WHIRLPOOL CORP /DE/ — Director's Dealing 2017

Feb 23, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WHIRLPOOL CORP /DE/ (WHR)
CIK: 0000106640
Period of Report: 2017-02-17

Reporting Person: Lovechio Joseph A (VICE PRESIDENT AND CONTROLLER)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-17	Common Stock	M	13	—	Acquired	2074	Direct
2017-02-17	Common Stock	F	3	$177.19	Disposed	2071	Direct
2017-02-17	Common Stock	M	22	—	Acquired	2093	Direct
2017-02-17	Common Stock	F	6	$177.19	Disposed	2087	Direct
2017-02-17	Common Stock	M	40	—	Acquired	2127	Direct
2017-02-17	Common Stock	D	40	—	Disposed	2087	Direct
2017-02-20	Common Stock	M	31	—	Acquired	2118	Direct
2017-02-20	Common Stock	F	9	$177.19	Disposed	2109	Direct
2017-02-20	Common Stock	M	52	—	Acquired	2161	Direct
2017-02-20	Common Stock	F	15	$177.19	Disposed	2146	Direct
2017-02-20	Common Stock	M	94	—	Acquired	2240	Direct
2017-02-20	Common Stock	D	94	—	Disposed	2146	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-17	Restricted Stock Units	$	M	13	Disposed		Common (13)	Direct
2017-02-17	Restricted Stock Units	$	M	22	Disposed		Common (22)	Direct
2017-02-17	Restricted Stock Units	$	M	40	Disposed		Common (40)	Direct
2017-02-17	Deferred Stock Units	$	A	40	Acquired		Common (40)	Direct
2017-02-20	Restricted Stock Units	$	M	31	Disposed		Common (31)	Direct
2017-02-20	Restricted Stock Units	$	M	52	Disposed		Common (52)	Direct
2017-02-20	Restricted Stock Units	$	M	94	Disposed		Common (94)	Direct
2017-02-20	Deferred Stock Units	$	A	94	Acquired		Common (94)	Direct
2017-02-20	Restricted Stock Units	$	A	341	Acquired		Common (341)	Direct
2017-02-20	Employee Stock Options (Right to Buy)	$177.19	A	1375	Acquired	2027-02-20	Common (1375)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	384.902	Indirect

Footnotes

F1: Vesting of restricted stock unit award 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.

F3: Upon 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.

F4: Vesting 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.

F5: Upon 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.

F6: Restricted 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.

F7: Options 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.