EXECUTIVE PAY-FOR-RESULTS PLAN
(Amended and Restated Effective November 1, 2002)
1. Purpose. The purpose of the Hewlett-Packard Company Executive Pay-for-Results Plan is
to provide certain employees of Hewlett-Packard Company and its subsidiaries with incentive compensation
based upon the level of achievement of financial, business and other performance criteria.
2. Definitions. As used in the Plan, the following terms shall have the meanings set forth below:
(a) “Affiliate” shall mean (i) any entity that, directly or indirectly, is controlled by the
Company and (ii) any entity in which the Company has a significant equity interest, in either case as determined
by the Committee.
(b) “AFM” shall mean the Company’s Accounting and Financial Manual, as posted from
time to time on the Company’s internal web site.
(c) “Board” shall mean the Board of Directors of the Company.
(d) “Bonus” shall mean a cash payment, which may be an addition to base pay made
pursuant to the Plan with respect to a particular Performance Period. The amount of a Bonus may be less than,
equal to, or greater than the Target Bonus; provided, however, that a Bonus shall not be greater than an amount
equal to three hundred percent (300%) of the Target Bonus.
(e) “Code” shall mean the Internal Revenue Code of 1986 and regulations promulgated
thereunder, all as amended from time to time, and any successors thereto.
(f) “Committee” shall mean the Committee, designated pursuant to Section 4 of the
Plan, or its delegate(s).
(g) “Company” shall mean Hewlett-Packard Company, a Delaware corporation.
(h) “Covered Officer” shall mean at any date (i) any individual who with respect to the
previous taxable year of the Company, was a “covered employee” of the Company within the meaning of Code
section 162(m); provided, however that the term “Covered Officer”