HP Inc.
04/25/2024 | Press release | Distributed by Public on 04/25/2024 14:27
Submission of Matters to a Vote of Security Holders - Form 8-K
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
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On April 22, 2024, HP Inc. ("HP") held its 2024 annual meeting of stockholders (the "2024 Annual Meeting"). At the 2024 Annual Meeting, as described further in Item 5.07 below, HP's stockholders approved the Fourth Amended and Restated HP Inc. 2004 Stock Incentive Plan (the "Amended 2004 Plan"), which had previously been approved by the Board of Directors of HP, subject to stockholder approval. The primary change to the Amended 2004 Plan is to make an additional 45,700,000 shares of HP's common stock available for issuance pursuant to share-based compensation awards granted under the plan. In addition, the Amended 2004 Plan also includes the following amendments: (i) broadening the Administrator's delegation authority to reflect changes in corporate law; (ii) clarification of the incentive stock option granting period; (iii) elimination of default stock option and stock appreciation right leave of absence treatment; (iv) elimination of default repurchase price; and (v) elimination of minimum performance period for cash awards. A more complete description of the terms of the Amended 2004 Plan can be found in "Board Proposal No. 4 Approval of the Fourth Amended and Restated HP Inc. 2004 Stock Incentive Plan" on pages "83-89" of HP's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on February 26, 2024 (the "Proxy Statement"), which description is incorporated by reference herein. The description of the Amended 2004 Plan is qualified in its entirety by reference to the full text of the Amended 2004 Plan, a copy of which is filed as Exhibit 10.1 hereto. |
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