HP 2011 Annual Report Download - page 166

ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
ITEM 9A. Controls and Procedures.
Controls and Procedures
Under the supervision and with the participation of our management, including our principal
executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the
design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered
by this report (the ‘‘Evaluation Date’’). Based on this evaluation, our principal executive officer and
principal financial officer concluded as of the Evaluation Date that our disclosure controls and
procedures were effective such that the information relating to HP, including our consolidated
subsidiaries, required to be disclosed in our Securities and Exchange Commission (‘‘SEC’’) reports (i) is
recorded, processed, summarized and reported within the time periods specified in SEC rules and
forms, and (ii) is accumulated and communicated to HP’s management, including our principal
executive officer and principal financial officer, as appropriate to allow timely decisions regarding
required disclosure.
Under the supervision and with the participation of our management, including our principal
executive officer and principal financial officer, we conducted an evaluation of any changes in our
internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under
the Exchange Act) that occurred during our most recently completed fiscal quarter. 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 that quarter that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting.
See Management’s Report on Internal Control over Financial Reporting and the Report of
Independent Registered Public Accounting Firm on our internal control over financial reporting in
Item 8, which are incorporated herein by reference.
ITEM 9B. Other Information.
The disclosure below is included in this report in lieu of filing a Current Report on Form 8-K to
report events that have occurred within four business days prior to the filing of this report.
On December 11, 2011, the HR and Compensation Committee (the ‘‘Committee’’) of the HP
Board of Directors amended and restated the Hewlett-Packard Company Severance Plan for Executive
Officers (the ‘‘Severance Plan’’). The amendments, which are effective for terminations occurring after
November 1, 2011, (i) clarify that only annual bonuses, and not one-time bonuses, are included in the
calculation of cash severance benefits, (ii) provide for severance payments to be made in periodic
installments subject to continued compliance with post-employment protective covenants, rather than in
a lump sum, (iii) provide for pro-rata vesting on unvested equity awards if the executive officer has
worked at least 25% of the applicable vesting or performance period and any applicable performance
conditions have been satisfied, (iv) provide for a pro-rated annual bonus, in the discretion of the
Committee, for the fiscal year in which the termination occurs, and (v) provide for payment or
reimbursement of premiums for continued medical coverage for a period of up to 18 months for an
executive officer and his or her eligible dependents. The Severance Plan is attached as hereto as
Exhibit 10(f)(f)(f) and is incorporated herein by reference.
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