8-K

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): January 9, 2023

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 symbol(s)	Name of each exchange on which registered
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 January 9, 2023, Whirlpool Corporation (the “Company”) reported that João Brega will step down as Executive Vice President and President, Whirlpool Latin America Region (LAR) effective March 31, 2023, after 27 years of service with the Company. As part of a planned transition, Juan Carlos Puente, Senior Vice President and President, LAR North, will succeed Mr. Brega in the role.

Item 7.01. Regulation FD Disclosure.

The Company issued a press release announcing the transition, a copy of which is furnished as Exhibit 99.1 to this Form 8-K. Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.
Exhibit 99.1	Press Release dated January 9, 2023
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: January 9, 2023

WHIRLPOOL CORPORATION
By:	/s/ Bridget K. Quinn
Name:	Bridget K. Quinn
Title:	Deputy General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

Contact: Whirlpool Corporation Media: 269-923-7405 Media@Whirlpool.com

Whirlpool Corporation Announces João Carlos Costa Brega, Executive Vice President and President, Whirlpool Latin America, to Step Down from Role

Juan Carlos Puente, Senior Vice President and President, Whirlpool Latin American North Region, to succeed Brega

BENTON HARBOR, Mich., January 9, 2023 — Whirlpool Corporation (NYSE: WHR) announced today that João Carlos Costa Brega, Executive Vice President, Whirlpool Corporation, and President, Whirlpool Latin America, will be stepping down from his role as part of a long-term succession plan, effective March 31, 2023.

Juan Carlos Puente, currently Senior Vice President, Whirlpool Corporation, and President, Whirlpool Latin America North Region, will succeed Brega, effective April 1, 2023.

“We express our heartfelt thanks to João Brega who has had a remarkable career at Whirlpool for over 27 years,” said Marc Bitzer, Chairman and CEO of Whirlpool Corporation. “João Brega’s strong leadership helped steer our company, especially Whirlpool Latin America, through many challenging times, and his passion and unwavering commitment to our consumers and our employees will be missed.”

Joe Liotine, President and COO of Whirlpool Corporation also said, “João Brega’s leadership has built a strong foundation for Whirlpool Latin America to continue to succeed as the industry leader. We are grateful for his many contributions and the impact he has made.”

Under Brega’s leadership, Whirlpool Latin America saw profitable growth, including significant net sales growth over the years, despite supply constraints and currency headwinds. Most recently, Brega led the company’s $52 million investment in its manufacturing plant in Pilar, Argentina, marking a milestone in Whirlpool’s history and furthering the company’s commitment to generating employment and the country’s export profile as a leading brand.

Brega was named President, Whirlpool Latin America, in 2012. Previously, he served as president of Embraco, the company’s compressor business. Brega joined Whirlpool in 1995 as comptroller, and held a number of positions in the company’s financial area in Brazil and the United States. He also previously served as Director of Operations for Whirlpool Argentina/Chile, Chief Financial Officer of Whirlpool Latin America, and President of Operations for Whirlpool Mexico and Canada. Brega holds a bachelor’s degree in business administration and a postgraduate degree in Finance from the Fundacao Getulio Vargas in Brazil.

“Serving the incredible people of Whirlpool, our consumers and our communities over much of my career has been a tremendous experience and I am proud to have been part of the journey of this company,” said Brega. “I am pleased to leave Whirlpool Latin America in the hands of Juan Carlos, a respected and trusted leader, and I look forward to seeing him take the region to even greater success.”

Contact: Whirlpool Corporation Media: 269-923-7405 Media@Whirlpool.com

Puente joined Whirlpool in 1996, and has since held various global leadership roles, including leading the laundry business for Whirlpool’s North America Region and serving as President of Whirlpool Mexico and as Vice President of Market Operations of Whirlpool’s EMEA Region. Currently as President of Whirlpool Latin America North Region, Puente has led the integration and transformation of the region, and supported top-line growth, profitability, and innovation to further drive a customer-focused approach throughout the region’s operations.

Puente recently completed Harvard Business School’s Advanced Management Program (AMP) in Business, Strategy and Leadership. He earned a Global Executive MBA from EGADE Business School in Monterrey, Mexico, and a Bachelor’s degree in International Business from the Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM) also in Monterrey.

Regarding Puente, Liotine noted, “Juan Carlos’ visionary leadership has inspired many in our company for more than twenty-five years and he has a track record of proven success across his many assignments around the world. We look forward to seeing him lead the region and guide future achievements for Whirlpool for the benefit of all of our consumers.”

About Whirlpool Corporation

Whirlpool Corporation (NYSE: WHR) is committed to being the best global kitchen and laundry company, in constant pursuit of improving life at home. In an increasingly digital world, the company is driving purposeful innovation to meet the evolving needs of consumers through its iconic brand portfolio, including Whirlpool, KitchenAid, Maytag, Consul, Brastemp, Amana, Bauknecht, JennAir, Indesit, Yummly and InSinkErator. In 2021, the company reported approximately $22 billion in annual sales, 69,000 employees and 54 manufacturing and technology research centers. Additional information about the company can be found at WhirlpoolCorp.com.

XML

Document and Entity Information	Jan. 09, 2023
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jan. 09, 2023
Entity Registrant Name	WHIRLPOOL CORP /DE/
Entity Incorporation, State or Country Code	DE
Entity File Number	1-3932
Entity Tax Identification Number	38-1490038
Entity Address, Address Line One	2000 North M-63
Entity Address, City or Town	Benton Harbor
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49022-2692
City Area Code	269
Local Phone Number	923-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000106640
Amendment Flag	false
Chicago Stock Exchange [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common stock, par value $1.00 per share
Trading Symbol	WHR
Security Exchange Name	CHX
New York Stock Exchange [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common stock, par value $1.00 per share
Trading Symbol	WHR
Security Exchange Name	NYSE