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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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(MARK FORM 10-K
(MARK ONE)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended October 31, 1994
OR
/ / ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended October 31, 1995
OR
[_]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission File Number: 1-4423
Exact name of registrant as specified in its charter:
HEWLETT-PACKARD COMPANY
STATE OR OTHER JURISDICTION OF I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION:
California
I.R.S. EMPLOYER IDENTIFICATION NO.:
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California 94-1081436
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES:
3000 Hanover Street, Palo Alto, California 94304
REGISTRANT'S TELEPHONE NO.:NUMBER, INCLUDING AREA CODE:
(415) 857-1501
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS ON WHICH REGISTERED
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Common Stock New York Stock Exchange, Inc.
par value $1 LondonPacific Stock Exchange, Inc.
per share Paris Bourse
Tokyo Stock Exchange
German (Frankfurt and Stuttgart) Stock Exchange
Swiss (Zurich, Basel, Geneva and Lausanne) Stock
Exchange
Pacific Stock Exchange, Inc.
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or13or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes /X/[X] No / /[_]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. /X/[_]
The aggregate market value of the registrant's common stockCommon Stock held by nonaffiliatesnon-
affiliates as of December 30, 199429, 1995 was $19,917,961,587.$33,803,783,360.
Indicate the number of shares outstanding of each of the issuer'sregistrant's
classes of common stockCommon Stock as of December 30, 1994: 256,480,52429, 1995: 512,675,574 shares of $1 par
value common stock.Common Stock.
DOCUMENTS INCORPORATED BY REFERENCE
DOCUMENT DESCRIPTION 10-K PART
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Pages 23-4525-47 (excluding order data)data and 48"Statement of Management
Responsibility") and 50 and the inside back cover of the
Registrant's 1994registrant's 1995 Annual Report to Shareholders I, II, IV
Pages 2-182-19 and 2526 of the Registrant'sregistrant's Notice of Annual Meeting
of Shareholders and Proxy Statement dated January 13, 199515, 1996 III
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PART I
ITEM 1. BUSINESS.
PRODUCTS AND SERVICES
Hewlett-Packard Company was incorporated in 1947 under the laws of the State
of California as the successor to a partnership founded in 1939 by William R.
Hewlett and David Packard.
On a worldwide basis, Hewlett-Packard Company, together with its
consolidated subsidiaries (the "Company"), is engaged worldwide in the design, manufacturedesigns, manufactures and service of
electronicservices
equipment and systems for measurement, computation and communications. The
Company offers a wide variety of systems and standalone products, including
computer systems, personal computers ("PCs"), printers and other peripheral
products, electronic test equipment and systems, medical electronic equipment,
calculators and other personal information products, solid state components
and instrumentation for chemical analysis. Services such as systems
integration, selective-outsourcing management, consulting, education, product
financing and rentals, as well as customer support and maintenance, are also
an integral part of the Company's offerings. These products and services are
used in industry, business, engineering, science, educationmedicine and medicine.education. A
summary of the Company's net revenue as contributed by its major classesgroupings of
similar products and services is found on page 4446 of the Company's 19941995 Annual
Report to Shareholders, which page (excluding order data) is incorporated
herein by reference.
The Company's computers, computer systems, personal information products,
personal peripheral products and other peripherals are used in a variety of
applications, including scientific and engineering computation and analysis,
instrument control and business information management. The Company's core
computing products and technologies include its PA-RISC architecture for
systems and workstations, and software infrastructure for open systems. The
Company's general-purpose computers and computer systems include scalable
families of systems, servers and serversPCs for use in homes, small workgroups,
larger departments and entire data centers.enterprises. Key products include the HP 9000
series, which runs HP-UX, HP'sthe Company's implementation of the UNIX(R)(1)(/1/)
operating system, and comprises both workstations with powerful computational
and graphics capabilities andas well as multiuser computers for both technical
and commercial applications; and the HP Vectra series of IBM-compatible PCs (personal computers)
for use in business, engineering, manufacturing and chemical analysis. The
Company offers software programming services, network services, distributed
system services and data management services. Customers of the Company's
computers, computer systems and software infrastructure products include
original equipment manufacturers, dealers, value-added resellers and
retailers, as well as end users for a variety of applications.
In the field of computing during fiscal 1994,1995, the Company expanded its
Corporate Business Systems product line, a family of multiuser systems and
servers that spans products in bothintroduced the HP
9000 K-class midrange server, which incorporates the HP-UX 10.0 operating
system, also introduced this year. In addition, the Company brought out the HP
9000 J-class workstations, which feature VISUALIZE graphics and are intended
for use in mechanical- and electronic-design automation. Other new products
included the HP 9000 Model 715/100 XC midrange workstation and the HP 3000 series. The HP
9000
Model T500 Corporate Business Server runs712/100 at the HP-UX operating system, whilelow end. The Company also announced its next-generation
PA-RISC microprocessor, the new HP 3000 Corporate Business Systems runPA-8000. This year the POSIX-compliant MPE/iX
operating system. AlsoCompany introduced this year wereits
first line of PCs specifically intended for home users, the HP 9000 E-class business
servers, which extendPavilion PC.
The Company continued to enhance its HP Vectra PC series, the HP 9000NetServer
family of PA-RISC-based workstations and
servers. Other introductions included models 712/60 and 712/80i of the Series
700 family of workstations, which are the first implementations of the Company's
PA-7100LC microprocessor, also introduced this year; the HP ENTRIA family of X
terminals; the HP Vectra VL2 series of PCsPC servers and the HP Vectra 486/25VL Model
170MMOmniBook line of mobile PCs.
In the information-storage business, the Company introduced the HP SureStore
CD-Writer 4020i, a compact disc ("CD") player/recorder system that enables PC
users to play from and record information to CDs; and the Company'sindustry's first
multimedia PC; and a series3.5-inch disk drives with 8.7 gigabytes of storage capacity.
Key software introductions in fiscal 1995 included the next generation of HP
Vectra PC
servers.
Software introductions includedJetAdmin network-printer management software, which helps users track and
manage individual print jobs; HP OpenView Version 3.3,MeasureWare, which includes
more than 30 enhancementsallows information
technology managers to understand and monitor the Company's network- and systems-management
platform; the COBOL SoftBench and COBOL/C SoftBench software-development
environments, which are based on HP SoftBench, the open, integrated CASE
(computer-aided-software-engineering) environment that is a de facto standard;
and HP Odapter, software that allows Oracle7 relational databases to store
objects created by object-oriented applications.performance of distributed
computing
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(1)--------
(/1/) UNIX is a registered trademark in the United States and other
countries, licensed exclusively through X/Open(TM) Company Limited.
X/Open is a trademark of X/Open Company Limited in the UK and other
countries.
3environments; and the HP OpenView Solution Framework program, which addresses
customer needs for network, system, application and database management.
The Company's peripheral products include a variety of system and desktop
printers, such as the HP LaserJet family; the HP DeskJet family, which is based
on the Company's thermal inkjet technology; a family of graphic plotters and
page scanners; video display terminals; disk (magnetic and optical) and tape
drives and related autochangers. In fiscal 19941995, the Company introduced the HP
LaserJet 4 Plus5L printer, which is designed for the home or small office and 4M Plus printers, 12-page-per-minute printerswhich
incorporates a suite of enabling technologies designed to optimize printer
performance regardless of the type of PC, operating system or application
being used. The Company also brought out the HP LaserJet 5Si MX printer, a
network printer that replaced
the LaserJet 4operates at 24 pages per minute and 4M printers and are 30 tois more than 40
percent faster than their
predecessors;its HP predecessor. Other key new products were the HP
LaserJet 4V, HP's fastest desktop laser printer; the HP
Color LaserJetDeskJet 660C printer, which gives corporate computer users the print quality,
speed and ease of use of a LaserJet at an affordable price;replaced the HP DeskJet 560C and DeskWriter 560Cwhich uses newly
designed printheads and ink formulas that yield superior print quality for
Macintosh computers, which use an HP-developed
technology called ColorSmart for easierblack text and more vivid full-color printing;color images; the HP DeskJet 540 and HP DeskWriter 540 printers, the lowest-priced DeskJet
printers that are targeted1600C printer, which prints color
output at the rapidly growing home market; the DeskJet 320
printer for notebook PCsfour pages per minute; and the DeskWriter 320HP DeskJet 850C printer, designed for
Macintosh
PowerBooks;the home or small office and able to produce near-photographic-quality color
output on plain paper. Other significant new products introduced this year
include the HP CopyJet color printer-copier, which combines inkjet printing
with digital imaging; the HP DesignJet 750C large-format color plotter; and the
HP ScanJet IIcx4Si scanner, which brought desktop scanning to a
wide range of business communicators; and the HP OfficeJet printer-fax-copier,
theindustry's first product from HP to perform all three functions.network scanner.
The Company also produces measurement systems for use in electronics,
medicine and analytical chemistry. Test and measurement instruments include
voltmeters and multimeters that measure voltage, current and resistance;
counters that measure the frequency of an electrical signal; oscilloscopes and
logic analyzers that measure electrical changes in relation to time; signal
generators that provide the electrical stimulus for the testing of systems and
components; specialized communications and semiconductor test equipment; and
atomic frequency standards, which are used in accurate time-interval and
timekeeping applications. Instruments for medical applications include
continuous monitoring systems for critical-care patients, medical data-managementdata-
management systems, fetal monitors, electrocardiographs, cardiac
catheterization laboratory systems, blood gas measuring instruments,
diagnostic ultrasonic imaging systems and cardiac defibrillators. Instruments
for analytical applications include gas and liquid chromatographs, mass
spectrometers, laboratory data systems and spectrophotometers. Key
product
introductions for measurement systems in fiscal 19941995 included the firstannouncement
of technologies designed to synchronize better the timing of digital
communications networks; test set
to measure waveform qualitysets for CDMA,Groupe Speciale Mobile ("GSM"), a
new U.S.global standard for digital-cellular
communications;cellular phones; the HP AcceSS7 Monitoring System, an open-systems platform that
monitors Signaling System #7 networks,PalmVue system, which are the distributed computerslinks
physicians outside a hospital to data on critical-care patients; and
databases that control call routing in telecommunications; the HP
CareVue
Clinical Event Review, a workstation-based system6890 Series of gas chromatographs, the Company's next-generation systems that
enables clinicians to
specifyoffer an extended range of automation features and retrieve patient data more quickly than before; and a liquid
chromatograph/mass spectrometer that helps bioscientists analyze biomolecules.built-in diagnostics.
The Company continues to demonstrate its ability to combine measurement and
computation. The Company's Unified Laboratory strategy is designed to improve
a user's productivity by allowing computers in the analytical laboratory to
serve as adjuncts to analytical instrumentation while broadening the user's
ability to communicate with other parts of the organization. The Office of the
Chemist is a subset of the Unified Laboratory strategy in which an office-basedoffice-
based workstation or PC, with business software such as spreadsheets, is
combined with analytical equipment and data to allow a chemist to work more
efficiently. The Company's Clinical Information System combines patient data
from monitoring instruments with other information to assist nurses in
providing health care.
The Company also manufactures electronic component products consisting
principally of microwave semiconductor, fiber-optic and optoelectronic
devices, including LEDs (light-emitting diodes).light-emitting diodes. The products primarily are sold primarily to
other manufacturers for incorporation into their electronic products but also
are used in many of the Company's products. In fiscal 1994,1995, the Company
introduced transistors, integrated circuitsthe industry's first low-cost serial infrared transceiver, which
makes possible "point and surface-mount diodesshoot" communication among devices such as laptop
computers and mobile phones. The Company also brought out second-generation
products for radio-frequency
communications, a transmitter/receiver for infrared communications, and
red-orange LEDs that are the world's brightest.GSM.
The Company provides service for its equipment, systems and peripherals,
including support and maintenance services, parts and supplies for design and
manufacturing systems, office and information systems,
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general-purpose instruments, computers and computer systems, peripherals and
network products. During fiscal 1994,1995, the Company derived 2316 percent of its
net revenue from such services. This figure reflects a fiscal 1995
reclassification of revenue from consumable supplies, consisting primarily of
supplies for the Company's printer products, from the service to the product
category.
The Company strives, in all its businesses, to promote industry standards
that recognize customer preferences for open systems in which different
vendors' products can work together. The Company often 2
4
bases its product
innovations on such standards and seeks to make its technology innovations
into industry standards through licensing to other companies and standards-settingstandards-
setting groups. For example, during fiscal 19941995 the Company's Demand
Priority protocol specification for 100VG-AnyLAN, a technology for high-speed
local area networks,Standard
Template Library was accepted by a working groupkey standards committee as part of the
IEEE, a key
standard-setting body.emerging standard for the C++ programming language.
MARKETING
Customers. The Company has approximately 600 sales and support offices and
distributorships in more than 120 countries. Sales are made to industrial and
commercial customers, educational and scientific institutions, healthcarehealth care
providers (including individual doctors, hospitals, clinics and research
laboratories) and, in the case of its calculators and other personal
information products, computer peripherals and PCs, to individuals for
personal use.
Sales Organization. More than half of the Company's orders are derived
through value-added resalereseller channels, including dealers and original equipment
manufacturers. The remaining product orders result from the efforts of its own
sales organization selling to end users. Sales operations are supported by
approximately 35,000 individuals, including field service engineers, sales
representatives, service personnel and administrative support staff. In fiscal
19941995, a higher portionproportion of the Company's net revenue than in fiscal 19931994 was
generated from products such as personal peripherals, which are primarily sold
through dealersresellers. As more of the Company's products are distributed through
resellers, these resellers become more important to the Company's success.
Some of these companies are thinly capitalized and other
value-added resellers. Sales operations are supported by approximately 34,000
individuals, including field service engineers, sales representatives, service
personnel and administrative support staff.may be unable to withstand
changes in business conditions. The Company's financial results could be
adversely affected if the financial condition of these resellers substantially
weakens.
International. The Company's total orders originating outside of the United
States, as a percentage of total Companycompany orders, were approximately 55 percent
in fiscal 1995 and 54 percent in fiscal 1994 and fiscal 1993, and 55 percent in fiscal 1992.1993. The majority of
these international orders were from customers other than foreign governments.
Approximately two-thirds of the Company's international orders in each of the
last three fiscal years were derived from Europe, with most of the balance
coming from Japan, other countries in Asia Pacific, Latin America and Canada.
Most of the Company's sales in international markets are made by foreign
sales subsidiaries. In countries with low sales volume, sales are made through
various representative and distributorship arrangements. Certain sales in
international markets, however, are made directly by the parent Company from the
United States.
The Company's international business is subject to risks customarily
encountered in foreign operations, including fluctuations in monetary exchange
rates, import and export controls and the economic, political and regulatory
policies of foreign governments. The Company believes that its international
diversification provides stability to its worldwide operations and reduces the
impact on the Company of adverse economic changes in any single country. A
summary of the Company's net revenue, earnings from operations and
identifiable assets by geographic area is found on page 4244 of the Company's
19941995 Annual Report to Shareholders, which page is incorporated herein by
reference.
COMPETITION
The Company encounters aggressive competition in all areas of its business
activity. Its competitors are numerous, ranging from some of the world's
largest corporations to many relatively small and highly specialized
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firms. The Company competes primarily on the basis of technology, performance,
price, quality, reliability, distribution and customer service and support.
The Company's reputation, the ease of use of its products and the ready
availability of customer training are also important competitive factors.
The computer market is characterized by vigorous competition among major
corporations with long-established positions and a large number of new and
rapidly growing firms. To remain competitive, the Company will be required to
continue to develop new products, periodically enhance its existing products
and compete effectively in the manner described above. In particular, the
Company anticipates that it will have to continue to adjust prices to stay
competitive and effectively manage growth with correspondingly reduced gross
margins.
While the absence of reliable statistics makes it difficult to state the
Company's relative position, the Company believes that it is the second-largestsecond-
largest U.S.-based manufacturer of general-purpose computers, personal
peripherals such as desktop printers, and calculators and other personal
information products, all for industrial, scientific and business
applications. The markets for test and measurementtest-and-measurement instruments are influenced
by specialized manufacturers whichthat often have great strength in narrow market
segments. In general, however, the Company believes that it is one of the
principal suppliers in these markets.
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5
BACKLOG
The Company believes that backlog is not a meaningful indicator of future
business prospects due to the volume of products delivered from shelf
inventories, the shortening of product delivery schedules and the portion of
revenue related to its service and support business. Therefore, the Company
believes that backlog information is not material to an understanding of its
business.
PATENTS
The Company's general policy has been to seek patent protection for those
inventions and improvements likely to be incorporated into its products or to
give the Company a competitive advantage. While the Company believes that its
patents and applications have value, in general no single patent is in itself
essential. The Company believes that its technological position depends
primarily on the technical competence and creative ability of its research and
development personnel.
MATERIALS
The Company's manufacturing operations employ a wide variety of
semiconductors, electro-mechanicalelectromechanical components and assemblies, and raw materials
such as plastic resins and sheet metal. The Company believes that the
materials and supplies necessary for its manufacturing operations are
presently available in the quantities required. The Company purchases
materials, supplies and product sub-assembliessubassemblies from a substantial number of
vendors. For many of its products, the Company has existing alternate sources
of supply, or such sources are readily available. A portionPortions of the Company's
manufacturing operations isare dependent on the ability of significant suppliers
to deliver completed products, integral sub-assembliessubassemblies and components in time
to meet critical distribution and manufacturing schedules. The failure of
suppliers to deliver these sub-assembliesproducts, subassemblies and components in a timely
manner may adversely affect the Company's operating results until alternate
sourcing could be developed. In addition, the Company periodically experiences
constrained supply of certain component parts in some product lines as a
result of strong demand in those product lines as well as strong demand in the
industry. Continued supply constraints may adversely affect the Company's
operating results until alternate sourcing could be developed. The Company
believes that alternate suppliers or design solutions could be arranged within
a reasonable time so that material long-term adverse impacts would be
unlikely.minimized.
RESEARCH AND DEVELOPMENT
The process of developing new high technology products is complex and
uncertain and requires innovative designs that anticipate customer needs and
technological trends. Without the introduction of new products and product
enhancements, the Company's products are likely to become technologically
obsolete, in which case
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revenues would be materially and adversely affected. There can be no assurance
that such new products, if and when introduced, will receive market
acceptance. After the products are developed, the Company must quickly
manufacture products in sufficient volumes at acceptable costs to meet demand.
Expenditures for research and development amountedincreased 14 percent in fiscal
1995 to $2.3 billion compared to $2.0 billion and 15 percent growth in fiscal
1994 and $1.8 billion and 9 percent growth in fiscal 1993 and $1.6 billion in fiscal 1992.1993. In fiscal 1994,1995,
research and development expenditures were 8.17.3 percent of net revenue.revenue,
compared to 8.1 percent in fiscal 1994 and 8.7 percent in fiscal 1993. The
Company anticipates that it will continue to have significant research and
development expenditures in order to maintain its competitive position with a
continuing flow of innovative, high-quality products.
ENVIRONMENT
The operations of the Company involve the use of substances regulated under
various federal, state and international laws governing the environment. It is
the Company's policy to apply strict standards for environmental protection to
sites inside and outside the U.S., even if not subject to regulations imposed
by local governments. LiabilityThe liability for environmental remediation and related
costs is accrued when it is considered probable and the costs can be
reasonably estimated. Environmental expenditurescosts are presently not material to HP'sthe Company's
operations or financial position.
EMPLOYEES
The Company had approximately 98,400102,300 employees worldwide at October 31,
1994.
4
61995.
EXECUTIVE OFFICERS OF THE REGISTRANT
Information regarding the executive officers of the Company is set forth in
Part III below.
ITEM 2. PROPERTIES.
The principal executive offices of the Company are located at 3000 Hanover
Street, Palo Alto, California 94304. As of October 31, 1994,1995, the Company owned
or leased a total of approximately 42.743.9 million square feet of space
worldwide. The Company believes that its existing properties are in good
condition and suitable for the conduct of its business.
The Company's plants are equipped with machinery, most of which is owned by
the Company and is in part developed by it to meet the special requirements
for manufacturing precision electronic instruments and systems. At the end of
fiscal year 19941995 the Company was productively utilizing the vast majority of
the space in its facilities, while actively disposing of space determined to
be excess.
The Company anticipates that most of the capital necessary for expansion
will continue to be obtained from internally generated funds. Investment in
new property, plant and equipment amounted to $1.6 billion in fiscal 1995,
$1.3 billion in fiscal 1994 and $1.4 billion in fiscal 1993 and $1.0 billion in fiscal 1992.1993.
As of October 31, 1994,1995, the Company's marketing operations occupied
approximately 10.411.4 million square feet, of which 3.53.9 million square feet are
located within the United States. The Company owns 53%55% of the space used for
marketing activities and leases the remaining 47%45%.
The Company's manufacturing plants, research and development facilities and
warehouse and administrative facilities occupied 32.332.5 million square feet, of
which 22.623.9 million square feet are located within the United States. The
Company owns 74%80% of its manufacturing, research and development, warehouse and
administrative space and leases the remaining 26%20%. None of the property owned
by the Company is held subject to any major encumbrances.
The locations of the Company's geographic operations are listed on the
inside back cover of the Company's 19941995 Annual Report to Shareholders, which
page is incorporated herein by reference. The locations of the
5
Company's major product development and manufacturing facilities and the
HPHewlett-Packard Laboratories are listed below:
PRODUCT DEVELOPMENT Aguadilla, Puerto Rico Asia Pacific
AND MANUFACTURING
Richardson, Texas Melbourne,
Americas Australia
Cupertino, Folsom, Mountain Everett, Spokane and
View, Newark, Palo Alto, Vancouver, Washington Beijing, Qingdao
Rohnert Park, Roseville, San and Shenzhen,
Diego, San Jose, Santa Clara, Brasilia, Brazil China
Santa Rosa, Sunnyvale and
Westlake Village, California Edmonton, Calgary, Montreal Bangalore, India
and Waterloo, Canada
Colorado Springs, Fort Collins, Hachioji and
Greeley and Loveland, Guadalajara, Mexico Kobe, Japan
Colorado
Europe Seoul, Korea
Wilmington, Delaware
Boise, Idaho
Andover and Chelmsford,
Massachusetts
Exeter, New Hampshire
Rockaway, New Jersey
Corvallis and
McMinnville, Oregon
Aguadilla, Puerto Rico
Everett, Spokane and
Vancouver, Washington
Edmonton, Calgary, Montreal
and Waterloo, Canada
Guadalajara, Mexico
Europe Grenoble and L'Isle d'Abeau,
France BoblingenPenang, Malaysia
Boise, Idaho
Boeblingen and Waldbronn, Singapore
Andover and Chelmsford, Germany
Massachusetts HEWLETT-PACKARD
Bergamo, Italy LABORATORIES
Exeter, New Hampshire
Amersfoort, The Netherlands Palo Alto,
Rockaway, New Jersey California
Barcelona, Spain
Corvallis and Tokyo, Japan
McMinnville, Oregon Bristol, Ipswich and South
Queensferry, United Kingdom Asia Pacific
Melbourne, Australia
Beijing, Qingdao and
Shenzhen, China
Bangalore, India
Hachioji and
Kobe, Japan
Seoul, Korea
Penang, Malaysia
Singapore
HEWLETT-PACKARD
LABORATORIES
Palo Alto, California
Tokyo, Japan
Bristol, United
Kingdom
5
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ITEM 3. LEGAL PROCEEDINGS.
There are presently pending no legal proceedings, other than routine
litigation incidental to the Company's business, to which the Company is a
party or to which any of its property is subject.
The Company is a party to, or otherwise involved in, proceedings brought by
federal or state environmental agencies under the Comprehensive Environmental
Response, Compensation and Liability Act ("CERCLA"), known as "Superfund,"superfund," or
state laws similar to CERCLA. The Company is also conducting environmental
investigation or remediation at several of its current or former operating
sites pursuant to administrative orders or consent agreements with state
environmental agencies. Any future liability from such proceedings, in the
aggregate, is not expected to be material to the operations or financial
position of the Company.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
6
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
MATTERS.
Information regarding the market prices of the Company's common stockCommon Stock and
the markets for that stock may be found on pages 4547 and 48,50, respectively, of
the Company's 19941995 Annual Report to Shareholders. The number of shareholders
and information concerning the Company's current dividend rate are set forth
in the section entitled "Common Stock, Dividend Policy" found on page 4850 of
that report. Additional information concerning dividends may be found on pages
23,
30, 3125, 32, 33 and 4547 of the Company's 19941995 Annual Report to Shareholders. Such
pages (excluding order data) are incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA.
Selected financial data for the Company is set forth on page 2325 of the
Company's 19941995 Annual Report to Shareholders, which page (excluding order
data) is incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
A discussion of the Company's financial condition, changes in financial
condition and results of operations appears in the "Financial Review" found on
pages 25-2727-29 and 2931 of the Company's 19941995 Annual Report to Shareholders. Such
pages (excluding order data) are incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The consolidated financial statements of the Company, together with the
report thereon of Price Waterhouse LLP, independent accountants, and the
unaudited "Quarterly Summary" are set forth on pages 24, 28, 30-4326, 30, 32-45 and 4547 of
the Company's 19941995 Annual Report to Shareholders, which pages (excluding order
data and "Statement of Management Responsibility") are incorporated herein by
reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
Not applicable.
With the exception of the information incorporated by reference in Parts I,
II and IV of this Form 10-K, the Company's 1994 Annual Report to Shareholders is
not to be deemed filed as part of this report.
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8
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Information regarding directors of the Company who are standing for
reelection is set forth under "Election of Directors" on pages 4-8 of the
Company's Notice of Annual Meeting of Shareholders and Proxy Statement, dated
January 13, 199515, 1996 (the "Notice and Proxy Statement"), which pages are
incorporated herein by reference.
Information regarding directors of the Company who are retiring on February
27, 1996 is set forth below:
DIRECTORS WHO ARE RETIRING:
HAROLD J. HAYNES; AGE 70; RETIRED CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE
OFFICER,CHEVRON CORPORATION
Mr. Haynes was elected a director of the Company in 1981. He was Chairman of
the Board and Chief Executive Officer of Chevron Corporation from 1974 until
his retirement in 1981. Mr. Haynes is a director of PACCAR, Inc., Bechtel
Group, Inc., Citicorp, Citibank, N.A., Fremont Group, Inc., Saudi Arabian Oil
Company and The Boeing Company.
7
SHIRLEY M. HUFSTEDLER; AGE 70; SENIOR OF COUNSEL, MORRISON & FOERSTER
(ATTORNEYS)
Ms. Hufstedler became a director of the Company in 1982. She served as U.S.
Secretary of Education from 1979 to 1981 and was a judge on the U.S. Court of
Appeals, 9th Circuit, from 1968 to 1979. Ms. Hufstedler is a trustee of the
California Institute of Technology and the Lucille Simon Foundation. She is a
trustee emeritus of the 9th Circuit Historical Society, Occidental College,
the Colonial Williamsburg Foundation, the Carnegie Foundation for
International Peace and the Institute for Court Management. She is a director
of the MacArthur Foundation, Lawyers Alliance for World Security, Salzburg
Seminar, U S WEST, Inc. and Harman International Industries, Inc.
The names of the executive officers of the Company, their ages, titles and
biographies as of December 30, 1994,29, 1995, are set forth below. All officers are
elected for a one-year term.terms.
EXECUTIVE OFFICERS:
JAMES L. ARTHUR; AGE 60;61; SENIOR VICE PRESIDENT AND GENERAL MANAGER, WORLDWIDE
CUSTOMER SUPPORT OPERATIONS.
Mr. Arthur assumed his current position as General Manager of the Company's
Worldwide Customer Support Operations in 1989. He served as Director of the U.S.
Field Operations from 1984 to 1989. He became a Vice President of
the Company in 1982 and a Senior Vice President in 1987.
EDWARD W. BARNHOLT; AGE 51;52; SENIOR VICE PRESIDENT AND GENERAL MANAGER, TEST
AND MEASUREMENT ORGANIZATION.
Mr. Barnholt was elected a Senior Vice President in 1993. He became Vice
President and General Manager, Test and Measurement Organization, with
responsibility for the Company's Electronic Instrument, andAutomatic Test,
Microwave and Communications Groups, along with theand Communications Test Business Unit,Solutions Groups in 1990. Prior to 1990, he had been General Manager of the Electronic Instrument
Group since 1984. Mr.
Barnholt was elected a Vice President of the Company in 1988. He is a director
of KLA Instruments Corporation.
RICHARD E. BELLUZZO; AGE 41;42; EXECUTIVE VICE PRESIDENT AND GENERAL MANAGER,
COMPUTER PRODUCTS ORGANIZATION.
Mr. Belluzzo was namedelected a Senior Vice President in January 1995. In August
1995, he assumed management responsibility for the newly formed Computer
Organization and was elected an Executive Vice President. He was General
Manager of the Computer Products Organization in 1993. Earlier infrom 1993 he becameto August 1995. He
served as General Manager of the newly
formed HardcopyInkJet Products Group.Group from 1991 to 1993 and
as General Manager of the Boise Printer Division from 1988 to 1991. He was
elected a Vice President in 1992. He was
named operations manager for the Boise Printer Operation when it was formed in
1987 and became General Manageris a director of that operation when it became a division in
1988.Proxima Corporation.
ALAN D. BICKELL; AGE 58;59; SENIOR VICE PRESIDENT AND MANAGING DIRECTOR,
GEOGRAPHIC OPERATIONS.
Mr. Bickell was elected a Vice President in 1984. He was Managing Director
of Intercontinental Operations from 1974 until 1992, when he was elected to
his current position. He is a director of Junior Achievement International.
JOEL S. BIRNBAUM; AGE 57;58; SENIOR VICE PRESIDENT, RESEARCH AND DEVELOPMENT.
Mr. Birnbaum was elected a Senior Vice President in 1993. He became Vice
President, Research and Development and Director, HP Laboratories in September
1991. Additionally, he served as General Manager, Information Architecture
Group from 1988 until 1991. He was elected a Vice President in 1984. He is a
director of Corporation for National Research Infrastructure.
S.T. JACK BRIGHAM III; AGE 55;56; SENIOR VICE PRESIDENT, CORPORATE AFFAIRS AND
GENERAL COUNSEL.
Mr. Brigham was elected a Senior Vice President in 19821995 and a Vice President
in 1982. He became Vice President, Corporate Affairs in 1992. He has served as
General Counsel since 1976.
8
DOUGLAS K. CARNAHAN; AGE 53;54; SENIOR VICE PRESIDENT AND GENERAL MANAGER,
MEASUREMENT SYSTEMS ORGANIZATION.
Mr. Carnahan was elected a Senior Vice President in 1992.1995 and has been in his
current position since October 1993. He was General Manager of the Publishing
Products Business Unit from 1988 to 1991 when heand was promoted
to General Manager of the
Printing Systems Group.
7
9
In June 1993 heGroup from 1991 to 1993. He was named General Manager of Component Products, andelected a Vice President in
October
1993 he assumed his current post as General Manager of the Measurement Systems
Organization.1992.
RAYMOND W. COOKINGHAM; AGE 51;52; VICE PRESIDENT AND CONTROLLER.
Mr. Cookingham was elected a Vice President in 1993. He has served as
Controller for the Company since 1986.
F. E. (PETE) PETERSON; AGE 53;54; SENIOR VICE PRESIDENT, PERSONNEL.
Mr. Peterson was elected to his current position in 1995. He was elected a
Vice President in 1992. In 1985, he was
named Corporate Personnel Operations Manager with responsibility for integrating
personnel policies and programs with the worldwide business strategies of the
Company. In 1990, he assumed additional responsibilityHe has served as Director of Corporate Personnel.Personnel since
1990.
LEWIS E. PLATT; AGE 53;54; CHAIRMAN OF THE BOARD, PRESIDENT AND CHIEF EXECUTIVE
OFFICER, AND CHAIRMAN OF THE EXECUTIVE COMMITTEE.
Mr. Platt has served as a director of the Company, President and Chief
Executive Officer since November 1, 1992. The Board elected Mr. Platt to succeed
David Packard1992 and has served as Chairman in Septembersince 1993.
He was an Executive Vice President from 1987 to 1992. Mr. Platt held a number
of management positions in the Company prior to becoming its President,
including managing the Computer Systems Organization from 1990 to 1992 and the Computer Products sector from 1988 to
1990.1992. He is
a director of Molex Inc. and Pacific Telesis. He also serves on the Cornell University Council and the Wharton
School Board of Overseers.
WILLEM P. ROELANDTS; AGE 49;50; SENIOR VICE PRESIDENT AND GENERAL MANAGER,
COMPUTER SYSTEMS ORGANIZATION.
Mr. Roelandts was electedresigned from the Company on January 10, 1996. Prior to his
resignation, he had been a Senior Vice President insince 1993. He served as
General Manager of the Computer Systems Group from 1988 until he became
General Manager of the Networked Systems Group in the Computer Systems
Organization in
1990. Hefrom 1990 until he was elected a Vice President and General
Manager, Computer Systems Organization in 1992.
ROBERT P. WAYMAN; AGE 49;50; EXECUTIVE VICE PRESIDENT, FINANCE AND ADMINISTRATION
AND CHIEF FINANCIAL OFFICER.
Mr. Wayman was electedhas served as a director of the Company effectivesince December 1, 1993. He
has been an Executive Vice President responsible for finance and
administration since 1992. He has held a number of financial management
positions in the Company and was elected a Vice President and Chief Financial
Officer in 1984. He is a director of Consolidated Freightways, Inc. and Sybase
Inc. He also serves as a member of the Board of the Private Sector Council and
of the Kellogg Advisory Board, Northwestern University.
Information regarding compliance with Section 16(a) of the Securities
Exchange Act of 1934 is set forth on page 11 of the Notice and Proxy
Statement, which page is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION.
Information regarding the Company's compensation of its named executive
officers is set forth on pages 12-18 and 2512-19 of the Notice and Proxy Statement, which
pages are incorporated herein by reference. Information regarding the
Company's compensation of its directors is set forth on pages 2-4 and 26 of
the Notice and Proxy Statement, which pages are incorporated herein by
reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Information regarding security ownership of certain beneficial owners and
management is set forth on pages 8-11 of the Notice and Proxy Statement, which
pages are incorporated herein by reference.
89
10
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Information regarding transactions with the Company's executive officers and
directors is set forth on page 2526 of the Notice and Proxy Statement, which
page is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a)The following documents are filed as part of this report:
1. Financial1.Financial Statements:
PAGE IN
ANNUAL
REPORT TO
SHAREHOLDERS*
-------------
Report of Independent Accountants.......................... 4345
Consolidated Statement of Earnings for the three years
ended October 31, 1994................................... 241995.................................... 26
Consolidated Balance Sheet at October 31, 19941995 and 1993.... 281994.... 30
Consolidated Statement of Cash Flows for the three years
ended October 31, 1994................................... 301995.................................... 32
Consolidated Statement of Shareholders' Equity for the
three years ended October 31, 1994....................... 311995........................ 33
Notes to Consolidated Financial Statements................. 32-4234-44
- -----------------------
* Incorporated by reference from the indicated pages of the 1994Company's 1995
Annual Report to Shareholders.
2. Financial2.Financial Statement Schedules:
None.
910
11
3. Exhibits:3.Exhibits:
1. Not applicable.
2. None.
3(a). Registrant's Amended Articles of Incorporation, which
appear as Exhibit 3(a)3(i) to Registrant's AnnualQuarterly Report
on Form 10-K10-Q for the fiscal yearquarter ended October 31, 1988,April 30,
1995, which Exhibit is incorporated herein by reference.
3(b). Registrant's Amended By-Laws, which appear as Exhibit
3(b)3(ii) to Registrant's AnnualQuarterly Report on Form 10-K10-Q for
the fiscal yearquarter ended October 31, 1992,April 30, 1995, which Exhibit
is incorporated herein by reference.
4. None.
5-8. Not applicable.
9. None.
10(a). Registrant's 1979 Incentive Stock Option Plan, which
appears as Exhibit 10(a) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1983,
which Exhibit is incorporated herein by reference.*
10(b). Registrant's 1979 Incentive Stock Option Plan
Agreements, which appear as Exhibit 10(b) to
Registrant's Annual Report on Form 10-K for the fiscal
year ended October 31, 1983, which Exhibit is
incorporated herein by reference.*
10(c). Letter dated September 24, 1984 to optionees advising
them of amendment to 1979 Incentive Stock Option Plan
AgreementAgreements (Exhibit 10(b) above), which appears as
Exhibit 10(c) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1984, which
Exhibit is incorporated herein by reference.*
10(d). Registrant's 1983 Officers Early Retirement Plan,
amended and restated as of January 1, 1990, which
appears as Exhibit 10(d) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1990,
which Exhibit is incorporated herein by reference.*
10(e). Registrant's 1985 Incentive Compensation Plan, which
appears as Exhibit 10(e) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1984,
which Exhibit is incorporated herein by reference.*
10(f). Registrant's 1985 Incentive Compensation Plan Stock
Option Agreements, which appear as Exhibit 10(f) to
Registrant's Annual Report on Form 10-K for the fiscal
year ended October 31, 1984, which Exhibit is
incorporated herein by reference.*
10(g). Registrant's Excess Benefit Retirement Plan, amended and
restated as of November 1, 1989, which appears as
Exhibit 10(g) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1990, which
Exhibit is incorporated herein by reference.*
10(h). Registrant's 1985 Incentive Compensation Plan restricted
stock agreements, which appear as Exhibit 10(h) to
Registrant's Annual Report on Form 10-K for the fiscal
year ended October 31, 1985, which Exhibit is
incorporated herein by reference.*
10(i). Registrant's 1987 Director Option Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January
16, 1987, which Appendix is incorporated herein by
reference.*
10(j). Registrant's 1989 Independent Director Deferred
Compensation Program, which appears as Exhibit 10(j) to
Registrant's Annual Report on Form 10-K for the fiscal
year ended October 31, 1989, which Exhibit is
incorporated herein by reference.*
10(k). Registrant's 1990 Incentive Stock Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January
11, 1990, which Appendix is incorporated herein by
reference.*
1011
10(l). Registrant's 1990 Incentive Stock Plan stock option and
restricted stock agreements, which appear as Exhibit
10(l) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1990, which Exhibit is
incorporated herein by reference.*
10(m). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1979 Incentive Stock Option Plan, which
appears as Exhibit 10(m) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1991,
which Exhibit is incorporated herein by reference.*
10(n). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1985 Incentive Compensation Plan, which
appears as Exhibit 10(n) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1991,
which Exhibit is incorporated herein by reference.*
10(o). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1987 Director Option Plan, which appears as
Exhibit 10(o) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1991, which
Exhibit is incorporated herein by reference.*
10(p). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1990 Incentive Stock Plan, which appears as
Exhibit 10(p) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1991, which
Exhibit is incorporated herein by reference.*
10(q). Registrant's 1995 Incentive Stock Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January
13, 1995, which Appendix is incorporated herein by
reference.*
10(r). Executive Severance Package dated January 10, 1996
between the Registrant and Willem P. Roelandts.*
11-12. None.
13. Pages 25-47 (excluding order data and "Statement of
Management Responsibility") and 50 and the inside back
cover of Registrant's 1995 Annual Report to
Shareholders.
14-17. Not applicable.
18. None.
19-20. Not applicable.
21. Subsidiaries of Registrant as of January 17, 1996.
22. None.
23. Consent of Independent Accountants.
24. Powers of Attorney. Contained in page 13 of this Annual
Report on Form 10-K and incorporated herein by
reference.
25-26. Not applicable.
27. Financial Data Schedule.
28. None.
99. 1995 Employee Stock Purchase Plan Annual Report on Form
11-K.
- --------
* Indicates management contract or compensatory plan, contract or arrangement.
Exhibit numbers may not correspond in all cases to those numbers in Item 601
of Regulation S-K because of special requirements applicable to EDGAR filers.
(b) Reports on Form 8-K
None.
12
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) 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.
HEWLETT-PACKARD COMPANY
Date: January 19, 1996 By: D. Craig Nordlund
___________________________________
D. CRAIG NORDLUND
ASSOCIATE GENERAL COUNSEL AND
SECRETARY
POWER OF ATTORNEY
Know All Persons By These Presents, that each person whose signature appears
below constitutes and appoints D. Craig Nordlund and Ann O. Baskins, or either
of them, his or her attorneys-in-fact, for such person in any and all
capacities, to sign any amendments to this report and to file the same, with
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, hereby ratifying and confirming all that
either of said attorneys-in-fact, or substitute or substitutes, may do or
cause to be done by virtue hereof.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE
REGISTRANT AND IN THE CAPACITIES AND ON THE DATES INDICATED.
SIGNATURE TITLE DATE
--------- ----- ----
Raymond W. Cookingham Vice President and January 19, 1996
____________________________________ Controller
RAYMOND W. COOKINGHAM (Principal Accounting
Officer)
Thomas E. Everhart Director January 19, 1996
____________________________________
THOMAS E. EVERHART
John B. Fery Director January 19, 1996
____________________________________
JOHN B. FERY
Jean-Paul G. Gimon Director January 19, 1996
____________________________________
JEAN-PAUL G. GIMON
Richard A. Hackborn Director January 19, 1996
____________________________________
RICHARD A. HACKBORN
Harold J. Haynes Director January 19, 1996
____________________________________
HAROLD J. HAYNES
Walter B. Hewlett Director January 19, 1996
____________________________________
WALTER B. HEWLETT
13
SIGNATURE TITLE DATE
--------- ----- ----
Shirley M. Hufstedler Director January 19, 1996
____________________________________
SHIRLEY M. HUFSTEDLER
George A. Keyworth II Director January 19, 1996
____________________________________
GEORGE A. KEYWORTH II
David M. Lawrence, M.D. Director January 19, 1996
____________________________________
DAVID M. LAWRENCE, M.D.
Paul F. Miller, Jr. Director January 19, 1996
____________________________________
PAUL F. MILLER, JR.
Susan P. Orr Director January 19, 1996
____________________________________
SUSAN P. ORR
Director January , 1996
____________________________________
DAVID W. PACKARD
Donald E. Petersen Director January 19, 1996
____________________________________
DONALD E. PETERSEN
Lewis E. Platt Chairman, President and January 19, 1996
____________________________________ Chief Executive Officer
LEWIS E. PLATT (Principal Executive
Officer)
Robert P. Wayman Executive Vice President, January 19, 1996
____________________________________ Finance and Administration,
ROBERT P. WAYMAN Chief Financial Officer and
Director (Principal
Financial Officer)
14
EXHIBIT INDEX
EXHIBIT DESCRIPTION
NUMBER -----------
-------
1. Not applicable.
2. None.
3(a). Registrant's Amended Articles of Incorporation, which appear
as Exhibit 3(i) to Registrant's Quarterly Report on Form 10-Q
for the fiscal quarter ended April 30, 1995, which Exhibit is
incorporated herein by reference.
3(b). Registrant's Amended By-Laws, which appear as Exhibit 3(ii)
to Registrant's Quarterly Report on Form 10-Q for the fiscal
quarter ended April 30, 1995, which Exhibit is incorporated
herein by reference.
4. None.
5-8. Not applicable.
9. None.
10(a). Registrant's 1979 Incentive Stock Option Plan, which appears
as Exhibit 10(a) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1983, which Exhibit is
incorporated herein by reference.*
10(b). Registrant's 1979 Incentive Stock Option Plan Agreements,
which appear as Exhibit 10(b) to Registrant's Annual Report
on Form 10-K for the fiscal year ended October 31, 1983,
which Exhibit is incorporated herein by reference.*
10(c). Letter dated September 24, 1984 to optionees advising them of
amendment to 1979 Incentive Stock Option Plan Agreements
(Exhibit 10(b) above), which appears as Exhibit 10(c) to
Registrant's Annual Report on Form 10-K for the fiscal year
ended October 31, 1984, which Exhibit is incorporated herein
by reference.*
10(d). Registrant's 1983 Officers Early Retirement Plan, amended and
restated as of January 1, 1990, which appears as Exhibit
10(d) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1990, which Exhibit is
incorporated herein by reference.*
10(e). Registrant's 1985 Incentive Compensation Plan, which appears
as Exhibit 10(e) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1984, which Exhibit is
incorporated herein by reference.*
10(f). Registrant's 1985 Incentive Compensation Plan Stock Option
Agreements, which appear as Exhibit 10(f) to Registrant's
Annual Report on Form 10-K for the fiscal year ended October
31, 1984, which Exhibit is incorporated herein by reference.*
10(g). Registrant's Excess Benefit Retirement Plan, amended and
restated as of November 1, 1989, which appears as Exhibit
10(g) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1990, which Exhibit is
incorporated herein by reference.*
10(h). Registrant's 1985 Incentive Compensation Plan restricted
stock agreements, which appear as Exhibit 10(h) to
Registrant's Annual Report on Form 10-K for the fiscal year
ended October 31, 1985, which Exhibit is incorporated herein
by reference.*
10(i). Registrant's 1987 Director Option Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January 16,
1987, which Appendix is incorporated herein by reference.*
10(j). Registrant's 1989 Independent Director Deferred Compensation
Program, which appears as Exhibit 10(j) to Registrant's
Annual Report on Form 10-K for the fiscal year ended October
31, 1989, which Exhibit is incorporated herein by reference.*
10(k). Registrant's 1990 Incentive Stock Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January 11,
1990, which Appendix is incorporated herein by reference.*
EXHIBIT DESCRIPTION
NUMBER -----------
-------
10(l). Registrant's 1990 Incentive Stock Plan stock option and
restricted stock agreements, which appear as Exhibit 10(l) to
Registrant's Annual Report on Form 10-K for the fiscal year
ended October 31, 1990, which Exhibit is incorporated herein
by reference.*
10(m). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1979 Incentive Stock Option Plan, which appears
as Exhibit 10(m) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1991, which Exhibit is
incorporated herein by reference.*
10(n). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1985 Incentive Compensation Plan, which appears
as Exhibit 10(n) to Registrant's Annual Report on Form 10-K
for the fiscal year ended October 31, 1991, which Exhibit is
incorporated herein by reference.*
10(o). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1987 Director Option Plan, which appears as
Exhibit 10(o) to Registrant's Annual Report on Form 10-K for
the fiscal year ended October 31, 1991, which Exhibit is
incorporated herein by reference.*
10(p). Resolution dated July 17, 1991 adopting amendment to
Registrant's 1990 Incentive Stock Plan, which appears as
Exhibit 10(p) to Registrant's Annual Report on Form 10-K for
the fiscal year ended October 31, 1991, which Exhibit is
incorporated herein by reference.*
10(q). Registrant's 1995 Incentive Stock Plan, which appears as
Appendix A to Registrant's Proxy Statement dated January 13,
1995, which Appendix is incorporated herein by reference.*
10(r). Executive Severance Package dated January 10, 1996 between
the Registrant and Willem P. Roelandts.*
11-12. None.
13. Pages 23-4525-47 (excluding order data and "Statement of
Management Responsibility") and 4850 and the inside back cover
of Registrant's 19941995 Annual Report to Shareholders.
14-17. Not applicable.
18. None.
19-20. Not applicable.
21. Subsidiaries of Registrant as of January 16, 1995.17, 1996.
22. None.
23. Consent of Independent Accountants.
24. Powers of Attorney. Contained in page 1213 of this Annual
Report on Form 10-K and incorporated herein by reference.
25-26. Not applicable.
27. Financial Data Schedule.
28. None.
99. 19941995 Employee Stock Purchase Plan Annual Report on Form 11-K.
- -----------------------
* Indicates management contract or compensatory plan, contract or arrangement.
Exhibit numbers may not correspond
GRAPHICS APPENDIX LIST*
* In this Appendix, the following descriptions of certain bar charts and graphs
in all cases to those numbers in Item
601 of Regulation S-K because of special requirements applicable to EDGAR
filers.
(b) Reports on Form 8-K
None.
11
13
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) 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.
HEWLETT-PACKARD COMPANY
Date: January 27,the Company's 1995 By: D. CRAIG NORDLUND
---------------------------------
D. CRAIG NORDLUND
ASSOCIATE GENERAL COUNSEL AND SECRETARY
POWER OF ATTORNEY
Know All Persons By These Presents, that each person whose signature
appears below constitutes and appoints D. Craig Nordlund and Ann O. Baskins, or
either of them, his or her attorneys-in-fact, for such person in any and all
capacities, to sign any amendments to this report and to file the same, with
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, hereby ratifying and confirming all that
either of said attorneys-in-fact, or substitute or substitutes, may do or cause
to be done by virtue hereof.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE
REGISTRANT AND IN THE CAPACITIES AND ON THE DATES INDICATED.
SIGNATURE TITLE DATE
- ------------------------------------- --------------------------------- ------------------
RAYMOND W. COOKINGHAM Vice President and Controller January 20, 1995
- ------------------------------------- (Principal Accounting Officer)
RAYMOND W. COOKINGHAM
THOMAS E. EVERHART Director January 19, 1995
- -------------------------------------
THOMAS E. EVERHART
JOHN B. FERY Director January 20, 1995
- -------------------------------------
JOHN B. FERY
JEAN-PAUL G. GIMON Director January 20, 1995
- -------------------------------------
JEAN-PAUL G. GIMON
RICHARD A. HACKBORN Director January 20, 1995
- -------------------------------------
RICHARD A. HACKBORN
HAROLD J. HAYNES Director January 20, 1995
- -------------------------------------
HAROLD J. HAYNES
WALTER B. HEWLETT Director January 20, 1995
- -------------------------------------
WALTER B. HEWLETT
SHIRLEY M. HUFSTEDLER Director January 20, 1995
- -------------------------------------
SHIRLEY M. HUFSTEDLER
12
14
SIGNATURE TITLE DATE
- ------------------------------------- --------------------------------- ------------------
Director
- -------------------------------------
GEORGE A. KEYWORTH II
PAUL F. MILLER, JR. Director January 20, 1995
- -------------------------------------
PAUL F. MILLER, JR.
SUSAN P. ORR Director January 20, 1995
- -------------------------------------
SUSAN P. ORR
DAVID W. PACKARD Director January 20, 1995
- -------------------------------------
DAVID W. PACKARD
DONALD E. PETERSEN Director January 20, 1995
- -------------------------------------
DONALD E. PETERSEN
LEWIS E. PLATT Chairman, President and Chief January 23, 1995
- ------------------------------------- Executive Officer (Principal
LEWIS E. PLATT Executive Officer)
ROBERT P. WAYMAN Executive Vice President, Finance January 20, 1995
- ------------------------------------- and Administration, Chief
ROBERT P. WAYMAN Financial Officer and Director
(Principal Financial Officer)
13
15
5963-5439EUS
16
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT
- ------- -------
1. Not applicable.
2. None.
3(a). Registrant's Amended Articles of Incorporation, which appear as
Exhibit 3(a) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1988, which Exhibit is incorporated
herein by reference.
3(b). Registrant's Amended By-Laws, which appear as Exhibit 3(b) to
Registrant's Annual Report on Form 10-K for the fiscal year ended
October 31, 1992, which Exhibit is incorporated herein by
reference.
4. None.
5-8. Not applicable.
9. None.
10(a). Registrant's 1979 Incentive Stock Option Plan, which appears as
Exhibit 10(a) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1983, which Exhibit is incorporated
herein by reference.
10(b). Registrant's 1979 Incentive Stock Option Plan Agreements, which
appear as Exhibit 10(b) to Registrant's Annual Report on Form 10-
K for the fiscal year ended October 31, 1983, which Exhibit is
incorporated herein by reference.
10(c). Letter dated September 24, 1984 to optionees advising them of
amendment to 1979 Incentive Stock Option Plan Agreement (Exhibit
10(b) above), which appears as Exhibit 10(c) to Registrant's
Annual Report on Form 10-K for the fiscal year ended October 31,
1984, which Exhibit is incorporated herein by reference.
10(d). Registrant's 1983 Officers Early Retirement Plan, amended and
restated as of January 1, 1990 which appears as Exhibit 10(d) to
Registrant's Annual Report on Form 10-K for the fiscal year ended
October 31, 1990, which Exhibit is incorporated herein by
reference.
10(e). Registrant's 1985 Incentive Compensation Plan, which appears as
Exhibit 10(e) to Registrant's Annual Report on Form 10-K for the
fiscal year ended October 31, 1984, which Exhibit is incorporated
herein by reference.
10(f). Registrant's 1985 Incentive Compensation Plan Stock Option
Agreements, which appear as Exhibit 10(f) to Registrant's Annual
Report on Form 10-K for the fiscal year ended October 31, 1984,
which Exhibit is incorporated herein by reference.
10(g). Registrant's Excess Benefit Retirement Plan, amended and restated
as of November 1, 1989, which appears as Exhibit 10(g) to
Registrant's Annual Report on Form 10-K for the fiscal year ended
October 31, 1990, which Exhibit is incorporated herein by
reference.
17
EXHIBIT
NUMBER EXHIBIT
- ------- -------
10(h). Registrant's 1985 Incentive Compensation Plan restricted stock
agreements, which appear as Exhibit 10(h) to Registrant's Annual
Report on Form 10-K for the fiscal year ended October 31, 1985,
which Exhibit is incorporated herein by reference.
10(i). Registrant's 1987 Director Option Plan, which appears as Appendix
A to Registrant's Proxy Statement dated January 16, 1987, which
Appendix is incorporated herein by reference.
10(j). Registrant's 1989 Independent Director Deferred Compensation
Program, which appears as Exhibit 10(j) to Registrant's Annual
Report on Form 10-K for the fiscal year ended October 31, 1989,
which Exhibit is incorporated herein by reference.
10(k). Registrant's 1990 Incentive Stock Plan, which appears as Appendix
A to Registrant's Proxy Statement dated January 11, 1990, which
Appendix is incorporated herein by reference.
10(l). Registrant's 1990 Incentive Stock Plan stock option and restricted
stock agreements, which appear as Exhibit 10(l) to Registrant's
Annual Report on Form 10-K for the fiscal year ended October 31,
1990, which Exhibit is incorporated herein by reference.
10(m). Resolution dated July 17, 1991 adopting amendment to Registrant's
1979 Incentive Stock Option Plan, which appears as Exhibit 10(m)
to Registrant's Annual Report on Form 10-K for the fiscal year
ended October 31, 1991, which Exhibit is incorporated herein by
reference.
10(n). Resolution dated July 17, 1991 adopting amendment to Registrant's
1985 Incentive Compensation Plan, which appears as Exhibit 10(n)
to Registrant's Annual Report on Form 10-K for the fiscal year
ended October 31, 1991, which Exhibit is incorporated herein by
reference.
10(o). Resolution dated July 17, 1991 adopting amendment to Registrant's
1987 Director Option Plan, which appears as Exhibit 10(o) to
Registrant's Annual Report on Form 10-K for the fiscal year ended
October 31, 1991, which Exhibit is incorporated herein by
reference.
10(p). Resolution dated July 17, 1991 adopting amendment to Registrant's
1990 Incentive Stock Plan, which appears as Exhibit 10(p) to
Registrant's Annual Report on Form 10-K for the fiscal year ended
October 31, 1991, which Exhibit is incorporated herein by
reference.
10(q). Registrant's 1995 Incentive Stock Plan, which appears as Appendix
A to Registrant's Proxy Statement dated January 13, 1995, which
Appendix is incorporated herein by reference.
11-12. None.
13. Pages 23-45 (excluding order data and "Statement of Management
Responsibility") and 48 and the inside back cover of Registrant's
1994 Annual Report to Shareholders.
14-17. Not applicable.
18
EXHIBIT
NUMBER EXHIBIT
- ------- -------
18. None.
19-20. Not applicable.
21. SubsidiariesShareholders that are omitted from the
EDGAR version are more specific with respect to the actual numbers, amounts and
percentages than is determinable from the bar charts and graphs themselves. The
Company submits such more specific descriptions only for the purpose of
Registrant as of January 16, 1995.
22. None.
23. Consent of Independent Accountants.
24. Powers of Attorney. Contained in page 12 ofcomplying with the requirements for transmitting this Annual Report on Form 10-K
electronically via EDGAR; such more specific descriptions are not intended in
any way to provide information that is additional to the information otherwise
provided in the Annual Report.
EDGAR version - Page 25
A bar chart entitled "Total Orders (In millions)" at the bottom left of page 25
of the 1995 Annual Report to Shareholders shows that for the fiscal years 1991,
1992, 1993, 1994 and incorporated herein by reference.
25-26. Not applicable.
27.1995 (shown on the x-axis) the Company had total orders
(shown on the y-axis) in the respective amounts provided in the table entitled
"Selected Financial Data Schedule.
28. None.
99. 1994 Employee Stock Purchase Plan(Unaudited)" on page 25 of the Annual Report.
A bar chart entitled "Earnings from Operations (In millions)" at the bottom
center of page 25 of the 1995 Annual Report to Shareholders shows that for the
fiscal years 1991, 1992, 1993, 1994 and 1995 (shown on Form 11-K.
Exhibit Numbers may not correspondthe x-axis) the Company
had earnings from operations (shown on the y-axis) in all casesthe respective amounts
provided in the table entitled "Selected Financial Data (Unaudited)" on page 25
of the Annual Report.
A bar chart entitled "Employees and Net Revenue Per Employee (In thousands)" at
the bottom right of page 25 of the 1995 Annual Report to those numbersShareholders shows that
for the fiscal years 1991, 1992, 1993, 1994 and 1995 (shown on the x-axis) the
Company had employees in Item 601the respective amounts (shown on the y-axis) provided
in the table entitled "Selected Financial Data (Unaudited)" on page 25 of Regulation S-K becausethe
Annual Report. In addition, the graph shows that for the fiscal years 1991,
1992, 1993, 1994 and 1995 (shown on the x-axis) the Company had net revenue per
employee (shown on the y-axis) of special requirements applicable$160,000, $180,800, $215,200, $256,900 and
$314,100, respectively.
EDGAR version - Page 27
A graph entitled "Net Revenue (In millions)" at the top right of page 27 of the
1995 Annual Report to Shareholders shows that for the fiscal years 1991, 1992,
1993, 1994 and 1995 (shown on the x-axis) the Company had total net revenue
(shown on the y-axis) in the respective amounts provided in the table entitled
"Selected Financial Data (Unaudited)" on page 25 of the Annual Report; and
international net revenue of $8,104 million, $9,198 million, $10,971 million,
$13,522 million and $17,556 million, respectively. In addition, the graph shows
that for the fiscal years 1991 and 1992 (shown on the x-axis) the company had
U.S. net revenue (shown on the y-axis) of
$6,390 million and $7,212 million, respectively; and U.S. net revenue for the
fiscal years 1993, 1994 and 1995 (shown on the x-axis) in the respective amounts
(shown on the y-axis) provided in the section entitled "Geographic Area
Information" under the caption "United States: Unaffiliated customer sales" in
the table on page 44 of the Annual Report.
A graph entitled "U.S. Dollar Relative to Major Foreign Currencies (Fiscal 1980
equals 1.00)" at the bottom right of page 27 of the 1995 Annual Report to
Shareholders shows that in the months running consecutively from November 1990
through October 1995 (shown on the x-axis) the U.S. Dollar was equal to (shown
on the y-axis) .98, 1.00, 1.00, .96, 1.05, 1.10, 1.11, 1.15, 1.15,1.13,1.10,
1.10, 1.06, 1.04, 1.04, 1.07, 1.09, 1.09,1.06, 1.04, .99, .98, .99, 1.04, 1.11,
1.12, 1.14, 1.17, 1.17, 1.13, 1.13, 1.15, 1.19, 1.20, 1.16, 1.18, 1.21, 1.21,
1.22, 1.21, 1.19, 1.19, 1.18, 1.16, 1.13, 1.13, 1.12, 1.09, 1.11, 1.13, 1.12,
1.11, 1.07, 1.06, 1.06, 1.06, 1.05, 1.07, 1.08, and 1.06 respectively,
multiplied by the currencies of the following foreign countries, with varying
weights assigned to each of such currencies: Austria, Belgium, Canada, Denmark,
Finland, France, Germany, Italy, Japan, Netherlands, Norway, Spain, Sweden,
Switzerland and United Kingdom.
EDGAR filers.version - Page 28
A graph entitled "Costs and Expenses (As a percentage of net revenue)" at the
top left of page 28 of the 1995 Annual Report to Shareholders shows that for the
fiscal years 1991 and 1992 (shown on the x-axis) the Company had (shown on the
y-axis) cost of equipment sold and services of 54.2% and 55.8%, respectively, of
net revenue; selling, general and administrative expenses of 27.4% and 25.7%,
respectively, of net revenue; and research and development expenses of 10.1% and
9.9%, respectively, of net revenue. In addition, the graph shows that for the
fiscal years 1993, 1994 and 1995 (shown on the x-axis) the Company had, as a
percentage of net revenue (shown on the y-axis), cost of equipment sold and
services, selling, general and administrative expenses and research and
development expenses in the respective amounts provided in the table at the top
of page 28 of the Annual Report.
A bar chart entitled "Net Earnings (In millions)" at the bottom left of page 28
of the 1995 Annual Report to Shareholders shows that for the fiscal years 1991,
1992, 1993, 1994 and 1995 (shown on the x-axis) the Company had net earnings
(shown on the y-axis) in the respective amounts provided in the table entitled
"Selected Financial Data (Unaudited)" on page 25 of the Annual Report.
EDGAR Version - Page 29
A bar chart entitled "Selected Cash Flows (In millions)" at the top right of
page 29 of the 1995 Annual Report to Shareholders shows that for the fiscal
years 1991 and 1992 (shown on the x-axis) the Company had cash flows from
operating activities (shown on the y-axis) of $1,552 million and $1,288 million,
respectively; capital expenditures of
$862 million and $1,032 million, respectively; and dividends paid of $120
million and $183 million, respectively. In addition, the bar chart shows that
for the fiscal years 1993, 1994 and 1995 (shown on the x-axis) the Company had
cash flows from operating activities and dividends paid (shown on the y-axis) in
the respective amounts provided in the table entitled "Consolidated Statement of
Cash Flows" on page 32 of the Annual Report. Finally, the bar chart shows that
for the fiscal years 1993, 1994 and 1995 (shown on the x-axis) the Company had
capital expenditures (shown on the y-axis) in the respective amounts shown as
"Investment in property, plant and equipment" provided in the table entitled
"Consolidated Statement of Cash Flows" on page 32 of the Annual Report.
A graph entitled "Asset Management (As a percentage of net revenue)" at the
bottom right of page 29 of the 1995 Annual Report to Shareholders shows that for
the fiscal years 1991, 1992, 1993, 1994 and 1995 (shown on the x-axis) the
Company had (shown on the y-axis) net property, plant and equipment of 23.1%,
22.2%, 20.6%, 17.3%, and 14.9% respectively, of net revenue; accounts and notes
receivable of 20.5%, 21.3%, 20.7%, 20.1% and 21.4%, respectively, of net
revenue; and inventories of 15.7%, 15.9%, 18.2%, 17.1% and 19.1%, respectively,
of net revenue.
EDGAR Version - Page 47
A bar chart entitled "Net Earnings Per Share (In dollars)" at the top right of
page 47 of the 1995 Annual Report to Shareholders shows that for the fiscal
quarters in the years of 1994 and 1995 (shown on the x-axis) the Company had net
earnings per share (shown on the y-axis) in the respective amounts provided in
the table entitled "Quarterly Summary (Unaudited)" on page 47 of the Annual
Report. In addition, a note to the bar chart states that these amounts have
been restated for the effect of a 2 for 1 stock split in 1995.
A bar chart entitled "Range of Common Stock Prices (In dollars per share)" at
the bottom right of page 47 of the 1995 Annual Report to Shareholders shows that
for the fiscal quarters in the years 1994 and 1995 (shown on the x-axis) the
range of stock prices (shown on the y-axis) was in the respective amounts
provided in the tables entitled "Quarterly Summary (Unaudited)" on page 47 of
the Annual Report. In addition, a note to the bar chart states that these
amounts have been restated for the effect of a 2 for 1 stock split in 1995.