-----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, UNN9Sh21y61ufGxgdVs7fpShw4oqnjVmEtMG4nFY8m0XD6QZqDtgG93XASAMcZiC 1rG1zYKZ6Hmq8gzL4oDU4g== 0001224298-06-000003.txt : 20060316 0001224298-06-000003.hdr.sgml : 20060316 20060316164610 ACCESSION NUMBER: 0001224298-06-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060315 FILED AS OF DATE: 20060316 DATE AS OF CHANGE: 20060316 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TODMAN MICHAEL CENTRAL INDEX KEY: 0001224298 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03932 FILM NUMBER: 06692540 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 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-03-15 0000106640 WHIRLPOOL CORP /DE/ WHR 0001224298 TODMAN MICHAEL WHIRLPOOL CORPORATION 2000 M-63N BENTON HARBOR MI 49022 0 1 0 0 PRESIDENT WHIRLPOOL INT'L Common Stock 11409 D Common Stock 2006-03-15 4 A 0 1.962 A 412.869 I 401(k) Stock Fund Deferred Phantom ESAP Stock in WEDSP 2006-03-15 4 A 0 14.729 0 A Common 3033.88 D Deferred Phantom ESAP Stock in WEDSP II 2006-03-15 4 A 0 2.875 0 A Common 592.284 D Phantom Restricted Shares (Special Retention Program) 2006-03-15 4 A 0 69.11 0 A Common 14376.08 D Phantom Restricted (Career) Stock 2006-03-15 4 A 0 124.79 0 A Common 25958.18 D Phantom Restricted Shares (Strategic Excellence Program) Common 1620 1620 D Phantom Restricted Shares (Special Retention Program) Common 30000 30000 D Phantom Restricted Shares (Special Retention Program) Common 13875 13875 D Employee Stock Option (Right to Buy) Common 5500 5500 D Employee Stock Option (Right to Buy) Common 22000 22000 D Employee Stock Option (Right to Buy) Common 27000 27000 D Employee Stock Option (Right to Buy) Common 27000 27000 D Employee Stock Option (Right to Buy) Common 10282 10282 D Employee Stock Option (Right to Buy) Common 19200 19200 D 10,281 shares are held in the name of the undersigned's broker. The securities herein were acquired on 03/15/06 pursuant to the Plan indicated in Column 7 at $88.14133 per share in transactions exempt from Section 16(b) pursuant to Rule 16(b)-3(c). As of 03/15/06, there are 412.869 shares held in the account of the undersigned pursuant to the Plan indicated in Column 7. Grant of 14.729 phantom shares of common stock ("dividend equivalents") based on phantom shares deferred under the Executive Deferred Savings Plan in transactions exempt under Rule 16b-3. As of 03/15/06, 3,033.88 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. Grant of 2.875 phantom shares of common stock ("dividend equivalents") based on phantom shares deferred under the Executive Deferred Savings Plan II in transactions exempt under Rule 16b-3. As of 03/15/06, 592.284 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. Grant of 69.11 phantom shares of common stock ("dividend equivalents") based on original deferral of phantom restricted shares (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). As of 03/15/06, 14,376.08 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. Grant of 124.79 phantom shares of common stock ("dividend equivalents") based on original grant of 20,000 phantom stock shares (Career Stock Award) awarded under the Whirlpool 1989 Omnibus Stock & Incentive Plan in transactions exempt under Rule 16(b)-3(c). 8,000 phantom shares are currently vested, with the remaining shares becoming vested as follows: 12,000 shares on retirement after age 60. As of 03/15/06, 25,958.18 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 1,620 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 transactions exempt under Rule 16(b)-3(c). Time restrictions on these shares will lapse on 02/14/2007. 30,000 phantom stock shares (Special Retention Program) awarded on 06/14/2004 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. 13,875 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. 5,500 option shares awarded on 6/15/1998 at the option price of $63.13 per share with tax withholding rights. All shares are currently exercisable and will expire 10 years from date of grant. 22,000 option shares with cashless exercise and tax withholding rights awarded on 2/19/2001 at the option price of $54.07 per share. All shares are currently exercisable and will expire 10 years from date of grant. 27,000 option shares with cashless exercise and tax withholding rights awarded on 2/18/2002 at the option price of $67.29 per share. All shares are currently exercisable, and will expire 10 years from date of grant. 27,000 option shares with cashless exercise and tax withholding rights awarded on 2/17/2003 at the option price of $49.60 per share. All shares are currently exercisable and will expire 10 years from date of grant. 10,282 option shares with cashless exercise and tax withholding rights awarded on 02/16/2004 at the option price of $72.94 per share. 6,855 shares are currently exercisable, with the remaining shares becoming exercisable on 02/16/2007. The options will expire 10 years from date of grant. 19,200 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 2006-03-16 -----END PRIVACY-ENHANCED MESSAGE-----