SEC Form 4 · accession 0001685928-17-000003
WHIRLPOOL CORP /DE/ · WHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph A Lovechio
Officer — VICE PRESIDENT AND CONTROLLER
Period of report
Feb 17, 2017
Accepted (ET)
Feb 22, 2017 · 7:17 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 StockF1 | Feb 17, 2017 | M | 13 | — | A | 2,074 | D | |
| Common Stock | Feb 17, 2017 | F | 3 | $177.19 | D | 2,071 | D | |
| Common StockF1 | Feb 17, 2017 | M | 22 | — | A | 2,093 | D | |
| Common Stock | Feb 17, 2017 | F | 6 | $177.19 | D | 2,087 | D | |
| Common StockF2 | Feb 17, 2017 | M | 40 | — | A | 2,127 | D | |
| Common StockF3 | Feb 17, 2017 | D | 40 | — | D | 2,087 | D | |
| Common StockF4 | Feb 20, 2017 | M | 31 | — | A | 2,118 | D | |
| Common Stock | Feb 20, 2017 | F | 9 | $177.19 | D | 2,109 | D | |
| Common StockF4 | Feb 20, 2017 | M | 52 | — | A | 2,161 | D | |
| Common Stock | Feb 20, 2017 | F | 15 | $177.19 | D | 2,146 | D | |
| Common StockF4 | Feb 20, 2017 | M | 94 | — | A | 2,240 | D | |
| Common StockF5 | Feb 20, 2017 | D | 94 | — | D | 2,146 | D | |
| Common Stock | holding | — | — | — | 385 | 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 UnitsF1 | — | Feb 17, 2017 | M | 13 | D | — | — | Common | 13 | 0 | D |
| Restricted Stock UnitsF1 | — | Feb 17, 2017 | M | 22 | D | — | — | Common | 22 | 0 | D |
| Restricted Stock UnitsF2 | — | Feb 17, 2017 | M | 40 | D | — | — | Common | 40 | 0 | D |
| Deferred Stock UnitsF3 | — | Feb 17, 2017 | A | 40 | A | — | — | Common | 40 | 932 | D |
| Restricted Stock UnitsF4 | — | Feb 20, 2017 | M | 31 | D | — | — | Common | 31 | 0 | D |
| Restricted Stock UnitsF4 | — | Feb 20, 2017 | M | 52 | D | — | — | Common | 52 | 0 | D |
| Restricted Stock UnitsF4 | — | Feb 20, 2017 | M | 94 | D | — | — | Common | 94 | 0 | D |
| Deferred Stock UnitsF5 | — | Feb 20, 2017 | A | 94 | A | — | — | Common | 94 | 1,026 | D |
| Restricted Stock UnitsF6 | — | Feb 20, 2017 | A | 341 | A | — | — | Common | 341 | 341 | D |
| Employee Stock Options (Right to Buy)F7 | $177.19 | Feb 20, 2017 | A | 1,375 | A | — | Feb 20, 2027 | Common | 1,375 | 1,375 | 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 40 shares of deferred stock pursuant to Whirlpool's Executive Deferred Savings Plan II. As a result, the reporting person is reporting the disposition of 40 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 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 performance-based restricted stock units for the 2014-2016 performance period, the reporting person deferred the receipt of 94 shares of deferred stock pursuant to Whirlpool's Executive Deferred Savings Plan II. As a result, the reporting person is reporting the disposition of 94 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.