- Good Governance
- Election of Directors
- Meet Your HP Board
- Director Skills and Board Composition
- Board Leadership Structure and Oversight Role
- Director Compensation and Stock Ownership
- Director Independence and Related Person Transactions
Independent board leadership
- Robust board oversight and leadership by an independent Chairman, more details beginning on page 18 of our proxy statement.
- Our independent Chairman participates in a robust stockholder outreach program.
- Our independent Chairman coordinates the annual performance evaluation of the Chief Executive Officer (“CEO”).
- Our independent Chairman oversees the Board and committee evaluations and recommends changes to improve Board, committee and individual director effectiveness.
Other governance best practices
- Our Bylaws provide our stockholders with a proxy access right.
- All members of our committees are independent.
- Our stockholders owning 25% or more of our common stock have a right to call special meetings.
- Directors are elected annually by majority vote in uncontested director elections.
- Each director nominee has agreed to resign from the Board in the event that he or she fails to receive a majority vote.
- We have a robust stockholder and investor outreach program.
- Non-employee directors are expected to own HP stock equal to at least five times their annual cash Board retainer within five years of joining the Board.
The HP Board of Directors (the “Board”) oversees company strategy and management performance, monitors business performance, and maintains an appropriate framework to mitigate risk.
To fulfill these responsibilities, the Board reviews its composition and performance on an ongoing basis to maintain:
- Diverse and complementary skills and experiences relevant to HP’s strategic opportunities and challenges;
- Diversity of thought, background and culture to bring broad insights into the boardroom; and
- Ongoing education and access to management, employees and customers to enable Directors to develop a sound understanding of HP’s operations and competitive environment to make appropriately informed decisions.
Tenure (inc. HP Co. tenure)
Contact the HP Board*
You can reach us by emailing us at email@example.com or by writing to us at:
The HP Board of Directors
1501 Page Mill Road
Palo Alto, CA
- All directors have access to this correspondence. In accordance with instructions from the Board, the Secretary to the Board reviews all correspondence, organizes the communications for review by the Board and posts communications to the full Board or to individual directors, as appropriate. Our independent directors have requested that certain items that are unrelated to the Board’s duties, such as spam, junk mail, mass mailings, solicitations, resumes and job inquiries, not be posted.
Communications that are intended specifically for the Chairman of the Board, other independent directors or the non-employee directors should be sent to the e-mail address or street address noted above, to the attention of the Chairman of the Board.
We believe that effective corporate governance should include regular, constructive conversations with our stockholders. Over the past year, the Board has continued to engage with stockholders both directly and through the director video interview series. The Board has also sought and encouraged feedback from stockholders about our corporate governance practices by conducting additional stockholder outreach and engagement throughout the year. Our annual corporate governance investor outreach cycle is described in our Annual Report available at www.hp.com/investor/home. In fiscal 2017, we met with institutional investors representing more than 25% of our outstanding stock as well as with proxy advisor firms.
Recent Corporate Governance Updates
HP’s corporate governance policies and practices are continuously evolving – from our time as Hewlett-Packard Company to our new identity as HP Inc., we’ve always led by example, adopting changes in line with our commitment to the highest standards of governance. Stockholder input has been key to our progression and as we continue to evolve our corporate governance policies and practices, we will continue to solicit feedback from our stockholders regarding our governance profile. The following examples highlight the variety of changes we have recently made to strengthen our corporate governance policies and practices:
- Our Board has determined that it is in the best interests of our stockholders and the Company to have an independent Chairman. Accordingly, Chip Bergh has served as our independent Chairman since July 2017.
- We continuously update our stockholder engagement program. Last year, in addition to our CEO and independent Chairman, the Chair of our HRC Committee also met with stockholders during our stockholder engagement program.
- Our Corporate Governance Guidelines make it clear that the NGSR Committee takes into account, among other criteria, a director’s or potential director’s ability to contribute to the diversity of background (such as race, gender, age and cultural background) when assessing the composition of the Board.