During 2018,2019, our Board met sevensix times and had four committees. The committees consisted of an Audit Committee, a Corporate Governance and Nominating Committee, a Human Resources Committee, and a Finance Committee. Each committee may form subcommittees and delegate certain actions to those subcommittees. Each director attended at least 75% of the total number of meetings of the Board and the Board committees on which he or she served.

The Corporate Governance and Nominating Committee conducts an annual review of the independence of the members of the Board and its committees, and reports its findings to the full Board. TwelveThirteen of our 1314 directors arenon-employee directors (all except Mr. Bitzer). Our new director nominee, Ms. LaClair, also has no employment relationship with Whirlpool. The Board has adopted the NYSENew York Stock Exchange (“NYSE”) listing standards for evaluating director independence, but has not adopted any other categorical standards of materiality for independence purposes. When assessing director independence, the Board considers the various transactions and relationships known to the Board (including those identified through annual director questionnaires) that exist between the CompanyWhirlpool and the entities with which our directors or members of their immediate families are, or have been, affiliated. For 2018,2019, the Committee evaluated certain transactions that arose in the ordinary course of business between the CompanyWhirlpool Corporation and such entities and which did not exceed the thresholds provided under the NYSE listing standards. Information provided by the directors, new director nominee, and Whirlpool did not indicate any relationships (e.g., commercial, industrial, banking, consulting, legal, accounting, charitable, or familial) whichthat would impair the independence of any of thenon-employee directors. directors or new director nominee. Based on the report and recommendation of the Corporate Governance and Nominating Committee, the Board has determined that each of its non‑employeenon-employee directors satisfiesand new director nominee satisfy the independence standards set forth in the listing standards of the NYSE.

Each Board committee is comprised solely of independent directors who meet the independence standards under the NYSE listing standards.

In addition, the Audit Committee members all meet the enhanced independence standards for audit committee members set forth in the NYSE listing standards (which incorporates the standards set forth in the rules of the Securities and Exchange Commission)Commission (“SEC”)). The Board has determined that each member of the Audit Committee satisfies the financial literacy qualifications of the NYSE listing standards, and that Mr. White, satisfies the "auditAudit Committee Chair, and Mr. DiCamillo, the prior Audit Committee Chair, qualify under the “audit committee financial expert"expert” criteria established by the SecuritiesSEC and Exchange Commission and hashave accounting and financial management expertise as required under the NYSE listing rules.

Similarly, the Human Resources Committee members all meet the enhanced independence standards for compensation committee members under the NYSE listing standards (which incorporates the standards set forth in the rules of the Securities and Exchange Commission)SEC), and qualify as "outside directors"“outside directors” for purposes of compensation intended to be grandfathered under Section 162(m) of the Internal Revenue Code, and as "non-employee directors"“non-employee directors” for purposes of Rule16b-3 under the Securities Exchange Act of 1934. For information about the Human Resources Committee'sCommittee’s processes for establishing and overseeing executive compensation, refer to "Compensation“Compensation Discussion and Analysis – Role of the Human Resources Committee."

As noted above, our Board is currently comprised of twelvethirteen independent directors and one employee director. Mr. Fettig, our Chief Executive Officer until October 2017, served as Chairman of the Board from July 2004 to December 31, 2018. In October 2017, Mr. Bitzer became the Chief Executive Officer of the Company.

The Board regularly evaluates our boardBoard leadership structure to ensure that it serves the interests of our stockholders. In connection with Mr. Fettig's retirement as Executive Chairman, the Board assessed its leadership structure. After review and discussion, the Board concluded that the critical oversight provided by independent directors and a strong independent Presiding Director, combined with the organizational leadership

If an incumbent director fails to receive the required vote forre-election, the Corporate Governance and Nominating Committee will act on an expedited basis to determine whether to accept the director'sdirector’s resignation and will submit such recommendation for prompt consideration by the Board. The Board expects the director whose resignation is under consideration to abstain from participating in any decision regarding that resignation. The Corporate Governance and Nominating Committee and the Board may consider any factors they deem relevant in deciding whether to accept a director'sdirector’s resignation.