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) April 19, 2016
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 At (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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 19, 2016, Whirlpool Corporation (the "Corporation") held its 2016 annual meeting of stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Corporation's proxy statement dated March 4, 2016 (the “Proxy Statement”). The results of the stockholder vote are as follows:
a. | Samuel R. Allen, Marc R. Bitzer, Gary T. DiCamillo, Diane M. Dietz, Gerri T. Elliott, Jeff M. Fettig, Michael F. Johnston, John D. Liu, Harish Manwani, William D. Perez, and Michael D. White were each elected by the stockholders to a term to expire in 2017 or until their respective successors are duly elected and qualified. | ||||
Nominees | For | Against | Abstain | Broker Non-Votes | |||||
Samuel R. Allen | 61,495,516 | 363,040 | 111,335 | 6,395,970 | |||||
Marc R. Bitzer | 61,057,695 | 820,681 | 91,515 | 6,395,970 | |||||
Gary T. DiCamillo | 60,669,836 | 1,180,343 | 119,712 | 6,395,970 | |||||
Diane M. Dietz | 61,126,011 | 722,746 | 121,134 | 6,395,970 | |||||
Gerri T. Elliott | 61,137,675 | 713,137 | 119,079 | 6,395,970 | |||||
Jeff M. Fettig | 60,011,102 | 1,739,567 | 219,222 | 6,395,970 | |||||
Michael F. Johnston | 60,809,305 | 1,045,652 | 114,934 | 6,395,970 | |||||
John D. Liu | 60,722,427 | 1,121,207 | 126,257 | 6,395,970 | |||||
Harish Manwani | 58,757,606 | 3,081,383 | 130,902 | 6,395,970 | |||||
William D. Perez | 61,658,669 | 201,025 | 110,197 | 6,395,970 | |||||
Michael D. White | 61,228,961 | 630,179 | 110,751 | 6,395,970 | |||||
b. | The stockholders approved, on an advisory (non-binding) basis, the compensation paid to the Corporation’s named executive officers disclosed in the Proxy Statement, including the Compensation Discussion & Analysis, the compensation tables and related disclosure. | ||||
For | Against | Abstain | Broker Non-Votes | |||
59,252,833 | 2,416,147 | 300,911 | 6,395,970 | |||
c. | The stockholders ratified the appointment of Ernst & Young LLP as the Corporation’s independent registered public accounting firm for 2016. |
For | Against | Abstain | ||
65,622,185 | 2,587,155 | 156,521 | ||
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.
WHIRLPOOL CORPORATION | ||||||
Date: April 21, 2016 | By: | /s/ BRIDGET K. QUINN | ||||
Name: | Bridget K. Quinn | |||||
Title: | Corporate Secretary and Group Counsel | |||||