SEC Form 4 · accession 0001624146-17-000002

· WHR

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

Reporting owner

Joseph T. Liotine

Officer — EXEC VICE PRESIDENT & PRES NA

Period of report

Feb 17, 2017

Accepted (ET)

Feb 22, 2017 · 7:02 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 17, 2017	M	81	—	A	10,095	D
Common Stock	Feb 17, 2017	F	25	$177.19	D	10,070	D
Common Stock^F1	Feb 17, 2017	M	245	—	A	10,315	D
Common Stock^F3	Feb 17, 2017	D	245	—	D	10,070	D
Common Stock^F2	Feb 17, 2017	M	5,000	—	A	15,070	D
Common Stock	Feb 17, 2017	F	1,707	$177.19	D	13,363	D
Common Stock^F4	Feb 20, 2017	M	188	—	A	13,551	D
Common Stock	Feb 20, 2017	F	59	$177.19	D	13,492	D
Common Stock^F4	Feb 20, 2017	M	565	—	A	14,057	D
Common Stock^F5	Feb 20, 2017	D	565	—	D	13,492	D
Common Stock	holding	—	—		—	1,470	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 17, 2017	M	81	D	—	—	Common	81	0	D
Restricted Stock Units^F1	—	Feb 17, 2017	M	245	D	—	—	Common	245	0	D
Restricted Stock Units^F2	—	Feb 17, 2017	M	5,000	D	—	—	Common	5,000	5,000	D
Deferred Stock Units^F3	—	Feb 17, 2017	A	245	A	—	—	Common	245	1,597	D
Restricted Stock Units^F4	—	Feb 20, 2017	M	188	D	—	—	Common	188	0	D
Restricted Stock Units^F4	—	Feb 20, 2017	M	565	D	—	—	Common	565	0	D
Deferred Stock Units^F5	—	Feb 20, 2017	A	565	A	—	—	Common	565	2,162	D
Restricted Stock Units^F6	—	Feb 20, 2017	A	2,031	A	—	—	Common	2,031	2,031	D
Employee Stock Options (Right to Buy)^F7	$177.19	Feb 20, 2017	A	8,176	A	—	Feb 20, 2027	Common	8,176	8,176	D
Restricted Stock Units^F8	—	Feb 20, 2017	A	15,000	A	—	—	Common	15,000	15,000	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.
F2Vesting of restricted stock unit award made under the Whirlpool Corporation Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3.
F3Upon the vesting of restricted stock units granted to the reporting person on 02/17/2017, the reporting person deferred the receipt of 245 shares of deferred stock pursuant to Whirlpool's Executive Deferred Savings Plan II. As a result, the reporting person is reporting the disposition of 245 shares of common stock in exchange for an equal number of shares of deferred stock. The deferred stock is payable following the reporting person's termination of employment with Whirlpool Corporation.
F4Vesting of performance-based restricted stock unit award for the 2014-2016 performance period made under the Whirlpool Corporation Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3.
F5Upon the vesting of restricted stock units granted to the reporting person on 02/17/2017, the reporting person deferred the receipt of 565 shares of deferred stock pursuant to Whirlpool's Executive Deferred Savings Plan II. As a result, the reporting person is reporting the disposition of 565 shares of common stock in exchange for an equal number of shares of deferred stock. The deferred stock is payable following the reporting person's termination of employment with Whirlpool Corporation.
F6Restricted stock units will vest and convert one-for-one to shares as follows: one-third on 02/20/2018; one-third on 02/20/2019; and one-third on 02/20/2020.
F7Options will vest and become exercisable as follows: one-third on 02/20/2018; one-third on 02/20/2019; and one-third on 02/20/2020.
F8Restricted stock units will vest and convert one-for-one to shares as follows: equally on 02/20/2020 and 02/20/2022.