SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KRIVORUCHKA MARK W

(Last) (First) (Middle)
403 WEST FOURTH STREET NORTH
P.O. BOX 39

(Street)
NEWTON IA 50208

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAYTAG CORP [ MYG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr VP Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/31/2006 D V 300 D (1) 0 D
Employee Stock Purchase Plan 03/31/2006 D V 3,903 D (1) 0 D
Maytag 401(k) Plan 03/31/2006 D V 287 D (1) 0 I By 401(k) Plan
Maytag ESOP Plan 03/31/2006 D V 892 D (1) 0 I By ESOP Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to buy) $25.575 03/31/2006 D V 18,000 08/08/1988 11/15/2012 Common Stock 18,000 (2) 0 D
Deferred Comp Plan (phantom stock units) $0.00 03/31/2006 D V 2,082 08/08/1988 08/08/1988 Common Stock 2,082 (3) 0 I By Phantom Units
Employee Stock Option (right to buy) $45.88 03/31/2006 D V 15,000 08/08/1988 04/22/2012 Common Stock 15,000 (2) 0 D
Employee Stock Option (right to buy) $26.08 03/31/2006 D V 22,000 08/08/1988 11/14/2013 Common Stock 22,000 (2) 0 D
Employee Stock Option (right to buy) $19.885 03/31/2006 D V 9,100 08/08/1988 11/12/2014 Common Stock 9,100 (2) 0 D
Performance Stock Units (2004 Award) (4) 03/31/2006 D V 4,272 08/08/1988 (5) Common Stock 4,272 (6) 0 D
Employee Stock Option (right to buy) $16.555 03/31/2006 D V 9,700 08/08/1988 10/14/2015 Common Stock 9,700 (2) 0 D
Performance Stock Units (2005 Award) (4) 03/31/2006 D V 4,352 08/08/1988 (7) Common Stock 4,352 (6) 0 D
Explanation of Responses:
1. Shares disposed of in the merger between Maytag and Whirlpool pursuant to which each share of Maytag common stock was exchanged for $10.50 in cash and .1196 of a share of Whirlpool common stock, with cash paid for any fractional Whirlpool share. On March 31, 2006, the effective date of the merger, the closing price of Whirlpool common stock was $91.47.
2. In the merger between Maytag and Whirlpool, each outstanding option to purchase Maytag common stock was converted to an option to purchase shares of Whirlpool common stock on substantially the same terms, except that the number of shares was adjusted by multiplying the number of Maytag option shares by .2392 (rounded down to the nearest whole share) and the option exercise price was adjusted by dividing the exercise price of the Maytag option by .2392 (rounded up to the next cent).
3. Phantom stock units, each equivalent to a share of Maytag common stock, disposed of in the merger between Maytag and Whirlpool pursuant to which each share of Maytag common stock was exchanged for a credit of $10.50 in cash and .1196 of a phantom share of Whirlpool common stock. On March 31, 2006, the effective date of the merger, the closing price of Whirlpool common stock was $91.47.
4. Each performance stock unit represents a contingent right to receive one share of MYG common stock.
5. Restrictions lapse upon the earlier of (i) the second to occur of (x) December 31, 2007, if remain employed and (y) the tenth consecutive day prior to January 1, 2008 that the FMV of a share equals or exceeds $21.00 and (ii) a Change of Control.
6. In the merger between Maytag and Whirlpool, each award granted was vested and will be settled in cash (based on a per share valuation equal to $10.50 plus (.1196 (the exchange ratio) times $91.47 (the closing price of Whirlpool common stock on the closing date)).
7. Restrictions lapse upon the earlier of (i) the second to occur of (x) December 31, 2008, if remain employed and (y) the tenth consecutive day prior to January 1, 2009 that the FMV of a share equals or exceeds $21.00 and (ii) a Change of Control.
Remarks:
By Patricia J. Martin, as atty in fact. 04/07/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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