Proxy 2021

HPE 2021 Annual Meeting of Stockholders

Annual Meeting

Time and Date

10:00 a.m., Central Time, on Wednesday, April 14, 2021

Place

www.virtualshareholdermeeting.com/HPE2021

Record Date

February 16, 2021

Notice of Annual Meeting of Stockholders

2021 Annual Meeting Replay
2021 Annual Meeting Transcript

2021 Annual Meeting Replay
2021 Annual Meeting Transcript

Questions from Stockholders

Stockholders were able to submit questions in advance of the annual meeting at:

www.proxyvote.com/hpe
(for registered stockholders)

www.proxyvote.com
(for beneficial owners)

Questions received from stockholders before and during the Annual Meeting, along with our responses will be posted here.

Proxy Materials

2021 Proxy Statement 2020 Annual Report on Form 10-K

HPE followed the U.S. Securities and Exchange Commission's rules that permit companies to furnish their proxy materials via the Internet. HPE stockholders were mailed a notice instead of receiving a paper copy of the 2021 Proxy Statement and 2020 Annual Report on Form 10-K. Stockholders were instructed on how to request a paper copy of our proxy materials, which included a proxy card with voting instructions. Other Stockholders received a paper copy of the proxy materials by mail. Stockholders can also elect to change their delivery preference here.

Meet Our Nominees

Learn more with our Interactive MEET the BOARD

Annual Meeting Voting

Proposals

Board Recommendation

Voting Results

1. Election of Directors

For

Approved

2. Ratification of Independent Registered Public Accounting Firm

For

Approved

3. Vote to Approve the Hewlett Packard Enterprise Company 2021 Stock Incentive Plan

For

Approved

4. Advisory Vote To Approve Executive Compensation

For

Approved

5. Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation

For 1 Year

The 2021 Annual Meeting has concluded. The Voting Results are here.

E-Delivery of Proxy Materials

Choosing to access your future proxy materials electronically will help HPE conserve natural resources and reduce the costs of distributing proxy materials. If you choose to access future proxy materials electronically, you will receive an e-mail with instructions containing a link to the website where those materials are available, and a link to the proxy voting website. Your election to access proxy materials by e-mail will remain in effect until you terminate it.

If you are a registered stockholder and would like to change to e-delivery of your proxy materials:

After you receive your Notice or proxy card for the upcoming annual shareholder meeting, please visit www.proxyvote.com/hpe for simple instructions on how to change your preference to e-delivery of your future proxy materials; or
Call 1-800-579-1639, or
After you receive your Notice or proxy card for the upcoming annual shareholder meeting, send a blank email to: [email protected] and include your control number (printed within the box marked by the arrow) in the subject line. Note that requests, instructions or other inquiries sent to this e-mail address will “not” be forwarded to your investment advisor.

If you are a beneficial stockholder, you can opt for e-delivery after you receive your notice at www.proxyvote.com or by contacting your broker/nominee.

Additional HPE Resources

Financial Resources:

Investor Relations Home

About Us

Executive Leadership Team

Governance Resources:

Board of Directors

Corporate Governance Guidelines

Articles of Incorporation

Bylaws

Standards of Business Conduct

Living Progress – Sustainability Report

Investor Toolkit

Frequently Asked Questions

Investor Relations FAQs

Stock

What is Hewlett Packard Enterprise’s stock symbol (ticker)?

HPE

What exchanges does HPE stock trade on?

HPE common shares are traded on the New York Stock under the ticker symbol HPE.

How do I buy HPE stock?

HPE stock may be purchased from just about any brokerage firm, including discount or online brokerage services. We also recommend that you visit Sharebuilder.com. At this time, HPE does not have a direct purchase program.

Does HPE have a Dividend Reinvestment Program (DRIP)?

Yes. You can find more information on our web site at DRIP or request that information be sent to you from our Printed Materials Request page.

How many shares of HPE stock are outstanding?

HPE has approximately 1.8 billion shares outstanding.

What is HPE's fiscal year and corresponding earnings release dates?

HPE's fiscal year runs from November 1 to October 31. We anticipate releasing earnings in mid-February, May, August and November.

Does HPE typically pay a cash dividend?

Yes, we anticipate that HPE will pay a dividend on its common stock on a quarterly basis.

Will there be a stock split?

Stock splits occur at the discretion of HPE's Board of Directors. To view the stock split history Stock Split. Please refer to the questions on below for more information.

What year was HPE incorporated?

HPE incorporated in Delaware in 2015.

When was HPE's initial public offering (IPO)?

HPE’s initial public offering was on November 2, 2015.

Whom should I contact regarding my stock certificate(s)?

Whom should I contact regarding my stock certificate(s)?
HPE has used DRS since November 2015. Please refer any questions regarding DRS, old stock certificates, unpaid dividends, address changes for your account, or share transfers to our
Transfer Agent:
EQ Shareowner Services
PO Box 64874
St Paul MN 55164-0874
U.S. callers: 800-468-9716
Non-U.S. callers: +1-651-450-4064

Shareholder Information

When was the last annual shareholder meeting?

Please refer to the calendar of events.

Have you issued preferred stock?

No. HPE has never issued preferred stock.

How do I contact HPE's transfer agent?

Please refer any questions regarding stock certificates, unpaid dividends, address changes for your account, or share transfers to our Transfer Agent:

Equiniti Trust Company
PO Box 64854
St Paul MN 55164-0854
888-460-7641

What is a transfer agent?

A transfer agent and registrar for a publicly held company keeps records of every outstanding stock certificate and the name of the person to whom it is registered. When stock changes hands, the transfer agent transfers the ownership of the stock from the seller's name to the buyer's name. The registrar reconciles all transfer records and makes sure that the number of shares debited is equal to the number of shares credited. HPE's transfer agent is EQ Shareowner Services.

The transfer agent does not maintain records of shares bought and sold through brokerage accounts and held in "street name." Those records are maintained by the specific brokerages through which the shares are bought and sold.

How do I change my address on my account?

If you own shares through a brokerage firm, you need to contact the brokerage firm directly to change your account address. If you're a registered shareholder you need to contact HPE's transfer agent, Equiniti Trust Company at:

Equiniti Trust Company
PO Box 64854
St Paul MN 55164-0854
888-460-7641

How do I contact HPE Investor Relations?

To contact HPE Investor Relations with questions related to HPE stock, click here.

Can HPE shareholders receive discounts when purchasing HP products?

No. Please visit HPE’s Promotions and Rebates page. http://www.hp.com/united-states/rebateGateway.html

Stock Splits

Why does stock split?

A stock split makes the price of the company's stock more affordable and attractive to investors. For some time now the market has demonstrated confidence in HPE's current and future performance with an increase in the price of the stock. By splitting the stock and reducing the price, HPE is making it possible for more people to invest in the company.

How does a 2-for-1 stock split actually work?

A 2-for-1 split means that a new share of stock is issued for each share in existence prior to the split. After the split, each share is worth half of what it was worth immediately prior to the split but the total monetary value of the shares is the same as before the stock split.

Here's an example:
Let us assume that prior to the stock split, a shareholder owned 100 shares of HPE common stock and let's also assume that the market price of HPE stock was $50 per share, so that the investment in HPE was worth $5,000.00. Immediately after the split, the investor will own 200 shares of stock, but the market price will be $25 per share. The investor's total investment value in HPE remains the same at $5,000 until the stock price moves up or down.

Has HPE's stock ever split?

No.

What is the effective date of the split?

There are several key dates when discussing a stock split:

The Record Date determines which shareholders are entitled to receive additional shares due to the split;
The Payment (distribution) Date is the date when holders of record or brokers were mailed notification of the shares subject to split; and
The Ex Date is the date when HPE common shares resume trading at the new split-adjusted price.

How will I receive my additional shares?

If you hold a physical stock certificate, you will receive a Direct Registration Transaction Advice for the additional shares you hold as a result of the split. You will have full responsibility of the shares without holding a physical certificate for them. The Direct Registration Transaction Advice is your confirmation; it indicates the number of additional shares as a result of the split. Keep this document with your existing stock certificates and other important documents as a record of your ownership.

If your shares are held in a brokerage account, the new shares will automatically be deposited to your account.

Our stock transfer agent, Equiniti Trust Company, mails written notice to registered shareholders indicating their split-adjusted shares. If your HPE stock is held in a brokerage account, the information is sent directly to your broker.

Where were my shares mailed?

If you hold HPE stock in your name, you were notified at the address Equiniti Trust Company has on file. To verify your address you can call Equiniti Trust Company directly at 286-5977 (for U.S. callers) and 651-450-4064 (for non-U.S. callers). If your HPE stock was held in a brokerage account, the information was sent directly to your broker.

How do I contact the Stock Transfer Agent?

Please refer any questions regarding stock certificates, unpaid dividends, address changes for your account, or share transfers to our Transfer Agent:
Equiniti Trust Company
P.O. Box 64874
South St. Paul, MN 55164-0874
286-5977 - U.S. callers
651-450-4064 - non-U.S. callers

Financial Data

When is the next earnings release?

Historically, we release earnings in mid-February, May, August and November. Earnings conference calls are audio webcast. Historical earnings releases can be found at our Quarterly results page.

Can individual investors listen to the earnings conference call with analysts?

Yes, HPE's earnings conference call with analysts is audio webcast live at the time of the call and available for replay following the call. Details on how to access the audio webcast are provided on the Investor Relations homepage in the week prior to earnings.

What is HPE's fiscal year?

HPE's fiscal year runs from November 1 to October 31.

Does HPE issue quarterly reports?

HPE will file quarterly reports with the SEC. See SEC Filings for details.

How do I get a copy of the Annual Report?

HPE’s annual report is available for immediate viewing and downloading on our web site at Annual Reports. You can order a copy of recent financial reports.

How can I get a copy of your SEC filings?

Available for viewing and downloading from our web site: SEC Filings.

Where can I find historical HPE financial information?

You can review historical information on our Annual report, Quarterly results, and SEC filings pages.

Board of directors and company organization

Who are the members of HPE's board of directors?

For more detailed information on the individuals and their biographies, please see HPE’s Board of Directors page.

How is HPE organized?

Please see HPE’s About Us page for further information.

How do I contact members of the Board?

Individuals may communicate with the Board by contacting:

Corporate Secretary
Hewlett Packard Enterprise Company
1701 E Mossy Oaks Road
Spring, TX 77389-1767
email: [email protected]

Are most of HPE’s directors independent? Where can I find HPE’s independence standards?

HPEs Corporate Governance Guidelines provide that a substantial majority of the Board will consist of independent directors. The Board has determined that each of Pamela L. Carter, Frank A. D’Amelio, Regina E. Dugan, Jean M. Hobby, Raymond J. Lane, Ann M. Livermore, Bethany J. Mayer, Charles H. Noski, Raymond E. Ozzie, Gary M. Reiner, and Patricia F. Russo is independent within the meaning of HPE's director independence standards. HPE's director independence standards are posted on this website and are included in the proxy statement that HPE prepares and distributes each year in connection with its annual meeting of stockholders.

Do independent directors meet in executive session without HPE’s management?

Yes. The sessions are scheduled and chaired by the Lead Independent Director. Any independent director may request that an additional executive session be scheduled.

Do directors and officers at HPE abide by a code of business conduct and ethics?

HPE has adopted a code of business conduct and ethics for directors, officers (including HPEs principal executive officer, principal financial officer and controller) and employees, known as the Standards of Business Conduct. All directors and officers are required to abide by it. Any waivers of the Standards of Business Conduct for directors and executive officers are posted on this website.

How do I nominate someone for the Board or submit a stockholder proposal?

You may propose director candidates for consideration by the Board's Nominating, Governance, and Social Responsibility Committee. Any such recommendations should include the nominee's name and qualifications for Board membership and should be directed to the Corporate Secretary at:

Corporate Secretary
Hewlett Packard Company
1701 East Mossy Oaks Road
Spring, TX 77389
email: [email protected]

In addition, the Bylaws of HPE permit stockholders to nominate directors for election at an annual stockholder meeting. To nominate a director, the stockholder must give timely notice to the Corporate Secretary in accordance with the Bylaws of HPE and provide the information required by the Bylaws of HPE and otherwise comply with the other applicable provisions of the Bylaws of HPE.

You may submit proposals for consideration at a stockholder meeting. For a stockholder proposal to be considered for inclusion in HPE's proxy statement for the annual meeting, the Corporate Secretary must receive the written proposal at our principal executive offices no later than the deadlines noted in the annual proxy statement. Such proposals also must comply with SEC regulations under Rule 14a-8 regarding the inclusion of stockholder proposals in company sponsored proxy materials. Proposals should be addressed to the Corporate Secretary at the address noted above.

For a stockholder proposal that is not intended to be included in HPE's proxy statement under Rule 14a-8, the stockholder must deliver a proxy statement and form of proxy to holders of a sufficient number of shares of HPE common stock to approve that proposal, provide the information required by the Bylaws of HPE and give timely notice to the Corporate Secretary in accordance with the Bylaws of HPE.

How many directors does HPE have and how long is the term of office for each director?

HPE has 12 directors. Each director is elected annually to serve until the next annual meeting or until his or her successor is elect.

How do I update my preference for delivery of stockholder materials

Stockholders can update their preference for delivery of stockholder materials at: https://enroll.icsdelivery.com/hpe

How do I contact members of the Board?

Individuals may communicate with the Board by contacting:

Secretary to the Board of Directors
Hewlett Packard Enterprise Company
1701 E Mossy Oaks Road
Spring, TX 77389-1767
email: [email protected]

Are most of HPE’s directors independent? Where can I find HPE’s independence standards?

HPEs Corporate Governance Guidelines provide that a substantial majority of the Board will consist of independent directors. The Board has determined that each of Daniel Ammann, Pamela L. Carter, Frank A. D’Amelio, Regina E. Dugan, Jean M. Hobby, Raymond J. Lane, Ann M. Livermore, Bethany J. Mayer, Charles H. Noski, Raymond E. Ozzie, Gary M. Reiner, and Patricia F. Russo is independent within the meaning of HPE's director independence standards. HPE's director independence standards are posted on this website and are included in the proxy statement that HPE prepares and distributes each year in connection with its annual meeting of stockholders.

Do independent directors meet in executive session without HPE’s management?

Yes. The sessions are scheduled and chaired by the Lead Independent Director. Any independent director may request that an additional executive session be scheduled.

Do directors and officers at HPE abide by a code of business conduct and ethics?

How do I nominate someone for the Board or submit a stockholder proposal?

Corporate Secretary
Hewlett Packard Enterprise Company
1701 E Mossy Oaks Road
Spring, TX 77389-1767
email: [email protected]

How many directors does HPE have and how long is the term of office for each director?

HPE has 13 directors. Each director is elected annually to serve until the next annual meeting or until his or her successor is elected.

Contact Investor Relations

Hewlett Packard Enterprise Investor Relations
[email protected]

Forward-looking statements

The information included on this website and other information provided from time to time through webcasts, conference calls, securities analyst meetings, road show presentations, investor conferences, newsletters and similar events and communications contains forward-looking statements that involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of Hewlett Packard Enterprise may differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any projections of revenue, margins, expenses, effective tax rates, net earnings, net earnings per share, cash flows, benefit plan funding, share repurchases, currency exchange rates or other financial items; any projections of the amount, timing or impact of cost savings or restructuring charges; any statements of the plans, strategies and objectives of management for future operations, including the recently completed separation transaction and the future performance of the post-separation Hewlett Packard Enterprise , as well as the execution of restructuring plans and any resulting cost savings or revenue or profitability improvements; any statements concerning the expected development, performance, market share or competitive performance relating to products or services; any statements regarding current or future macroeconomic trends or events and the impact of those trends and events on Hewlett Packard Enterprise and its financial performance; any statements regarding pending investigations, claims or disputes; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. Risks, uncertainties and assumptions include the need to address the many challenges facing Hewlett Packard Enterprise’s businesses; the competitive pressures faced by Hewlett Packard Enterprise’s businesses; risks associated with executing Hewlett Packard Enterprise’s strategy, including the separation transaction; the impact of macroeconomic and geopolitical trends and events; the need to manage third-party suppliers and the distribution of Hewlett Packard Enterprise’s products and the delivery of Hewlett Packard Enterprise’s services effectively; the protection of Hewlett Packard Enterprise’s intellectual property assets, including intellectual property licensed from third parties and shared with its former parent; risks associated with Hewlett Packard Enterprise’s international operations; the development and transition of new products and services and the enhancement of existing products and services to meet customer needs and respond to emerging technological trends; the execution and performance of contracts by Hewlett Packard Enterprise and its suppliers, customers and partners; the hiring and retention of key employees; integration and other risks associated with business combination and investment transactions; the results of the separation transaction or restructuring plans, including estimates and assumptions related to the cost (including any possible disruption of Hewlett Packard Enterprise’s business) and the anticipated benefits of implementing the separation transaction and restructuring plans; the resolution of pending investigations, claims and disputes; and other risks that are described in Hewlett Packard Enterprise’s other filings with the Securities and Exchange Commission. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements.

Proxy 2021

HPE 2021 Annual Meeting of Stockholders

Annual Meeting

Time and Date

Place

Record Date

Questions from Stockholders

Proxy Materials

Meet Our Nominees

Annual Meeting Voting

E-Delivery of Proxy Materials

Additional HPE Resources

Financial Resources:

Governance Resources:

Investor Toolkit

Stock

Shareholder Information

Stock Splits

Financial Data

Board of directors and company organization

Investor Relations Overview