- Location: California
- Website: https://www.hpe.com
Your Questions, Our Answers Questions from Hewlett Packard Enterprise Company 2019 Annual Shareholder Meeting
Questions from Hewlett Packard Enterprise Company 2019 Annual Shareholder Meeting We pride ourselves on our robust shareholder outreach program. Our Annual Shareholder Meeting is one of the key elements of this outreach, intended to provide a corporate update and a forum for management and the Board to answer shareholder questions. We’ve created and implemented a completely virtual annual meeting in order to facilitate shareholder attendance and participation by enabling our shareholders to participate fully from any location around the world at no cost. In addition, the online format allows us to communicate with you in advance of and during the meeting so you can ask any question of our Board and management. Further, we have committed to answering each and every single question that we received. All questions are presented, as submitted, censored or edited only to remove identifiying, confidential, or offensive content, received both during and prior to the meeting, sorted by topic. We have removed any identifying information such as names or e-mail addresses submitted along with questions. All responses are as of April 3, 2019, unless otherwise noted. HPE assumes no obligation and does not intend to update its responses below. If you have any questions or concerns please feel free to contact investor relations by visiting http://investors.hpe.com/contact-us. We sincerely thank each of you for your questions and comments and for your ongoing support as a shareholder of Hewlett Packard Enterprise Company. Forward-Looking Statements This document may contain 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 Company and its consolidated subsidiaries ("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, the impact of the U.S. Tax Cuts and Job Act of 2017, including the effect on deferred tax assets and the one-time transition tax on unremitted foreign earnings, net earnings, net earnings per share, cash flows, benefit plan funding, deferred tax assets, 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, as well as the execution of transformation and restructuring plans and any resulting cost savings, 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; 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 intellectual property 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, clients and partners; the hiring and retention of key employees; integration and other risks associated with business combination and investment transactions; and the execution, timing and results of any transformation 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 the transformation and restructuring plans; the effects of the U.S. Tax Cuts and Jobs Act and related guidance and regulations that may be implemented; the resolution of pending investigations, claims and disputes; and other risks that are described herein and in our Fiscal Year 2018 Annual Report on Form 10-K, including but not limited to the items discussed in "Risk Factors" in Item 1A of Part I of that Annual Report and that are otherwise described or updated from time to time in Hewlett Packard Enterprise's other filings with the Securities and Exchange Commission, including but not limited to our subsequent Quarterly Reports on Form 10-Q. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
2019 Annual Meeting Q&A Company Strategy • “How does the board plan to increase company growth and what do they see as [e]merging markets?” Response: We have had strong performance in the last five quarters. Our performance largely reflects our sound strategy, focused execution and software-defined portfolio that is resonating with our customers around the world. Computing at the Edge is the next frontier. HPE’s unique ability to connect our customers’ data between all of their edges and all of their clouds is a significant differentiator and opportunity for us. That is why we continue to prioritize strategic investments to drive growth in the Intelligent Edge business, while focusing on profitable growth in our Hybrid IT business to drive operating profits, expand margins and free cash flow. • “What part or aspect of the business gave HPE the most trouble in 2018? What is currently giving the company the most trouble thus far in 2019? What does management plan to do to resolve these problem areas both in the short and long term?” Response: As a global technology company, we face a number of ongoing challenges from year to year. For example, we operate in an incredibly competitive market, where we compete for customers and talent. We must continue to invest in innovation in order to introduce relevant and exciting products. And continuously drive cost efficiencies in order to remain competitive. These are challenges we continue to address year after year and you can see our success in our financial results. That said, we did face some unique challenges in FY18, including increasing commodity costs, new tariffs and new tax legislation. Commodity cost pressure was an industry-wide issue, and the costs are beginning to level out. With respect to tariffs, we were able to make mitigating adjustments to our global supply chain. In addition, we were able to partially address the commodity cost and tariff effects through pricing actions. Finally, we were able to effectively manage the new tax legislation in the most efficient manner and will continue to monitor future changes to tax laws. This year, some of the unique challenges we face are headwinds from our decision to stop selling custom-made commodity servers to Tier 1 service providers and the intentional exit of unprofitable countries in our A&PS business. Both decisions negatively impacted our revenue growth, but will improve our long-term profitability. We expect these headwinds to go away by the end of FY19. • “Antonio mentions innovation as one of our key pillars for growth and performance, could you please tell us more about your plans in this respect?” Response: We approach innovation in a number of different ways. First, we invest organically in developing market leading products and services. For example, Synergy, which was the industry’s first composable offering, was developed internally. Second, we consider acquisitions that complement and strengthen our technology in © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
high-growth areas. We’ve made a number of successful small acquisitions over the past few years, including Blue Data, a leading provider of software that transforms how enterprises deploy AI and big data analytics, late last year. Finally, we partner with innovative companies, both large and small, to bring the best solutions to our customers. Recent partnerships include Google and Nutanix. • “Pat and Antonio mentioned a big investment in the Edge, can you tell us more about your plans in this area?” Response: Last year, HPE announced that it plans to invest $4 billion in Intelligent Edge technologies and services over the next four years. This strategic organic investment will be focused on helping customers turn all of their data - from every edge to any cloud - into intelligence that drives seamless interactions between people and things, delivers personalized user experiences, and employs AI and machine learning to continuously adapt to changes in real time. Specifically, HPE will invest in research and development to advance and innovate new products, services and consumption models across a number of technology domains such as security, AI and machine learning, automation and edge computing. Given the increasing customer demand for consumption-based service models, HPE intends to expand its portfolio of transformational advisory and professional services for the edge. HPE will also continue to advance Memory-Driven Computing, which will dramatically accelerate the speed, accuracy and efficiency of localized computing at the edge. In addition, HPE will continue to invest in open standards and open source technologies, cultivate communities of software, AI, and network engineers, and further develop its ecosystem through new and expanded partnerships. • “HPE has gone through significant change in the last 3 years. Where do you see the company 3-5 years from now? What is the company's vision on new technology areas that we want to play in?” Response: Looking forward, we are focused on investing in areas of critical importance to our customers as our vision of the enterprise of the future takes shape. We see a world that is edge-centric, cloud-enabled and data-driven. It’s a hyper-connected world where we are constantly receiving data from billions of connected devices, cars, home appliances, workplaces, museums, stadiums, hospitals, factory floors and data centers. The possibility of connecting all of that data from disparate sources – and turning it into actionable intelligence and value – to create new experiences, new products and services and drive efficiencies, is incredibly exciting. However, it also presents significant challenges for customers trying to keep pace with the data being generated. At HPE, we are addressing the three biggest barriers to our customers’ digital transformation journeys – technology, people and economics. No other technology provider is as well positioned as HPE to serve customers managing all of this data. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “Where do you see sales trending in the next 12 to 24 months?” Response: We feel good about the momentum we’ve been driving the past year and are optimistic about the future of the business. Our customers tell us that the IT investments they are making are critical to utilizing their data and driving business outcomes. And, with the explosion of data continuing to grow, we expect the overall IT spending environment to remain healthy. There are several factors specific to HPE that give us confidence in future sales as well: • First, we are seeing strong growth in the most important areas of our portfolio – WLAN, edge compute, high performance compute, hyper-converged, all-flash arrays – which we expect to continue. • Second, a strong order book to bill of 110% in Pointnext gives us confidence in our outlook in that segment. • Finally, we expect the impact from Tier 1 and the intentional country exits in A&PS to lessen as the year progresses. Looking ahead, we expect the demand environment to remain steady and our differentiated, software-defined solutions to continue to gain traction with customers, driving revenue going forward. • “What part of the company’s business do you think is being ignored that has more upside potential than Wall Street is giving it?” Response: We have developed a clear strategy to win in the marketplace and drive shareholder value that is working, and you can see the results in our strong financial performance. In FY18, we exceeded the financial targets we set at the Securities Analyst Meeting in 2017 for revenue growth, non-GAAP operating profit, and non-GAAP earnings per share. We did all this while returning $4 billion to shareholders. Despite the strong financial performance, we are sometimes still perceived as a commodity hardware business, which could not be further from the truth. We are focused on bringing to market workload-optimized solutions that can be consumed as a service. Software is increasingly embedded across all of our value solutions and we continue to drive software innovation both through organic investments and acquisitions. For example, HPE OneView is the software foundation that delivers our composable, hybrid-cloud vision. Another good example is Plexxi, which is now incorporated into the composable fabric of our SimpliVity hyper-converged offering. And, thanks to our AI software from Infosight and more recently, BlueData, we are offering the most intelligent storage platform on the market. It’s important for Wall Street to recognize we have expanded gross margin for consecutive quarters; demonstrating we have a rich portfolio of software-defined offerings of significant value to our customers. Our ability to offer as-a-service consumption models is a key differentiator for HPE. Innovative services like Pointnext Greenlake, which offers a consumption model that lets customers pay for what they use, continue to resonate with customers. We have recently seen competitors try to compare their offerings to Greenlake, but our solution, which is enabled by software and backed by HPE Financial Services, is the only on-prem consumption- driven offering in the market. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
We continue to focus on profitable growth in our core business – Hybrid IT – a $115 billion market opportunity including hyperconverged, composable infrastructure storage, data management, and high-performance compute. Finally, we have tremendous opportunity at the Edge, where we have committed to investing $4B and grew 13% last year in our highest gross-margin business. There is a significant area for upsideupside, in a greater than $40B market opportunity.We will continue to introduce compelling new solutions and services in our Aruba business that will enable us to continue to be the leader in the Edge. Overall, we believe we are well positioned to capitalize on the market dynamics to ultimately drive strong shareholder value. • “What new products/services do you foresee coming to market which could impact the company at some point down the road? How does management plan on dealing with these emerging competitors?” “Who are the emerging competitors in the industry in which HPE operates?” Response: Technology has always been a very competitive industry, and we have a long history of driving the innovation and strategy that enables us to win against competitors. For example, our strong portfolio, global scale and enterprise expertise make us very well positioned against newer more narrowly focused pure play competitors. We also have a long history of successfully partnering with companies who also compete with us, in service to our customers. For example, on the one hand, public cloud providers compete with us for our customers’ data, but we also partner with public cloud providers because many customers want both public and private clouds and together we can reach more customers and provide better solutions. We expect this approach of partnering to continue going forward and we will focus on our differentiators – intelligent, software defined technology, edge computing, consumption models and services – and offer choice to our customers on the other elements of their technology strategy. • “What truly differentiates HPE vs some of our peers (Dell, Cisco, NetApp, etc.)?” Response: Our broad portfolio of software-defined solutions and services, including hybrid cloud, intelligent edge and hyper-converged offerings, gives us the unique ability to connect our customers’ data between all of their edges and all of their clouds. And, with HPE Greenlake, we provide flexible consumption models unlike anyone else in the market. • “Are there are clear and present dangers like losses, overleverage, legislation, or a competitor getting into the market with HPE? How does management plan to address these?” Response: At any given time, there are a number of risk factors that could materially and adversely affect our results of operations or financial condition. Please review the Risk Factors section of our most recent Annual Report here. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “When HPE is considering partnering with another company, what factors are instant deal-breakers?” Response: There are a number of factors we take into account when considering a partnership, but one of the most important factors is alignment with our standards of business conduct. If a potential partner does not agree to our SBC policies, we will not move forward. Technology • “What catalysts will affect HPE's stock going forward? How does our technology stack effect infrastructure cost? Explain the cost associated with the current technology stack used by HPE and compare it to other leading technology.” “How does our technology stack effect resources cost, licensing cost, and productivity?” Response: In FY18, HPE exceeded almost every key financial metric we guided to at our Securities Analyst Meeting at the start of that fiscal year, and we’re focused on delivering against our current goals for fiscal year 2019. Year to date, HPE was up 20% vs the S&P 500 at 14%, as of the date of our Annual Meeting of Stockholders. We will continue to execute on our clear strategy to win in the marketplace, consistently deliver solid financial results and drive shareholder value. Customers are looking for IT solutions that deliver agility and innovation. We are committed to investing in our technology solutions and, in FY18, we grew our R&D budget by 12%. HPE provides a highly differentiated offering that can better serve our customers with more choice and flexibility, both of which are critical in competitive markets. We have an extensive suite of products and services that give customers consistent and optimal experiences across their IT infrastructure. HPE’s technology, services expertise, and pay-as-you-go consumption model can help customers accelerate innovation and adapt to changing needs quickly and economically. • What percent of the quarterly road maps reflect new development vs bug fixes? How does the CTO intend to get back on track or stay on track? Response: HPE has a well-defined Product Lifecycle Management process for tracking its programs from concept to end-of-life and continuously driving improvements in our development and delivery methodologies. We also have a very rigorous quality process for both the internally developed solutions and our partners’ components. HPE’s roadmaps reflect overall product and portfolio plans within and across our Business Units, and include major and minor releases. Bug fixes are tracked and prioritized within the product groups. In general, most of our roadmaps are focused on new development and delivering improved solutions for our customers. In addition, we have teams such as Hewlett Packard Labs and the Advanced Development teams in the businesses that are working on next-generation product development. • What is the company's level of technology outsourcing vs in house development? © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
Response: HPE thinks about innovation in terms of organic, mergers/acquisitions and close partnerships such as our Pathfinder program. This enables us to invest in the right innovation or technology at the right time in its lifecycle to best match needs in the marketplace. The majority of our technology development is done in-house or via ecosystem partnerships with others in industry as well as universities. Internally, we have deep and unique capabilities in engineering, process as well as facilities that allow teams to work across different areas to plan, develop and deliver key solutions into the market as well as manage the ongoing life cycle of our products. We utilize best-in-class third parties and outsourced talent for tasks which we do not have core expertise or need support from a resource perspective. Our people are the most important aspect in allowing us to develop the differentiated products and solutions that we deliver to our customers. • Where will the company's technology be in five years? What tangible actions, game changing plan design will prepare for the future beyond 5 years? Response: As an enterprise technology company, HPE is always looking ahead to identify advancements that will improve not only our customers’ performance and outcomes, but positively impact society as a whole. We envision a future where the rapidly digitizing world around us can positively transform many industries. The amount of data we are creating as a society is doubling every few years and our mission is to allow our customers to leverage this data to help create better outcomes, improve customer experiences and positively impact society as a whole. Through new advanced analytics and solutions like AI and Machine Learning, we are allowing customers to improve all aspects of their business, including how they interact with their customers. For instance, we helped Seagate transform its factory to increase speed of production, reduce cost and improve quality. You can read more about their efforts and the impact here https://blog.seagate.com/enterprises/ai-for-the-factory- floor/. With the increasing flood of data and new AI and advanced analytics algorithms, we need new thinking. That is why we are building new architectures that put data at the heart of the system to speed customer insights and do it more efficiently. We call this Memory-Driven Computing (MDC). MDC can not only deliver efficient and secure solutions for changing the experience in your workplace or automating factories, like the Seagate example, but can also enable “exascale” systems, which are systems capable of performing one billion billion calculations per second (for reference, that’s 1 with eighteen zeroes following it—1,000,000,000,000,000,000—calculations per second). Stock Ownership and Stockholder Engagement • “When will the stock perform better to reflect the performance of the Company?” Response: While we cannot predict stock market movements, we believe the market has begun to, and will continue to, recognize the strong performance we have been delivering. In FY18, HPE exceeded almost every key performance metric we promised at our Securities Analyst Meeting at the start of that fiscal year, and we’re focused on delivering against our current goals for fiscal year 2019. We will continue to execute and deliver on our commitments and we’re confident that will ultimately drive shareholder value. Specifically, in FY18 we © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
exceeded our outlook, delivering: • Revenue growth of 7% y/y and non-GAAP operating profit growth of 22% • Non-GAAP EPS of $1.56, up 63% y/y and above our original outlook of $1.15-$1.25 • $4.1B returned to shareholders in the form of buybacks and dividends, 60% above our original commitment We’ve continued that momentum in Q1 and year to date, and, as of the date of the Annual Shareholder Meeting, HPE was up 20% vs the S&P 500 at 14%. Going forward, we are focused on continuing to execute on our strategy and consistently deliver the solid financial results we’ve committed to. We believe that will ultimately deliver shareholder value in FY19 and beyond. • “Stock holders appreciate the work done by the directors and executives. It appears the total annual compensation for that is fair. Success is not solely due to the directorship but also due to the capital and infrastructure provided by the stockholders. A fair return needs to be reserved for this component of the business and increase should be apportioned accordingly between the contributing sectors. The stockholders are too often left for last instead of first in profit sharing.” “When will there be a purchase plan for share holders” Response: Your board and management team are first and foremost committed to delivering for our customers, our shareholders and our employees. To that end, focusing on returns to shareholders, in Q1FY18 (Feb. 2018), we announced our plans to return $7 billion to shareholders, including a 50% dividend increase and over $5.5 billion of share repurchases through FY19. • With this announcement, HPE will have returned over $13 billion of cash to shareholders over a four-year period through the end of FY19 since our inception • HPE is repurchasing 2 to 5 times more of its shares outstanding as a percentage of market capitalization than the S&P 500 • Dividend yield is 1.3 times the median of the S&P 500 • HPE's cash return to shareholders is in the 95th percentile of the S&P 500 • “When will we see shareholders value enhanced?” Response: We remain committed to returning value to shareholders in FY19 and beyond. • In Q1 FY18 (Feb. 2018), we announced our plans to return $7 billion to shareholders, including a 50% dividend increase and over $5.5 billion of share repurchases through FY19. • With this announcement, HPE will have returned over $13 billion of cash to shareholders over a four year period through the end of FY19 since our inception • HPE is repurchasing 2 to 5 times more of its shares outstanding as a percentage of market capitalization than the S&P 500 • Dividend yield is 1.3 times the median of the S&P 500 © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• HPE's cash return to shareholders is in the 95th percentile of the S&P 500 We will always use our returns-based framework in deciding how to allocate capital and we believe returning capital to shareholders through buybacks and dividends is an important element. The Board will continue to regularly review the dividend policy. In addition, we continue to maintain healthy operating company net cash balances, which provides financial flexibility to make investments and return capital to shareholders. • “Does management have any plans to advance or promote the stock to individual and/or institutional investors?” Response: At HPE, we have an extensive and comprehensive investor program that has been developed to inform and educate investors worldwide, which ultimately contributes to HPE stock achieving fair valuation and trading liquidity. Our Management team, members of the Board of Directors and Investor Relations team frequently and consistently meet with investors around the world. • “What is the focus on shareholder engagement for 2019 and how does management view the importance of smaller shareholders vs institutional investors to the long-term future and interest in the company?” Response: In 2019, we will continue to build upon our best-in-class investor relations outreach program and focus on fostering strong relationships with our stockholders that promote the mutual understanding of issues and views, as well as targeting new potential shareholders. Ultimately, this approach will give HPE insight into stockholder support, allowing us to design and implement strategies for long-term growth. The key elements of our stockholder outreach program include (i) the Securities Analyst Meeting, (ii) the Board Outreach Program and (iii) the Annual Stockholders Meeting. This comprehensive program is supplemented by our year-round investor relations outreach program, which includes post-earnings communications, roadshows, bus tours, one-on-one conferences, group meetings, technology webcasts and general availability to respond to investor inquiries. The multi-faceted nature of our stockholder outreach program allows us to maintain meaningful engagement with a broad audience, including large institutional investors, smaller to mid-size institutions, pension funds, advisory firms, and individual investors. We fully understand the importance of listening to all of our stockholders and remain committed to stockholder outreach programs that are truly a dialogue. For example, as a result of our stockholder engagement, we have continued our focus on environmental, social and governance (ESG) topics, including effective, independent board leadership, board diversity, and sustainable performance; corporate culture and employee engagement; as well as other intangible value drivers that inform a company’s strategy and underpin long-term financial performance. We use every element of the outreach program to provide stockholders with honest, candid information on relevant issues, sharing the rationale for our corporate strategy and the impact of the Board’s oversight in key areas of the Company, gathering stockholder views and feedback on each area, as well as on the outreach program itself. Earnings © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “What is the best use for the cash on the company's balance sheet? How does the company plan to raise capital in order to fund future growth?” Response: We will always remain disciplined and use our returns-based framework in deciding how to allocate capital. We believe returning capital to shareholders through buybacks and dividends is an important element. Our Board and management will continually review opportunities to drive value creation by investing in areas to fuel future growth and/or optimize costs to drive efficiencies. HPE also maintains a healthy balance and ended FY18 with an operating company net cash balance of $3.2B. • “How close is Wall Street in terms of estimating HPE earnings results?” Response: In FY18, HPE exceeded almost every key financial metric we guided to at our Securities Analyst Meeting at the start of that fiscal year, and we’re focused on delivering against our current goals for fiscal year 2019. HPE has exceeded Wall Street earnings estimates for the last five quarters. We will continue to execute and deliver on our commitments and we’re confident that will ultimately drive shareholder value. • “What is needed to drive a step change in revenue growth for the company and to bring it in line with some growth peers such as Cisco, Microsoft, Dell, etc.?” Response: We feel good about the performance we’ve been driving the past year and are optimistic about the future of the business. Our customers tell us that the IT investments they are making are critical to utilizing their data and driving business outcomes. And, with the explosion of data continuing to grow, we expect the overall IT spending environment to remain healthy. There are several factors specific to HPE that give us confidence in future sales as well: • First, we are seeing strong growth in the most important areas of our portfolio – WLAN, edge compute, high performance compute, hyper-converged, all-flash arrays – which we expect to continue. • Second, a strong order book to bill of 110% in Pointnext gives us confidence in our outlook in that segment. • Finally, we expect the impact from Tier 1 and the intentional country exits in A&PS to lessen as the year progresses. Looking ahead, we expect our differentiated, software-defined solutions to continue to gain traction with customers, driving revenue going forward. CEO © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “What keeps the CEO awake at night?” Response: “My priorities are employees, customers and partners, and innovation. I think about how to keep our employees happy and how to recruit the right talent. I think about the latest customer issue, how we can resolve it quickly and how to win that new account that I met with yesterday. And, I think about where the world is heading and how HPE will help shape that world. These are the things that keep me up at night.” • “Who was the most influential person in Antonio Neri's life? What guides him in balancing doing the right thing vs winning at all costs?” Response: Antonio’s father was the most influential person in his life, having taught him the importance of being ethical, working hard and acting selflessly. These are core values that he instilled in Antonio from a young age, and that still guide him today. Board of Directors • “Why are there so few women on the Board of Directors?” Response: Currently, five of our twelve Directors are women, including the chairs of our Audit Committee and Human Resources and Compensation Committee and the chair of our Board. While there is more work we will do to increase diversity across a number of metrics, we are proud of our Board’s gender diversity. On an ongoing basis, our Nominating, Governance and Social Responsibility Committee, together with our Board, proactively seeks diverse Director candidates to ensure representation of varied perspectives, personal and professional experiences and backgrounds, as well as other differentiating characteristics to support the global demands of our business. Diversity is considered in a broad sense, including, among other attributes, skills and experience, perspectives, gender, ethnicity and geography. Our current Directors bring a diverse set of skills and experiences to the Company that are important to drive our strategy forward as the market and competitive landscape evolves. Audit and Financial Reporting • “Why is Jean Hobby not the Audit Chair? Does the current audit committee chair really understand complex accounting matters and internal controls more than Hobby does? Give some specific examples that support your answer.” Response: Mary Agnes Wilderotter continues to provide great value as Chair of the Audit Committee, and HPE is fortunate to have access to her experience with complex accounting matters and internal controls from her former roles as CEO of Frontier Communications, Chair of the Audit Committee of Juno Therapeutics, member of the Audit Committee of Procter & Gamble, and Chair of the Finance Committee of Xerox. Jean Hobby has contributed greatly to the Audit Committee since her recent appointment to the Board on January 31, 2019. Committee composition and chair roles are regularly reviewed by the Board and the Nominating, Governance and Social Responsibility Committee to ensure highly functioning committees © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
responsive to the Company's and the Board's needs. Accordingly, Committee membership and chairs rotate as appropriate. • “Did management report any internal control significant deficiencies to the audit committee? If so, describe the deficiencies and explain why they were not considered to be material weaknesses.” “Were there any items on the unadjusted error schedule where EY thought the accounting was wrong but management disagreed? If so, what were these items and explain why EY did not make HPE correct the errors.” Response: Management and our independent registered public accounting firm, Ernst & Young, LLP (E&Y) provide regular updates to the Audit Committee regarding all material matters relevant to the audit, including the effectiveness of internal controls. For each fiscal year, E&Y has issued an unqualified opinion regarding our consolidated financial statements and the effectiveness of internal controls over financial reporting. We do not disclose details regarding audits other than as reported in our public filings. • “How has the audit committee report moved away from being just boilerplate to focus on disclosure and transparency?” Response: We strongly believe in the importance of high-quality corporate governance and meaningful disclosures. Each year, in our proxy statement, we directly address and discuss a variety of audit and financial reporting related matters, only one piece of which is our “Report of the Audit Committee of the board of directors.” In the “Audit-related matters” section of our latest proxy statement, we promote additional transparency and disclosure in several ways, including by (i) providing detail regarding the Audit Committee’s composition and attributes, and role in oversight of certain matters, (ii) providing the total of the fees incurred for our independent registered public accounting firm, so that stockholders can easily understand and quantify the amounts, (iii) describing the factors used in the Audit Committee’s assessment of our external auditor and (iv) providing information on Audit Committee engagement with management. • “Did EY contact the Audit Committee directly to discuss any matters in connection with normal, ongoing meetings? If so, what were those discussions?” “Did the CEO or Audit Committee Chair call the audit partner directly during 2018? If so, why? What was discussed?” Response: Our Audit Committee has regular interaction with E&Y throughout the year and every committee meeting, and the Audit Committee meets with E&Y in private session at each regular committee meeting. In addition, our Audit Committee Chair regularly has discussions with our lead E&Y partner outside of formal Audit Committee meetings. • “Did the Audit Committee or management make the decision to reappoint EY? Who conducted the majority of fee discussions with EY during 2018?” © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
Response: The Audit Committee is responsible for the appointment of our independent registered public accounting firm. The Committee’s recommendation to reappoint E&Y is based on close oversight and evaluation, throughout the year, of the firm. The Committee’s evaluation considers, among other attributes, independence, technical expertise, resources, transparency, industry perspective, team dynamics and effectiveness in engaging with management, communication and candor. In addition to regular interaction with the accounting team during the year and in every committee meeting, the Audit Committee meets in private session at each regular committee meeting. The Audit Committee reviews fees directly with E&Y, considering audit fee market trends, audit complexity drivers, and leveraging a competitive process conducted with the assistance of management. This process has consistently achieved proactive cost reductions for audit and audit-related services and we have negotiated our accounting firm fees to be best in class and below peer benchmarks. • “What does COSO stand for?” Response: COSO, the Committee of Sponsoring Organizations of the Treadway Commission, is a joint initiative of five private sector organizations dedicated to providing thought leadership through the development of comprehensive frameworks and guidance on enterprise risk management, internal control and fraud deterrence. COSO includes (i) the American Accounting Association, (ii) the American Institute of Certified Public Accountants, (iii) Financial Executives International, (iv) the Institute of Management Accountants, and (v) the Institute of Internal Auditors. As stated on their website, COSO’s mission is to improve organizational performance and governance and to reduce the extent of fraud in organizations. For more information, visit COSO’s website at https://www.coso.org/Pages/default.aspx. Legal and Ethics & Compliance • “WHY can't HPE still be profitable without supporting the brutal MILITARY OCCUPATION and atrocious SUPPRESSION IN PALESTINE??? Response: HPE shares concern for those affected by conflict in the region, and supports a peaceful resolution. It’s not our policy to take sides in political disputes between countries or regions. Instead, we focus on making the benefits of technology available to all people as a means to learn, to work and to thrive. We continue to listen to customers, socially responsible investors, and others who’ve expressed concerns about this issue and believe we are acting consistently with our human rights policies. • “Were there any matters that management discussed with the audit committee related to internal investigations of whistleblower matters? If so, what did the matter relate to, and what was the result of the investigation? If so, what did the matter relate to, and what was the result of the investigation?” Response: Our Ethics and Compliance Committee and our Audit Committee oversee HPE’s approach to ethical conduct, with our Ethics and Compliance Officer regularly reporting to the Audit Committee on relevant issues to the Company. We encourage anyone who has a concern or question about business conduct to raise it via the © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
appropriate reporting channels. We will review and respond promptly to any such concerns or questions and will conduct any required investigations appropriately. • “What risks are associated with the sourcing of raw material, or holding the line on costs of services?” Response: HPE has built a complex global supply chain, with diverse supply sources and manufacturing locations, which gives us the ability to adjust to changes. We have a rigorous Supply Chain Risk Management program in place, protecting us from sourcing risks and ensuring the security of available, cost-competitive and quality products. 2019 Proxy Statement and Annual Meeting • “where (online) is the "Stockholder proposal related to action by Written Consent of Stockholders" text that the board apparently recommends rejecting?” Response: The Stockholder proposal related to action by Written Consent of Stockholders can be found on page 46 of the 2019 Proxy Statement, and viewed online at: https://investors.hpe.com/financial/proxy- 2019/interactive/proxy/HTML1/hpe-proxy2019_0056.htm as part of the interactive document that we posted. • “Why don't you send me an annual report ???” Response: The information related to deliverability of proxy related materials, as well as how to receive a paper copy of the proxy materials, can be found on page 89 of the 2019 Proxy Statement, and viewed online at: https://investors.hpe.com/financial/proxy-2019/interactive/proxy/HTML1/hpe-proxy2019_0099.htm as part of the interactive document that we posted. • “What % range did Directors receive?” “When giving results, don't just give number of votes, give % of votes.” Response: There are several sources that dictate how votes are tabulated and counted, including (i) federal securities laws, (ii) the corporate laws of the state in which a company is organized, (iii) the rules of the national securities exchange that a company’s stock is listed on, and (iv) a company’s charter documents. In addition, there are different categories of votes to tabulate and count, including (i) votes for a proposal, (ii) votes against a proposal, (iii) broker non-votes, (iv) abstentions, and (v) withheld votes. For simplicity, at the end of our 2019 Annual Stockholder Meeting, our Inspector of Election provided a preliminary calculation of the percentage of the votes for each proposal. However, in light of the varying counting methodologies and vote categories referenced above, we decided that, it would be best to release the raw voting data after the meeting and let others conduct calculations as preferred. On April 9, 2019, we released the raw voting data publicly via a Form 8-K filing, which is available on our Investor Relations website at: https://investors.hpe.com/financial/sec-filings. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “It is so much more interesting to see a meeting with a live audience.” Response: We have implemented the virtual annual meeting format in order to facilitate stockholder attendance and participation by enabling stockholders to participate fully, and equally, from any location around the world, at no cost. We believe this is the right choice for a company with a global footprint. Not only does this format bring cost savings to the Company and to our stockholders, but it also increases our ability to engage with all stockholders, regardless of size, resources, or physical location. We remain very sensitive to concerns regarding the virtual meeting format generally from investor advisory groups and other stockholder rights advocates, who have voiced concerns that virtual meetings may diminish stockholder voice or reduce accountability. Accordingly, we have designed our virtual format to enhance, rather than constrain, stockholder access, participation and communication. For example, our format allows stockholders to communicate with us in advance of, and during, the meeting so as to greatly expand the window of time during which stockholders can ask questions of our Board or management. Stockholders may view the meeting anywhere around the world with no travel required, and the replay is available • “Did any of the directors listen live to the meeting other than the director participants?” Response: Each of our 12 directors participated live in the meeting, and was available to respond to questions as appropriate. • “Are teleprompters used at todays meeting” Response: We typically make teleprompters available to speakers at our live events, whether an in-person or online audience is present. The extent to which an individual speaker makes use of a teleprompter is up to the speaker. Company Culture and Employee Engagement • “Is the original HP Way as practiced by the Late Mr. David Packard, being rejuvenated at HP enterprise? How is HPE leadership engaging the employees to gain their trust and support in achieving the goals laid out?” Response: Culture is one of Antonio’s top three priorities, along with customers and innovation. Our leadership team believes strongly that our employees are critical to our future and are committed to a culture that attracts and retains the best people. The components and philosophies of HP Way developed by Dave Packard are still central to our culture today. And, over the past year, the company has made noticeable progress further strengthening the employee experience, fostering active employee resource groups, investing in new training and professional development opportunities, and supporting community service engagements. All of which has resulted in a substantial increase in employee engagement. This is an outstanding improvement and the result of intentional investment in our people and in the culture at HPE. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
• “What is HPE doing to retain talented employees, empowering them to grow, earn and remain motivated?” Response: Retaining our top talent is a priority for both the leadership team and the board of HPE. We are quite proud of our track record of advancing the careers of our employees not only in the short term, but over the long term as well. That is a differentiator for us in the industry; offering a distinctive value proposition centered on developing our talent over the long haul. This is important because our customers are large scale global companies that value continuity, deep expertise and partnership with our employees to meet their business objectives. We also work hard to provide a diverse and inclusive work environment and highly competitive compensation. In addition, we have a number of programs to support employees in their career goals and we believe our portfolio breadth and global scale offer tremendous growth opportunities for our people. We strongly support our employees in their career development in a variety of ways. First and foremost, we have deployed an innovative approach to ensuring that each employee receives ongoing feedback with respect to both their performance and their potential. In addition, we actively manage a succession planning process throughout the organization to identify and promote our top talent. Finally, we offer a wealth of online educational resources that allow employees to curate a curriculum that’s right for them and their goals, which they can complete at their own pace. These and many other initiatives have resulted in retention levels that far exceed industry norms. • “The best leaders know the pulse of their organization, realizing the importance of being consistent, purposeful, honest, transparent and engaged with their employees. They understand how to bring out and unleash creativity, and passion and ownership by their employees. How are HPE senior leaders actively working to stay connected with the pulse of their workforce, and leading by example?” Response: HPE’s senior leaders lead by example each day by practicing the core values and behaviors necessary for the Company’s continued success. They also serve as coaches and mentors, which helps promote deep connections with employees. More specifically, based on a rich heritage of best-in-class leadership practices, HPE’s senior leaders engage and communicate with employees through “management by walking around,” regular one-on-one meetings and check-ins, listening sessions, roundtables, business- and functional level- coffee talks, town halls, and all employee meetings. Our leaders also focus on goal clarity, continuous feedback and thoughtful evaluation conducted through a series of performance check-ins, as well as team and individual development planning. As a result, in recent employee experience surveys and focus groups, we have seen indications of improvement in the connections between leaders and employees. • “If a leaders job is not to leverage their people, but to create leverage for their people. What is management doing to connect with employees to identify what they really need to be successful and make sure those things are provided to them?” Response: HPE’s leaders recognize the importance of helping employees identify the support they require to be © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
successful. Leaders meet with employees one-on-one, and additionally, lead team meetings to review priorities and check progress. In addition, we conduct regular employee experience focus groups and pulse surveys to engage employees and identify areas of improvement. These areas include career progression, innovation, technology and tools, as well as empowerment to make decisions. We continue to focus on investments in leadership development, future skills development, next generation IT and enterprise-wide priorities encompassing culture, work environment, innovation, and career development opportunities for employees. • “How are employees taking ownership, and helping to drive long term growth, besides doing a good job at daily tasks?” Response: At HPE, our high-performance culture is based on simple but powerful fundamentals, including setting clear goals, providing continuous feedback and thoughtful evaluation. For example, our employees create clear goals – targets focused specifically on individual accountability – that align directly with their organization and the company-wide goals. We also encourage continuous feedback to promote a constant connection between an employee and their leader. This ongoing dialogue ensures alignment between an employee’s goals and the Company’s priorities, enabling performance acceleration or course correction when required. These fundamentals provide the foundation for HPE’s employees to take ownership of their daily work and career journey while also helping drive the long-term growth of the Company. • “In a typical day does the CEO interact with employees at all levels of the company or is he walled off by management?” Response: Antonio spends a significant amount of his time traveling to offices around the world and meeting with employees at all levels of the organization. Culture is one of his top priorities and one to which he is committed. And, as someone who began in a call center 23 years ago, he is deeply passionate about the development of our people around the world. You can follow some of his activities on his Facebook page. • “Do employees have the resources and reliable technology to effectively and efficiently do their jobs?” Response: HPE has experienced several transitions over the last few years to become the company we are today. We have made significant investments in our IT capabilities to simplify and enhance the experience for our customers, partners and employees. We have and will continue to equip our people with the right tools to give them the flexibility they need to perform their jobs anywhere, at any time. We are constantly evaluating new technologies in order to provide the optimal experience for our customers, partners and employees. • “How does HPE onboard new hires so they quickly get the business and HPE values?” Response: Each new hire undergoes a comprehensive New Employee Welcome training to ensure they have an excellent understanding of our global business operations as well as our Corporate Values. The course © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
encompasses the HPE Strategy, values and culture, employee resources and information about performance and rewards. • “When would management make the decision to let a difficult employee go? Are employees rewarded fairly and equally across company lines?” Response: We encourage continuous feedback to promote a constant connection between an employee and their manager. This ongoing dialogue ensures alignment between an employee’s goals and the Company’s priorities, enabling course correction when required. HPE maintains policies to ensure pay equity and we regularly review our pay practices to ensure that employees performing similar work in a similar location are paid fairly and equitably. • “What is the engineering turnover level?” Response: The 12-month rolling rate of turnover for HPE engineering talent is less than 10%, which is below industry norms. • “What is the board and management doing to make sure there are no - Me too Moments - for HPE?” Response: We have taken a deliberate, proactive approach to reinforcing our longstanding commitment to a harassment-free environment, including: • HPE CEO Antonio Neri regularly reminds all global employees that we do not tolerate harassment or any form of discrimination in the workforce. • Each year, every HPE employee participates in our mandatory Standards of Business Conduct online training, which includes modules on the Company’s anti-harassment and non-discrimination policies. • Our Global Non-Discrimination, Harassment Free Workplace and Open Door policies are posted prominently in every HPE site globally. • All HR employees, as well as other employees likely to receive outreach, have been trained as “First Responders” with the proper knowledge and tools to address any reported harassment. • We recently conducted a global “listening tour” of roundtable sessions with employees to listen to their concerns, and also reinforce the Company’s anti-harassment and non-discrimination policies. • Leveraging our annual Voice of the Workforce and periodic pulse surveys to gauge employee sentiment in our handling of harassment issues. • Established “HPE Open Line”, a secure, confidential, 24/5 online channel for employees to communicate matters they need help resolving such as interpersonal conflicts, inappropriate behavior and concerns about work environment. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
Executive Compensation • “I am requesting that all management compensation reflect a compensation level in total, of no more than 52 times that of the lowest paid HP employee [as laid out in JP Morgan's book written in the 1920's. Where he speaks about Management losing touch with the company's core production and its workers/shareholders. Resulting in they, the management lining their pockets at the cost of the company's future and today, that revolves around keeping Wall St happy for no reason at all other than to line their pockets. Remember no one is worth more than a $1,000,000 in compensation even in today's world- you cannot take it with you or spend sensibly. Therefore, please consider curbing excessive compensations to the Management of HP.” “Why do the Executive compensation packages increase while the stock is virtually flat?” Response: HPE’s Total Rewards philosophy is to provide market-competitive compensation and benefits while ensuring the health of the company. Employees share in the value they help create, and rewards should be proportional to their performance. Importantly, the board has worked hard to secure a strong management team and very strong bench of near and long-term successors to ensure the success of this company for years to come. Consequently, a significant portion of executive compensation is performance based. More than 80% of senior management targeted Total Rewards programs are “at risk” (in the form of annual incentive and long-term incentive awards) and tied to internal financial goals and/or stock price performance. Actual realized compensation is designed to fluctuate with, and be commensurate with, annual and long-term performance, and changes to stockholder value over time. We follow robust benchmarking processes and remain competitive with comparable companies with which we compete. • “If we are asked to vote for the executive compensation, you need to let us know what they are? I would like to have specifics of the compensation package listed out please so I am fully informed of the vote that I need to make.” Response: Please refer to the Executive Compensation disclosures beginning on page 50 of our 2019 Proxy Statement, and viewed online at: https://investors.hpe.com/financial/proxy-2019/interactive/proxy/HTML1/hpe- proxy2019_0060.htm as part of the interactive document that we posted. Other • “What does the rectangular box represent?” Response: The rectangle is HPE’s trademarked logo, which we refer to as the “Element.” The Element represents simplicity and strength. It is a core component and foundational element to be built upon. It is also a window – a © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.
focusing devise that reveals and clarifies what is important. HPE’s unique green color signifies prosperity, vibrancy and new growth. • “Can the CTO write a Fibonacci sequence in their favorite technology/language?” Response: Yes, certainly! At HPE, we share your fascination with Fibonacci numbers and the golden ratio and encourage everyone to take a deeper dive into these concepts (https://en.wikipedia.org/wiki/Fibonacci_number). If the Fibonacci sequence isn’t exciting enough, we also invite you to join us and think really big to deliver digital transformation with analog computing by learning about our work with the Dot-Product Engine (https://www.labs.hpe.com/techreports/2016/HPE-2016-23.pdf). • “Were there any news clips on the 2018 annual meeting.” Response: We invite news media to attend the virtual meeting each year, and also share with news media the meeting replay and other materials that are made available on our investor relations site. We are not aware of news coverage for last year’s meeting. This year, CRN released two positive stories – a slideshow story highlighting Antonio's "Five Boldest Statements" and a news story zeroing in on our strategic priority in the Intelligent Edge and how Aruba helps to advance that mission. You can see them here and here. © Copyright 2019 Hewlett Packard Enterprise Development LP. The information contained herein is subject to change without notice.