What changed in this filing

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Item 1. Business

2026-02-11 compared with 2025-02-13 · 80 added, 67 removed, 154 unchanged (49% of the section changed)

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Whirlpool Corporation ("Whirlpool"), committed to being the best kitchen and laundry company, in constant pursuit of improving life at home, was incorporated in 1955 under the laws of Delaware and was founded in 1911.

Whirlpool manufactures products in six countries and markets products in nearly every country around the world.

Whirlpool manufactures products in four countries and markets products in nearly every country around the world.

We have received worldwide recognition for accomplishments in a variety of business and social efforts, including leadership, diversity, innovative product design, business ethics, environmental sustainability, social responsibility and community involvement.

Whirlpool had approximately $16 billion in annual net sales and 41,000 employees in 2025.

We conduct our business through four operating segments:

We conduct our business through three operating segments:

Major Domestic Appliances (“MDA”) North America;

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and Small Domestic Appliances (“SDA”) Global.

As of December 31, 2025, the operations previously reported within the MDA Asia segment are no longer reported as a segment as a result of the deconsolidation of Whirlpool India.

Prior period segment information has been recast to retrospectively reflect this change.

The MDA Europe segment, which is presented within our results through the first quarter of 2024, was deconsolidated as of April 1, 2024.

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Our strategic architecture is the foundational component that drives our shareholder value creation strategy.

Below are the key components of our strategic architecture for 2024.

Below were the key components of our strategic architecture for 2025.

Portfolio Transformation

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In recognition of our portfolio transformation, we reorganized our operating segments effective January 1, 2024, including presenting our SDA Global business as a separate operating segment.

Reconciliations to equivalent GAAP net earnings measures are not provided as EBIT percentages presented above represent our expectations for these business lines and are not provided with respect to results for any specific period.

In 2024, we completed a market transaction reducing our ownership in Whirlpool of India Ltd ("Whirlpool India") from 75% to 51%.

In November 2025 we completed another market transaction to further reduce our ownership in Whirlpool India to approximately 40%.

As a result of the transaction, the operations previously reported within MDA Asia segment are no longer reported as a segment.

We are pleased with our retained position and will continue to evaluate all options to further reduce our debt throughout 2026 in line with our guidance and capital allocation priorities.

We are committed to being the best kitchen and laundry company.

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These include the first electric wringer washer in 1911, the first residential stand mixer in 1919, the first countertop microwave in 1967, the first energy and water efficient top-load washer in 1998 and the first top-lo ad clothes washer with a removable agitator in 2021.

In 2024, we launched more than 100 new products throughout the world, demonstrating our commitment to innovation.

These include the KitchenAid Espresso collection of semi-automatic and fully-automatic espresso machines, the KitchenAid rice and grain cooker, and our Spin & Load dishwasher rack accessory designed with accessibility in mind.

We also expanded our award-winning Pet Pro laundry technology to front load washers and dryers and we introduced the FreshFlow Vent System in our Whirlpool brand, the first fan-powered system with antimicrobial protection designed to help keep both clothes and washing machines fresh.

In 2025, we transitioned more than 30% of North America’s product portfolio, demonstrating our commitment to innovation.

These products include our refreshed Whirlpool top load laundry, the JennAir induction downdraft, and our new lineup of french door refrigerators across Whirlpool and KitchenAid .

We also introduced the new KitchenAid suite, which offers a modern and advanced design that is unique in its personalization opportunities through interchangeable colors, handles, and knobs.

We are committed to continue innovating for a new generation of consumers.

Our world-class innovation pipeline has driven consistent innovation, enabled by a passionate culture of employees focused on bringing new technologies to market.

Throughout the past year, we have remained committed to delivering connected appliances that seamlessly integrate into the evolving smart home ecosystem.

Our focus has been on enhancing the consumer experience through key features such as voice control compatibility with popular smart home assistants and WiFi connectivity that make life at home easier, faster and better.

Additionally, we have continued to provide over-the-air updates to help ensure optimal performance and

functionality for qualified connected appliances.

Throughout the past year, we have remained committed to delivering connected appliances that seamlessly integrate into the evolving home of the consumer.

Our focus has been on enhancing the consumer experience through key features such as our Temp Cook technology for precise cooking, easy-to-clean WipeClean coating for cooktops, automatic door open dry system for dishwashing, and continued development of voice control compatibility and WiFi connectivity that make life at home easier and better.

Additionally, we have continued to provide over-the-air updates to help optimize performance and functionality for qualified connected appliances.

These advancements, coupled with our highly-rated mobile app platform, demonstrate our dedication to providing consumers with a superior connected appliance experience.

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Additionally, the Company has a strong portfolio of small domestic appliances, including the KitchenAid stand mixer, and a strong line of commercial laundry appliances.

We have successfully integrated the InSinkErator business into our North America operations, expanding our portfolio of products to include food waste disposers and instant hot water dispensers for home and commercial use.

We have successfully integrated the InSinkErator business into our MDA North America operations, expanding our portfolio of products to include food waste disposers and instant hot water dispensers for home and commercial use.

InSinkErator product net sales are reported under the 'Other' product category which are aggregated under the 'Dishwashing and Other' category on the chart below.

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The Company is driving purposeful innovation to meet the evolving needs of consumers through its iconic brand portfolio, demonstrating our commitment to being the best kitchen and laundry company, improving life at home for our consumers.

We aim to position our brands as essential to many consumer segments by meeting their wide-ranging needs and aspirations.

We aim to position our brands as essential to many consumer segments by meeting different consumers' wide-ranging needs and aspirations.

Our sales are led by two global iconic brands:

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Whirlpool is a trusted partner for families worldwide, making it easier to provide the care and support loved ones need to thrive every day.

From innovative laundry solutions to intuitive kitchen appliances, Whirlpool ensures that care is simple, reliable, and always within reach.

KitchenAid , on the other hand, inspires a deeper connection to the culinary experience.

With its seamless blend of innovation and design, KitchenAid products were designed for personalization and empowering the maker.

From innovative laundry solutions to intuitive kitchen appliances, Whirlpool aims to ensure that care is simple, reliable, and always within reach.

KitchenAid inspires a deeper connection to the culinary experience.

With its seamless blend of innovation and design, KitchenAid products are designed for personalization and empowering the maker.

Together, these brands deliver differentiated products that combine exceptional performance and desirable features while remaining accessible to consumers everywhere.

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Our regional scale enables our local-for-local production model as we continue to focus on producing as efficiently as possible.

We are well positioned for success in the new tariff environment, as approximately 80% of the major appliances we sell in the U.S.

are produced in the U.S.

and approximately 96% of the steel we use in the U.S.

is domestically sourced.

As the macro environment continues to change, we believe our demonstrated ability to execute cost takeout allows us to effectively cope with macroeconomic challenges, and we see additional opportunities to further streamline our cost structure in the years ahead.

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We also continue our journey to reduce the complexity of our design and product platforms.

We believe this initiative, among many others, will enable us to utilize increased modular production and improved scale in procurement.

We believe this initiative, among many others, will enable us to reduce parts complexity to increase procurement scale.

We are committed to even further cost improvement, creating strong levels of value for our shareholders, regardless of the external environment.

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In 2025, we continued our 70th year of quarterly dividends, with $300 million in dividends paid.

We continue to prioritize debt repayments, with approximately $500 million of debt repayment in the second quarter of 2024.

We remain committed to funding innovation and growth and are confident in our ability to generate strong free cash flow.

Our free cash flow generation, coupled with our balance sheet strength, provides us the flexibility to support our commitment to returning cash to shareholders.

Starting in the second half of 2025, we decreased the quarterly dividend from $1.75 to $0.90 per share.

We continue to prioritize debt repayments, with approximately $320 million of debt repayment in 2025.

We remain committed to funding innovation and growth and are confident in our ability to generate free cash flow to continue supporting our commitment to returning cash to shareholders.

Business Summary by Segment

As of January 1, 2024, we reorganized our operating segments.

As of December 31, 2025, the operations previously reported within the MDA Asia segment are no longer reported as a segment as a result of the deconsolidation of Whirlpool India.

Prior period segment information has been recast to retrospectively reflect this change.

The MDA Europe segment was deconsolidated as of April 1, 2024.

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• We serve the countries of Brazil, Mexico, Bolivia, Paraguay, Uruguay, Argentina, Colombia, Chile, and certain Caribbean and Central America countries, via sales and distribution through accredited distributors.

MDA Asia • In Asia, we market and distribute our major home appliances in multiple countries, notably in India.

• We market and distribute our products in Asia primarily under the Whirlpool , Elica , Maytag , and KitchenAid brand names through a combination of direct sales to appliance retailers and chain stores and through full-service distributors to a large network of retail stores.

• In May 2021, we sold our majority interest in Whirlpool China and subsequently retained a non-controlling interest.

Whirlpool China continues to sell Whirlpool -branded products through a licensing agreement in China.

In September 2021, we acquired a majority interest in Elica PB India and increased our interest by 10% in the third quarter of 2024.

• In 2024, we reduced our ownership in Whirlpool of India from 75% to 51%, and we recently announced our intent to reduce our ownership stake to ~20% in 2025 via market sale.

• We market small domestic appliances under the KitchenAid brand name to retailers, distributors and directly to consumers.

• We serve the countries of United States, Canada, Germany, Australia, and France, among others.

• We serve the countries of the United States, Canada, Mexico, Germany, Australia, and France, among others.

Competition in the major home appliance industry is intense, including competitors such as BSH (Bosch), Electrolux, Haier, Hisense, LG, Mabe, Midea, Panasonic and Samsung, many of which are increasingly expanding beyond their existing manufacturing footprint.

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In the event of a disruption, we have been able and believe that we would be able to leverage our scale to qualify and use alternate materials, though sometimes at premium costs.

In 2022, our industry was impacted by supply constraints with our suppliers, factories, and logistics providers, based in significant part on geopolitical developments and macroeconomic factors beyond our control.

Throughout 2023 and 2024, supply chain constraints and inflation moderated, while geopolitical and macroeconomic factors remained volatile in certain countries.

Throughout 2023, 2024, and 2025 (excluding the effects of tariffs), supply chain constraints and inflation moderated, while geopolitical and macroeconomic factors remained volatile in certain countries.

In 2025, the trade policy and tariff actions by the U.S.

government created significant uncertainty and potential risks for our business.

These actions have increased the cost of certain raw materials and components, impacting our cost of products sold, and throughout 2025 led to “pre-loading” of finished product inventories by foreign competitors that delayed and may continue to delay expected positive impacts of tariffs on appliances and impact competitors’ go-to-market actions.

We have been able to and expect to continue to use our scale and dual sourcing strategies to optimize our supply chain, even with the U.S.

government's tariff actions.

Working Capital

The Company maintains varying levels of working capital throughout the year to support business needs and customer requirements through various inventory management techniques, including demand forecasting and planning.

The demand forecasting and planning includes planning for a variety of seasonal factors, including holiday-driven promotional periods.

In each fiscal year, the Company's total revenue and operating margins are typically highest in the third and fourth quarter, and this pattern is more pronounced in our SDA Global operating segment.

See the Financial Condition and Liquidity section of the “Management's Discussion and Analysis” section of this Annual Report on Form 10-K for additional information on our working capital requirements and processes.

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Whirlpool has a strong presence in North America with the Whirlpool , Maytag , JennAir , KitchenAid , InSinkErator, and Amana brands;

in Latin America with Consul , B rastemp, Whirlpool, KitchenAid and Acros brands;

in Latin America with the Consul , B rastemp, Whirlpool, KitchenAid and Acros brands;

and in Asia with Whirlpool brand .

We receive royalties from licensing our trademarks to third parties who manufacture, sell and service certain products bearing the Whirlpool, Maytag, KitchenAid and Amana brand names.

As part of the transaction with Arcelik involving the contribution of our European major domestic appliance business, we agreed to a multi-year licensing of the Whirlpool brand to the newly formed company for sales in Europe.

We also have agreed to multi-year agreements related to licensing certain intellectual property to Whirlpool India and Whirlpool China.

We continually apply for and obtain patents globally.

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We know that an environmentally sustainable Whirlpool is a more competitive Whirlpool — a company better positioned for long-term success.

Our Environmental, Social and Governance (ESG) strategy is an integral part of our long-term, globally aligned strategic imperatives and operating priorities.

Our Corporate Responsibility strategy is an integral part of our long-term, globally-aligned strategic imperatives and operating priorities.

It is deeply embedded in our vision, mission and values as an organization.

We seek opportunities to broaden and deepen our ESG commitments and to continue making life at home, in our communities and in our operations better today and in the future.

We are committed to developing innovative products that drive efficiencies in water and energy use and save our consumers’ time.

We seek opportunities to broaden and deepen our corporate responsibility commitments and to continue making life at home, in our communities and in our operations better today and in the future.

We are committed to developing and producing high-performing appliances at affordable prices while reducing energy and water consumption and enhancing durability and recyclability.

From the initial design phase to packaging and end of life, we leverage new technologies, materials and processes, embedding sustainability throughout as we work to minimize the environmental impact of our products while upholding our commitment to excellence in quality and performance.

We are also committed to a 20 percent reduction in emissions linked to the use of our products (scope 3 category 11) across the globe by 2030, compared to 2016 levels.

This target has been approved by the Science Based Targets initiative, and builds on the Company's reduction in emissions across all scopes since 2005.

In 2021, the Company announced a global commitment to reach a net zero emissions target in its plants and operations (scopes 1 and 2) by 2030, which is expected to cover Whirlpool Corporation's manufacturing sites and its large distribution centers around the world.

We expect to achieve this target by generating and consuming renewable energy, including installation of wind turbines, solar panels and investing in off-site renewables through virtual power purchase agreements, improvements in energy efficiency, electrification and leveraging carbon removal to offset emissions that cannot be avoided.

We comply with all laws and regulations regarding protection of the environment, and in many cases where laws and regulations are less restrictive, we have established and are following our own standards, consistent with our commitment to environmental responsibility.

These compliance requirements pair well with our ESG focus and we believe that we are in compliance, in all material respects, with presently applicable governmental provisions relating to environmental protection in the countries in which we have manufacturing operations.

In 2025, we had our new emission reduction targets validated by the Science-based Targets initiative (SBTi).

We committed to a 65% reduction in emissions across our operations (Scope 1-Direct Emissions and 2-Indirect Emissions) and a 25% reduction in emissions linked to the use of our products (Scope 3 category 11) around the globe by 2030, compared to 2021 levels.

We also had a new long-term target validated to reach net-zero emissions across the value chain by 2050 from a 2021 base year.

This includes a 90% reduction in Scope 1 and 2 emissions and Scope 3 category 1 and category 11 emissions from a 2021 base year.

These new goals build directly upon the Company's earlier science-based targets and overall emissions reductions across all scopes since 2005.

We expect to achieve our Scope 1 and 2 reduction targets by improvements in energy efficiency, electrification, generation and consumption of renewable energy, including installation of wind turbines, solar panels and investment in off-site renewables through virtual power purchase agreements.

We plan to leverage carbon removal to offset emissions that cannot be avoided.

We comply with all laws and regulations regarding the protection of the environment, and in many cases where laws and regulations are less restrictive, we have established and are following our own standards, consistent with our commitment to environmental responsibility.

These compliance requirements pair well with our commitment to corporate responsibility and we believe that we are in compliance, in all material respects, with presently applicable governmental provisions relating to environmental protection in the countries in which we have manufacturing operations.

Compliance with these environmental laws and regulations did not have a material effect on capital expenditures, earnings, or our competitive position during 2025 and is not expected to be material in 2026.

The entire major home appliance industry, including Whirlpool, must contend with the adoption of stricter government energy and environmental standards.

These standards have been phased in over the past several years and continue to be phased in, and include the general phase-out of ozone-depleting chemicals used in refrigeration, and energy and related standards for selected major appliances, regulatory restrictions on the materials content specified for use in our products by some jurisdictions and mandated recycling of our products and packaging materials at the end of their useful lives.

These standards have been phased in over the past several years and include the general phase-out of certain chemicals used in refrigeration.

These standards also include energy and related standards for selected major appliances, regulatory restrictions on the materials content specified for use in our products, right-to-repair regulations, and mandated recycling of our products and packaging materials at the end of their useful lives.

Compliance with these various standards, as they become effective, will increase costs or require some product redesign.

However, we believe, based on our understanding of the current state of proposed regulations, that we will be able to develop, manufacture, and market products that comply with these regulations.

Various municipal, state, and federal regulators have discussed, proposed, or sought to enact new regulations or bans on appliances that utilize natural gas.

These regulations would impose transition costs and impact our product mix and product offerings, among other impacts.

We also believe that transition to a lower-carbon economy presents opportunities for our business, given our broad-based product portfolio of resource-efficient appliances, including a full line of electric, natural gas and induction-based appliances.

Our operations are also subject to numerous legal and regulatory requirements concerning product energy usage, data privacy, cybersecurity, employment conditions and worksite health and safety, among others.

Various municipal, state, and federal regulators have discussed, proposed, or enacted new regulations or bans on cooking appliances that utilize natural gas, which would impose transition costs and impact our product mix and product offerings, among other impacts.

Our operations are also subject to numerous legal and regulatory requirements concerning data privacy, cybersecurity, employment conditions and worksite health and safety.

These requirements often provide broad discretion to government authorities, and they could be interpreted or revised in ways that delay production or make production more costly.

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Outside of the United States, our largest employee populations were located within Brazil and Mexico.

Through our organizational effectiveness practices, we ensure that our organizational design, processes and governance are fit for purpose.

Through our organizational effectiveness practices, we seek to ensure that our organizational design, processes and governance are fit for purpose.

For example, we evaluated and increased the average span of control for our people leaders to be aligned with best practice, reduced complexity and increased the speed of decision-making.

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Lastly, we identified and have begun implementing technology enhancements and process improvements needed to enable our strategic imperatives and operational priorities.

In 2024, as part of our organizational model, we introduced Accelerator Centers of Excellence, a more refined Strategic Center and Business Unit Services.

During 2025, we will further evolve our business services model, transitioning certain functional processes to a third-party partner.

This will allow us to optimize cross-functionally, leverage scale, and automate repeatable operational processes to capture efficiency gains and further enable speed and agility within our business units.

In 2025, we further evolved our business services model, transitioning specific business processes to a third-party service provider.

This allows us to optimize cross-functionally, leverage scale, and automate repeatable operational processes to capture efficiency gains and further enable speed and agility within our business units.

Best Talent and Leadership

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We invest in attracting the best talent, developing employees’ skills and capabilities, and retaining top talent.

We provide robust and challenging career opportunities for employees, which ensures that we build a deep succession bench for our leadership roles.

We provide robust and challenging career opportunities for employees, as we strive to build a deep succession bench for

our leadership roles.

We provide all employees with access to learning opportunities to improve critical skills in order to develop the capabilities required to succeed now and into the future.

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At Whirlpool, we believe in “Leaders Teaching Leaders'' where our senior leaders are expected to embrace their role in developing our next generation of leaders.

As a result, all of our leadership development programs are internally designed and facilitated by Whirlpool leaders.

As a result, our leadership development programs are internally designed and facilitated by Whirlpool leaders.

The benefits of this strategy are multifold;

our senior leaders learn and grow by teaching others, our next-level leaders learn from their role models’ personal experiences and in turn, our organization builds a leadership engine.

Leadership development is a crucial component of our overall organizational strategy, and will continue to be an area of focus in the coming years.

Winning Culture

We continually foster a “family feel” culture where we are accountable to each other.

This means that we live our enduring values and conduct ourselves in a way that is consistent with the Whirlpool Leadership Model behaviors.

We leverage a multi-faceted employee listening strategy to better understand our employees’ experience and needs, including regular employee engagement pulse surveys that cover broad engagement, belonging and well-being topics.

In 2024, we solicited feedback on topics related to the support that our employees needed, in light of our business strategy and portfolio transformation.

We used this feedback to design “Leading Change” sessions to equip our senior leaders to drive ongoing change and empower their teams to deliver our portfolio transformation.

We continually foster an owner's mindset.

This means that we live our enduring values and Whirlpool Leadership Model behaviors through the lens of an owner of this Company.

We leverage a multi-faceted employee listening strategy to better understand our employees’ experience and needs, including regular employee engagement pulse surveys.

In 2025, feedback from our employees indicates that their engagement remains strong, slightly increasing from 2024.

This feedback was received from over 29,000 employees, which is approximately 70% of our employee population.

Our employees’ safety and well-being is of the utmost importance.

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and Be connected, to further empower and support our employees to “Be Well” in all aspects of their lives.

We provide benefits, resources and tools, such as webinars and communications globally, to help employees explore each of the pathways.

We provide benefits, resources and tools, to support our employees with each of the pathways.

We also provide a global Employee Assistance Program to support employees and their families with confidential counseling, coaching and referral services to address personal or work concerns that affect their well-being.

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Our efforts to appreciate all perspectives and backgrounds enable us to understand our diverse consumer base, improve our products so they can be used by everyone, and make our communities stronger.

For additional information, please see Whirlpool’s website (www.whirlpoolcorp.com), and forthcoming 2025 Proxy Statement and 2024 Sustainability Report.

The contents of our Sustainability Report, Proxy Statement (except where noted herein), and the Company's website are not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC.

For additional information, please see Whirlpool Corporation’s website (www.whirlpoolcorp.com), and forthcoming 2026 Proxy Statement and 2025 Corporate Responsibility reports:

Impact Report and Technical Report.

The contents of our Corporate Responsibility Reports, Proxy Statement (except where noted herein), and the Company's website are not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC.

Other Information

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Name Office First Became

Bitzer Chairman of the Board and Chief Executive Officer 2006 60

Peters Executive Vice President and Chief Financial and Administrative Officer and President, Whirlpool Asia 2016 55

Carey Martin Executive Vice President and Chief Human Resources and Corporate Relations Officer 2023 48

Juan Carlos Puente Executive Vice President and President, Whirlpool Latin America 2023 50

Ludovic Beaufils Executive Vice President and President, KitchenAid Small Appliances 2024 52

Alessandro Perucchetti Executive Vice President and President, Whirlpool North America 2024 49

Bitzer Chairman of the Board and Chief Executive Officer and President, Whirlpool Asia 2006 61

Roxanne Warner Executive Vice President and Chief Financial Officer 2026 43

Juan Carlos Puente Executive President, Whirlpool North America and Global Strategic Sourcing 2023 51

Ludovic Beaufils Executive President, KitchenAid Small Appliances, Whirlpool Latin America, Global Information Technology, and Design 2024 53

Carey Martin Executive Vice President and Chief Human Resources, Corporate Relations and Business Services Officer 2023 49

Kyle De Jong Executive Vice President and Chief Legal Officer 2025 46

The executive officers named above were elected by our Board of Directors to serve in the office indicated until the first meeting of the Board of Directors following the annual meeting of stockholders in 2026 and until a successor is chosen and qualified or until the executive officer's earlier resignation or removal.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business