Form 8-K WHIRLPOOL CORP /DE/ For: Aug 17
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 17, 2022, Whirlpool Corporation (the “Company”), entered into a retention agreement (the “Retention Agreement”) with Gilles Morel, the Company’s Executive Vice President and President, Whirlpool EMEA. The Retention Agreement was entered into in connection with the Company’s publicly announced plan to conduct a strategic review of the EMEA region. Under the Retention Agreement, Mr. Morel will be entitled to receive a cash retention bonus from the Company equal to Euro 3 million, which will vest and become payable in two installments as follows: (1) 35% on the closing date of a transaction divesting the EMEA business (the “Transaction”) and (2) following the Transaction, 65% on June 30, 2024, subject in each case to Mr. Morel’s continued satisfactory employment with the Company or any successor company prior to the applicable installment date, subject to certain exceptions as further set forth in the Retention Agreement. Mr. Morel will not receive the retention bonus if the Company ceases to pursue the Transaction or, if the Transaction fails to close by June 30, 2024.
The description of the Retention Agreement in this Current Report on Form 8-K is qualified in its entirety by reference to the complete text of the Retention Agreement, a copy of which will be filed as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ended September 30, 2022.
Website Disclosure
We routinely post important information for investors on our website, whirlpoolcorp.com, in the “Investors” section. We also intend to update the Hot Topics Q&A portion of 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: August 19, 2022
WHIRLPOOL CORPORATION | ||||
By: | /s/ Bridget K. Quinn | |||
Name: | Bridget K. Quinn | |||
Title: | Deputy General Counsel and Corporate Secretary |
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