HPQ » Topics » TABLE OF CONTENTS

These excerpts taken from the HPQ 10-K filed Dec 18, 2008.
This excerpt taken from the HPQ DEF 14A filed Jan 29, 2008.

TABLE OF CONTENTS

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS   1
QUESTIONS AND ANSWERS   2
  Proxy Materials   2
  Voting Information   4
  Annual Meeting Information   8
  Stockholder Proposals, Director Nominations and Related Bylaw Provisions   9
  Further Questions   10
CORPORATE GOVERNANCE PRINCIPLES AND BOARD MATTERS   11
  Board Structure and Committee Composition   11
  Director Independence   14
  Lead Independent Director   16
  Executive Sessions   16
  Director Nominees   16
  Board Policy Regarding Voting for Directors   18
  Communications with the Board   18
DIRECTOR COMPENSATION AND STOCK OWNERSHIP GUIDELINES   19
PROPOSALS TO BE VOTED ON   22
  PROPOSAL NO. 1 Election of Directors   22
  PROPOSAL NO. 2 Ratification of Independent Registered Public Accounting Firm   25
COMMON STOCK OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT   26
  Beneficial Ownership Table   26
  Section 16(a) Beneficial Ownership Reporting Compliance   29
  Transactions with Related Persons   29
EXECUTIVE COMPENSATION   31
  Compensation Discussion and Analysis   31
  HR and Compensation Committee Report on Executive Compensation   42
  Fiscal 2007 Summary Compensation Table   42
  Grants of Plan-Based Awards in Fiscal 2007   45
  Outstanding Equity Awards at 2007 Fiscal Year-End   46
  Option Exercises and Stock Vested in Fiscal 2007   48
  Fiscal 2007 Pension Benefits Table   48
  Fiscal 2007 Nonqualified Deferred Compensation Table   51
  Potential Payments Upon Termination or Change-in-Control   52
EQUITY COMPENSATION PLAN INFORMATION   57
PRINCIPAL ACCOUNTANT FEES AND SERVICES   59
REPORT OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS   60





Item 2.02 Results of Operations and Financial Condition.
 
On November 19, 2007, Hewlett-Packard Company (“HP”) issued a press release relating to its fiscal quarter and fiscal year ended October 31, 2007 entitled “HP Reports Fourth Quarter 2007 Results.” The text of this press release, with the related GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, adjustments to certain GAAP financial information, GAAP consolidated condensed statements of cash flows, certain segment and business unit information, and certain additional financial information, is furnished herewith as Exhibit 99.1. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”) solely as a result of being included in Exhibit 99.1.

HP’s GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets and certain segment information for the fiscal quarter and fiscal year ended October 31, 2007 also are filed herewith as Exhibit 99.2. The information in Exhibit 99.2 is filed for purposes of Section 18 of the Exchange Act and therefore may be incorporated by reference into filings under the Securities Act.

To supplement HP’s consolidated condensed financial statements presented on a GAAP basis, HP provides non-GAAP operating profit, non-GAAP operating margin, non-GAAP net earnings, non-GAAP diluted earnings per share and gross cash. HP also provides forecasts of non-GAAP diluted earnings per share. A reconciliation of the adjustments to GAAP results for HP’s fiscal quarter and fiscal year ended October 31, 2007 and prior periods is included in the tables that are a part of Exhibit 99.1. In addition, an explanation of the ways in which HP management uses these non-GAAP measures to evaluate its business, the substance behind HP management’s decision to use these non-GAAP measures, the material limitations associated with the use of these non-GAAP measures, the manner in which HP management compensates for those limitations, and the substantive reasons why HP management believes that these non-GAAP measures provide useful information to investors is included under “Use of Non-GAAP Financial Information” in Exhibit 99.1. This additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for operating profit, operating margin, net earnings, diluted earnings per share, or cash and cash equivalents prepared in accordance with GAAP.
 
Item 9.01 Financial Statements and Exhibits.
 
Exhibit Number Description
 
Exhibit 99.1 Text of HP’s press release relating to its fiscal quarter and fiscal year ended October 31, 2007, entitled “HP Reports Fourth Quarter 2007 Results,” with the related GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, adjustments to certain GAAP financial information, GAAP consolidated condensed statements of cash flows, certain segment and business unit information, and certain additional financial information (furnished herewith).
 
Exhibit 99.2 HP’s GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, and segment information for its fiscal quarter and fiscal year ended October 31, 2007 (filed herewith).



Item 2.02 Results of Operations and Financial Condition.
 
On August 16, 2007, Hewlett-Packard Company (“HP”) issued a press release relating to its fiscal quarter ended July 31, 2007 entitled “HP Reports Third Quarter 2007 Results.” The text of this press release, with the related GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, adjustments to certain GAAP financial information, GAAP consolidated condensed statements of cash flows, certain segment and business unit information, and certain additional financial information, is furnished herewith as Exhibit 99.1. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”) solely as a result of being included in Exhibit 99.1.

HP’s GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets and certain segment information for the fiscal quarter ended July 31, 2007 and fiscal year to date also are filed herewith as Exhibit 99.2. The information in Exhibit 99.2 is filed for purposes of Section 18 of the Exchange Act and therefore may be incorporated by reference into filings under the Securities Act.

To supplement HP’s consolidated condensed financial statements presented on a GAAP basis, HP provides non-GAAP operating profit, non-GAAP operating margin, non-GAAP net earnings, non-GAAP diluted earnings per share and gross cash. HP also provides forecasts of non-GAAP diluted earnings per share. A reconciliation of the adjustments to GAAP results for HP’s third fiscal quarter ended July 31, 2007 and fiscal year to date and prior periods is included in the tables that are a part of Exhibit 99.1. In addition, an explanation of the ways in which HP management uses these non-GAAP measures to evaluate its business, the substance behind HP management’s decision to use these non-GAAP measures, the material limitations associated with the use of these non-GAAP measures, the manner in which HP management compensates for those limitations, and the substantive reasons why HP management believes that these non-GAAP measures provide useful information to investors is included under “Use of Non-GAAP Financial Information” in Exhibit 99.1. This additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for operating profit, operating margin, net earnings, diluted earnings per share, or cash and cash equivalents prepared in accordance with GAAP.
 
Item 9.01 Financial Statements and Exhibits.
 
Exhibit Number Description
 
Exhibit 99.1 Text of HP’s press release relating to its fiscal quarter ended July 31, 2007, entitled “HP Reports Third Quarter 2007 Results,” with the related GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, adjustments to certain GAAP financial information, GAAP consolidated condensed statements of cash flows, certain segment and business unit information, and certain additional financial information (furnished herewith).
 
Exhibit 99.2 HP’s GAAP consolidated condensed statements of earnings, GAAP consolidated condensed balance sheets, and segment information for its third fiscal quarter ended July 31, 2007 and fiscal year to date (filed herewith).

Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki