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) December 17, 2018

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))

 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 December 17, 2018, Jeff M. Fettig notified the Board of Directors (the “Board”) of Whirlpool Corporation (the “Company”) that he will retire as Executive Chairman of the Board and as a director of the Company, effective as of December 31, 2018.

Also on December 17, 2018, the Board appointed Marc R. Bitzer, the Company's current Chief Executive Officer, to serve as Chairman of the Board, effective as of January 1, 2019.

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 December 17, 2018

Website Disclosure

We routinely post important information for investors on our website, whirlpoolcorp.com, in the "Investors" section. We intend to use 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: December 17, 2018		WHIRLPOOL CORPORATION
	By:	/s/ BRIDGET K. QUINN
	Name:	Bridget K. Quinn
	Title:	Assistant General Counsel and Corporate Secretary

EX-99.1

Whirlpool Corporation’s Chairman Jeff M. Fettig to Retire From Company CEO Marc Bitzer Adds Chairman Role

Benton Harbor, Mich. December 17, 2018 – Whirlpool Corporation (NYSE: WHR) Chairman Jeff M. Fettig today announced that he will retire from the company on December 31, 2018 after 38 years of service. The Board of Directors has elected CEO Marc Bitzer to succeed Fettig as Chairman of the Board, effective January 1, 2019.

“My planned retirement is the final step in our board-driven succession plan with Marc now adding the Chairman role to his responsibilities,” said Fettig. “It has been a great honor for me to be part of Whirlpool Corporation over the last 38 years. During this time, the company has changed significantly in a positive way. I am very proud of what the people of Whirlpool have achieved to make us the great company we are today.”

“I’ve also had the privilege to lead our company and serve as Chairman of the Board of Directors for the last 14 years. I greatly appreciate the dedicated support that our Board of Directors provides to our company.”

Samuel R. Allen, Whirlpool Corporation’s presiding director, said, “Speaking on behalf of all board members, it has been a pleasure and an honor serving with Jeff on the Whirlpool Board. We are extremely proud of Jeff’s accomplishments, both in terms of the company’s strong performance and in his demonstrated commitment to leading with integrity. In selecting Marc Bitzer, the Board is confident we have chosen a leader that will continue this commitment.”

Jeff Fettig bio: http:/www.whirlpoolcorp.com/project/jeff-m-fettig/

Marc Bitzer bio: http://www.whirlpoolcorp.com/project/marc-bitzer/

About Whirlpool Corporation

Whirlpool Corporation (NYSE: WHR) is the number one major appliance manufacturer in the world, with approximately $21 billion in annual sales, 92,000 employees and 70 manufacturing and technology research centers in 2017. The company markets Whirlpool, KitchenAid, Maytag, Consul, Brastemp, Amana, Bauknecht, Jenn-Air, Indesit and other major brand names in nearly every country throughout the world. Additional information about the company can be found at WhirlpoolCorp.com, or find us on Twitter at @WhirlpoolCorp.

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