SEC Form 4 · accession 0001224298-15-000003

· WHR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Michael Todman

Officer — VICE CHAIRMAN · Director

Period of report

Feb 20, 2015

Accepted (ET)

Feb 24, 2015 · 9:29 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000106640

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 20, 2015	M	12,500	—	A	12,500	D
Common Stock	Feb 20, 2015	F	5,775	$213.27	D	6,725	D
Common Stock^F2	Feb 20, 2015	A	25,623	—	A	32,348	D
Common Stock	Feb 20, 2015	F	11,837	$213.27	D	20,511	D
Common Stock	Feb 20, 2015	M	18,068	$71.03	A	38,579	D
Common Stock	Feb 20, 2015	M	10,522	$111.33	A	49,101	D
Common Stock	Feb 20, 2015	M	9,090	$138.56	A	58,191	D
Common Stock^F3	Feb 20, 2015	S	18,068	$211.826	D	40,123	D
Common Stock^F4	Feb 20, 2015	S	10,522	$212.2587	D	29,601	D
Common Stock^F5	Feb 20, 2015	S	8,890	$213.1099	D	20,711	D
Common Stock	Feb 20, 2015	S	200	$213.71	D	20,511	D
Common Stock	Feb 20, 2015	G	475	$0.00	D	3,539	I	By family trust
Common Stock	Feb 23, 2015	G	710	$0.00	D	2,829	I	By family trust
Common Stock	holding	—	—		—	1,264	I	401(k) Stock Fund

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1	—	Feb 20, 2015	M	12,500	D	—	—	Common	12,500	12,500	D
Employee Stock Option (Right to Buy)^F6	$71.03	Feb 20, 2015	M	18,068	D	—	Feb 20, 2022	Common	18,068	0	D
Employee Stock Option (Right to Buy)^F7	$111.33	Feb 20, 2015	M	10,522	D	—	Feb 18, 2023	Common	10,522	10,522	D
Employee Stock Option (Right to Buy)^F8	$138.56	Feb 20, 2015	M	9,090	D	—	Feb 17, 2024	Common	9,090	17,644	D

Explanation of responses

F1Vesting of restricted stock unit award made under the Whirlpool Corporation Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3. Remaining restricted stock units will vest and convert one-for-one to shares on February 20, 2016.
F2Vesting of performance-based restricted stock unit award for the 2012-2014 performance period made under the Whirlpool Corporation Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $211.58 to $211.98, inclusive. The reporting person undertakes to provide to Whirlpool Corporation, any security holder of Whirlpool Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $211.98 to $212.71, inclusive. The reporting person undertakes to provide to Whirlpool Corporation, any security holder of Whirlpool Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $212.71 to $213.61, inclusive. The reporting person undertakes to provide to Whirlpool Corporation, any security holder of Whirlpool Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
F6The option became exercisable in three substantially equal installments beginning on February 20, 2013.
F7The option first became exercisable in three substantially equal installments, beginning on February 18, 2014.
F8The option first became exercisable in three substantially equal installments, beginning on February 17, 2015.