-----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, MdcwThZewP7hfSRfh4rTmost4Ps4ZHrkEfffheT++YrdAP8J22HEyK0vx6xUQawg APigFGEslWJl7ugkf62a5A== 0001348569-06-000004.txt : 20060216 0001348569-06-000004.hdr.sgml : 20060216 20060216180903 ACCESSION NUMBER: 0001348569-06-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060214 FILED AS OF DATE: 20060216 DATE AS OF CHANGE: 20060216 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: Yaggi William T CENTRAL INDEX KEY: 0001348569 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03932 FILM NUMBER: 06626667 BUSINESS ADDRESS: BUSINESS PHONE: 269-923-3973 MAIL ADDRESS: STREET 1: 2000 M-63N CITY: BENTON HARBOR STATE: MI ZIP: 49022 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-02-14 0000106640 WHIRLPOOL CORP /DE/ WHR 0001348569 Yaggi William T 2000 M-63N BENTON HARBOR, MI 49022 0 1 0 0 EXECUTIVE VICE PRESIDENT Common Stock 2006-02-14 4 M 0 164 A 3652 D Common Stock 2006-02-14 4 M 0 57 86.63 D 3595 D Common Stock 251.534 I 401(k) Stock Fund Phantom Restricted Shares (Strategic Excellence Program) 2006-02-14 4 A 0 493.5 0 A Common 493.5 D Phantom Restricted Shares (Strategic Excellence Program) Common 658 658 D Employee Stock Option (Right to Buy) Common 3000 3000 D Employee Stock Option (Right to Buy) Common 7500 7500 D Employee Stock Option (Right to Buy) Common 9000 9000 D Employee Stock Option (Right to Buy) Common 18000 18000 D Employee Stock Option (Right to Buy) Common 4178 4178 D Deferred Phantom ESAP Stock in WEDSP Common 958.268 D Deferred Phantom ESAP Stock in WEDSP II Common 514.562 D Phantom Restricted Stock (Special Retention Program) Common 7630.39 D Phantom Restricted Stock (Special Retention Program) Common 7400 7400 D Phantom Restricted Stock (Special Retention Program) Common 20000 20000 D Payment of 164 shares of common stock for which time restrictions lapsed on 02/14/2006 relating to the 2004 SEP award made under the Whirlpool Corporation 2002 Omnibus Stock & Incentive Plan in a transaction exempt under Rule 16b-3. These shares were reported in Table II as derivative securities in prior filings. Pursuant to the Company's Plan provisions, the Company paid $86.63 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. 3,488 shares are held in a brokerage account in the undersigned's name. As of 12/15/05, the latest date for which information is reasonably available, there are 251.534 shares held in the account of the undersigned pursuant to the Plan indicated in Column 7. Deferral of a 2004 SEP award payment owed due to the lapse of restrictions on 02/14/2006. The 2004 SEP award was made under the Whirlpool Corporation 2002 Omnibus Stock & Incentive Plan in a transaction exempt under Rule 16b-3. These shares were reported in Table II as derivative securities in prior filings. 658 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 & Incentive Plan in transactions exempt under Rule 16(b)-3(c). Time restrictions on these shares will lapse on 02/14/2007. 3,000 option shares awarded on 06/15/1998 at the option price of $63.13 per share with tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 7,500 option shares awarded on 02/19/2001 at the option price of $54.07 per share with cashless exercise and tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 9,000 option shares awarded on 02/18/2002 at the option price of $67.29 per share with cashless exercise and tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 18,000 option shares awarded on 02/17/2003 at the option price of $49.60 per share with cashless exercise and tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 4,178 option shares awarded on 02/16/2004 at the option price of $72.94 per share with cashless exercise and tax withholding rights. 2,785 shares are currently exercisable with the remaining shares becoming exercisable on 02/16/2007. The options will expire 10 years from the date of grant. 891.44 phantom shares deferred under the Executive Deferred Savings Plan in transactions exempt under Rule 16b-3. As of 12/15/05, the latest date for which information is reasonably available, 958.268 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 506 phantom shares deferred under the Executive Deferred Savings Plan in transactions exempt under Rule 16b-3. As of 12/15/05, the latest date for which information is reasonably available, 514.562 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. Original deferral of 7,400 phantom restricted share (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock & Incentive Plan in transactions exempt under Rule 16(b)-3(c). As of 12/15/05, the latest date for which information is reasonably available, 7,630.390 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. 7,400 phantom stock shares (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock & Incentive Plan in transactions exempt under Rule 16(b)-3(c). Shares will vest on 02/18/2008. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. 20,000 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 & 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. /s/ Robert T. Kenagy, Corporate Secretary 2006-02-16 -----END PRIVACY-ENHANCED MESSAGE-----