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2021 Sustainability

Compensation Policies

Compensation Philosophy & Policies

Whirlpool Corporation is dedicated to achieving global leadership in all of our product categories and to always delivering superior shareholder value. To achieve our objectives, we manage a pay-for-performance compensation philosophy based upon the following guiding principles:

  • Compensation should be incentive-driven with a focus on both short-term and long-term results.
  • A significant portion of pay should be performance-based, with the portion varying in direct relation to an executive’s level of responsibility.
  • Components of compensation should be linked to the drivers of sustainable shareholder value over the long-term.
  • Compensation should be tied to both business results and individual performance.

Each member of our Executive Committee has elements of our ESG priorities included in their individual objectives for the purposes of individual performance ratings, which influence each executive’s incentive compensation. We reinforce emerging best practices and avoid those considered poor pay practices:

Overview of 2021 Executive Salary & Incentive Compensation Elements

Element Form Characteristics/Purpose 2021 Metrics
Base Salary Cash Fixed component based on responsibility, experience
and individual performance
Short-Term Incentives Annual Performance Cash Award Performance-based variable cash incentive to reward for achieving annual financial and individual performance goals Ongoing EBIT (50%)

Free Cash Flow (50%)

+/– 50% Modifier for Individual Performance Results
Long-Term Incentives Performance Stock Units (70%) Motivate and reward employees for the achievement of company financial and strategic performance over a preset three-year period beginning January 1, and promote retention Cumulative Ongoing Earnings Per Share (50%)

ROIC (50%)
Options (30%)
Provide incentive for long-term stock price appreciation
and promote retention
Stock price appreciation

We Reinforce
Best Practices

  • Pay-for-performance
  • Use an independent compensation consultant that is solely engaged to provide executive compensation services to Whirlpool Corporation
  • Cap short-term and long-term incentive award payouts at market-competitive levels
  • Maintain robust stock ownership guidelines for our executives (7x salary multiple for CEO; 5x for other named executive officers)
  • Subject all variable pay to a compensation recovery “claw-back”
  • Have “double-trigger” change-in-control agreements
  • Carefully manage risk in our compensation programs to protect against unintended outcomes
  • Provide market-competitive perquisites deemed necessary to attract and retain top talent

We Avoid Poor
Pay Practices

  • No hedging or pledging of Whirlpool Corporation stock by executive officers or directors
  • No excise tax gross-ups
  • No employment contracts except as required by local law or prevailing local market practice
  • No payment of dividends or dividend equivalents on grants of any Performance Stock Units (“PSUs”) or Restricted Stock Units (“RSUs”) prior to vesting
  • No repricing or reloading of stock options