FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LORES ENRIQUE
2. Issuer Name and Ticker or Trading Symbol

HP INC [ HPQ ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

1501 PAGE MILL RD
3. Date of Earliest Transaction (MM/DD/YYYY)

12/6/2019
(Street)

PALO ALTO, CA 94304
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/7/2019  M  101146.00 A$0.00 433800.00 (1)D  
Common Stock 12/7/2019  F  50150.00 (2)D$20.50 383650.00 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Adjusted Restricted Stock Units  (3)12/6/2019  A   300664.00     (3) (3)Common Stock 300664.00  (3)300664.00 D  
Restricted Stock Units  (4)12/6/2019  A   214634.00     (5) (5)Common Stock 214634.00  (5)214634.00 D  
Restricted Stock Units  (4)12/7/2019  M     33908.00   (6) (6)Common Stock 33908.00  (6)65708.00 D  
Restricted Stock Units  (4)12/7/2019  M     33588.00   (7) (7)Common Stock 33588.00  (7)31792.00 D  
Restricted Stock Units  (4)12/7/2019  M     33650.00   (8) (8)Common Stock 33650.00  (8)0.00 D  

Explanation of Responses:
(1) Includes 2.526 shares previously acquired pursuant to an exempt acquisition from HP.
(2) 50,150 shares were withheld by HP to satisfy tax withholding on vesting of Restricted Stock Units ("RSUs").
(3) On 12/6/2019, the reporting person was granted 300,664 Performance Adjusted Restricted Stock Units ("PARSUs"), 100% of which will only be earned after certification of financial results as of 10/31/22, subject to certain earnings per share and relative total stockholder return conditions being met as of that date. Dividend equivalent rights accrue with respect to these PARSUs when and as dividends are paid on HP common stock.
(4) Each RSU represents a contingent right to receive one share of HP common stock.
(5) On 12/6/2019, the reporting person was granted 214,634 RSUs, one-third of which vest annually over three years on each of 12/7/2020, 12/7/2021 and 12/7/2022. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.
(6) On 12/7/2018, the reporting person was granted 98,561 RSUs, 32,853 of which vested on 12/7/2019, and 32,854 of which are scheduled to vest on each of 12/7/2020 and 12/7/2021. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 5 includes 1,055 vested dividend equivalent rights.
(7) On 12/7/2017, the reporting person was granted 95,374 RSUs, 31,791 of which vested on each of 12/7/2018 and 12/7/2019, and 31,792 of which are scheduled to vest on 12/7/2020. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 5 includes 1,797 vested dividend equivalent rights.
(8) On 12/7/2016, the reporting person was granted 92,879 RSUs, 30,959 of which vested on 12/7/2017, and 30,960 of which vested on each of 12/7/2018 and 12/7/2019. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 5 includes 2,690 vested dividend equivalent rights.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
LORES ENRIQUE
1501 PAGE MILL RD
PALO ALTO, CA 94304
X
President and CEO

Signatures
/s/ Katie Colendich as Attorney-in-Fact for Enrique Lores12/10/2019
**Signature of Reporting PersonDate

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