This excerpt taken from the HPQ DEF 14A filed Feb 11, 2005.
Compensation for the Former Chairman and Chief Executive Officer
All aspects of the fiscal 2004 compensation of Ms. Fiorina, who terminated as Chairman and Chief Executive Officer and resigned as a director on February 8, 2005, were governed by the general principles of HP's Total Rewards program described above. We reviewed the individual components of Ms. Fiorina's Total Rewards package in order to ensure alignment of her compensation with our blended peer group and to account for organizational considerations, and made an overall assessment of her performance during our March 2004 meeting. In determining to award restricted stock in December 2003 and the discretionary bonus in December 2004 as described above, the Committee also assessed Ms. Fiorina's performance, as well as the performance of other executives and employees. The Committee also considered Ms. Fiorina's compensation in light of the compensation paid to other HP executives, and amounts previously paid to Ms. Fiorina.