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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Phantom Restricted Shares (Strategic Excellence Program) | (2) | 02/19/2007 | A(2) | 5,397 | (2) | (2) | Common | 5,397 | $ 0 | 5,397 | D | ||||
| Employee Stock Option (Right to Buy) | $ 94.47 | 02/19/2007 | A(3) | 10,600 | (3) | (3) | Common | 10,600 | $ 0 | 10,600 | D | ||||
| Deferred Phantom ESAP Stock in WEDSP II | (4) | (4) | (4) | Common | (4) | 297.737 (4) | D | ||||||||
| Phantom Restricted Shares (Special Retention Program) | (5) | (5) | (5) | Common | 20,000 | 20,000 | D | ||||||||
| Phantom Restricted Shares (Maytag Recognition Awards) | (6) | (6) | (6) | Common | 15,000 | 15,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | (7) | (7) | (7) | Common | 10,000 | 10,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | (8) | (8) | (8) | Common | 2,664 | 2,664 | D | ||||||||
| Employee Stock Option (Right to Buy) | (9) | (9) | (9) | Common | 9,300 | 9,300 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| TEMPLIN ROY W WHIRLPOOL CORPORATION 2000 M-63N BENTON HARBOR, MI 49022 |
Vice President and CFO | |||
| /s/ Robert T. Kenagy | 02/21/2007 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | 680 shares are held in the name of the undersigned's broker. |
| (2) | 5,397 phantom stock shares (Strategic Excellence Program) awarded on 02/19/2007 under the SEP 2006 grant of contingent shares made pursuant to the 2002 Whirlpool Corporation Omnibus Stock and Incentive Plan in transaction exempt under Rule 16(b)-3(c). Time restrictions will lapse and shares will become vested on 02/19/2009. |
| (3) | 10,600 option shares awarded on 02/19/2007 at the option price of $94.47 per share with cashless exercise and tax withholding rights. Shares will become exercisable as follows: one-third on 02/19/2008; one-third on 02/19/2009; and one-third on 02/19/2010. The options will expire 10 years from the date of grant. |
| (4) | 287 phantom shares deferred under the Executive Deferred Savings Plan II in transactions exempt under Rule 16b-3. As of 12/15/06, the latest date for which information is reasonably available, 297.737 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. |
| (5) | Award of 20,000 phantom stock shares (Special Retention Program) on 08/02/04 with the effective date of the award to be 09/01/04 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 09/01/2007 and 50% on 09/01/2011. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. |
| (6) | Award of 15,000 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. |
| (7) | 10,000 option shares with cashless exercise and tax withholding rights awarded on 07/01/2003 at the option price of $62.98 per share. All shares are currently exercisable, and will expire 10 years from date of grant. |
| (8) | 2,664 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. |
| (9) | 9,300 option shares with cashless exercise and tax withholding rights awarded on 02/20/2006 at the option price of $89.16 per share. 3.100 shares are currently exercisable with the remaining shares to become exercisable as follows: one-third on 02/20/2008; and one-third on 02/20/2009. The options will expire 10 years from the date of grant. |