WHIRLPOOL CORP /DE/ — Director's Dealing 2015

Feb 25, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WHIRLPOOL CORP /DE/ (WHR)
CIK: 0000106640
Period of Report: 2015-02-20

Reporting Person: Bitzer Marc R (VICE CHAIRMAN)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-20	Common Stock	A	23974	—	Acquired	23974	Direct
2015-02-20	Common Stock	F	11075	$213.27	Disposed	12899	Direct
2015-02-20	Common Stock	M	12500	—	Acquired	25399	Direct
2015-02-20	Common Stock	F	5775	$213.27	Disposed	19624	Direct
2015-02-20	Common Stock	M	16906	$71.03	Acquired	36530	Direct
2015-02-20	Common Stock	S	15200	$211.9133	Disposed	21330	Direct
2015-02-20	Common Stock	S	1700	$213.2256	Disposed	19630	Direct
2015-02-20	Common Stock	S	6	$213.73	Disposed	19624	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-20	Restricted Stock Units	$	M	12500	Disposed		Common (12500)	Direct
2015-02-20	Employee Stock Option (Right to Buy)	$71.03	M	16906	Disposed	2022-02-20	Common (16906)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	20075	Indirect
Common Stock	728.01	Indirect

Footnotes

F1: Vesting 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.

F2: Vesting 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, 2017.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.55 to $212.52, 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.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $212.63 to $213.615, 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.

F5: The option became exercisable in three substantially equal installments beginning on February 20, 2013.