HP (HPQ) 10-K risk factor changes: FY2018 vs FY2017
The 2018-10-31 10-K against the 2017-10-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.
Item 1A78 rewritten26 added31 removed379 unchanged
All filing items1,188 rewritten616 added498 removed2,621 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 616 added, 498 removed, 1,188 rewritten and 2,621 unchanged across 13 items that differ.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2018; struck-through words were in FY2017. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors.
78 rewritten, 26 added, 31 removed, 379 unchanged
[removed: In addition, we are] [added: We may also be] vulnerable to increased risks associated with our efforts to address [removed: these] [added: such] challenges given the [removed: markets in which we compete, the] broad range of geographic regions in which we and our customers and partners [removed: operate, and the ongoing integration of acquired businesses.][added: operate.]
If we [added: experience these challenges and] do not succeed in [removed: these efforts,] [added: our efforts to mitigate them,] or if these efforts are more costly or time-consuming than expected, our business and results of operations may be adversely affected, which could limit our ability to invest in and grow our business.
As a result, we may invest less in certain areas of our business than our [removed: competitors do,] [added: competitors,] and our competitors may have greater financial, technical and marketing resources available to [removed: them] [added: their products and services] compared to the resources allocated to our [added: competing] products and [removed: services that compete against their products.][added: services.]
If we cannot proportionately decrease our cost structure (apart from research and development expenses) on a timely basis in response to competitive price [added: pressures, our gross margin and, therefore, our profitability could be adversely affected.]
In addition, if our pricing and other facets of our offerings are not sufficiently competitive, or if there is [removed: an adverse reaction] [added: a negative reception] to our product decisions, we may lose market share in certain areas, which could adversely affect our financial performance and business prospects.
Financial performance could [added: also] decline due to increased competition from other types of products.
[removed: In addition,] [added: For example, the] refill and remanufactured alternatives for some of our LaserJet toner and [removed: inkjet] [added: InkJet] cartridges compete with our [removed: printing supplies] [added: Printing Supplies] business.
For example, to offset industry declines in some of our businesses, [removed: we must] [added: our strategy is to] successfully grow in adjacencies such as copier printers, maintain our strong position in graphics, [removed: develop and introduce] [added: scale our] 3D [removed: printers] [added: Printing, Managed Print Services] and [added: Device as a Service businesses and] execute on our [added: Personal Systems growth] strategy [removed: to grow commercial mobility] by providing specialized products and services [removed: to] [added: that] address the needs of our customers.
In the course of conducting our business, we must [removed: adequately] address quality [added: and security] issues associated with our products and services, including defects in our engineering, design and manufacturing [removed: processes and] [added: processes,] unsatisfactory performance under service contracts, [removed: as well as defects in third-party components included in our products] and unsatisfactory performance or [removed: even] malicious acts by third-party contractors or subcontractors or their employees.
In order to address quality [added: and security] issues, we work extensively with our customers and suppliers and engage in product testing to determine the causes of problems and to develop and implement [removed: appropriate] [added: effective] solutions.
However, the products and services that we offer are complex, and our regular testing and quality control efforts may not be [added: completely] effective in controlling or detecting all quality [added: and security] issues or errors, particularly with respect to [removed: faulty] [added: defects or security vulnerabilities in] components manufactured by [removed: third-parties.][added: third parties.]
If we are unable to determine the cause or find an [removed: appropriate] [added: effective] solution to address quality [added: and security] issues with our products, we may delay shipment to customers, which would delay revenue recognition and receipt of customer payments and could adversely affect our net revenue, cash flows and profitability.
In addition, after products are delivered, quality [added: and security] issues may require us to repair or replace such products.
Addressing quality [added: and security] issues can be expensive and may result in additional warranty, repair, replacement and other costs, adversely affecting our financial performance.
If new or existing customers have difficulty operating our products or are dissatisfied with our services, our results of operations could be adversely affected, and we could face possible claims if we fail to meet our customers’ [added: expectations.]
In addition, quality [removed: issues] [added: and security issues, including those resulting from defects or security vulnerabilities in third-party components,] can impair our relationships with new or existing customers and adversely affect our brand and reputation, which could, in turn, adversely affect our results of operations.
[removed: In addition,] [added: For example,] the United Kingdom’s June 2016 vote to leave the European Union (commonly known as “Brexit”) caused significant volatility in currency exchange rates, especially between the U.S. dollar and the British pound.
Global economic [removed: events] [added: events, including trade disputes, economic sanctions] and [added: emerging market volatility, and associated] uncertainty may cause currencies to [removed: fluctuate and currency volatility contributes] [added: fluctuate, which may contribute] to variations in our sales of products and services in impacted jurisdictions.
[removed: For example,] [added: In addition,] in the event that one or more European countries were to replace the euro with another currency, our sales into such countries, or into Europe generally, would likely be adversely affected until stable exchange rates are established.
In addition, currency variations can adversely affect margins on sales of our products in countries outside of the United States and [removed: margins on sales of] products that include components obtained from suppliers located outside of the United States.
For example, [removed: until recently] we [added: have in the past] experienced the impacts of macroeconomic weakness across many geographic [removed: regions, particularly in the Europe, the Middle East and Africa region, China] [added: regions] and [removed: certain other high-growth] markets, and we may experience similar impacts in [removed: these or other regions in] the future.
Ongoing U.S. federal government spending limits may continue to reduce demand for our products and services from organizations that receive funding from the U.S. government, and could negatively affect [removed: macroeconomic conditions in the United States, which could further reduce demand for our products and services.]
Economic weakness and uncertainty may adversely affect demand for our products and services, may result in increased expenses due to higher allowances for doubtful accounts and potential goodwill and asset impairment charges, and may make it more difficult for us to [removed: make accurate forecasts of] [added: accurately forecast] revenue, gross margin, cash flows and expenses.
Overall gross margins and profitability in any given period are dependent [removed: partially] on the product, service, customer and geographic mix reflected in that period’s net [removed: revenue.][added: revenue, which in turn depends on the overall demand for our products and services.]
Competition, lawsuits, investigations, increases in component and manufacturing costs that we are unable to pass on to our customers, component supply disruptions and other risks affecting [removed: those] [added: our] businesses [removed: therefore] may [added: also] have a significant impact on our overall gross margin and profitability.
Our results of operations may be adversely affected by any conflicts that might arise between our various distribution channels or the loss or deterioration of any alliance or distribution arrangement or [removed: the loss] [added: reduced assortments] of [removed: retail shelf space.][added: our products.]
Many of our significant distributors operate on narrow margins and have been negatively [removed: affected by business pressures in the past.]
Net revenue from indirect sales could suffer, and we could experience disruptions in distribution, if our distributors’ financial conditions, abilities to borrow funds [removed: in the credit markets] or operations weaken.
Given the wide variety of [removed: systems,] products and services that we offer, the large number of our suppliers and contract manufacturers that are located around the world, and the long lead times required to manufacture, assemble and deliver certain components and products, problems could arise in production, planning and inventory management that could seriously harm our business.
| • | Component shortages. We may experience a shortage of, or a delay in receiving, certain components as a result of strong demand, capacity constraints, supplier financial weaknesses, the inability of suppliers to borrow [removed: funds in the credit markets,] [added: funds,] disputes with suppliers (some of whom are also our customers), disruptions in the operations of component suppliers, other problems experienced by suppliers or problems faced during the transition to new suppliers. For example, our PC business relies heavily upon OMs to manufacture its products and is therefore dependent upon the continuing operations of those OMs to fulfill demand for our PC products. We represent a substantial portion of the business of some of these OMs, and any changes to the nature or volume of our business transactions with a particular OM could adversely affect the operations and financial condition of the OM and lead to shortages or delays in receiving products from that OM. If shortages or delays persist, the price of certain components may increase, we may be exposed to quality issues or the components may not be available at all. We may not be able to secure enough components at reasonable prices or of acceptable quality to build products or provide services in a timely manner in the quantities needed or according to our specifications. Accordingly, our business and financial performance could suffer if we lose time-sensitive sales, incur additional freight costs or are unable to pass on price increases to our customers. If we cannot adequately address supply issues, we might have to re-engineer some product or service offerings, which could result in further costs and delays. |
| • | Contractual terms. As a result of binding long-term price or purchase commitments with vendors, we may be obligated to purchase components or services at prices that are higher than those available in the current market and be limited in our ability to respond to changing market conditions. If we commit to purchasing components or services for prices in excess of the then-current market price, we may be at a disadvantage to competitors who have access to components or services at lower prices, our gross margin could suffer, and we could incur additional charges relating to inventory obsolescence. In addition, many of our competitors obtain products or [removed: components from the same OMs and suppliers that we utilize. Our competitors may obtain better pricing, more favorable contractual terms and conditions, and more favorable allocations of products and components during periods of limited supply, and our ability to engage in relationships with certain OMs and suppliers could be limited. The practice employed by our PC business of purchasing product components and transferring those components to its OMs may create large supplier receivables with the OMs that, depending on the financial condition of the OMs, may create collectability risks. In addition, certain of our OMs and suppliers may decide to discontinue conducting business with us. Any of these developments could adversely affect our future results of operations and financial condition.] |
| • | Working conditions and materials sourcing. We work with our suppliers to improve their labor practices and working conditions, such as by including requirements in our agreements with our suppliers that [removed: working conditions in our supply chain must be safe, that] workers receive fair treatment, safe working conditions and freely chosen employment, that materials are responsibly sourced and that business operations are conducted in an environmentally responsible and ethical way. Brand perception and customer loyalty could be adversely impacted by a supplier’s improper practices or failure to comply with the above-mentioned requirements or those included in our Supplier Code of Conduct, General Specification for the Environment and other related provisions and requirements of our procurement contracts, including supplier audits, reporting of smelters, wood fiber certification (for HP brand paper and product packaging) and GHG emissions, water and waste data. |
The ultimate impact on us, our significant suppliers and our general infrastructure of being located near locations more vulnerable to the occurrence of the aforementioned business disruptions, such as near major earthquake faults, and being [removed: consolidated in certain geographical areas is unknown and remains uncertain.]
Typically, our [removed: third fiscal quarter is our weakest and our] fourth fiscal quarter is our [removed: strongest.][added: strongest by revenues.]
Approximately [removed: 63%] [added: 65%] of our net revenue for fiscal year [removed: 2017] [added: 2018] came from outside the United States.
| • | longer collection cycles and financial instability among customers, the imposition by governments of additional taxes, tariffs or other restrictions on foreign trade or changes in restrictions on trade between the United States and other [removed: countries;] [added: countries, including the impact of recently imposed tariffs between the United States and China on a wide variety of products;] |
[added: | • | Certain prior business combination and investment transactions resulted, and in the future any such transactions may result, in significant costs and expenses, including] those related to severance pay, early retirement costs, employee benefit costs, goodwill and asset impairment charges, charges from the elimination of duplicative facilities and contracts, asset impairment charges, inventory adjustments, assumed litigation and other liabilities, legal, accounting and financial advisory fees, and required payments to executive officers and key employees under retention plans. [added: |]
| • | Any increased or unexpected costs, unanticipated delays or [removed: failure] [added: failures] to meet contractual obligations could make business combination and investment transactions less profitable [added: than anticipated] or unprofitable. |
| • | Our ability to conduct due diligence with respect to business combination and investment transactions, and our ability to evaluate the results of such due diligence, is dependent upon the veracity and completeness of statements and disclosures made or actions taken by [removed: third-parties] [added: third parties] or their representatives. |
| • | The pricing and other terms of our contracts for business combination and investment transactions require us to make estimates and assumptions at the time we enter into these contracts, and, during the course of our due diligence, we may not identify all of the factors necessary to estimate accurately our costs, timing and other matters or we may incur costs if a business combination [added: and investment transaction] is not consummated. |
In addition, we have in the recent past and may again in the future face macroeconomic challenges, including weakness in certain geographic regions and global political developments that impact international trade, such as trade disputes and increased tariffs.
Our business is also exposed to the risk of defects in third-party components included in our products, including security vulnerabilities, as illustrated by the recent “Spectre” and “Meltdown” side-channel exploit threats.
In the event of security vulnerabilities or other issues with third-party components, we may have to rely on third parties to provide mitigation techniques such as firmware updates.
Furthermore, mitigation techniques for vulnerabilities in third-party components may be ineffective or may result in adverse performance, system instability and data loss or corruption.
Continued uncertainty regarding Brexit may result in future exchange rate volatility.
macroeconomic conditions in the United States, which could further reduce demand for our products and services.
Political developments impacting international trade, including continued uncertainty surrounding Brexit, trade disputes and increased tariffs, particularly between the United States and China, may negatively impact markets and cause weaker macroeconomic conditions.
affected by business pressures in the past.
Third-party suppliers may have limited financial resources to withstand challenging business conditions, particularly as a result of increased interest rates or emerging market volatility, and our business could be negatively impacted if key suppliers are forced to cease or limit their operations.
Due to the international nature of our third-party supplier network, our financial results may also be negatively impacted by increased trade barriers and tariffs.
components from the same OMs and suppliers that we utilize.
Our competitors may obtain better pricing, more favorable contractual terms and conditions, and more favorable allocations of products and components during periods of limited supply, and our ability to engage in relationships with certain OMs and suppliers could be limited.
The practice employed by our PC business of purchasing product components and transferring those components to OMs may create large supplier receivables with the OMs that, depending on the financial condition of the OMs, may create collectability risks.
In addition, certain of our OMs and suppliers may decide to discontinue conducting business with us.
Any of these developments could adversely affect our future results of operations and financial condition.
| • | Single-source suppliers. We obtain a significant number of components from single sources due to technology, availability, price, quality or other considerations. For example, we rely on Canon for certain laser printer engines and laser toner cartridges. We also rely on Intel to provide us with a sufficient supply of processors for many of our PCs and workstations, and we rely on AMD to provide us with a sufficient supply of processors for other products. Some of those processors are customized for our products. New products that we introduce may utilize custom components obtained from only one source initially until we have evaluated whether there is a need for additional suppliers. Replacing a single-source supplier could delay production of some products as replacement suppliers may be subject to capacity constraints or other output limitations. For some components, such as customized components and some of the processors that we obtain from Intel, or the laser printer engines and toner cartridges that we obtain from Canon, alternative sources either may not exist or may be unable to produce the quantities of those components necessary to satisfy our production requirements. In addition, we sometimes purchase components from single-source suppliers under short-term agreements that contain favorable pricing and other terms but that may be unilaterally modified or terminated by the supplier with limited notice and with little or no penalty. The performance of such single-source suppliers under those agreements (and the renewal or extension of those agreements upon similar terms) may affect the quality, quantity and price of our components. The loss of a single-source supplier, the deterioration of our relationship with a single-source supplier, or any unilateral modification to the contractual terms under which we are supplied components by a single-source supplier could adversely affect our business and financial performance. |
consolidated in certain geographical areas is unknown and remains uncertain.
| • | stringent privacy and data protection policies, such as the European Union’s General Data Protection Regulation (“GDPR”); |
| • | changes in tax laws; and |
we may be required to incur additional material charges relating to the impairment of those assets.
Additionally, claims of IP infringement may adversely impact our brand and reputation and imperil new and existing customer relationships.
be substantial.
Future downgrades could have the same effects, and could also require the posting of additional collateral under some of our derivative contracts.
In addition, uncertainties related to the interpretation of the TCJA could materially impact our tax obligations and effective tax rate, as well as our business strategy and tax planning.
For example, the GDPR imposes a strict data protection compliance regime with severe penalties of up to the greater of 4% of worldwide annual turnover and/or €20 million.
Any such events could result in business disruptions and the process of remediating them could be more expensive, time-consuming, disruptive and resource intensive than planned.
In addition, we are facing a series of significant macroeconomic challenges, including weakness across many geographic regions, particularly in emerging markets and Europe, and certain countries and businesses in Asia.
We may experience delays in the anticipated timing of activities related to our efforts to address these challenges and higher than expected or unanticipated execution costs.
pressures, our gross margin and, therefore, our profitability could be adversely affected.
expectations.
In particular, the economic uncertainties relating to European sovereign and other debt obligations and the related European financial restructuring efforts may cause the value of the euro to fluctuate.
The continuing uncertainty surrounding the United Kingdom’s exit from the European Union may negatively impact markets and cause weaker macroeconomic conditions.
Our net revenue depends on the overall demand for our products and services.
| • | Single-source suppliers. We obtain a significant number of components from single sources due to technology, availability, price, quality or other considerations. For example, we rely on Canon for certain laser printer engines and laser toner cartridges. We also rely on Intel to provide us with a sufficient supply of processors for many of our PCs and workstations, and we rely on AMD to provide us with a sufficient supply of processors for other |
products.
Some of those processors are customized for our products.
New products that we introduce may utilize custom components obtained from only one source initially until we have evaluated whether there is a need for additional suppliers.
Replacing a single-source supplier could delay production of some products as replacement suppliers may be subject to capacity constraints or other output limitations.
For some components, such as customized components and some of the processors that we obtain from Intel, or the laser printer engines and toner cartridges that we obtain from Canon, alternative sources either may not exist or may be unable to produce the quantities of those components necessary to satisfy our production requirements.
In addition, we sometimes purchase components from single-source suppliers under short-term agreements that contain favorable pricing and other terms but that may be unilaterally modified or terminated by the supplier with limited notice and with little or no penalty.
The performance of such single-source suppliers under those agreements (and the renewal or extension of those agreements upon similar terms) may affect the quality, quantity and price of our components.
The loss of a single-source supplier, the deterioration of our relationship with a single-source supplier, or any unilateral modification to the contractual terms under which we are supplied components by a single-source supplier could adversely affect our business and financial performance.
| • | stringent privacy and data protection policies in some foreign countries; |
| • | difficulties associated with repatriating earnings generated or held abroad in a tax-efficient manner and changes in tax laws; and |
| • | Certain prior business combination and investment transactions entered into by Hewlett-Packard Company resulted, and in the future any such transactions by us may result, in significant costs and expenses, including |
In addition, it is possible that as a
products attached to services we provide, our retirement or lack of support for our services, our clients selecting alternative technologies to replace us, the cost of our services as compared to the cost of services offered by our competitors, general market conditions or other reasons.
Prior to the Separation, Fitch Ratings, Moody’s Investor Service and Standard & Poor’s Rating Services had downgraded Hewlett-Packard Company’s ratings.
Past
In particular, if circumstances change such that we are unable to indefinitely reinvest our foreign earnings outside the United States, future income tax expense may differ significantly from historical amounts and could materially adversely affect our results.
We may not be successful in implementing new systems and transitioning data, which could cause business disruptions and be more expensive, time-consuming, disruptive and resource intensive.
The separation of Hewlett-Packard Company into two independent publicly traded companies is subject to various risks and uncertainties and may not achieve some or all of the anticipated benefits.
On November 1, 2015, we completed the Separation of our enterprise technology infrastructure, software, services and financing businesses from our personal systems and printing businesses.
The process of completing the Separation involved significant costs and expenses.
We may not realize some or all of the anticipated strategic, financial, operational, marketing or other benefits from the Separation.
As an independent publicly traded company we are a smaller, less diversified company with a narrower business focus and may be more vulnerable to changing market conditions, which could materially and adversely affect our business, financial condition and results of operations.
We continue to review our acquisitions, dispositions, and other transactions, including those related to the Separation, in light of the economic and legislative environment.
An excerpt. Shown here: 40 of 78 rewritten, all 26 added and all 31 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors. in the FY2018 filing and the FY2017 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
142 rewritten, 115 added, 81 removed, 397 unchanged
| • | [removed: HP Inc.] Separation Transaction. A discussion of the separation of Hewlett Packard Enterprise Company, HP Inc.’s former enterprise technology infrastructure, software, services and financing businesses. |
| • | Results of Operations. An analysis of our continuing financial results comparing fiscal year [removed: 2017] [added: 2018] to fiscal year [removed: 2016] [added: 2017] and fiscal year [removed: 2016] [added: 2017] to fiscal year [removed: 2015.] [added: 2016.] A discussion of the results of continuing operations is followed by a more detailed discussion of the results of operations by segment. |
| • | Liquidity and Capital Resources. An analysis of changes in our cash flows and a discussion of our liquidity and [removed: continuing] financial condition. |
| • | Contractual and Other Obligations. An overview of contractual obligations, retirement and post-retirement benefit plan contributions, cost-saving plans, uncertain tax positions and off-balance sheet [removed: arrangements of our continuing operations.] [added: arrangements.] |
[removed: HP Inc. Separation Transaction][added: SEPARATION TRANSACTION]
[removed: In connection with the Separation,] [added: On November 1, 2015,] we [removed: and] [added: completed the separation of] Hewlett Packard [removed: Enterprise have] [added: Enterprise, Hewlett-Packard Company’s former enterprise technology infrastructure, software, services and financing businesses and] entered into a separation and distribution agreement as well as various other agreements that provide a framework for the relationships between HP and Hewlett Packard Enterprise going forward, including among others a tax matters agreement, an employee matters agreement, a real estate matters agreement and a master commercial agreement.
We sell to individual consumers, [removed: small- and medium-sized businesses (“SMBs”)] [added: SMBs] and large enterprises, including customers in the government, health, and education sectors.
We have three [removed: segments for financial reporting purposes:] [added: reportable segments:] Personal Systems, Printing and Corporate Investments.
The Personal Systems segment offers Commercial and Consumer [removed: personal computers (“PCs”), Workstations,] [added: desktop and notebook PCs, workstations,] thin clients, Commercial [removed: tablets and] mobility devices, retail [removed: point-of-sale] [added: POS] systems, displays and other related accessories, software, [removed: support and services for the commercial] [added: support,] and [removed: consumer markets.][added: services.]
| • | In Personal Systems, our strategic focus is on profitable growth through hyper market segmentation with respect to enhanced innovation in multi-operating systems, multi-architecture, geography, customer segments and other key attributes. Additionally, we are investing in premium [removed: and mobility] form factors such as convertible [removed: notebooks, detachable] notebooks [removed: and mobility devices in order] to meet customer preference for mobile, thinner and lighter devices. [removed: The beginning of a market shift to contractual solutions includes an] [added: We have] increased [added: our] focus on Device as a [removed: Service.] [added: Service as the market begins to shift to contractual solutions.] We believe that we are well positioned due to our competitive product lineup. |
| • | In Printing, our strategic [added: growth] focus is on [removed: business printing, a shift] [added: shifting] to contractual solutions and Graphics, as well as expanding our footprint in the 3D printing marketplace. Business printing includes delivering solutions to SMBs and enterprise customers, such as multi-function and PageWide printers, including our JetIntelligence lineup of LaserJet printers. The shift to contractual solutions includes an increased focus on Managed Print Services and Instant Ink, which presents strong after-market supplies opportunities. In the Graphics space, we are focused on innovations such as our Indigo and Latex product offerings. We plan to continue to focus on shifting the mix in the installed base to higher value units and expanding our innovative Ink, Laser, Graphics and 3D printing programs. We continue to execute on our key initiatives of focusing on high-value products targeted at high usage categories and introducing new revenue delivery models. Our focus is on placing higher value printer units which offer strong annuity of toner and ink, the design and deployment of A3 products and solutions, accelerating growth in Graphic solutions and 3D printing. |
One set of challenges relates to dynamic market trends, such as [removed: flat] [added: forecasted declining] PC [removed: device] [added: Client markets] and [added: flat] home printing markets.
| • | In Printing, we are seeing signs of stabilization of demand in consumer and commercial markets, but are still experiencing an overall competitive pricing environment. We [removed: obtained a number of] [added: obtain many] components from single sources due to technology, availability, price, quality or other considerations. For instance, we source [added: the] majority of our A4 and a portion of [added: our] A3 portfolio of laser printer engines and laser toner cartridges from Canon. Any decision by either party to not renew our agreement with Canon or to limit or reduce the scope of the agreement could adversely affect our net revenue from LaserJet products; however, we have a long-standing business relationship with Canon and anticipate renewal of this agreement. [added: We are also seeing increases in commodity costs impacting our bill of materials.] |
In addition, we [removed: need to] continue to [removed: improve] [added: work on improving] our operations, with a particular focus on enhancing our end-to-end processes and efficiencies.
We also [removed: need to] continue to [removed: optimize] [added: work on optimizing] our sales coverage models, align our sales incentives with our strategic goals, improve channel execution, strengthen our capabilities in our areas of strategic focus, and develop and capitalize on market opportunities.
We typically experience higher net revenues in our [removed: first and] fourth [removed: quarters] [added: quarter] compared to other quarters in our fiscal year due in part to seasonal holiday demand.
We enter into contracts to sell our products and services, and while many of our sales agreements contain standard terms and conditions, there are agreements [removed: we enter into] which contain non-standard terms and conditions.
[added: We] evaluate TPE of selling price by reviewing largely similar and interchangeable competitor products or services in standalone sales to similarly situated customers.
[removed: We may modify or] develop new go-to-market practices in the future, which may result in changes in selling prices, impacting both VSOE of selling price and ESP.
In most arrangements with multiple elements, the transaction price is allocated to the individual units of accounting at [added: the] inception of the arrangement based on their relative selling price.
Our standard product warranty terms generally include post-sales support and repairs or replacement of a product at no additional charge for a specified [removed: period of time.][added: period.]
Over the last three fiscal years, the annual warranty expense and actual warranty costs have averaged approximately [removed: 2.0%] [added: 1.8%] and [removed: 2.3%] [added: 2.0%] of annual net revenue, respectively.
We have engaged in restructuring actions which require management to estimate the timing and amount of severance and other employee separation costs for workforce reduction [removed: and enhanced early retirement] programs, fair value of assets made redundant or obsolete, and the fair value of lease cancellation and other exit costs.
[removed: The expected] [added: | Expected] long-term return on plan assets [removed: is][added: | $ | 30 | |]
[added: The expected long-term return on plan assets is] determined based on asset allocations, historical portfolio results, historical asset correlations and management’s expected returns for each asset class.
[removed: For the] recognition of net periodic benefit cost, the calculation of the expected long-term return on plan assets uses the fair value of plan assets as of the beginning of the fiscal year unless updated as a result of interim re-measurement.
The following table provides the impact a change of 25 basis points in each of the weighted-average assumptions of the discount rate, expected increase in compensation levels and expected long-term return on plan assets would have had on our net periodic benefit cost for fiscal year [removed: 2017:][added: 2018:]
| Discount rate | $ | [removed: 7] [added: 8] | |
[removed: Our] [added: Prior to the enactment of the TCJA, our] effective tax rate [removed: includes] [added: included] the impact of certain undistributed foreign earnings for which we have not provided [removed: United States] [added: U.S.] federal taxes because we [removed: plan] [added: had planned] to reinvest such earnings indefinitely outside the United States.
Based on these assumptions, we estimate the amount we expect to indefinitely invest outside the United States and the amounts we expect to distribute to the United States and provide the [removed: United States] [added: U.S.] federal taxes due on amounts expected to be distributed to the United States.
[added: Material changes in our] estimates of cash, working capital and long-term investment requirements in the various jurisdictions in which we do business could impact how future earnings are repatriated to the United States, and our related future effective tax rate.
We are subject to income taxes in the United States and approximately [removed: 58] [added: 60] other countries, and we are subject to routine corporate income tax audits in many of these jurisdictions.
Our accrual for uncertain tax positions is attributable primarily to uncertainties concerning the tax treatment of our international operations, including the allocation of income among different jurisdictions, intercompany [removed: transactions] [added: transactions, pension] and related interest.
We can [removed: opt] [added: elect] to perform a qualitative assessment to test a reporting unit’s goodwill for impairment or perform a quantitative impairment test.
We weight the fair value derived from the market approach depending on the level of comparability of these publicly-traded [removed: companies to the reporting unit.]
Our annual goodwill impairment analysis, performed using the qualitative assessment option as of the first day of the fourth quarter of fiscal year [removed: 2017,] [added: 2018,] resulted in a conclusion that it was more likely than not that the fair value of our reporting units exceeded their respective carrying values.
As a result, we concluded that [removed: the first step of the goodwill] [added: a quantitative] impairment test was not necessary.
As of October 31, [removed: 2017,] [added: 2018,] the gross notional value of our derivative portfolio was [removed: $25] [added: $24] billion.
Assets and liabilities related to derivative instruments are measured at fair [removed: value,] [added: value] and were [removed: $121] [added: $515] million and [removed: $372] [added: $195] million, [removed: respectively] [added: respectively,] as of October 31, [removed: 2017.][added: 2018.]
We believe we have recorded adequate provisions for any such matters and, as of October 31, [removed: 2017,] [added: 2018,] it was not reasonably possible that a material loss had been incurred in excess of the amounts recognized in our financial statements.
| • | In Personal Systems, we face challenges with industry component availability. |
Accordingly, we face global macroeconomic challenges, tariff-driven headwinds, uncertainty in the markets, volatility in exchange rates, weaker macroeconomic conditions and evolving dynamics in the global trade environment.
We may modify or
For the
The Tax Cuts and Jobs Act (“the TCJA”) made significant changes to the U.S. tax law.
The TCJA lowered our U.S. statutory federal income tax rate from 35% to 21% effective January 1, 2018, while also imposing a one-time transition tax on accumulated foreign earnings.
In fiscal year 2018, we recorded a provisional tax benefit of $760 million as a provisional estimate under the SEC Staff Accounting Bulletin (“SAB”) No. 118.
In December 2017, the SEC staff issued SAB No. 118, which addresses how a company recognizes provisional estimates when a company does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete its accounting for the effect of the changes in the TCJA.
The measurement period ends when a company has obtained, prepared, and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year.
The final impact of the TCJA may differ from the provisional estimates due to changes in interpretations of the TCJA, legislative action to address questions that arise because of the TCJA, changes in accounting standard for income taxes and related interpretations in response to the TCJA, and updates or changes to estimates used in the provisional amounts.
In fiscal year 2018, we recorded a provisional tax benefit of $760 million related to the $5.6 billion net benefit for the decrease in our deferred tax liability on unremitted foreign earnings, partially offset by a $3.3 billion net expense for the deemed repatriation tax payable in installments over eight years, a $1.2 billion net expense for the remeasurement of our deferred tax assets and liabilities to the new U.S. statutory tax rate and a $317 million net expense related to realization on U.S. deferred taxes that are expected to be realized at a lower rate.
Resolution of the provisional estimates of the TCJA effects that are different from the assumptions made by us could have a material impact on our financial condition and operating results.
Business Combinations
We allocate the fair value of purchase consideration to the assets acquired, liabilities assumed, and non-controlling interests in the acquiree generally based on their fair values at the acquisition date.
The excess of the fair value of purchase consideration over the fair value of these assets acquired, liabilities assumed and non-controlling interests in the acquiree is recorded as goodwill and may involve engaging independent third-parties to perform an appraisal.
When determining the fair values of assets acquired, liabilities assumed, and non-controlling interests in the acquiree, management makes significant estimates and assumptions, especially with respect to intangible assets.
Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth rates and margins, attrition rates, future changes in technology and brand awareness, loyalty and position, and discount rates.
Fair value estimates are based on the assumptions management believes a market participant would use in pricing the asset or liability.
Amounts recorded in a business combination may change during the measurement period, which is a period not to exceed one year from the date of acquisition, as additional information about conditions existing at the acquisition date becomes available.
companies to the reporting unit.
The decrease was primarily due to higher Commercial Hardware unit placements in Printing and an increase in commodity and logistics costs in Personal Systems, partially offset by higher pricing in Personal Systems and favorable foreign currency impacts.
R&D expense increased 18% in fiscal year 2018 compared to fiscal year 2017, primarily due to continuing investment in Printing, including the acquisition of Samsung’s printer business.
SG&A expense increased 11% in fiscal year 2018 as compared to fiscal year 2017, primarily driven by incremental go-to-market investments to support revenue growth, including the acquisition of Samsung’s printer business.
Acquisition-related Charges
Acquisition-related charges for the fiscal years 2018, 2017 and 2016 relate primarily to third-party professional and legal fees, and integration-related costs, as well as fair value adjustments of certain acquired assets such as inventory.
Amortization expense increased by $79 million in fiscal year 2018 compared to the prior-year period, due to intangible assets resulting primarily from the acquisition of Samsung’s printer business.
Interest and other, net expense increased by $808 million in fiscal year 2018 compared to the prior-year period, primarily due to the reversal of indemnification receivables from Hewlett Packard Enterprise pertaining to various income tax audit settlements, and loss on extinguishment of debt.
As a result of U.S. tax reform, a blended U.S. federal statutory rate of 23% was computed for the fiscal year ending October 31, 2018.
In fiscal year 2018, our effective tax rate generally differs from the U.S. federal statutory rate of 23.3% primarily due to transitional impacts of U.S. tax reform and resolution of various audits and tax litigation.
Ireland.
The gross income tax benefits related to these favorable tax rates are in addition to transitional impacts of U.S. tax reform and resolution of various audits and tax litigation.
As discussed in the Note 6 “Taxes on Earnings” to the Consolidated Financial Statements in Item 8 of this report, we have not yet completed our analysis of the full impact of the TCJA.
However, as of October 31, 2018, we recorded a provisional tax benefit of $760 million related to $5.6 billion net benefit for the decrease in our deferred tax liability on unremitted foreign earnings, partially offset by $3.3 billion net expense for the deemed repatriation tax payable in installments over eight years, a $1.2 billion net expense for the remeasurement of our deferred assets and liabilities to the new U.S. statutory tax rate and a $317 million net expense related to realization on U.S. deferred taxes that are expected to be realized at a lower rate.
Fiscal year 2018 also included tax benefits related to audit settlements of $1.5 billion and valuation allowance releases of $601 million pertaining to a change in our ability to utilize certain foreign and U.S. deferred tax assets due to a change in our geographic earnings mix.
These benefits were partially offset by other net tax charges of $34 million.
In fiscal year 2018, in addition to the discrete items mentioned above, we recorded excess tax benefits of $42 million on stock options, restricted stock units and performance-adjusted restricted stock units.
Realignment
Effective at the beginning of its first quarter of fiscal year 2018, HP implemented an organizational change to align its segment and business unit financial reporting more closely with its current business structure.
The organizational change resulted in the transfer of long-life consumables from Commercial to Supplies within the Printing segment.
Certain revenues related to service arrangements, which are being eliminated for the purposes of reporting HP’s consolidated net revenue, have now been reclassified from Other to segments.
On November 1, 2015, we completed the separation of Hewlett Packard Enterprise Company (“Hewlett Packard Enterprise”), Hewlett-Packard Company’s former enterprise technology infrastructure, software, services and financing businesses (the “Separation”).
In connection with the Separation, Hewlett-Packard Company changed its name to HP Inc. (“HP”).
HP INC. AND SUBSIDIARIES
Management’s Discussion and Analysis of
| • | In Personal Systems, we face challenges with continued increases in commodity costs, especially in memory, and the uncertainty of the PC market’s ability to absorb price increases driven by higher commodity costs. |
Accordingly, we face global macroeconomic challenges such as the June 23, 2016 referendum by British voters to exit the European Union (commonly known as “Brexit”), uncertainty in the markets and weaker macroeconomic conditions.
We
| Expected long-term return on plan assets | $ | 28 | |
Material changes in our
The primary factors contributing to the net revenue decline were unfavorable foreign currency impacts, weak market demand, competitive pricing pressures and the change in the Supplies sales model.
R&D expense increased 2% in fiscal year 2016 as compared to fiscal year 2015 primarily due to incremental investments in A3 and 3D printing, partially offset by favorable foreign currency impacts.
SG&A expense decreased 19% in fiscal year 2016 as compared to fiscal year 2015 primarily due to gains from the divestiture of certain software assets to Open Text Corporation, lower corporate governance and other overhead costs related to the pre-Separation combined entity, our cost-saving initiatives and favorable foreign currency impacts.
These effects were partially offset by the gain from the divestiture of Snapfish in the prior-year period.
Interest and other, net expense increased by $455 million in fiscal year 2017 compared to the prior-year period.
Interest and other, net expense decreased by $600 million in fiscal year 2016 compared to the prior-year period.
The decrease was primarily due to higher tax indemnification income in fiscal year 2016 from Hewlett Packard Enterprise under the tax matters agreement and lower foreign currency losses, partially offset by lower interest income.
We plan to reinvest certain earnings of these jurisdictions indefinitely outside the United States and therefore have not provided
U.S. taxes on those indefinitely reinvested earnings.
These amounts included $1.7 billion of tax benefits due to a release of valuation allowances pertaining to certain U.S. deferred tax assets, $449 million of tax charges related to uncertain tax positions on pension transfers, $70 million of tax benefits related to state tax impacts, and $6 million of income tax charges related to various other items.
In addition, we recorded $33 million of income tax charges on restructuring and pension-related costs.
| Net revenue | $ | 33,374 | | | $ | 29,987 | | | $ | 31,520 | |
| Other | 1,252 | | | | 1,179 | | | | 0.2 | |
| | 2016 | | | | 2015 | | | | | |
| Notebooks | $ | 16,982 | | | $ | 17,271 | | | (0.9 | ) |
| Desktops | 9,956 | | | | 10,941 | | | | (3.1 | ) |
| Workstations | 1,870 | | | | 2,018 | | | | (0.5 | ) |
| Other | 1,179 | | | | 1,290 | | | | (0.4 | ) |
| Total Personal Systems | $ | 29,987 | | | $ | 31,520 | | | (4.9 | ) |
The net revenue decline in Personal Systems was primarily due to unfavorable foreign currency impacts and weak market demand.
Personal Systems net revenue decreased as a result of a 3.5% decline in unit volume along with a 1% decline in ASPs as compared to the prior-year period.
The decline in ASPs was primarily due to competitive pricing in the commercial segment partially offset by favorable pricing in the consumer segment and favorable mix shift in consumer high-end premium products.
Consumer and commercial revenue both decreased by 5%, primarily due to weak market demand, partially offset by an increase in commercial notebooks and PC services.
Net revenue declined 2% in Notebooks, 9% in Desktops, 7% in Workstations and 9% in Other as compared to the prior-year period.
The net revenue decline in Other was primarily due to lower sales in consumer tablets and Personal Systems options partially offset by revenue growth in PC services.
Operating expenses as a percentage of net revenue increased by 0.1 percentage point primarily driven by an increase in field selling cost.
| Net revenue | $ | 18,801 | | | $ | 18,260 | | | $ | 21,232 | |
| Earnings from operations | $ | 3,161 | | | $ | 3,128 | | | $ | 3,765 | |
| Supplies | $ | 12,416 | | | $ | 11,875 | | | 3.0 | |
| Commercial Hardware | 3,973 | | | | 4,035 | | | | (0.3 | ) |
| Total Printing | $ | 18,801 | | | $ | 18,260 | | | 3.0 | |
An excerpt. Shown here: 40 of 142 rewritten, 40 of 115 added and 40 of 81 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2018 filing and the FY2017 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
7 rewritten, 0 added, 0 removed, 26 unchanged
We transact business in approximately 44 currencies worldwide, of which the most significant foreign currencies to our operations for fiscal year [removed: 2017] [added: 2018] were the euro, Chinese yuan renminbi, the British pound and the Indian rupee.
We have performed sensitivity analyses for continuing operations as of October 31, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the levels of foreign currency exchange rates relative to the U.S. dollar, with all other variables held constant.
The foreign currency exchange rates we used in performing the sensitivity analysis were based on market rates in effect at October 31, [removed: 2017] [added: 2018] and [removed: 2016.][added: 2017.]
The sensitivity analyses indicated that a hypothetical 10% adverse movement in foreign currency exchange rates would result in a foreign exchange fair value loss of [removed: $64] [added: $75] million and [removed: $41] [added: $64] million at October 31, [removed: 2017] [added: 2018] and October 31, [removed: 2016,] [added: 2017,] respectively.
We have performed sensitivity analyses as of October 31, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the levels of interest rates across the entire yield curve, with all other variables held constant.
The discount rates used were based on the market interest rates in effect at October 31, [removed: 2017] [added: 2018] and [removed: 2016.][added: 2017.]
The sensitivity analyses indicated that a hypothetical 10% adverse movement in interest rates would have resulted in a loss in the fair values of our debt and investments, net of interest rate swaps, of [removed: $61] [added: $69] million at October 31, [removed: 2017] [added: 2018] and [removed: $51] [added: $61] million at October 31, [removed: 2016.][added: 2017.]
Item 1. Business.
57 rewritten, 38 added, 32 removed, 207 unchanged
[removed: HP Inc.] Separation Transaction
We have three [removed: segments for financial reporting purposes:] [added: reportable segments:] Personal Systems, Printing and Corporate Investments.
The Personal Systems segment offers Commercial and Consumer [added: desktop and notebook] personal computers (“PCs”), Workstations, thin clients, Commercial [removed: tablets and] mobility devices, retail point-of-sale (“POS”) systems, displays and other related accessories, software, support and [removed: services for the commercial and consumer markets.][added: services.]
Personal Systems [removed: provides] [added: offers] Commercial and Consumer [added: desktop and notebook] PCs, Workstations, thin clients, Commercial [removed: tablets and] mobility devices, retail POS systems, displays and other related accessories, software, support and [removed: services for the commercial and consumer markets.][added: services.]
We group Commercial notebooks, Commercial desktops, Commercial services, Commercial [removed: tablets and] mobility devices, Commercial [removed: detachables,] [added: detachables and convertibles,] Workstations, retail POS systems and thin clients into [removed: commercial clients] [added: Commercial PCs] and Consumer notebooks, Consumer desktops, Consumer services and Consumer detachables into [removed: consumer clients] [added: Consumer PCs] when describing performance in these markets.
Both Commercial and Consumer PCs and Commercial [removed: tablets and] mobility devices [removed: are based predominately on] [added: maintain a multi-operating system, multi-architecture strategies using] Microsoft [removed: Windows] [added: Windows, Google Chrome, Android] operating systems and use [added: predominantly] processors from Intel Corporation (“Intel”) and Advanced Micro Devices, Inc. (“AMD”).
Commercial PCs are optimized for use by customers including [removed: enterprise] [added: enterprise, public sector] and SMB customers, with a focus on robust designs, security, serviceability, connectivity, reliability and manageability in networked [added: and cloud-based] environments.
Commercial PCs include the HP ProBook and HP EliteBook lines of notebooks, convertibles, and detachables, the HP Pro and HP Elite lines of business desktops and all-in-ones, retail POS systems, HP Thin Clients, HP Pro Tablet PCs and [added: the] HP [removed: Chromebook.][added: notebook, desktop and Chromebook systems.]
Additionally, we offer a range of services and solutions to [removed: enterprise] [added: enterprise, public sector] and SMB customers to help them manage the lifecycle of their PC and mobility installed base.
Consumer PCs are [removed: notebooks, desktops and hybrids that are] optimized for consumer usage, focusing on [added: gaming, consuming] multi-media [removed: consumption, online browsing] [added: for entertainment, managing personal life activities, staying connected, sharing information, getting things done for work including content creation, staying informed] and [removed: light productivity] [added: security] and include [removed: the] HP Spectre, HP Envy, HP Pavilion, HP Chromebook, [added: HP Stream,] Omen by [removed: HP,] [added: HP lines of notebooks and] hybrids and [added: HP Envy, HP Pavilion and Omen by HP desktops and] all-in-one [removed: desktops.][added: lines.]
Personal Systems groups its global business capabilities into [removed: Notebooks, Desktops, Workstations and Other] [added: the following business units] when reporting business [removed: performance.][added: performance:]
Printing is also focused on imaging solutions in the commercial [added: and industrial] markets.
Ongoing key initiatives include [added: the] design and deployment of A3 products and solutions for the copier and multifunction printer market, printer security solutions, PageWide solutions and award-winning JetIntelligence LaserJet products.
Home Printing Solutions delivers innovative printing products and solutions for the [added: home,] home [added: business] and [removed: home] [added: micro] business [removed: or small office] customers utilizing both HP’s Ink and Laser technologies.
Initiatives such as Instant Ink and Continuous Ink Supply System provide business model innovation to benefit and expand HP’s existing customer base, while new [removed: innovations] [added: technologies] like [removed: Sprocket] [added: Photo Lifestyle products] drive print relevance for a mobile generation.
Graphics Solutions [removed: offers] [added: delivers] large-format, commercial and industrial solutions to print service providers and packaging converters through [removed: the largest] [added: a wide] portfolio of printers and presses (HP DesignJet, HP Latex, HP Scitex, HP Indigo and HP PageWide Web Presses).
3D Printing delivers [removed: HP’s] [added: the HP] Multi-Jet Fusion 3D Printing Solution designed for prototyping and production of functional parts and functions on an open platform facilitating the development of new 3D printing materials.
| • | Supplies comprises a set of highly innovative [removed: advanced] consumable products, ranging from Ink and Laser [removed: print cartridges; and media] [added: cartridges] to [added: media,] graphics [removed: supplies and] [added: supplies,] 3D printing [added: supplies and Samsung-branded A4 and A3 supplies and OEM] supplies, for recurring use in Consumer and Commercial Hardware. |
| • | distribution partners that supply our [added: products and] solutions to resellers; and |
| • | system integrators and other [removed: advisory firms] [added: business intermediaries] that provide various levels of [removed: management and IT consulting,] [added: services,] including [removed: some] systems integration [removed: work,] [added: work] and [added: as-a-service solutions, and] typically partner with us on client solutions that require our [removed: unique] products and services. |
The mix of our business conducted by direct sales or channel sales differs [removed: substantially] by business and region.
We believe that customer buying patterns and different regional market conditions require us to tailor our sales, marketing and distribution efforts [removed: accordingly.][added: to the regional and sub-regional specificities for each of our businesses.]
We are focused on driving the depth and breadth of our [removed: coverage, in addition to] [added: market coverage while] identifying efficiencies and productivity [removed: gains,] [added: gains] in both our direct and indirect [removed: businesses.][added: routes to market.]
The account manager is supported by a team of specialists with product and services [removed: expertise.][added: expertise and drives both direct and indirect sales to their assigned customers.]
For other customers and for consumers, we typically manage [added: both] direct online sales as well as [added: channel relationships with retailers mainly targeting consumers and small businesses and commercial resellers mainly targeting SMBs and mid-market accounts.]
[removed: We use] multiple OMs to maintain flexibility in our supply chain and manufacturing processes.
[removed: In addition to our use of OMs,] [added: Additionally,] we [removed: currently] manufacture [removed: a limited number of] finished products from components and subassemblies that we acquire from a wide range of vendors.
Alternatively, configuring products to order enables units to match a customer’s [removed: particular] hardware and software customization requirements.
However, we have relied on sole sources for [added: some] laser printer engines, LaserJet supplies, certain customized parts and parts for products with short life cycles (although some of these sources have operations in multiple locations, mitigating the effect of a disruption).
For instance, we source [added: the] majority of our A4 and a portion of A3 portfolio laser printer engines and laser toner cartridges from Canon.
In this regard, we believe that our broad geographic presence as well as our focus [removed: in] [added: on] diversity and inclusion, gives us a solid base on which to build future growth.
For a discussion of risks attendant to [removed: HP’s international operations,] [added: these competitive factors,] see “Risk [removed: Factors—Due to the international nature of our business, political or economic changes or other factors] [added: Factors—We operate in an intensely competitive industry and competitive pressures] could harm our business and financial performance,” in Item 1A, [removed: “Quantitative and Qualitative Disclosure about Market Risk,” in Item 7A and Note 11, “Borrowings” to the Consolidated Financial Statements in Item 8,] which [removed: are] [added: is] incorporated herein by reference.
At October 31, [removed: 2017,] [added: 2018,] our worldwide patent portfolio included over [removed: 18,000 patents.][added: 26,000 patents, including patents acquired from Samsung.]
No single patent is [removed: in itself] essential to HP as a whole or to any of HP’s business segments.
Our approach [removed: to sustainability] covers a broad range of sustainability issues across three pillars: [removed: environment, society] [added: Planet, People] and [removed: integrity.][added: Community.]
| • | Reduce first-tier production supplier and product [removed: transport-related] [added: transportation-related] GHG emissions intensity (which refers to the portion of first-tier production and product transportation suppliers’ reported GHG emissions attributable to HP divided by HP’s annual net revenue) by 10% by 2025, compared to 2015; |
| • | Reduce the GHG [added: emissions] intensity of HP’s product portfolio (which refers to tonnes CO2e/net revenue arising from the use of more than 95% of HP product units shipped each year) by 25% by 2020, compared to [removed: 2010.] [added: 2010;] |
| • | Double factory participation in our supply chain sustainability programs by 2025, compared to [removed: 2015;and] [added: 2015; and] |
| • | Maintain greater than 99% completion rate of [added: annual Integrity at HP (formerly] Standards of Business [removed: Conduct] [added: Conduct)] training among active HP employees and the Board of Directors. |
Our operations, [added: supply chain] and [removed: ultimately] our products, are expected to become increasingly subject to federal, state, local and foreign laws, regulations and international treaties relating to climate change.
- Notebooks consists of Consumer notebooks, Commercial notebooks, mobile workstations and Commercial mobility devices;
| • | Desktops includes Consumer desktops, Commercial desktops, thin clients, and retail POS systems; |
| • | Workstations consists of desktop workstations and accessories; and |
| • | Other consists of Consumer and Commercial services as well as other Personal Systems capabilities. |
It also includes Samsung Electronics Co., Ltd (“Samsung”)-branded and Original Equipment Manufacturer (“OEM”) hardware, supplies and solutions.
Each of our businesses and regions manages the definition and execution of its own go-to-market and distribution strategy.
Our businesses collaborate to accomplish strategic and process alignment where appropriate.
We use
At HP, we believe in the power of technology to enable people and communities to change the world for the better.
Sustainable impact is fundamental to our reinvention journey-fueling our innovation and growth and strengthening our business for the long term.
Planet.
We aim to grow our business, not our footprint - and support our customers to do the same by transforming our entire business to drive a more efficient, circular, and low-carbon economy and enabling our customers to invent the future through our most sustainable portfolio of products and services.
People.
We champion dignity, respect and empowerment for all people with whom we work by working to embed diversity and inclusion in everything we do and helping to enable all people who help bring our products to market to thrive at work, at home and in their communities.
Community.
Through our technology, time and resources, we work to catalyze positive change in communities where we live, work and do business.
As a result, we aim to unlock opportunity through the power of technology and improve the vitality and resilience of our local communities.
Planet
| • | Help suppliers cut 2 million tonnes of carbon dioxide equivalent (CO2e) emissions between 2010 and 2025; |
People
| | |
| --- | --- |
| | |
| --- | --- |
| | |
| --- | --- |
Community
| | |
| --- | --- |
Mr. Cho joined Hewlett-Packard Company in June 2010 as the Vice President and General Manager of the LaserJet Supplies team.
In 2014, Mr. Cho transitioned to Global Head and General Manager of Commercial Personal Systems at Hewlett-Packard Company.
Previously, Mr. Fieler served as Head of Global Treasury since January 2017.
Prior to that role, he was Chief Financial Officer at Proteus Digital Health from June 2014 to January 2017.
Mr. Fieler served in a range of finance and operational roles at Hewlett-Packard Company prior to its separation, including Vice President, Chief Financial Officer of HP Software from January 2012 to June 2014.
If the Board grants any waivers from Integrity at HP to any of our directors or executive officers, or if we amend Integrity at HP, we will, if required, disclose these matters via updates to our website at http://www.hp.com/investor/home on a timely basis.
We encourage investors to visit our website from time to time, as information is updated and new information is posted.
The content of our website is not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.
AMD is a trademark of Advanced Micro Devices, Inc. Google™ and Google Chrome™ are trademarks of Google LLC.
A summary of our net revenue, earnings from operations and assets for our segments can be found in Note 2, “Segment Information” to the Consolidated Financial Statements in Item 8, which is incorporated herein by reference.
A discussion of factors potentially affecting our operations is set forth in “Risk Factors” in Item 1A, which is incorporated herein by reference.
Personal Systems also maintains a multi-operating system, multi-architecture strategy using the Google Chrome and Android operating systems among others for notebooks and tablets.
While each of our key business segments manages the execution of its own go-to-market and distribution strategy, our business segments also collaborate to accomplish strategic and process alignment where appropriate.
channel relationships with retailers, while our business segments collaborate to manage relationships with commercial resellers targeting SMBs where appropriate.
A summary of our domestic and international net revenue and net property, plant and equipment is set forth in Note 2, “Segment Information” to the Consolidated Financial Statements in Item 8, which is incorporated herein by reference.
Approximately 63% of our overall net revenue in fiscal year 2017 came from outside the United States.
Expenditures for research and development were $1.2 billion in each of fiscal years 2017, 2016 and 2015.
For a discussion of risks attendant to these competitive factors, see “Risk Factors—We operate in an intensely competitive industry and competitive pressures could harm our business and financial performance,” in Item 1A, which is incorporated herein by reference
Environment.
We are focused on reinventing the way that products are designed, manufactured, used and recovered as we shift our business model and operations toward a low carbon and circular economy that promotes greater energy efficiency, resource productivity and waste reduction.
Working with our supply chain partners, we strive to reduce the environmental impact of our products at every stage of the value chain.
Society.
We are using our technology, innovation and scale to promote a more just and inclusive society.
We strive to empower workers and provide protections for the people who make our products.
Our agreements with our suppliers require that workers receive fair treatment, safe working conditions and freely chosen employment.
We work to enforce these requirements with suppliers through proactive engagement and training, and corrective action plans when needed.
Working with business and nonprofit partners, we deploy our technology, capital and resources to advance quality learning outcomes and digital inclusion.
Integrity.
We are committed to acting with integrity, fairness and accountability, which we believe are fundamental to an inclusive society and a thriving business.
We also expect ethical behavior by our employees, partners and suppliers, and we have structures, programs, and processes in place to safeguard human rights across our value chain.
Climate change
Natural Resources
Society
Integrity
Mr. Coughlin joined Hewlett-Packard Company from PepsiCo in June 2007 as the senior vice president of the Imaging and Printing Group Worldwide Strategy and Marketing team.
In 2010, Mr. Coughlin transitioned to lead the LaserJet and Enterprise Solutions global business unit at Hewlett-Packard Company and later ran Consumer Personal Systems at Hewlett-Packard Company.
Previously, Mr. Flaxman served as Senior Vice President and Chief Financial Officer for Hewlett-Packard Company’s Printing and Personal Systems Group.
Prior to that role, he was Senior Vice President of Finance for Hewlett-Packard Company’s Imaging and Printing Group for four years.
Mr. Flaxman joined Hewlett-Packard Company in 1981.
Previously, Ms. Lesjak served as Executive Vice President and Chief Financial Officer of Hewlett-Packard Company from 2007 to November 2015.
Separation Management Office for HP Inc. Previously, Mr. Lores was the Senior Vice President and General Manager for Business Personal Systems.
An excerpt. Shown here: 40 of 57 rewritten, all 38 added and all 32 removed. The counts are complete. For every sentence, read Item 1. Business. in the FY2018 filing and the FY2017 filing.
Cover and table of contents
32 rewritten, 1 added, 1 removed, 65 unchanged
| For the fiscal year ended October 31, [removed: 2017] [added: 2018] | | |
Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).
See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange [removed: Act.][added: Act]
| Large accelerated filer x | | Accelerated filer o | | Non-accelerated filer o [removed: (Do not check if a smaller reporting company)] | | Smaller reporting company o | | Emerging growth company o |
The aggregate market value of the registrant’s common stock held by non-affiliates was [removed: $31,655,134,100] [added: $34,578,508,590] based on the last sale price of common stock on April 30, [removed: 2017.][added: 2018.]
The number of shares of HP Inc. common stock outstanding as of November 30, [removed: 2017] [added: 2018] was [removed: 1,645,228,387] [added: 1,553,494,507] shares.
| Portions of the Registrant’s [added: definitive] proxy statement related to its [removed: 2017] [added: 2019] Annual Meeting of Stockholders to be filed pursuant to Regulation 14A within 120 days after Registrant’s fiscal year end of October 31, [removed: 2017] [added: 2018] are incorporated by reference into Part III of this Report. | | III |
For the Fiscal Year ended October 31, [removed: 2017][added: 2018]
| | [Forward-Looking [removed: Statements](#sB80CCB2B7B920732EC1451AA21099DB9)] [added: Statements](#sC1CB4DDA940C57AB9BD6DD6974B8BFE4)] | [removed: [3](#sB80CCB2B7B920732EC1451AA21099DB9)] [added: [3](#sC1CB4DDA940C57AB9BD6DD6974B8BFE4)] |
| Item 1. | [removed: [Business](#s2491B99615E5E307B6C151A906AF7BBC)] [added: [Business](#sE46F2A99561E54F6997DEE6B95D56AD0)] | [removed: [4](#s2491B99615E5E307B6C151A906AF7BBC)] [added: [4](#sE46F2A99561E54F6997DEE6B95D56AD0)] |
| Item 1A. | [Risk [removed: Factors](#s49B6B99F803621DE6C9B51AA2705B2BF)] [added: Factors](#s95405A0AE34952ED87E6A311A4596BF7)] | [removed: [11](#s49B6B99F803621DE6C9B51AA2705B2BF)] [added: [11](#s95405A0AE34952ED87E6A311A4596BF7)] |
| Item 1B. | [Unresolved Staff [removed: Comments](#sC72D55FF2ABB119D40E951AA29190F1B)] [added: Comments](#s4680853AB4475E4C8DEC82DE4E24A94A)] | [removed: [26](#sC72D55FF2ABB119D40E951AA29190F1B)] [added: [26](#s4680853AB4475E4C8DEC82DE4E24A94A)] |
| Item 2. | [removed: [Properties](#s7FA0CD6E3EC0C9D9CC4051AA2B146CC6)] [added: [Properties](#s317D210E6BF5568A811B1DB994291431)] | [removed: [26](#s7FA0CD6E3EC0C9D9CC4051AA2B146CC6)] [added: [26](#s317D210E6BF5568A811B1DB994291431)] |
| Item 3. | [Legal [removed: Proceedings](#sD0246C10F82078C5873B51AA2D302E73)] [added: Proceedings](#s34BA19FA77655404B43A107229F9ECE2)] | [removed: [27](#sD0246C10F82078C5873B51AA2D302E73)] [added: [26](#s34BA19FA77655404B43A107229F9ECE2)] |
| Item 4. | [Mine Safety [removed: Disclosures](#sB77AF6BD7A4509A0240151AA2F2C11A5)] [added: Disclosures](#s730AB311E5B058C282D91201A5B14D1E)] | [removed: [27](#sB77AF6BD7A4509A0240151AA2F2C11A5)] [added: [27](#s730AB311E5B058C282D91201A5B14D1E)] |
| Item 5. | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s33DD3AFF6431318219C651A96DB53D22)] [added: Securities](#s454D211E73EA5E88B5566084A428161C)] | [removed: [28](#s33DD3AFF6431318219C651A96DB53D22)] [added: [28](#s454D211E73EA5E88B5566084A428161C)] |
| Item 6. | [Selected Financial [removed: Data](#sFB2C862C5E97340DC42C51AA3527D5D0)] [added: Data](#s6E8162CE5C1B5AC893B2B036A41C7AB7)] | [removed: [30](#sFB2C862C5E97340DC42C51AA3527D5D0)] [added: [30](#s6E8162CE5C1B5AC893B2B036A41C7AB7)] |
| Item 7. | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s693382C41B9881D93BC751AA37CE7169)] [added: Operations](#s5C27AF0EE95E5216AB754BBBFD9AF1D5)] | [removed: [32](#s693382C41B9881D93BC751AA37CE7169)] [added: [31](#s5C27AF0EE95E5216AB754BBBFD9AF1D5)] |
| Item 7A. | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#sC911CD68FB36190EF61E51AA4EFD973C)] [added: Risk](#s939FE73554EE5DC1BD43CEB553D8FFBB)] | [removed: [51](#sC911CD68FB36190EF61E51AA4EFD973C)] [added: [49](#s939FE73554EE5DC1BD43CEB553D8FFBB)] |
| Item 8. | [Financial Statements and Supplementary [removed: Data](#s0C0963B4AFF43FB59FB351AA510DF0B6)] [added: Data](#sB1F30701DF3A5BA6A0150C66728A07B4)] | [removed: [52](#s0C0963B4AFF43FB59FB351AA510DF0B6)] [added: [50](#sB1F30701DF3A5BA6A0150C66728A07B4)] |
| Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sAD04CD512A508371918B51AAB41D485C)] [added: Disclosure](#s76C3CD220E0A510983163C5B428CB435)] | [removed: [120](#sAD04CD512A508371918B51AAB41D485C)] [added: [115](#s76C3CD220E0A510983163C5B428CB435)] |
| Item 9A. | [Controls and [removed: Procedures](#sFC4541C9E324CA3D920D51AAB6199A8D)] [added: Procedures](#s0F6407A98AD45ECFB765AA608E39C537)] | [removed: [120](#sFC4541C9E324CA3D920D51AAB6199A8D)] [added: [115](#s0F6407A98AD45ECFB765AA608E39C537)] |
| Item 9B. | [Other [removed: Information](#s9AC8806D2537F982A1AA51AAB8122AEF)] [added: Information](#sE0EDCFCECFF550DFA4004C9D805910A5)] | [removed: [120](#s9AC8806D2537F982A1AA51AAB8122AEF)] [added: [115](#sE0EDCFCECFF550DFA4004C9D805910A5)] |
| Item 10. | [Directors, Executive Officers and Corporate [removed: Governance](#s574764CD8EA6F96A129A51AABC05EF7C)] [added: Governance](#sB9D8E9B391D1575D96F27B0CA62B7138)] | [removed: [121](#s574764CD8EA6F96A129A51AABC05EF7C)] [added: [116](#sB9D8E9B391D1575D96F27B0CA62B7138)] |
| Item 11. | [Executive [removed: Compensation](#sBC8B33E8935C4FCB6BB551AABE04E2F2)] [added: Compensation](#s981038F6E8F35FB4AD2CA8C39A02E8EC)] | [removed: [121](#sBC8B33E8935C4FCB6BB551AABE04E2F2)] [added: [116](#s981038F6E8F35FB4AD2CA8C39A02E8EC)] |
| Item 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#s371350E24DE73D6540FF51AABFFC34B2)] [added: Matters](#sF431308EB058505CAD83AAD489719EA8)] | [removed: [121](#s371350E24DE73D6540FF51AABFFC34B2)] [added: [116](#sF431308EB058505CAD83AAD489719EA8)] |
| Item 13. | [Certain Relationships and Related Transactions, and Director [removed: Independence](#s39EC1027239D6D1C9DA651AAC206DB7B)] [added: Independence](#s93002A371EBB5883995B1727FA196470)] | [removed: [121](#s39EC1027239D6D1C9DA651AAC206DB7B)] [added: [116](#s93002A371EBB5883995B1727FA196470)] |
| Item 14. | [Principal Accounting Fees and [removed: Services](#sF1C96C510544F6544C8D51AAC3FFCABD)] [added: Services](#sA4F1143510455E77AAC255CBCB4C38F7)] | [removed: [122](#sF1C96C510544F6544C8D51AAC3FFCABD)] [added: [116](#sA4F1143510455E77AAC255CBCB4C38F7)] |
| Item 15. | [Exhibits and Financial Statement [removed: Schedules](#s869C5F208776D6B7F2EA51AAC7F6CBDC)] [added: Schedules](#s647DEE0E9CF85042B5CCBBC85D64C686)] | [removed: [123](#s869C5F208776D6B7F2EA51AAC7F6CBDC)] [added: [118](#s647DEE0E9CF85042B5CCBBC85D64C686)] |
| Item 16. | [Form 10-K [removed: Summary](#sC6BB2F89447DDD92CC0051AACE3672DE)] [added: Summary](#sFAE53502C18F5FBDBB8B5F6D1F2B178D)] | [removed: [130](#sC6BB2F89447DDD92CC0051AACE3672DE)] [added: [127](#sFAE53502C18F5FBDBB8B5F6D1F2B178D)] |
All statements other than statements of historical fact are statements that could be deemed forward-looking statements, [removed: including] [added: including,] but not limited [removed: to] [added: to,] any projections of net revenue, margins, expenses, effective tax rates, net earnings, net earnings per [removed: share,] [added: share (“EPS”),] cash flows, benefit plan funding, deferred taxes, share repurchases, foreign currency exchange rates or other financial items; any projections of the amount, timing or impact of cost savings or restructuring and other charges; any statements of the plans, strategies and objectives of management for future operations, including, but not limited to, our sustainability goals, the execution of restructuring plans and any resulting cost savings, net revenue or profitability improvements; any statements concerning the expected development, performance, market share or competitive performance relating to products or services; any statements regarding current or future macroeconomic trends or events and the impact of those trends and events on HP and its financial performance; any statements regarding pending investigations, claims or disputes; any statements of expectation or belief, including with respect to the timing and expected benefits of acquisitions and other business combination and investment transactions; and any statements of assumptions underlying any of the foregoing.
Risks, uncertainties and assumptions include the need to address the many challenges facing HP’s businesses; the competitive pressures faced by HP’s businesses; risks associated with executing HP’s strategy; the impact of macroeconomic and geopolitical trends and events; the need to manage third-party suppliers and the distribution of HP’s products and the delivery of HP’s services effectively; the protection of HP’s intellectual property assets, including intellectual property licensed from third parties; risks associated with HP’s international operations; the development and transition of new products and services and the enhancement of existing products and services to meet customer needs and respond to emerging technological trends; the execution and performance of contracts by HP and its suppliers, customers, clients and partners; the hiring and retention of key employees; integration and other risks associated with business combination and investment transactions; the results of the restructuring plans, including estimates and assumptions related to the cost (including any possible disruption of HP’s business) and the anticipated benefits of the restructuring plans; the [added: impact of changes in tax laws, including uncertainties related to the interpretation and application of the Tax Cuts and Jobs Act of 2017 (“TCJA”) on HP’s tax obligations and effective tax rate; the] resolution of pending investigations, claims and disputes; and other risks that are described herein, including but not limited to the items discussed in “Risk Factors” in Item 1A of Part I of this report and that are otherwise described or updated from time to time in HP’s other filings with the Securities and Exchange Commission (“the SEC”).
10-K 1 hp-103118x10k.htm 10-K
10-K 1 hp-103117x10k1.htm 10-K
Item 2. Properties.
9 rewritten, 2 added, 2 removed, 23 unchanged
As of October 31, [removed: 2017,] [added: 2018,] we owned or leased approximately [removed: 20.3] [added: 18.3] million square feet of space worldwide, a summary of which is provided below.
| | Fiscal year ended October 31, [removed: 2017] [added: 2018] | | | | | | | |
| (Percentage) | [removed: 40] [added: 25] | % | | [removed: 60] [added: 75] | % | | 100 | % |
| Core data centers, manufacturing plants, research and development facilities and warehouse operations | [removed: 2.0] [added: 2.1] | | | [removed: 6.0] [added: 6.4] | | | [removed: 8.0] [added: 8.5] | |
| (Percentage) | [removed: 33] [added: 25] | % | | [removed: 67] [added: 75] | % | | 100 | % |
| (1) | Excludes [removed: 3.5] [added: 1.4] million square feet of vacated space, of which [removed: 1.9] [added: 1.0] million square feet is leased to third parties. |
Each of our segments Personal Systems, Printing and Corporate [removed: Investments,] [added: Investments] uses each of the properties at least in part, and we retain the flexibility to use each of the properties in whole or in part for each of the segments.
| Americas United States—Corvallis, San Diego, Boise, [removed: Vancouver] [added: Houston, Vancouver, Aguadilla, Puerto Rico] | | Europe, Middle East, Africa Israel—Kiryat-Gat, Rehovot, Netanya Spain—Barcelona |
| Asia Pacific [removed: China—Shanghai] [added: China—Chongqing, Shanghai, Weihai India—Pantnagar] Malaysia—Penang Singapore—Singapore [added: South Korea—Suwon] | | Technology office (HP Labs) United Kingdom—Bristol United States—Palo Alto |
| Administration and support | 2.1 | | | 6.3 | | | 8.4 | |
| Total(1) | 4.2 | | | 12.7 | | | 16.9 | |
| Administration and support | 3.6 | | | 5.2 | | | 8.8 | |
| Total(1) | 5.6 | | | 11.2 | | | 16.8 | |
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
7 rewritten, 10 added, 17 removed, 18 unchanged
[removed: Additional] [added: For] information [removed: concerning dividends may be found in] [added: about dividends, see Item 6,] “Selected Financial Data” [removed: in Item 6] and Note 12, “Stockholders’ Deficit” to the Consolidated Financial Statements in Item [removed: 8, which are incorporated herein by reference.][added: 8.]
As of November 30, [removed: 2017,] [added: 2018,] there were approximately [removed: 63,697] [added: 60,224] stockholders of record.
There were no unregistered sales of equity securities in fiscal year [removed: 2017.][added: 2018.]
All share repurchases settled in the fourth quarter of fiscal year [removed: 2017] [added: 2018] were open market transactions.
As of October 31, [removed: 2017,] [added: 2018,] HP had approximately [removed: $2.5] [added: $3.9] billion remaining under repurchase authorization.
The graph below shows the cumulative total stockholder return assuming the investment of $100 at the market close on October 31, [removed: 2012] [added: 2013] (and the reinvestment of dividends thereafter) in each of HP common stock, the S&P 500 Index, and the S&P Information Technology Index.
[removed: ][added: ]
Our common stock is traded on the New York Stock Exchange under the symbol HPQ.
| August 2018 | 6,378 | | | $ | 23.94 | | 6,378 | | | $ | 4,348,890 | |
| September 2018 | 7,195 | | | $ | 25.13 | | 7,195 | | | $ | 4,168,038 | |
| October 2018 | 10,875 | | | $ | 24.36 | | 10,875 | | | $ | 3,903,189 | |
| Total | 24,448 | | | | | | 24,448 | | | | | |
On June 19, 2018, HP’s Board of Directors authorized an additional $4.0 billion for future repurchases of its outstanding shares of common stock.
| | 10/13 | | | | 10/14 | | | | 10/15 | | | | 10/16 | | | | 10/17 | | | | 10/18 | | |
| HP Inc.(1) | $ | 100.00 | | | $ | 150.08 | | | $ | 115.15 | | | $ | 141.74 | | | $ | 217.27 | | | $ | 249.30 | |
| S&P 500 Index | $ | 100.00 | | | $ | 117.26 | | | $ | 123.35 | | | $ | 128.90 | | | $ | 159.35 | | | $ | 171.04 | |
| S&P Information Technology Index | $ | 100.00 | | | $ | 125.70 | | | $ | 139.76 | | | $ | 154.89 | | | $ | 215.24 | | | $ | 241.72 | |
Information regarding the market prices of HP common stock and the markets for that stock may be found in the “Quarterly Summary” in Item 8 and on the cover page of this Annual Report on Form 10-K, respectively, which are incorporated herein by reference.
We have declared and paid cash dividends each fiscal year since 1965.
Dividends declared and paid per share by fiscal quarter in 2017 and 2016 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | 2017 | | | | | | | | | | | | | | | | 2016 | | | | | | | | | | | | | | |
| | Q4 | | | | Q3 | | | | Q2 | | | | Q1 | | | | Q4 | | | | Q3 | | | | Q2 | | | | Q1 | | |
| Dividends declared | — | | | | $ | 0.26 | | | — | | | | $ | 0.27 | | | — | | | | $ | 0.25 | | | — | | | | $ | 0.25 | |
| Dividends paid | $ | 0.13 | | | $ | 0.13 | | | $ | 0.14 | | | $ | 0.13 | | | $ | 0.12 | | | $ | 0.12 | | | $ | 0.12 | | | $ | 0.12 | |
| August 2017 | 2,443 | | | $ | 19.10 | | 2,443 | | | $ | 2,914,759 | |
| September 2017 | 5,871 | | | $ | 19.50 | | 5,871 | | | $ | 2,800,269 | |
| October 2017 | 16,110 | | | $ | 21.09 | | 16,110 | | | $ | 2,460,466 | |
| Total | 24,424 | | | | | | 24,424 | | | | | |
| | 10/12 | | | | 10/13 | | | | 10/14 | | | | 10/15 | | | | 10/16 | | | | 10/17 | | |
| HP Inc.(1) | $ | 100.00 | | | $ | 180.94 | | | $ | 271.55 | | | $ | 208.35 | | | $ | 256.47 | | | $ | 393.13 | |
| S&P 500 Index | $ | 100.00 | | | $ | 127.17 | | | $ | 149.11 | | | $ | 156.86 | | | $ | 163.91 | | | $ | 202.64 | |
| S&P Information Technology Index | $ | 100.00 | | | $ | 119.90 | | | $ | 150.71 | | | $ | 167.58 | | | $ | 185.72 | | | $ | 258.08 | |
Item 6. Selected Financial Data.
23 rewritten, 1 added, 3 removed, 27 unchanged
| | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |
| Net revenue | $ | [removed: 52,056] [added: 58,472] | | | $ | [removed: 48,238] [added: 52,056] | | | $ | [removed: 51,463] [added: 48,238] | | | $ | [removed: 56,651] [added: 51,463] | | | $ | [removed: 55,273] [added: 56,651] | |
| Earnings from continuing operations(1) | $ | [removed: 3,519] [added: 4,064] | | | $ | [removed: 3,549] [added: 3,519] | | | $ | [removed: 3,920] [added: 3,549] | | | $ | [removed: 4,256] [added: 3,920] | | | $ | [removed: 3,516] [added: 4,256] | |
| Net (loss) earnings from discontinued operations net of taxes | $ | — | | | $ | [removed: (170] [added: —] | [removed: )] | | $ | [removed: 836] [added: (170] | [added: )] | | $ | [removed: 2,089] [added: 836] | | | $ | [removed: 2,653] [added: 2,089] | |
| Net earnings(1) | $ | [removed: 2,526] [added: 5,327] | | | $ | [removed: 2,496] [added: 2,526] | | | $ | [removed: 4,554] [added: 2,496] | | | $ | [removed: 5,013] [added: 4,554] | | | $ | [removed: 5,113] [added: 5,013] | |
| Continuing operations | $ | [removed: 1.50] [added: 3.30] | | | $ | [removed: 1.54] [added: 1.50] | | | $ | [removed: 2.05] [added: 1.54] | | | $ | [removed: 1.55] [added: 2.05] | | | $ | [removed: 1.27] [added: 1.55] | |
| Discontinued operations | — | | | | [removed: (0.10] [added: —] | | [removed: )] | | [removed: 0.46] [added: (0.10] | | [added: )] | | [removed: 1.11] [added: 0.46] | | | | [removed: 1.37] [added: 1.11] | | |
| Total basic net earnings per share | $ | [removed: 1.50] [added: 3.30] | | | $ | [removed: 1.44] [added: 1.50] | | | $ | [removed: 2.51] [added: 1.44] | | | $ | [removed: 2.66] [added: 2.51] | | | $ | [removed: 2.64] [added: 2.66] | |
| Continuing operations | $ | [removed: 1.48] [added: 3.26] | | | $ | [removed: 1.53] [added: 1.48] | | | $ | [removed: 2.02] [added: 1.53] | | | $ | [removed: 1.53] [added: 2.02] | | | $ | [removed: 1.26] [added: 1.53] | |
| Discontinued operations | — | | | | [removed: (0.10] [added: —] | | [removed: )] | | [removed: 0.46] [added: (0.10] | | [added: )] | | [removed: 1.09] [added: 0.46] | | | | [removed: 1.36] [added: 1.09] | | |
| Total diluted net earnings per share | $ | [removed: 1.48] [added: 3.26] | | | $ | [removed: 1.43] [added: 1.48] | | | $ | [removed: 2.48] [added: 1.43] | | | $ | [removed: 2.62] [added: 2.48] | | | $ | 2.62 | |
| Cash dividends declared per share | $ | [removed: 0.53] [added: 0.56] | | | $ | [removed: 0.50] [added: 0.53] | | | $ | [removed: 0.67] [added: 0.50] | | | $ | [removed: 0.61] [added: 0.67] | | | $ | [removed: 0.55] [added: 0.61] | |
| Total [removed: assets(2)(4)] [added: assets(2)] | $ | [removed: 32,913] [added: 34,622] | | | $ | [removed: 28,987] [added: 32,913] | | | $ | [removed: 106,853] [added: 28,987] | | | $ | [removed: 103,158] [added: 106,853] | | | $ | [removed: 105,629] [added: 103,158] | |
| Long-term [removed: debt(3)(4)] [added: debt(3)] | $ | [removed: 6,747] [added: 4,524] | | | $ | [removed: 6,735] [added: 6,747] | | | $ | [removed: 6,648] [added: 6,735] | | | $ | [removed: 15,515] [added: 6,648] | | | $ | [removed: 15,949] [added: 15,515] | |
| Total [removed: debt(3)(4)] [added: debt(3)] | $ | [removed: 7,819] [added: 5,987] | | | $ | [removed: 6,813] [added: 7,819] | | | $ | [removed: 8,842] [added: 6,813] | | | $ | [removed: 18,109] [added: 8,842] | | | $ | [removed: 20,884] [added: 18,109] | |
| Restructuring and other charges | $ | [removed: 362] [added: 132] | | | $ | [removed: 205] [added: 362] | | | $ | [removed: 63] [added: 205] | | | $ | [removed: 176] [added: 63] | | | $ | [removed: 168] [added: 176] | |
| Acquisition-related charges | [removed: 125] [added: 123] | | | | [removed: 7] [added: 125] | | | | [removed: 1] [added: 7] | | | | [removed: —] [added: 1] | | | | — | | |
| Amortization of intangible assets | [removed: 1] [added: 80] | | | | [removed: 16] [added: 1] | | | | [removed: 102] [added: 16] | | | | [removed: 129] [added: 102] | | | | [removed: 198] [added: 129] | | |
| Defined benefit plan settlement charges (credits) | [removed: 5] [added: 7] | | | | [removed: 179] [added: 5] | | | | [removed: (57] [added: 179] | | [removed: )] | | [removed: —] [added: (57] | | [added: )] | | — | | |
| Total charges before taxes | $ | [removed: 493] [added: 342] | | | $ | [removed: 407] [added: 493] | | | $ | [removed: 109] [added: 407] | | | $ | [removed: 305] [added: 109] | | | $ | [removed: 366] [added: 305] | |
| Total charges, net of taxes | $ | [removed: 367] [added: 265] | | | $ | [removed: 293] [added: 367] | | | $ | [removed: 113] [added: 293] | | | $ | [removed: 238] [added: 113] | | | $ | [removed: 260] [added: 238] | |
| (2) | Total assets, for all periods prior to fiscal year 2016, include the total assets of Hewlett Packard Enterprise. [removed: For further information on discontinued operations, see Note 17, “Discontinued Operations” in the Consolidated Financial Statements and notes thereto included in Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.] |
| (3) | The decrease in Long-term debt and Total debt in fiscal year [added: 2018 was due to the payment for the repurchase of approximately $1.85 billion in aggregate principal amount of U.S. Dollar Global Notes. The decrease in Long-term debt and Total debt in fiscal year] 2015 was due to the early extinguishment of debt as a result of the Separation of Hewlett Packard Enterprise. [removed: For further information on HP Inc. separation transaction, see “HP Inc. Separation Transaction” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K.] |
| | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | | | 2014 | | |
| | |
| --- | --- |
| (4) | Effective November 1, 2016, HP adopted ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs”, which amended the presentation of debt issuance costs as a direct deduction from the carrying amount of debt liability re-classed from other non-current assets. The change has been adopted including the prior periods for consistency with the current period. For further information, see Note 11, “Borrowings” in the Consolidated Financial Statements and notes thereto included in Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K. |
Item 8. Financial Statements and Supplementary Data.
720 rewritten, 383 added, 313 removed, 1,373 unchanged
| [Reports of Independent Registered Public Accounting [removed: Firm](#s446AFAF477B27F75CB1651AA552B6FCF)] [added: Firm](#sEDD5455498E45F9FBB7FFC45BBE355DC)] | [removed: [53](#s446AFAF477B27F75CB1651AA552B6FCF)] [added: [51](#sEDD5455498E45F9FBB7FFC45BBE355DC)] |
| [Management's Report on Internal Control Over Financial [removed: Reporting](#s7246F4412DDB80BF2C1451AA59253A60)] [added: Reporting](#s0A4B9528667C54E78E98013B9BA29DAC)] | [removed: [55](#s7246F4412DDB80BF2C1451AA59253A60)] [added: [53](#s0A4B9528667C54E78E98013B9BA29DAC)] |
| [Consolidated Statements of [removed: Earnings](#s4163FC277170EE0782C251A902A70531)] [added: Earnings](#s1FC69B83313458A7913BC1553C77E8AC)] | [removed: [56](#s4163FC277170EE0782C251A902A70531)] [added: [54](#s1FC69B83313458A7913BC1553C77E8AC)] |
| [Consolidated Statements of Comprehensive [removed: Income](#sE50CE753230B593C3AAB51AA5D92DA9B)] [added: Income](#s6BB54D77AA275F67ACB15296D426811E)] | [removed: [57](#sE50CE753230B593C3AAB51AA5D92DA9B)] [added: [55](#s6BB54D77AA275F67ACB15296D426811E)] |
| [Consolidated Balance [removed: Sheets](#sB95E2E7B907D97C189BF51AA60182948)] [added: Sheets](#sCA6FA6C34C66553992E9F2301BD20C24)] | [removed: [58](#sB95E2E7B907D97C189BF51AA60182948)] [added: [56](#sCA6FA6C34C66553992E9F2301BD20C24)] |
| [Consolidated Statements of Cash [removed: Flows](#sCB7E37B408AF59E505AD51A92B38F0B1)] [added: Flows](#sEF4758A16B7D57B0AB99F75A1E0D98C0)] | [removed: [59](#sCB7E37B408AF59E505AD51A92B38F0B1)] [added: [57](#sEF4758A16B7D57B0AB99F75A1E0D98C0)] |
| [Consolidated Statements of Stockholders’ Equity [removed: (Deficit)](#sA2E2F405FFEC0FAFA51351A94E9A1276)] [added: (Deficit)](#s62DA180EE5A953C6A05BAFBAE693A122)] | [removed: [60](#sA2E2F405FFEC0FAFA51351A94E9A1276)] [added: [58](#s62DA180EE5A953C6A05BAFBAE693A122)] |
| [Notes to Consolidated Financial [removed: Statements](#s7AC2865F6B04B42FEEEE51AA6AD7E563)] [added: Statements](#s33E6717221EE57CCA95ED4950C805BEA)] | [removed: [61](#s7AC2865F6B04B42FEEEE51AA6AD7E563)] [added: [59](#s33E6717221EE57CCA95ED4950C805BEA)] |
| [Note 1: Overview and Summary of Significant Accounting [removed: Policies](#s5F5FDB5770FD235802A551A902A7FB1F)] [added: Policies](#s453221040B7F5C8ABC27F525EA58251F)] | [removed: [61](#s5F5FDB5770FD235802A551A902A7FB1F)] [added: [59](#s453221040B7F5C8ABC27F525EA58251F)] |
| [Note 2: Segment [removed: Information](#sE3FB254B21BDF77B861051A9036A20E6)] [added: Information](#s9000D088E0095E0096281E43D8F7C232)] | [removed: [69](#sE3FB254B21BDF77B861051A9036A20E6)] [added: [66](#s9000D088E0095E0096281E43D8F7C232)] |
| [Note 3: Restructuring and Other [removed: Charges](#sA76A0C3BDCAC2D961DB451A903211604)] [added: Charges](#sA31AD5E0982B54BBBCA3F10A1DAE420D)] | [removed: [73](#sA76A0C3BDCAC2D961DB451A903211604)] [added: [71](#sA31AD5E0982B54BBBCA3F10A1DAE420D)] |
[removed: | [Note] [added: Note] 4: Retirement and Post-Retirement Benefit [removed: Plans](#s5AA4AC16571AE87BE02C51A91AD47859) | [74](#s5AA4AC16571AE87BE02C51A91AD47859) |][added: Plans]
| [Note 5: Stock-Based [removed: Compensation](#s02825B42A2A5FD92020551A902A3AA66)] [added: Compensation](#s157D7ADBC7595CD688AA043EDF3D92F8)] | [removed: [83](#s02825B42A2A5FD92020551A902A3AA66)] [added: [80](#s157D7ADBC7595CD688AA043EDF3D92F8)] |
| [Note 6: Taxes on [removed: Earnings](#s4252ECC51957B1B57D0551A906961CB9)] [added: Earnings](#s65DBEE317A8E5E22B312295D4E631407)] | [removed: [88](#s4252ECC51957B1B57D0551A906961CB9)] [added: [84](#s65DBEE317A8E5E22B312295D4E631407)] |
| [Note 7: Supplementary Financial [removed: Information](#s9D75EC78E79163C32CEE51A94A08FC3D)] [added: Information](#s6596BDB1D684507186816E8DF7E33FD8)] | [removed: [92](#s9D75EC78E79163C32CEE51A94A08FC3D)] [added: [89](#s6596BDB1D684507186816E8DF7E33FD8)] |
| [Note 9: Fair [removed: Value](#sC30A6D895FCA4A97214951A947C27129)] [added: Value](#sA05C6E66104F52CA9B4E1769A503569E)] | [removed: [96](#sC30A6D895FCA4A97214951A947C27129)] [added: [93](#sA05C6E66104F52CA9B4E1769A503569E)] |
| [Note 10: Financial [removed: Instruments](#sA794443B5230D9BA971251A90CC09C8D)] [added: Instruments](#s16ECABAF00505D0B9BE4F8B3CE5F974D)] | [removed: [99](#sA794443B5230D9BA971251A90CC09C8D)] [added: [96](#s16ECABAF00505D0B9BE4F8B3CE5F974D)] |
| [Note 12: Stockholders’ [removed: Deficit](#sFEFDDD917ABF6E1C312051A90A55FF27)] [added: Deficit](#s0393B4213CD4543F9A42FA745EF590DB)] | [removed: [105](#sFEFDDD917ABF6E1C312051A90A55FF27)] [added: [101](#s0393B4213CD4543F9A42FA745EF590DB)] |
| [removed: [Note 13:] Net [removed: Earnings Per Share](#sB4C9D78BEB3C85CFFDEB51AAA0E8A474)] [added: earnings per share:(1)] | [removed: [108](#sB4C9D78BEB3C85CFFDEB51AAA0E8A474)] | [added: | | | | | | | | | | | | | |]
| [Note 14: Litigation and [removed: Contingencies](#sE9C6B8261C19611B631E51A9034FAC97)] [added: Contingencies](#sB4F2A8B2650F5F04A04CE3CC6745C9E9)] | [removed: [109](#sE9C6B8261C19611B631E51A9034FAC97)] [added: [105](#sB4F2A8B2650F5F04A04CE3CC6745C9E9)] |
[removed: | [Note] [added: Note] 15: Guarantees, Indemnifications and [removed: Warranties](#s2A9542F23B755D48BB9951AAA5192A33) | [114](#s2A9542F23B755D48BB9951AAA5192A33) |][added: Warranties (Continued)]
| [Note 19: Subsequent [removed: Events](#s11CD371B1BFCF3463FEF51A950E09CCB)] [added: Events](#s5CAF002C681951AE905B36DEA9435610)] | [removed: [117](#s11CD371B1BFCF3463FEF51A950E09CCB)] [added: [113](#s5CAF002C681951AE905B36DEA9435610)] |
To the [added: Stockholders and the] Board of Directors [removed: and Stockholders] of HP Inc.
We have audited the accompanying consolidated balance sheets of HP Inc. and subsidiaries [added: (the Company)] as of October 31, [removed: 2017 and 2016,] [added: 2018] and [added: 2017,] the related consolidated statements of earnings, comprehensive income, [removed: stockholders’] [added: stockholders'] equity [removed: (deficit),] [added: (deficit)] and cash flows for each of the three years in the period ended October 31, [removed: 2017.][added: 2018, and the related notes (collectively referred to as the “consolidated financial statements”).]
Our responsibility is to express an opinion on [removed: these] [added: the Company’s] financial statements based on our audits.
We conducted our audits in accordance with the standards of the [removed: Public Company Accounting Oversight Board (United States).][added: PCAOB.]
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material [removed: misstatement.][added: misstatement, whether due to error or fraud.]
[removed: An audit includes] [added: Such procedures included] examining, on a test basis, evidence [removed: supporting] [added: regarding] the amounts and disclosures in the financial statements.
[removed: An audit] [added: Our audits] also [removed: includes assessing] [added: included evaluating] the accounting principles used and significant estimates made by management, as well as evaluating the overall [added: presentation of the] financial [removed: statement presentation.][added: statements.]
In our opinion, the [added: consolidated] financial statements [removed: referred to above] present fairly, in all material respects, the [removed: consolidated] financial position of [removed: HP Inc. and subsidiaries] [added: the Company] at October 31, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] and the [removed: consolidated] results of [removed: their] [added: its] operations and [removed: their] [added: its] cash flows for each of the three years in the period ended October 31, [removed: 2017,] [added: 2018,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United [removed: States), HP Inc. and subsidiaries’] [added: States) (PCAOB), the Company’s] internal control over financial reporting as of October 31, [removed: 2017,] [added: 2018,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated December [removed: 14, 2017] [added: 13, 2018] expressed an unqualified opinion thereon.
We have audited HP Inc. and subsidiaries’ internal control over financial reporting as of October 31, [removed: 2017,] [added: 2018,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).
[removed: HP Inc. and subsidiaries’] [added: The Company’s] management is responsible for maintaining effective internal control over financial [removed: reporting,] [added: reporting] and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control [removed: Over] [added: over] Financial Reporting.
We conducted our audit in accordance with the standards of the [removed: Public Company Accounting Oversight Board (United States).][added: PCAOB.]
In our opinion, HP Inc. and subsidiaries [added: (the Company)] maintained, in all material respects, effective internal control over financial reporting as of October 31, [removed: 2017,] [added: 2018,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United [removed: States),] [added: States) (PCAOB),] the consolidated balance sheets of HP Inc. and subsidiaries as of October 31, [removed: 2017 and 2016,] [added: 2018] and [added: 2017,] the related consolidated statements of earnings, comprehensive income, [removed: stockholders’] [added: stockholders'] equity (deficit) and cash flows for each of the three years in the period ended October 31, [removed: 2017] [added: 2018,] and [added: the related notes and] our report dated December [removed: 14, 2017] [added: 13, 2018] expressed an unqualified opinion thereon.
HP’s management assessed the effectiveness of HP’s internal control over financial reporting as of October 31, [removed: 2017,] [added: 2018,] utilizing the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013 framework).
Based on the assessment by HP’s management, we determined that HP’s internal control over financial reporting was effective as of October 31, [removed: 2017.][added: 2018.]
The effectiveness of HP’s internal control over financial reporting as of October 31, [removed: 2017] [added: 2018] has been audited by Ernst & Young LLP, HP’s independent registered public accounting firm, as stated in their report which appears on page [removed: [54](#s8B13D458A2DC21B0CC0D51AA57289470)] [added: 52] of this Annual Report on Form 10-K.
| Dion J. Weisler President and Chief Executive Officer December [removed: 14, 2017] [added: 13, 2018] | | [removed: Catherine A. Lesjak] [added: Steve Fieler] Chief Financial Officer December [removed: 14, 2017] [added: 13, 2018] |
| [Note 8: Goodwill and Intangible Assets](#s540E86ABEE29529B91B3F662609FFEF3) | [92](#s540E86ABEE29529B91B3F662609FFEF3) |
| [Note 11: Borrowings](#s673FAD30A5125DBA851314B6B76ECDE6) | [100](#s673FAD30A5125DBA851314B6B76ECDE6) |
| [Note 13: Net Earnings Per Share](#s59E939130403562EAE96DDCDDB0368AF) | [104](#s59E939130403562EAE96DDCDDB0368AF) |
| [Note 15: Guarantees, Indemnifications and Warranties](#sCD17771E5F44543F8FDE0E5F2F6B9192) | [109](#sCD17771E5F44543F8FDE0E5F2F6B9192) |
| [Note 16: Commitments](#s1DC581A570315B5E9ACF9B3D087EE60E) | [111](#s1DC581A570315B5E9ACF9B3D087EE60E) |
| [Note 17: Discontinued Operations](#s5380233CBA9558BD8F0529FDEBFF9823) | [111](#s1DC581A570315B5E9ACF9B3D087EE60E) |
| [Note 18: Acquisitions and Divestitures](#sFFCB03CF58B751C7820D93D4BEA77026) | [112](#sFFCB03CF58B751C7820D93D4BEA77026) |
| [Quarterly Summary](#s624E3501B5F65CFB9DB40549CB02D23A) | [114](#s624E3501B5F65CFB9DB40549CB02D23A) |
Opinion on the Financial Statements
Basis for Opinion
We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
We have served as the Company’s auditor since 2000
December 13, 2018
To the Stockholders and the Board of Directors of HP Inc.
Opinion on Internal Control over Financial Reporting
Basis for Opinion
We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
Definition and Limitations of Internal Control Over Financial Reporting
December 13, 2018
| /s/ DION J. WEISLER | | /s/ STEVE FIELER |
| Gains reclassified into earnings | (5 | | ) | | — | | | | — | | |
| | (8 | | ) | | 4 | | | | 1 | | |
| Accumulated deficit | (473 | | ) | | (2,386 | | ) |
| Net earnings | $ | 5,327 | | | $ | 2,526 | | | $ | 2,496 | |
| Collateral posted for derivative instruments | (1,165 | | ) | | (1,170 | | ) | | — | | |
| Collateral returned for derivative instruments | 1,379 | | | | 955 | | | | — | | |
| Net earnings | | | | | | | | | | | | 5,327 | | | | | | | | 5,327 | | | | | | | | 5,327 | | |
| Repurchases of common stock | (111,038 | ) | | | | | | (32 | | ) | | (2,515 | | ) | | | | | | (2,547 | | ) | | | | | | (2,547 | | ) |
| Balance October 31, 2018 | 1,560,270 | | | $ | 16 | | | $ | 663 | | | $ | (473 | ) | | $ | (845 | ) | | $ | (639 | ) | | $ | — | | | $ | (639 | ) |
In August 2018, the Financial Accounting Standards Board (“FASB”) issued guidance, which requires a customer in a cloud computing arrangement (“CCA”) that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as assets or expense as incurred.
Capitalized implementation costs related to a CCA that is a service contract will be amortized over the term of the hosting arrangement beginning when the module or component of the hosting arrangement is ready for its intended use.
HP has early adopted the guidance in fiscal year 2018 on a prospective basis.
In February 2018, the FASB issued guidance, which eliminates the stranded tax effects in other comprehensive income resulting from the TCJA.
Because the amendments only relate to the reclassification of the income tax effects of the TCJA, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected.
HP expects that the implementation of this guidance will not have a material impact on its Consolidated Financial Statements.
HP expects that the implementation of this guidance will not have a material impact on its Consolidated Financial Statements.
HP will adopt this guidance in the first quarter of fiscal year 2019.
HP expects that the implementation of this guidance will not have a material impact on its Consolidated Financial Statements.
HP will adopt this guidance in the first quarter of fiscal year 2019.
| [Note 8: Goodwill](#s5E9679B226C066B3489B51A905C2046A) | [95](#s5E9679B226C066B3489B51A905C2046A) |
| [Note 11: Borrowings](#sA85889BF5B6DB65F88A151A906B16AB3) | [104](#sA85889BF5B6DB65F88A151A906B16AB3) |
| [Note 16: Commitments](#sCED3E50D032B404C558051A904F82A9A) | [115](#sCED3E50D032B404C558051A904F82A9A) |
| [Note 17: Discontinued Operations](#sD4661049C9B9940D494651A936381FAE) | [115](#sCED3E50D032B404C558051A904F82A9A) |
| [Note 18: Divestitures](#s66F2558904F7114D089351A909AA8802) | [116](#s66F2558904F7114D089351A909AA8802) |
| [Quarterly Summary](#s3393CAFED5024BF782A051AAB156B0D4) | [118](#s3393CAFED5024BF782A051AAB156B0D4) |
December 14, 2017
| /s/ DION J. WEISLER | | /s/ CATHERINE A. LESJAK |
HP INC. AND SUBSIDIARIES
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Change in cumulative translation adjustment | — | | | | — | | | | (207 | | ) |
| Retained deficit | (2,386 | | ) | | (3,498 | | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance October 31, 2014 | 1,839,288 | | | | $ | 18 | | | $ | 3,430 | | | $ | 29,164 | | | $ | (5,881 | ) | | $ | 26,731 | | | $ | 396 | | | $ | 27,127 | |
| Repurchases of common stock | (75,403 | | ) | | | | | | (2,237 | | ) | | (411 | | ) | | | | | | (2,648 | | ) | | | | | | (2,648 | | ) |
| Assumption of equity awards in connection with acquisitions | | | | | | | | | 31 | | | | | | | | | | | | 31 | | | | | | | | 31 | | |
| Tax benefit from employee stock plans | | | | | | | | | 64 | | | | | | | | | | | | 64 | | | | | | | | 64 | | |
| Changes in non-controlling interest | | | | | | | | | | | | | | | | | | | | | | | | | (13 | | ) | | (13 | | ) |
On November 1, 2015, Hewlett-Packard Company completed the separation of Hewlett Packard Enterprise Company (“Hewlett Packard Enterprise”), Hewlett-Packard Company’s former enterprise technology infrastructure, software, services and financing businesses (the “Separation”).
In connection with the Separation, Hewlett-Packard Company changed its name to HP Inc. (“HP”).
For all the periods prior to the Separation, the financial results of Hewlett Packard Enterprise are presented as net earnings from discontinued operations in the Consolidated Statements of Earnings.
The historical statements of comprehensive income and cash flows and the balances related to stockholders’ deficit have not been revised to reflect the effect of the Separation.
For further information on discontinued operations, see Note 17, “Discontinued Operations”.
HP has reclassified certain prior-year amounts to conform to the current-year presentation including the adoption of Accounting Standards Update (“ASU”) 2015-03, “Simplifying the Presentation of Debt Issuance Costs” and ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting”.
In January 2017, the Financial Accounting Standard Board (“FASB”) issued guidance, which simplifies the accounting for goodwill impairment.
The updated guidance eliminates Step 2 of the impairment test, which requires entities to calculate the implied fair value of goodwill to measure a goodwill impairment charge.
Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value.
Notes to Consolidated Financial Statements (Continued)
Note 1: Overview and Summary of Significant Accounting Policies (Continued)
the fourth quarter of fiscal year 2017 in connection with its annual goodwill impairment test.
In March 2016, the FASB issued guidance, which amends the existing accounting standards for share-based payments, including the accounting for income taxes and forfeitures, as well as the classifications on the statements of cash flows.
HP early adopted the amendments in the first quarter of fiscal year 2017.
Beginning November 1, 2016, stock-based compensation excess tax benefits or tax deficiencies are reflected in the Consolidated Statements of Earnings as a component of the provision for taxes, whereas they previously were recognized as additional paid-in capital in the stockholders’ deficit in the Consolidated Balance Sheets.
HP has elected to continue to estimate forfeitures expected to occur to determine the stock-based compensation expense.
Additionally, the Consolidated Statements of Cash Flows now present excess tax benefits as an operating activity rather than as a financing activity, while the payment of withholding taxes on the settlement of stock-based compensation awards is presented as a financing activity rather than as an operating activity, with prior periods adjusted accordingly.
This adoption resulted in a change to both cash flow from operating and investing activities of $22 million and $536 million for the years ended October 31, 2016 and 2015 respectively.
See Note 6, “Taxes on Earnings”, for additional impact on the Consolidated Financial Statements.
In May 2015, the FASB issued guidance, which amends the existing disclosures for investments measured at net asset value (“NAV”) per share (or its equivalent), as a practical expedient for fair value.
An excerpt. Shown here: 40 of 720 rewritten, 40 of 383 added and 40 of 313 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data. in the FY2018 filing and the FY2017 filing.
Item 9A. Controls and Procedures.
1 rewritten, 0 added, 0 removed, 4 unchanged
Based on that evaluation, our principal executive officer and principal financial officer concluded that there has not been any change in our internal control over financial reporting during [added: the fourth quarter of] fiscal year [removed: 2017] [added: 2018] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Item 10. Directors, Executive Officers and Corporate Governance.
3 rewritten, 0 added, 0 removed, 11 unchanged
The following information is included in HP’s Proxy Statement related to its [removed: 2018] [added: 2019] Annual Meeting of Stockholders to be filed within 120 days after HP’s fiscal year end of October 31, [removed: 2017] [added: 2018] (the “Proxy Statement”) and is incorporated herein by reference:
| • | Information regarding HP’s Audit Committee and designated “audit committee financial experts” is set forth under “Corporate Governance—Management Proposal No. 1 Election of [removed: Directors—Board Committees and Committee Composition—Audit] [added: Directors—Audit] Committee.” |
| • | Information on HP’s code of business conduct and ethics for directors, officers and employees, also known as [removed: the “Standards of Business Conduct”,] [added: “Integrity at HP”,] is set forth under “Corporate Governance—Management Proposal No. 1 Election of Directors—Code of Conduct” and information on HP’s Corporate Governance Guidelines is set forth under [removed: “—Corporate Governance Highlights”,] “—Director Nominees and Director Nominees’ Experience and [removed: Qualifications”] [added: Qualifications”,“—Recent Corporate Governance Updates”] and “—Director Independence.” |
Item 13. Certain Relationships and Related Transactions, and Director Independence.
1 rewritten, 0 added, 0 removed, 6 unchanged
| • | Information regarding transactions with related persons is set forth under “Corporate Governance—Management Proposal No. 1 Election of Directors—Fiscal [removed: 2016] [added: 2017] Related Person Transactions.” |
Item 15. Exhibits and Financial Statement Schedules.
108 rewritten, 40 added, 18 removed, 58 unchanged
| [Reports of Independent Registered Public Accounting [removed: Firm](#s446AFAF477B27F75CB1651AA552B6FCF)] [added: Firm](#sEDD5455498E45F9FBB7FFC45BBE355DC)] | [removed: [53](#s446AFAF477B27F75CB1651AA552B6FCF)] [added: [51](#sEDD5455498E45F9FBB7FFC45BBE355DC)] |
| [Management's Report on Internal Control Over Financial [removed: Reporting](#s7246F4412DDB80BF2C1451AA59253A60)] [added: Reporting](#s0A4B9528667C54E78E98013B9BA29DAC)] | [removed: [55](#s7246F4412DDB80BF2C1451AA59253A60)] [added: [53](#s0A4B9528667C54E78E98013B9BA29DAC)] |
| [Consolidated Statements of [removed: Earnings](#s4163FC277170EE0782C251A902A70531)] [added: Earnings](#s1FC69B83313458A7913BC1553C77E8AC)] | [removed: [56](#s4163FC277170EE0782C251A902A70531)] [added: [54](#s1FC69B83313458A7913BC1553C77E8AC)] |
| [Consolidated Statements of Comprehensive [removed: Income](#sE50CE753230B593C3AAB51AA5D92DA9B)] [added: Income](#s6BB54D77AA275F67ACB15296D426811E)] | [removed: [57](#sE50CE753230B593C3AAB51AA5D92DA9B)] [added: [55](#s6BB54D77AA275F67ACB15296D426811E)] |
| [Consolidated Balance [removed: Sheets](#sB95E2E7B907D97C189BF51AA60182948)] [added: Sheets](#sCA6FA6C34C66553992E9F2301BD20C24)] | [removed: [58](#sB95E2E7B907D97C189BF51AA60182948)] [added: [56](#sCA6FA6C34C66553992E9F2301BD20C24)] |
| [Consolidated Statements of Cash [removed: Flows](#sCB7E37B408AF59E505AD51A92B38F0B1)] [added: Flows](#sEF4758A16B7D57B0AB99F75A1E0D98C0)] | [removed: [59](#sCB7E37B408AF59E505AD51A92B38F0B1)] [added: [57](#sEF4758A16B7D57B0AB99F75A1E0D98C0)] |
| [Consolidated Statements of Stockholders' (Deficit) [removed: Equity](#sA2E2F405FFEC0FAFA51351A94E9A1276)] [added: Equity](#s62DA180EE5A953C6A05BAFBAE693A122)] | [removed: [60](#sA2E2F405FFEC0FAFA51351A94E9A1276)] [added: [58](#s62DA180EE5A953C6A05BAFBAE693A122)] |
| [Notes to Consolidated Financial [removed: Statements](#s7AC2865F6B04B42FEEEE51AA6AD7E563)] [added: Statements](#s33E6717221EE57CCA95ED4950C805BEA)] | [removed: [61](#s7AC2865F6B04B42FEEEE51AA6AD7E563)] [added: [59](#s33E6717221EE57CCA95ED4950C805BEA)] |
| Exhibit [removed: Number | | Exhibit] Description | | Form | | File No. | | Exhibit(s) | | [removed: |] Filing Date | [added: | |]
| 2(a) | | [Separation and Distribution Agreement, dated as of October 31, 2015, by and among Hewlett-Packard Company, Hewlett Packard Enterprise Company and the Other Parties [removed: Thereto.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex21.htm)] [added: Thereto.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex21.htm)] | | 8-K | | 001-04423 | | 2.1 | | [removed: |] November 5, 2015 |
| 2(b) | | [Transition Services Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex22.htm)] [added: Company](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex22.htm).] | | 8-K | | 001-04423 | | 2.2 | | [removed: |] November 5, 2015 |
| 2(c) | | [Tax Matters Agreement, dated as of October 31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex23.htm)] [added: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex23.htm)] | | 8-K | | 001-04423 | | 2.3 | | [removed: |] November 5, 2015 |
| 2(d) | | [Employee Matters Agreement, dated as of October 31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex24.htm)] [added: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex24.htm)] | | 8-K | | 001-04423 | | 2.4 | | [removed: |] November 5, 2015 |
| 2(e) | | [Real Estate Matters Agreement, dated as of October 31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex25.htm)] [added: Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex25.htm)] | | 8-K | | 001-04423 | | 2.5 | | [removed: |] November 5, 2015 |
| 3(a) | | [Registrant’s Certificate of [removed: Incorporation.](http://www.sec.gov/Archives/edgar/data/47217/0000047217-98-000019.txt)] [added: Incorporation](http://www.sec.gov/Archives/edgar/data/47217/0000047217-98-000019-index.html).] | | 10-Q | | 001-04423 | | 3(a) | | [removed: |] June 12, 1998 |
| 3(b) | | [Registrant’s Amendment to the Certificate of Incorporation.](http://www.sec.gov/Archives/edgar/data/47217/000091205701007696/a2040165zex-3_b.txt) | | 10-Q | | 001-04423 | | 3(b) | | [removed: |] March 16, 2001 |
| 3(c) | | [Registrant’s Certificate of Amendment to the Certificate of Incorporation.](http://www.sec.gov/Archives/edgar/data/47217/000119312515350839/d84170dex32.htm) | | 8-K | | 001-04423 | | 3.2 | | [removed: |] October 22, 2015 |
| 3(d) | | [Registrant’s Certificate of Amendment to the Certificate of Incorporation.](http://www.sec.gov/Archives/edgar/data/47217/000004721716000068/ex3-1_42016.htm) | | 8-K | | 001-04423 | | 3.1 | | [removed: |] April 7, 2016 |
| 3(e) | | [Registrant’s Amended and Restated Bylaws.](http://www.sec.gov/Archives/edgar/data/47217/000119312517236541/d415193dex31.htm) | | 8-K | | 001-04423 | | [removed: 3.2 |] [added: 3.1] | | July 26, 2017 |
| 4(a) | | [Form of Senior [removed: Indenture.](http://www.sec.gov/Archives/edgar/data/47217/000004721716000095/ex41.htm)] [added: Indenture](http://www.sec.gov/Archives/edgar/data/47217/000004721716000095/ex41.htm)] | | S-3 | | [removed: 333-134327] [added: 333-215116] | | 4.1 | | [removed: |] December 15, 2016 |
| 4(b) | | [Form of Subordinated Indenture.](http://www.sec.gov/Archives/edgar/data/47217/000004721716000095/ex42.htm) | | S-3 | | [removed: 333-30786] [added: 333-21516] | | 4.2 | | [removed: |] December 15, 2016 |
| 4(c) | | [removed: Form] [added: [Form] of Registrant’s 3.750% Global Note due December 1, 2020 and form of related Officers’ [removed: Certificate.] [added: Certificate.](http://www.sec.gov/Archives/edgar/data/47217/000110465910060931/a10-22326_1ex4d2.htm)] | | 8-K | | 001-04423 | | [removed: [4.2](http://www.sec.gov/Archives/edgar/data/47217/000110465910060931/a10-22326_1ex4d2.htm)] [added: 4.2] and [removed: [4.3](http://www.sec.gov/Archives/edgar/data/47217/000110465910060931/a10-22326_1ex4d3.htm) |] [added: 4.3] | | December 2, 2010 |
| 4(d) | | Form of Registrant’s 4.300% Global Note due June 1, 2021 and form of related Officers’ Certificate. | | 8-K | | 001-04423 | | [4.5](http://www.sec.gov/Archives/edgar/data/47217/000110465911032677/a11-13596_1ex4d5.htm) and [4.6](http://www.sec.gov/Archives/edgar/data/47217/000110465911032677/a11-13596_1ex4d6.htm) | | [removed: |] June 1, 2011 |
| 4(e) | | Form of Registrant’s 4.375% Global Note due September 15, 2021 and 6.000% Global Note due September 15, 2041 and form of related Officers’ Certificate. | | 8-K | | 001-04423 | | [4.4](http://www.sec.gov/Archives/edgar/data/47217/000119312511250713/d233385dex44.htm), [4.5](http://www.sec.gov/Archives/edgar/data/47217/000119312511250713/d233385dex45.htm) and [4.6](http://www.sec.gov/Archives/edgar/data/47217/000119312511250713/d233385dex46.htm) | | [removed: |] September 19, 2011 |
| 4(f) | | Form of Registrant’s 4.650% Global Note due December 9, 2021 and related Officers’ Certificate. | | 8-K | | 001-04423 | | [4.3](http://www.sec.gov/Archives/edgar/data/47217/000110465911068991/a11-31142_7ex4d3.htm) and [4.4](http://www.sec.gov/Archives/edgar/data/47217/000110465911068991/a11-31142_7ex4d4.htm) | | [removed: |] December 12, 2011 |
| 4(g) | | Form of Registrant’s 4.050% Global Note due September 15, 2022 and related Officers’ Certificate. | | 8-K | | 001-04423 | | [4.2](http://www.sec.gov/Archives/edgar/data/47217/000110465912017553/a12-6434_6ex4d2.htm) and [4.3](http://www.sec.gov/Archives/edgar/data/47217/000110465912017553/a12-6434_6ex4d3.htm) | | [removed: |] March 12, 2012 |
| 4(h) | | Form of Registrant’s 2.750% Global Note due January 14, 2019 and Floating Rate Global Note due January 14, 2019 and related Officers’ Certificate. | | 8-K | | 001-04423 | | [removed: [4.1](http://www.sec.gov/Archives/edgar/data/47217/000004721714000003/exe4-1_122013.htm), [4.2](http://www.sec.gov/Archives/edgar/data/47217/000004721714000003/exe4-2_122013.htm)] [added: [4.1](http://www.sec.gov/Archives/edgar/data/47217/000004721714000003/ex1-1_122013.htm), [4.2](http://www.sec.gov/Archives/edgar/data/47217/000004721714000003/ex1-1_122013.htm)] and [4.3](http://www.sec.gov/Archives/edgar/data/47217/000004721714000003/exe4-3_122013.htm) | | [removed: |] January 14, 2014 |
| 4(i) | | [Specimen certificate for the Registrant’s common [removed: stock.](http://www.sec.gov/Archives/edgar/data/47217/000004721706000101/ex4-1_0606.htm)] [added: stock.](http://www.sec.gov/Archives/edgar/data/47217/000004721706000102/form8-k_0606.htm)] | | [removed: 8-A/A] [added: 8-K/A] | | 001-04423 | | 4.1 | | [removed: |] June 23, 2006 |
| 10(a) | | [Registrant’s 2004 Stock Incentive [removed: Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000004721704000016/ex4-1_031804.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/47217/000004721704000016/ex4-1_031804.htm)*] | | S-8 | | 333-114253 | | 4.1 | | [removed: |] April 7, 2004 |
| 10(b) | | [Registrant’s Excess Benefit Retirement Plan, amended and restated as of January 1, [removed: 2006.*](http://www.sec.gov/Archives/edgar/data/47217/000110465906062392/a06-20056_1ex10d2.htm)] [added: 2006.](http://www.sec.gov/Archives/edgar/data/47217/000110465906062392/a06-20056_1ex10d2.htm)*] | | 8-K | | 001-04423 | | 10.2 | | [removed: |] September 21, 2006 |
| 10(c) | | [Hewlett-Packard Company Cash Account Restoration Plan, amended and restated as of January 1, 2005.*](http://www.sec.gov/Archives/edgar/data/47217/000110465905057353/a05-20651_1ex99d3.htm) | | 8-K | | 001-04423 | | 99.3 | | [removed: |] November 23, 2005 |
| 10(d) | | [Registrant’s 2005 Pay-for-Results Plan, as amended.*](http://www.sec.gov/Archives/edgar/data/47217/000104746911010094/a2206500zex-10_h.htm) | | 10-K | | 001-04423 | | 10(h) | | [removed: |] December 14, 2011 |
| 10(e) | | [Registrant’s Executive Severance Agreement.*](http://www.sec.gov/Archives/edgar/data/47217/000091205702024138/a2081435zex-10_uu.htm) | | 10-Q | | 001-04423 | | 10(u)(u) | | [removed: |] June 13, 2002 |
| 10(f) | | [Registrant’s Executive Officers Severance Agreement.*](http://www.sec.gov/Archives/edgar/data/47217/000091205702024138/a2081435zex-10_vv.htm) | | 10-Q | | 001-04423 | | 10(v)(v) | | [removed: |] June 13, 2002 |
| 10(g) | | [Form letter regarding severance offset for restricted stock and restricted units.*](http://www.sec.gov/Archives/edgar/data/47217/000110465905012259/a05-5396_1ex10d2.htm) | | 8-K | | 001-04423 | | 10.2 | | [removed: |] March 22, 2005 |
| 10(h) | | [Form of Agreement Regarding Confidential Information and Proprietary Developments [removed: (California).*](http://www.sec.gov/Archives/edgar/data/47217/000110465908004386/a08-3596_1ex10d2.htm)] [added: (California).](http://www.sec.gov/Archives/edgar/data/47217/000110465908004386/a08-3596_1ex10d2.htm)*] | | 8-K | | 001-04423 | | 10.2 | | [removed: |] January 24, 2008 |
| 10(i) | | [Form of Agreement Regarding Confidential Information and Proprietary Developments (Texas).*](http://www.sec.gov/Archives/edgar/data/47217/000104746908002445/a2183022zex-10_oo.htm) | | 10-Q | | 001-04423 | | 10(o)(o) | | [removed: |] March 10, 2008 |
| 10(j) | | [Form of Stock Option Agreement for Registrant’s 2004 Stock Incentive Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000104746908002445/a2183022zex-10_pp.htm) | | 10-Q | | 001-04423 | | 10(p)(p) | | [removed: |] March 10, 2008 |
| [removed: 10(k)] [added: 10(1)] | | [Form of [removed: Option] [added: Common Stock Payment] Agreement for Registrant’s 2000 Stock [removed: Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000104746908007277/a2185913zex-10_tt.htm)] [added: Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000104746908007277/a2185913zex-10_uu.htm)] | | 10-Q | | 001-04423 | | [removed: 10(t)(t) |] [added: 10(u)(u)] | | June 6, 2008 |
| [removed: 10(l)] [added: 10(k)] | | [Form of [removed: Common Stock Payment] [added: Option] Agreement for Registrant’s 2000 Stock [removed: Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000104746908007277/a2185913zex-10_uu.htm)] [added: Plan.*](http://www.sec.gov/Archives/edgar/data/47217/000104746908002445/a2183022zex-10_pp.htm)] | | 10-Q | | 001-04423 | | [removed: 10(u)(u) |] [added: 10(t)(t)] | | June 6, 2008 |
| [Quarterly Summary](#s624E3501B5F65CFB9DB40549CB02D23A) | [114](#s624E3501B5F65CFB9DB40549CB02D23A) |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| Exhibit Number | | | | Incorporated by Reference | | | | | | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| Exhibit Number | | | | Incorporated by Reference | | | | | | |
| Exhibit Description | | Form | | File No. | | Exhibit(s) | | Filing Date | | |
| 4(j) | | [First Supplemental Indenture, dated as of March 26, 2018, to the Indenture, dated as of June 1, 2000, by and between the Registrant and The Bank of New York Mellon Trust Company, N.A.](http://www.sec.gov/Archives/edgar/data/47217/000004721718000026/hp-43018xexhibit4j.htm) | | 10-Q | | 001-04423 | | 4(j) | | June 5, 2018 |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| Exhibit Number | | | | Incorporated by Reference | | | | | | |
| Exhibit Description | | Form | | File No. | | Exhibit(s) | | Filing Date | | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| Exhibit Number | | | | Incorporated by Reference | | | | | | |
| Exhibit Description | | Form | | File No. | | Exhibit(s) | | Filing Date | | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | |
| Exhibit Number | | | | Incorporated by Reference | | | | | | |
| | Exhibit Description | | Form | | File No. | | Exhibit(s) | | Filing Date | |
| 10(b)(b)(b) | | [Second Amended and Restated HP Inc. 2004 Stock Incentive Plan (as amended effective January 29, 2018).*](http://www.sec.gov/Archives/edgar/data/47217/000004721718000008/exhibit10bbb.htm) | | 10-Q | | 001-04423 | | 10(b)(b)(b) | | March 1, 2018 |
| 10(c)(c)(c) | | [Form of Grant Agreement for grants of restricted stock units (for use from November 1, 2017).*](http://www.sec.gov/Archives/edgar/data/47217/000004721718000008/exhibit10ccc.htm) | | 10-Q | | 001-04423 | | 10(c)(c)(c) | | March 1, 2018 |
| Exhibit Number | | | | | Incorporated by Reference | | | | | | |
| | Exhibit Description | | Form | | File No. | | Exhibit(s) | | Filing Date | | |
| 10(d)(d)(d) | | | [Form of Grant Agreement for grants of performance-adjusted restricted stock units (for use from November 1, 2017).*](http://www.sec.gov/Archives/edgar/data/47217/000004721718000008/exhibit10ddd.htm) | | 10-Q | | 001-04423 | | 10(d)(d)(d) | | March 1, 2018 |
| 10(e)(e)(e) | | | [Form of Grant Agreement for grants of restricted stock units for directors (for use from November 1, 2017).*](http://www.sec.gov/Archives/edgar/data/47217/000004721718000008/exhibit10eee.htm) | | 10-Q | | 001-04423 | | 10(e)(e)(e) | | March 1, 2018 |
| 10(f)(f)(f) | | | [Form of Grant Agreement for grants of stock options for directors (for use from November 1, 2017).*](http://www.sec.gov/Archives/edgar/data/47217/000004721718000008/exhibit10fff.htm) | | 10-Q | | 001-04423 | | 10(f)(f)(f) | | March 1, 2018 |
| 10(g)(g)(g) | | | [Form of Grant Agreement for grants of restricted stock units (for use from November 1, 2018).*†](https://www.sec.gov/Archives/edgar/data/47217/000004721718000052/hp-103118xex10ggg.htm) | | | | | | | | |
| 10(h)(h)(h) | | | [Form of Grant Agreement for grants of performance-adjusted restricted stock units (for use from November 1, 2018).*†](https://www.sec.gov/Archives/edgar/data/47217/000004721718000052/hp-103118xex10hhh.htm) | | | | | | | | |
| | By: | /s/ STEVE FIELER |
| Steve Fieler | | | | |
| [Quarterly Summary](#s3393CAFED5024BF782A051AAB156B0D4) | [118](#s3393CAFED5024BF782A051AAB156B0D4) |
HP INC. AND SUBSIDIARIES
EXHIBIT INDEX
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2(f) | | [Master Commercial Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex26.htm) | | 8-K | | 001-04423 | | 2.6 | | | November 5, 2015 |
| 2(g) | | [Information Technology Service Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and HP Enterprise Services, LLC.](http://www.sec.gov/Archives/edgar/data/47217/000119312515368382/d86365dex27.htm) | | 8-K | | 001-04423 | | 2.7 | | | November 5, 2015 |
| 9 | | None. | | | | | | | | | |
| 11 | | None. | | | | | | | | | |
| 12 | | [Statements of Computation of Ratio of Earnings to Fixed Charges.†](https://www.sec.gov/Archives/edgar/data/47217/000004721717000043/hp-103117xex121.htm) | | | | | | | | | |
| 13 | | None. | | | | | | | | | |
| 14 | | None. | | | | | | | | | |
| 15 | | None. | | | | | | | | | |
| 18 | | None. | | | | | | | | | |
| 22 | | None. | | | | | | | | | |
| | By: | /s/ CATHERINE A. LESJAK |
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Catherine A.
| Catherine A. Lesjak | | | | |
An excerpt. Shown here: 40 of 108 rewritten, all 40 added and all 18 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules. in the FY2018 filing and the FY2017 filing.