HPQ

hpq-202602240000047217false00000472172026-02-242026-02-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

February 24, 2026

Date of Report (Date of Earliest Event Reported)

HP Inc.

(Exact name of registrant as specified in its charter)

Delaware1-442394-1081436 (State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

1501 Page Mill Road,Palo Alto,California94304 (Address of principal executive offices)(Zip code)

(650) 857-1501 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s) Name of each exchange on which registered Common stock, par value $0.01 per shareHPQNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.          ☐

Item 2.02.Results of Operations and Financial Condition.

The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.

On February 24, 2026, HP Inc. (“HP”) issued a news release relating to the results of operations for its fiscal quarter ended January 31, 2026. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit NumberDescription 99.1HP Inc. News Release dated February 24, 2026.

104Cover Page Interactive Data File, formatted in Inline XBRL.

SIGNATURE

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

HP Inc.

DATE: February 24, 2026By:/s/ JULIE JACOBS Name:Julie Jacobs Title:Chief Legal Officer, General Counsel, and Corporate Secretary

false10-31000004721700000472172026-02-022026-02-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

February 2, 2026

Date of Report (Date of Earliest Event Reported)

HP Inc.

(Exact name of registrant as specified in its charter)

Delaware

1-4423

94-1081436

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

1501 Page Mill Road,

Palo Alto,

California

94304

(Address of principal executive offices)

(Zip code)

(650) 857-1501

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

HPQ

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.              ☐

Item 2.02

Results of Operations and Financial Condition.

The information set forth in Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.02.

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 3, 2026, HP Inc. (“HP” or the “Company”) announced that Enrique Lores has stepped down as President and Chief Executive Officer and a member of the board of directors of HP (the “Board”), effective as of the end of day on February 2, 2026. Mr. Lores has elected to pursue an opportunity outside of HP. The Board has formed a CEO Search Committee to identify the Company’s next permanent Chief Executive Officer.

On February 2, 2026, HP appointed Bruce Broussard, age 63, who is currently serving as a member of the Board, as interim Chief Executive Officer, effective as of February 3, 2026. Since 2024, Mr. Broussard has served as an advisor to Humana Inc., a leading healthcare company, where he previously served as President and CEO for more than a decade. Before that, Mr. Broussard was Chief Executive Officer of McKesson Specialty/US Oncology, Inc., where he also held senior positions including Chief Financial Officer, President and Chairman of the Board during his 11-year tenure.

In connection with these transition matters, the Board approved Mr. Broussard’s compensation package for his services as interim Chief Executive Officer, consisting of monthly cash compensation of $362,500, as well as a one-time sign-on equity award in the form of restricted stock units with respect to shares of common stock of the Company with a grant date value of $7,000,000. The sign-on equity award is subject to the terms and conditions of the Company’s 2004 Stock Incentive Plan and applicable award agreement with Mr. Broussard and will cliff-vest on February 3, 2027, subject to Mr. Broussard’s continued employment with the Company and/or continued service as a member of the Board. While serving as interim Chief Executive Officer, Mr. Broussard will continue serving as a member of the Board but will not receive any additional cash or equity compensation for such service.

In connection with his appointment as interim Chief Executive Officer, Mr. Broussard has resigned as a member and Committee Chair of the HR and Compensation Committee of the Board as well as a member of the Nominating, Governance and Social Responsibility Committee of the Board.

There are no arrangements or understandings between Mr. Broussard and any other persons pursuant to which he is appointed to serve as the interim Chief Executive Officer. 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, and Mr. Broussard has no family relationships with any director or executive officer of HP.

Item 5.03

Amendments to Articles of Incorporation or Bylaws.

On February 2, 2026, the Board adopted an amend

hpq-202511250000047217false00000472172025-11-252025-11-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

November 25, 2025

Date of Report (Date of Earliest Event Reported)

HP Inc.

(Exact name of registrant as specified in its charter)

Delaware1-442394-1081436 (State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

1501 Page Mill Road,Palo Alto,California94304 (Address of principal executive offices)(Zip code)

(650) 857-1501 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s) Name of each exchange on which registered Common stock, par value $0.01 per shareHPQNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.          ☐

Item 2.02.Results of Operations and Financial Condition.

The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.

On November 25, 2025, HP Inc. (“HP”) issued a news release relating to the results of operations for its fiscal quarter and fiscal year ended October 31, 2025. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 2.05Costs Associated with Exit or Disposal Activities

On November 25, 2025, the Board of Directors (the “Board”) of HP approved a plan intended to drive customer satisfaction, product innovation, and productivity through artificial intelligence adoption and enablement (the “Plan”). HP expects that the Plan will be implemented through fiscal 2028.

The Plan is intended to generate estimated gross run rate savings of approximately $1 billion by the end of fiscal 2028.

In connection with the Plan, HP anticipates incurring approximately $650 million in restructuring and other charges due to both labor and non-labor actions. HP estimates that approximately $550 million of this amount will be cash expenditures. Of the $650 million, HP expects to incur approximately $400 million in labor costs related to workforce reductions of approximately 4,000 – 6,000 employees by the end of fiscal 2028. The changes to the workforce will vary by country, based on local legal requirements and consultations with employee works councils and other employee representatives, as appropriate.

Item 7.01Regulation FD Disclosure.

The information in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference in such filing.

On November 25, 2025, HP announced that the Board authorized an increase in HP’s planned quarterly cash dividend amount payable to holders of record of its outstanding common stock, commencing with the dividend for the first fiscal quarter of fiscal year 2026, which would result in a quarterly dividend of $0.30 per share. Each future quarterly dividend must be declared by the Board, or by the Board’s Finance, Investment and Technology Committee pursuant to authority delegated by the Board, out of legally available sources prior to payment.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit NumberDescription 99.1HP Inc. News Release dated November 25, 2025.

104Cover Page Interactive Data File, formatted in Inline XBRL.

SIGNATURE

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