UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) August 17, 2021
WHIRLPOOL CORPORATION
(Exact name of registrant as Specified in Charter)
| Delaware | 1-3932 | 38-1490038 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
2000 North M-63, Benton Harbor, Michigan | 49022-2692 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (269) 923-5000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading | Name of each exchange | ||||||
| Common stock, par value $1.00 per share | WHR | Chicago Stock Exchange | and | New York Stock Exchange | ||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On August 17, 2021, the Board of Directors of Whirlpool Corporation (the “Corporation”) elected Joseph T. Liotine, 48, to the position of President and Chief Operating Officer, effective September 1, 2021. In this position, he will serve as the principal operating officer of the Corporation. On August 26, 2021, the Corporation announced the election of Mr. Liotine to the position.
Mr. Liotine has served as Executive Vice President and President for the Corporation’s North America region since 2014. Previous to this executive officer position, Mr. Liotine was President of U.S. Operations. He has held a variety of roles with increasing responsibilities since joining the Corporation in 2004. Prior to joining the Corporation, Mr. Liotine held positions within Quaker Oats and PepsiCo.
Mr. Liotine’s annual base salary in this position will be $850,000. His target award under the Executive Performance Excellence Plan, the Corporation’s annual incentive plan, will be 130% of base salary. His target award under the Strategic Excellence Program, the Corporation’s long-term incentive compensation program, will be 450% of base salary.
Website Disclosure
We routinely post important information for investors on our website, whirlpoolcorp.com, in the “Investors” section. We also intend to update the Hot Topics Q&A portion of this webpage as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investors section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our webpage is not incorporated by reference into, and is not a part of, this document.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 26, 2021 | WHIRLPOOL CORPORATION | |||||
| By: | /s/ BRIDGET K. QUINN | |||||
| Name: | Bridget K. Quinn | |||||
| Title: | Assistant General Counsel and Corporate Secretary | |||||