 to 6,000 employees and pre-tax charges of about $1.0 billion. Management reported that it exceeded its fiscal 2023 gross annual run-rate structural cost savings target. The company disclosed an unremediated material weakness in internal control over financial reporting, related to information technology general controls (user access and change management) over software solutions that affect net revenue. Ernst & Young issued an adverse opinion on internal control as of October 31, 2023, and management concluded that disclosure controls were not effective. The filing states that this weakness did not result in any errors or a material misstatement. Pending litigation includes Nokia patent claims, Philips and Caltech patent suits, and a U.K. damages proceeding against former Autonomy management in which HP seeks more than $5 billion. HP is unable to estimate a loss for the Nokia matters.

Dec 18, 2023 8-K

HP 8-K Report, Executive Changes (Dec 15, 2023)

HP Inc. (HPQ) filed this Form 8-K on December 15, 2023 under Item 5.02 to report a leadership change in its finance function. On December 12, 2023, Marie Myers notified HP that she will step down as Chief Financial Officer effective December 31, 2023, and leave the company on January 12, 2024. The filing states that Ms. Myers has elected to pursue an opportunity outside of HP. On December 13, 2023, HP appointed Timothy ("Tim") J. Brown as interim Chief Financial Officer, effective January 1, 2024, to succeed Ms. Myers. Mr. Brown, age 57, has served as HP's Senior Vice President Finance and Chief Financial Officer, Print since November 2021 and joined Hewlett-Packard Company in 1993. His prior roles include Global Head and Chief Financial Officer for Supply Chain and Global Functions (September 2020 to October 2021) and Regional Head of Finance, Americas (May 2018 to August 2020). Compensation for Mr. Brown includes an annual base salary of $550,000, a target annual cash bonus of 60% of base salary, and eligibility for annual equity grants and other senior executive benefits. He will also receive a one-time retention equity award of $2 million, on or about December 19, 2023, consisting of restricted stock units vesting ratably over two years. He is eligible for severance benefits under HP's Severance and Long-Term Incentive Change in Control Plan for Executive Officers, as described in HP's proxy statement filed February 24, 2023.

Dec 15, 2023 8-K

HP 8-K/A Report, Executive Changes (Dec 15, 2023)

HP Inc. (HPQ) filed Amendment No. 1 to its Current Report on Form 8-K, dated November 13, 2023, to update a personnel change under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers). The filing supplements the company's initial 8-K filed November 17, 2023. The initial report disclosed that on November 16, 2023, HP appointed Stephanie Liebman as interim Global Controller, effective December 15, 2023. This amendment clarifies that Ms. Liebman will now be appointed Global Controller, rather than interim Global Controller, effective December 15, 2023. The filing contains no financial results, guidance, or compensation terms for Ms. Liebman. Its significance for investors is limited to a confirmed change in the company's top accounting officer role from interim to permanent, effective the same date.

Dec 15, 2023 8-K

HP 8-K Report, Financial Results (Nov 21, 2023)

HP Inc. filed an 8-K on November 21, 2023 to furnish a news release reporting results for its fiscal 2023 full year and fourth quarter ended October 31, 2023. Fiscal 2023 net revenue was $53.7 billion, down 14.6% from the prior year. GAAP diluted net EPS was $3.26, above the previously provided outlook of $2.95 to $3.07, and non-GAAP diluted net EPS was $3.28, within the outlook of $3.23 to $3.35. Fourth-quarter net revenue was $13.8 billion, down 6.5%, with GAAP diluted EPS of $0.97 and non-GAAP diluted EPS of $0.90, both within or above the company's prior outlook. Cash generation was solid. Fiscal 2023 net cash provided by operating activities was $3.6 billion and free cash flow was $3.1 billion. HP returned $1.1 billion to shareholders through dividends and share repurchases, equal to 37% of free cash flow, and retired $1.6 billion of long-term debt. The board declared a quarterly dividend of $0.2756 per share, an increase of 5%. For fiscal 2024, HP estimates GAAP diluted EPS of $2.68 to $3.08 and non-GAAP diluted EPS of $3.25 to $3.65, with free cash flow expected between $3.1 billion and $3.6 billion. For the first quarter of fiscal 2024, it estimates GAAP diluted EPS of $0.60 to $0.70 and non-GAAP diluted EPS of $0.76 to $0.86. The filing also notes an accounting correction tied to a Personal Systems revenue contract, with prior-period revisions stated to be not material.

Nov 21, 2023 8-K

HP 8-K Report, Executive Changes (Nov 17, 2023)

HP Inc. (HPQ) filed this Form 8-K under Item 5.02 to report a leadership change in its finance organization. On November 13, 2023, Jon Faust notified HP that he will step down as Global Controller, effective December 15, 2023, because he has elected to pursue an opportunity outside of HP. The filing does not describe the nature of that outside opportunity. On November 16, 2023, HP appointed Stephanie Liebman as interim Global Controller, effective December 15, 2023, to succeed Mr. Faust. Ms. Liebman, age 54, has served since February 2023 and will continue to serve concurrently as Senior Vice President and Finance Chief Operations Officer at HP. She is a Certified Public Accountant with prior HP experience, including Chief Audit Executive from November 2015 to February 2019, and she previously worked at NTT Data Services from March 2019 to January 2023. For investors, the filing describes an orderly transition in a senior accounting role rather than a financial result or guidance change. Ms. Liebman will receive salary, annual incentive awards, and long-term incentive awards, plus other compensation and benefit programs, at levels consistent with her position and scope of responsibility. The filing does not disclose specific compensation amounts.

Nov 17, 2023 8-K

HP 8-K Report, Regulation FD Disclosure (Oct 11, 2023)

HP Inc. (NYSE: HPQ) filed this Current Report under Item 7.01 (Regulation FD Disclosure) to furnish a press release issued October 10, 2023, covering its 2023 Securities Analyst Meeting, at which the company provided a strategy update and financial outlook for its fiscal 2024. The company estimates GAAP diluted net EPS of $2.75 to $3.15 and non-GAAP diluted net EPS of $3.25 to $3.65 for fiscal 2024, with non-GAAP estimates excluding $0.50 per diluted share, primarily related to restructuring and other charges, acquisition and divestiture charges, amortization of intangible assets, non-operating retirement-related charges, and tax items. HP estimates fiscal 2024 free cash flow of $3.1 to $3.6 billion and expects to return approximately 100% of that free cash flow to shareholders through dividends and share repurchases. The Board approved a 5% increase in the planned annual cash dividend, to $1.1024 per share, beginning with the dividend for the first fiscal quarter of fiscal 2024. The balance of free cash flow not paid as dividends is expected to be returned through share repurchases. On the operational side, HP expects a $200 million increase in its Future Ready plan annualized gross run rate structural cost savings, bringing the target to $1.6 billion by the end of fiscal 2025, with estimated restructuring and other charges unchanged at approximately $1.0 billion. The company also reaffirmed its Key Growth Areas and reorganized Workforce Solutions. The filing states that the information is furnished and not deemed "filed" for purposes of Section 18 of the Exchange Act.

Oct 11, 2023 8-K

HP 8-K Report, Executive Changes (Sep 21, 2023)

HP Inc. (HPQ) filed this Current Report on September 21, 2023 to disclose two governance actions taken by its Board of Directors on September 19, 2023. First, the Board expanded its size and elected David Meline as a director, effective November 1, 2023. Mr. Meline is the former Chief Financial Officer of Moderna Inc., and the Board has determined that he is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines. He was also appointed to the Audit Committee and the Finance, Investment and Technology Committee, effective the same date. He will receive standard non-employee director compensation, including an annual cash retainer of $105,000 (which may be taken in equity) and an annual equity retainer of $220,000, both pro-rated for his first partial year. Second, the Board adopted amendments to the Company's Amended and Restated Bylaws, effective November 1, 2023, solely to increase the number of authorized directorships from 13 to 14 to accommodate Mr. Meline's appointment. The text of the amendment is filed as Exhibit 3.1, and the complete amended and restated Bylaws will be filed with the Company's next Form 10-K for the fiscal year ended October 31, 2023. For investors, this filing is a routine board refresh with a financially relevant addition: Mr. Meline's audit committee service and prior CFO experience at a large biotechnology company. The filing discloses no financial results, transactions with related parties, or arrangements that would materially affect the Company's operations.

Sep 21, 2023 10-K

HP Annual Report (Amendment), Year Ended Oct 31, 2022

HP Inc. filed this amended annual report to revise its fiscal 2022 Form 10-K (fiscal year ended October 31, 2022). The amendment revises prior-period financial statements to correct an accounting error in a Personal Systems revenue contract and other immaterial errors, and it reports that the company did not maintain effective internal control over financial reporting as of October 31, 2022. Management identified two material weaknesses in revenue controls: recognition of revenue for a Personal Systems customer's transactions involving third-party financing, and undue reliance on a payment application for certain EMEA sales incentive programs, which relate to variable consideration of approximately 4% of total consolidated revenues. Ernst & Young LLP issued an adverse opinion on internal control over financial reporting. The filing states that the revenue error affected a contract comprising less than 1% of total consolidated revenues for the impacted periods, and that the errors did not result in a material misstatement of previously filed financials. After revision, fiscal 2022 net revenue was $62.91 billion, compared with $63.46 billion in fiscal 2021, and net earnings were $3.13 billion, compared with $6.54 billion in fiscal 2021. Net earnings as originally reported for fiscal 2022 were $3.20 billion, so the revision reduced them by $71 million. Diluted earnings per share were $2.98, versus $3.05 as originally reported. Cash provided by operating activities was $4.46 billion, and the company repurchased $4.30 billion of common stock and paid $1.04 billion in dividends. The stockholders' deficit was $3.03 billion at year end. Management states that remediation is in progress, including designing preventive and detective controls and enhancing review of a SOC-1 report and related complementary user entity controls. The material weaknesses will not be considered remediated until the enhanced controls operate for a sufficient period and testing concludes they are effective.

Sep 11, 2023 10-Q

HP Quarterly Report for Q3 Ended Jul 31, 2023

HP Inc. (formerly Hewlett-Packard Company) reported net revenue of $13.20 billion for the three months ended July 31, 2023, down from $14.65 billion a year earlier, and net earnings of $766 million versus $1.12 billion. For the nine months, net revenue was $39.90 billion (versus $48.14 billion) and net earnings were $2.29 billion (versus $3.16 billion). The filing attributes the revenue decline primarily to lower average selling prices and demand softness in Personal Systems and Printing, along with foreign currency impacts. Net cash provided by operating activities for the nine months was $1.60 billion, compared with $2.56 billion a year earlier, and cash, cash equivalents and restricted cash fell to $1.72 billion from $3.15 billion at October 31, 2022. The company is executing its Future Ready Plan (Fiscal 2023 Plan), which it expects to cost approximately $1.0 billion in pre-tax charges and reduce global headcount by 4,000 to 6,000 employees. Restructuring and other charges were $416 million for the nine months. Total debt was $9.68 billion at July 31, 2023, down from $11.01 billion, after a tender offer that produced a $115 million net gain on debt extinguishment. The Poly acquisition contributed to revenue and to higher operating expenses. Stockholders' deficit improved to $(2.25) billion from $(3.03) billion. Most notably for investors, management concluded that disclosure controls and procedures were not effective due to two material weaknesses in internal control over financial reporting, one involving revenue recognition for a Personal Systems customer's third-party financing transactions and one involving reliance on a payment application for EMEA sales incentive programs. The company revised prior period financial statements to correct a revenue contract error and other immaterial errors, which the filing says would be material to the three and nine months ended July 31, 2023.

Sep 11, 2023