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: Liotine Joseph T. (EXEC VICE PRESIDENT & PRES NA)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-17	Common Stock	M	81	—	Acquired	10095	Direct
2017-02-17	Common Stock	F	25	$177.19	Disposed	10070	Direct
2017-02-17	Common Stock	M	245	—	Acquired	10315	Direct
2017-02-17	Common Stock	D	245	—	Disposed	10070	Direct
2017-02-17	Common Stock	M	5000	—	Acquired	15070	Direct
2017-02-17	Common Stock	F	1707	$177.19	Disposed	13363	Direct
2017-02-20	Common Stock	M	188	—	Acquired	13551	Direct
2017-02-20	Common Stock	F	59	$177.19	Disposed	13492	Direct
2017-02-20	Common Stock	M	565	—	Acquired	14057	Direct
2017-02-20	Common Stock	D	565	—	Disposed	13492	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-17	Restricted Stock Units	$	M	81	Disposed		Common (81)	Direct
2017-02-17	Restricted Stock Units	$	M	245	Disposed		Common (245)	Direct
2017-02-17	Restricted Stock Units	$	M	5000	Disposed		Common (5000)	Direct
2017-02-17	Deferred Stock Units	$	A	245	Acquired		Common (245)	Direct
2017-02-20	Restricted Stock Units	$	M	188	Disposed		Common (188)	Direct
2017-02-20	Restricted Stock Units	$	M	565	Disposed		Common (565)	Direct
2017-02-20	Deferred Stock Units	$	A	565	Acquired		Common (565)	Direct
2017-02-20	Restricted Stock Units	$	A	2031	Acquired		Common (2031)	Direct
2017-02-20	Employee Stock Options (Right to Buy)	$177.19	A	8176	Acquired	2027-02-20	Common (8176)	Direct
2017-02-20	Restricted Stock Units	$	A	15000	Acquired		Common (15000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1470.005	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 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.

F4: Vesting 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.

F5: Upon 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.

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.

F8: Restricted stock units will vest and convert one-for-one to shares as follows: equally on 02/20/2020 and 02/20/2022.