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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/01/24 Whirlpool Corp./DE 8-K:5,8 4/01/24 11:171K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 26K 6: R1 Document and Entity Information HTML 50K 8: XML IDEA XML File -- Filing Summary XML 12K 11: XML XBRL Instance -- d818920d8k_htm XML 19K 7: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 3: EX-101.DEF XBRL Definitions -- whr-20240401_def XML 40K 4: EX-101.LAB XBRL Labels -- whr-20240401_lab XML 69K 5: EX-101.PRE XBRL Presentations -- whr-20240401_pre XML 41K 2: EX-101.SCH XBRL Schema -- whr-20240401 XSD 13K 9: JSON XBRL Instance as JSON Data -- MetaLinks 14± 21K 10: ZIP XBRL Zipped Folder -- 0001193125-24-082967-xbrl Zip 15K
| 8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM i 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): i April 1, 2024
(Exact name of registrant as Specified in Charter)
| i Delaware | i 1-3932 | i 38-1490038 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| i 2000 North M-63, i Benton Harbor, i Michigan | i 49022-2692 | |
| (Address of principal executive offices) | (Zip Code) |
( i 269) i 923-5000
(Registrant’s telephone number, including area code)
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:
| i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
| i i Common stock, par value $1.00 per share / | i i WHR / | i Chicago Stock Exchange and i New York Stock Exchange |
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 i ☐
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.
The information set forth in Item 8.01 is incorporated by reference herein.
Item 8.01. Other Events.
As previously disclosed, on January 16, 2023, Whirlpool Corporation (the “Company”) entered into a contribution agreement with Arçelik A.Ş. (“Arcelik”), in which the Company and Arcelik will each contribute their respective European major domestic appliance business operations into a newly formed European appliance company (the “Contribution Transaction”), of which the Company will own approximately 25% and Arcelik will own approximately 75%, subject to an adjustment mechanism based on certain financial matters. The parties separately reached agreement for the sale of the Company’s Middle East and North Africa major domestic appliance business to Arcelik (the “MENA Sale”).
On March 7, 2024, the parties received final regulatory approval from the U.K. Competition and Markets Authority, the final regulatory approval required for closing. On April 1, 2024, the parties closed the Contribution Transaction and MENA Sale.
As a result of the closing of the Contribution Transaction and MENA Sale, the President, Europe, Middle East and Africa executive officer position held by Gilles Morel was eliminated. Mr. Morel will continue to be employed as an executive vice president supporting the business transition, leading the Company’s brand leadership strategic imperative, and serving as a director of Beko Europe B.V.
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.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 8-K Report to be signed on its behalf by the undersigned hereunto duly authorized.
| WHIRLPOOL CORPORATION | ||
| By: | /s/ Bridget K. Quinn | |
| Name: | Bridget K. Quinn | |
| Title: | Deputy General Counsel and Corporate Secretary | |
| Date: | April 1, 2024 | |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on / For Period end: | 4/1/24 | |||
| 3/7/24 | 4, 8-K, ARS, DEFA14A | |||
| 1/16/23 | 8-K | |||
| List all Filings | ||||