-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PxFFFo/LozmfPI0sc+OauyiqWOF8yiwpfHtO8bVjvvk6uV6IBmZulHQ6FPvXcfm5 HYuQceLgyO2gkW2NSVTI8w== 0001224295-07-000001.txt : 20070216 0001224295-07-000001.hdr.sgml : 20070216 20070216170425 ACCESSION NUMBER: 0001224295-07-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070214 FILED AS OF DATE: 20070216 DATE AS OF CHANGE: 20070216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FETTIG JEFF M CENTRAL INDEX KEY: 0001224295 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03932 FILM NUMBER: 07632147 BUSINESS ADDRESS: BUSINESS PHONE: 2699233973 MAIL ADDRESS: STREET 1: C/O WHIRLPOOL CORP STREET 2: 2000 M-63N CITY: BENTON HARBOR STATE: MI ZIP: 49022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WHIRLPOOL CORP /DE/ CENTRAL INDEX KEY: 0000106640 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD APPLIANCES [3630] IRS NUMBER: 381490038 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: WHIRLPOOL CNTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 BUSINESS PHONE: 6169235000 MAIL ADDRESS: STREET 1: WHIRLPOOL CTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 FORMER COMPANY: FORMER CONFORMED NAME: WHIRLPOOL SEEGER CORP DATE OF NAME CHANGE: 19710824 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2007-02-14 0000106640 WHIRLPOOL CORP /DE/ WHR 0001224295 FETTIG JEFF M WHIRLPOOL CORPORATION 2000 M-63N BENTON HARBOR MI 49022 1 1 0 0 CHAIRMAN AND CEO Common Stock 2007-02-14 4 M 0 1625 A 48069 D Common Stock 2007-02-14 4 F 0 564 91.89 D 47505 D Common Stock 2007-02-16 4 M 0 20500 45.75 A 68005 D Common Stock 2007-02-16 4 F 0 14333 92.285 D 53672 D Common Stock 10 I Held by Son Common Stock 2852.205 I 401(k) Stock Fund Phantom Restricted Shares (Strategic Excellence Program) 2007-02-14 4 M 0 6500 0 D Common 6500 0 D Phantom Restricted Shares (Strategic Excellence Program) 2007-02-14 4 A 0 4875 0 A Common 9848.212 D Employee Stock Option (Right to Buy) 2007-02-16 4 M 0 20500 0 D Common 20500 0 D Phantom Restricted Shares (Special Retention Program) Common 16081.9 D Phantom Restricted (Career) Stock Common 65895.01 D Deferred Phantom ESAP Stock in WEDSP Common 6604.361 D Deferred EDSP-Purchase of phantom Whirlpool stock Common 5927.634 D Phantom Restricted Shares (Special Retention Program) Common 45000 45000 D Phantom Restricted Shares (Special Retention Program) Common 23125 23125 D Phantom Restricted Shares (Maytag Recognition Awards) Common 25000 25000 D Employee Stock Option (Right to Buy) Common 18000 18000 D Employee Stock Option (Right to Buy) Common 50000 50000 D Employee Stock Option (Right to Buy) Common 64000 64000 D Employee Stock Option (Right to Buy) Common 70000 70000 D Employee Stock Option (Right to Buy) Common 70000 70000 D Employee Stock Option (Right to Buy) Common 70000 70000 D Employee Stock Option (Right to Buy) Common 40000 40000 D Employee Stock Option (Right to Buy) Common 83200 83200 D Payment of 1,625 shares of common stock for which time restrictions lapsed on 02/14/2007 relating to the 2004 SEP award made under the Whirlpool Corporation 2002 Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3. These shares were reported in Table II as a derivative securities in prior filings. Pursuant to the Company's Plan provisions, the Company paid $91.89 per share for tax withholding purposes relating to the payment of common stock under the 2004 SEP award for which restrictions lapsed. See Footnote 1. A fractional share was paid in cash to the recipient. Exercise of 20,500 shares of an award granted on 04/15/97 at the option price of $45.75 per share with the cashless exercise and tax withholding rights. 14,333 shares were withheld by the company in the payment of the exercise price as well as tax withholding obligations. 6,167 shares were retained from the exercise. All shares were currently exercisable and would have expired 10 years from the date of grant. 46,444 shares are held in the name of the undersigned's broker. The reporting person disclaims beneficial ownership of all securities held by his children, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. As of 12/15/06, the latest date for which information is reasonably available, there are 2,852.2050 shares held in the account of the undersigned pursuant to the Plan indicated in Column 7. 6,500 phantom stock shares (Strategic Excellence Program) awarded on 02/14/2005 under the SEP 2004 grant made pursuant to the 2002 Whirlpool Corporation Omnibus Stock and Incentive Plan in transaction exempt under Rule 16(b)-3(c). Time restrictions on these shares lapsed on 02/14/2007. Deferral of a 2004 SEP award payment owed due to the lapse of restrictions on 02/14/2007. The 2004 SEP award was made under the 2002 Whirlpool Corporation Omnibus Stock and Incentive Plan in a transaction exempt under Rule 16b-3. These shares were reported in Table II as derivative securities in prior filings. As of 02/14/2007, a total of 9,848.212 phantom shares have been deferred from all awards, which includes dividend equivalents earned in phantom restricted stock. Original deferral of 15,000 phantom restricted shares (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock & Incentive Plan in transactions exempt under Rule 16(b)-3(c). As of 12/15/06, the latest date for which information is reasonably available, 16,081.90 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 50,000 phantom stock shares (Career Stock Award) awarded under the 1996 Whirlpool Omnibus Stock & Incentive Plan in transactions exempt under Rule 16b-3(c). 40,000 phantom shares are currently vested, with the remaining shares becoming vested as follows: 10,000 shares on retirement after age 60. As of 12/15/06, the latest date for which information is reasonably available, 65,895.01 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 5,177.04 phantom shares deferred under the Executive Deferred Savings Plan in transactions exempt under Rule 16b-3. As of 12/15/06, the latest date for which information is reasonably available, 6,604.361 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. Original deferral of 4,972.906 phantom shares in the Executive Deferred Savings Plan on 8/10/99 in a transaction exempt under Rule 16b-3. As of 12/15/06, the latest date for which information is reasonably available, 5,927.634 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 45,000 phantom stock shares (Special Retention Program) awarded on 06/14/04 with the effective date of the award to be 07/01/2004 under the Whirlpool Corporation 2002 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Shares will become vested as follows: 50% on 07/01/2007 and 50% on 07/01/2011. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. 23,125 phantom stock shares (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Shares will vest on 02/19/08. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. Award of 25,000 phantom stock shares (Maytag Recognition Awards) on 08/13/2006 under the Whirlpool Corporation 2002 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Restrictions will lapse on the award on 08/13/2009. Dividend equivalents will be paid annually in cash. 18,000 option shares with cashless exercise and tax withholding rights awarded on 6/15/98 at the option price of $63.13 per share. All shares are currently exercisable and will expire 10 years from date of grant. 50,000 option shares with cashless exercise and tax withholding rights awarded on 4/5/99 at the option price of $52.28 per share. All shares are currently exercisable and will expire 10 years from date of grant. 64,000 option shares with cashless exercise and tax withholding rights awarded on 2/14/00 at the option price of $52.19 per share. All shares are currently exercisable and will expire 10 years from date of grant. 70,000 option shares with cashless exercise and tax withholding rights awarded on 2/19/01 at the option price of $54.07 per share. All shares are currently exercisable and will expire 10 years from date of grant. 70,000 option shares with cashless exercise and tax withholding rights awarded on 2/18/02 at the option price of $67.29 per share. All shares are currently exercisable, and will expire 10 years from date of grant. 70,000 option shares with cashless exercise and tax withholding rights awarded on 2/17/03 at the option price of $49.60 per share. All shares are currently exercisable and will expire 10 years from date of grant. 40,000 option shares with cashless exercise and tax withholding rights awarded on 02/16/04 at the option price of $72.94 per share. All shares are currently exercisable and will expire 10 years from date of grant. 83,200 option shares with cashless exercise and tax withholding rights awarded on 02/20/2006 at the option price of $89.16 per share. Shares will become exercisable as follows: one-third on 02/20/2007; one-third on 02/20/2008; and one-third on 02/20/2009. The options will expire 10 years from the date of grant. /s/ Robert T. Kenagy 2007-02-16 -----END PRIVACY-ENHANCED MESSAGE-----