10-Q – 2026-05-28 – hpq-20260430.htm

Item 1A. Risk Factors.
Our operations and financial results are subject to various risks and uncertainties, including those described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended October 31, 2025, which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common and capital stock. There have been no material changes in our risk factors since our Annual Report on Form 10-K for the fiscal year ended October 31, 2025.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Recent Sales of Unregistered Securities
There were no unregistered sales of equity securities during the period covered by this report.
Issuer Purchases of Equity Securities
The table below provides information regarding the Company’s share repurchases that settled during the three months ended April 30, 2026.

Period Total
Number
of Shares
Purchased Average
Price Paid
per Share Total Number of
Shares Purchased as
Part of Publicly
Announced Plans
or Programs Approximate Dollar
Value of Shares
that May Yet Be
Purchased under the
Plans or Programs
  In thousands, except per share amounts
February 2026 5,250  $ 19.05  5,250  $ 7,986,940 
March 2026 —  $ —  —  $ 7,986,940 
April 2026 —  $ —  —  $ 7,986,940 
Total 5,250    5,250   

The Company’s share repurchase program, which does not have a specific expiration date, authorizes repurchases in the open market or in private transactions. On August 27, 2024 HP’s Board of Directors increased HP’s share repurchase authorization to $10.0 billion inclusive of the amount remaining under previously authorized share repurchases. In the three months ended April 30, 2026, we returned $0.1 billion to shareholders through the repurchase of 5.2 million shares on the open market.

Item 3. Defaults Upon Senior Securities.
None.

Item 4. Mine Safety Disclosures.
Not applicable.

Item 5. Other Information.
Our directors and officers (as defined in Exchange Act Rule 16a-1(f)) may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5–1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. On March 10, 2026 , David McQuarrie , our Chief Commercial Officer , adopted a written plan for the sale of up to 94,716 shares of our common stock. The plan is scheduled to commence on June 12, 2026 and is scheduled to expire on December 31, 2026 , or on any earlier date on which all of the shares have been sold. This plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

Item 6. Exhibits.
The Exhibit Index beginning on page  55 of this report sets forth a list of exhibits.

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HP INC.
EXHIBIT INDEX

Exhibit
Number   Incorporated by Reference
Exhibit Description Form File No. Exhibit(s) Filing Date
3(a) Registrant’s Restated Certificate of Incorporation .
8-K 001-04423 3.2 April 25, 2024
3(b) Registrant’s Amended and Restated Bylaws.
8-K 001-04423 3.1 February 3, 2026
10(a) Registrant’s Fifth Amended and Restated 2004 Stock Incentive Plan.*
8-K 001-04423 10.1 April 21, 2026
31.1  Certification of Chief Executive Offic er pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended. †

31.2  Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.†

32  Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.††

101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.†
101.SCH Inline XBRL Taxonomy Extension Schema Document.†
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.†
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.†
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document.†
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.†
104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026, formatted in Inline XBRL (included within the Exhibit 101 attachments).†

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*    Indicates management contract or compensatory plan, contract or arrangement.
†    Filed herewith.
††    Furnished herewith.

The registrant agrees to furnish to the Commission supplementally upon request a copy of (1) any instrument with respect to long-term debt not filed herewith as to which the total amount of securities authorized thereunder does not exceed 10% of the total assets of the registrant and its subsidiaries on a consolidated basis and (2) any omitted schedules to any material agreements set forth above.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  HP INC.
/s/ KAREN L. PARKHILL

  Karen L. Parkhill
Chief Financial Officer
(Principal Financial Officer and
Authorized Signatory)

Date: May 27, 2026

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