Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.


(d) On June 22, 2021, the Board of Directors (the "Board") of HP Inc. (the "Company") expanded the size of the Board and elected Bruce Broussard to serve as a director of the Company, effective immediately. Mr. Broussard currently serves as the President and Chief Executive Officer of Humana, a leading healthcare company. The Board has determined that Mr. Broussard qualifies as an independent director under the listing standards of the New York Stock Exchange and the director independence standards set forth in the Company's Corporate Governance Guidelines. The Board anticipates naming Mr. Broussard to serve on one or more committees of the Board, but at the time of this Form 8-K, the Board has not determined the committee(s) to which he will be named.

Mr. Broussard will receive compensation for service as a non-employee director of the Company consistent with the compensation generally provided to other non-employee directors, as determined by the Board from time to time. Currently, non-employee directors generally receive, among other things (i) an annual cash retainer of $105,000, which, in lieu of cash, he or she may elect to receive an equivalent value of Company equity securities in the form of fully vested shares of common stock of the Company ("shares"), and an annual equity retainer of $220,000 in the form of fully vested shares, (ii) $2,000 in cash for each Board meeting attended in excess of ten per year and (iii) $2,000 in cash for each Board committee meeting attended in excess of ten meetings per committee per year. For Mr. Broussard's first partial year of Board service, his annual cash retainer will be pro-rated and paid in the form of cash and his annual equity retainer will be pro-rated and paid in the form of fully vested shares.

There are no arrangements or understandings between Mr. Broussard and any other persons pursuant to which Mr. Broussard was selected as a director. Mr. Broussard has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

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