Greg Creed
WHIRLPOOL CORP /DE/About Greg Creed
Greg Creed (age 67) has served as an independent director of Whirlpool Corporation since 2017. He sits on the Corporate Governance & Nominating Committee and the Human Resources Committee. The Board has determined he is independent under NYSE rules. As part of succession planning, the Corporate Governance & Nominating Committee recommended electing Mr. Creed as Presiding Director, contingent on his re‑election. Other current public boards: Aramark (since 2020) and Delta Air Lines (since 2022). Prior public boards: Sow Good Inc. (2020–2022), Yum! Brands (2014–2020), and International Game Technology (2010–2015) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Yum! Brands, Inc. | Chief Executive Officer | 2015–2019 | Led global QSR operator through CEO tenure |
| Yum! Brands, Inc. | Advisor (part-time) | 2020 | Advisory services post-CEO retirement |
| Taco Bell (Yum! Division) | Chief Executive Officer | 2011–2014 | Division leadership |
| Taco Bell (Yum! Division) | President & Chief Concept Officer | 2007–2011 | Brand/marketing leadership |
| Yum!/Taco Bell | Various roles (incl. CMO Taco Bell; COO Yum!) | Since 1994 (pre-2007 roles) | Sales/marketing, human capital |
| Unilever | Various roles (Australia, London, New York) | Pre‑1994 | International experience |
External Roles
| Organization | Role | Status | Committees/Impact |
|---|---|---|---|
| Aramark | Director | Since 2020 | Committees not disclosed in WHR proxy |
| Delta Air Lines, Inc. | Director | Since 2022 | Committees not disclosed in WHR proxy |
| Sow Good Inc. | Director | 2020–2022 | Prior public board |
| Yum! Brands, Inc. | Director | 2014–2020 | Prior public board |
| International Game Technology | Director | 2010–2015 | Prior public board |
Board Governance
- Independence: Board affirmed all non‑employee directors, including Mr. Creed, meet NYSE independence standards .
- Committees and 2024 meeting cadence:
- Corporate Governance & Nominating: Member; 3 meetings in 2024; responsibilities include board composition, director compensation recommendations, governance trends, related person transactions .
- Human Resources (Compensation): Member; 4 meetings in 2024; responsibilities include executive pay design/awards and HCM oversight .
- Attendance and engagement: In 2024, each director attended at least 75% of Board/committee meetings; all directors attended the annual meeting except one due to illness .
- Board leadership: Independent directors meet in executive session at each Board and committee meeting. The Committee recommended electing Mr. Creed as Presiding Director if re‑elected, a role with defined responsibilities including agenda coordination and leading executive sessions .
- Director time commitment policy: Limit of four public boards (two if serving as a public-company executive). Mr. Creed’s two current external boards are within the policy .
| Committee | Member | Chair | 2024 Meetings | Key Oversight |
|---|---|---|---|---|
| Corporate Governance & Nominating | Yes | No | 3 | Board composition, refreshment, director pay recommendations, governance trends, related person transactions |
| Human Resources (Compensation) | Yes | No | 4 | CEO/NEO pay, incentive plans, equity grants, HCM metrics |
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $157,418 | Retainers for Board/committee service (before deferrals) |
| Stock Awards | $149,987 | Director annual stock retainer; director stock awards vest immediately |
| All Other Compensation | $14,923 | $10,000 charitable program and $4,923 appliances/other benefits |
| Total | $322,327 | Sum of elements above |
| Director Compensation Program | 2024 | 2025 |
|---|---|---|
| Annual Cash Retainer | $150,000 | $150,000 |
| Annual Stock Retainer | $150,000 | $160,000 |
| Committee Chair Cash Retainers (Audit/CGN/Finance/HR) | $25,000 / $20,000 / $15,000 / $20,000 | $25,000 / $20,000 / $15,000 / $25,000 |
| Presiding Director Cash Retainer | $40,000 | $40,000 |
| Deferral | Allowed for cash/stock retainers | Allowed |
| Director Stock Ownership Guideline | 5x annual cash retainer within 5 years | Same |
Performance Compensation
| Element | Structure | Performance Metrics |
|---|---|---|
| Director Incentives | Not applicable to non‑employee directors (program consists of cash and stock retainers) | None disclosed/applicable for directors |
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Current Public Boards | Aramark (since 2020); Delta Air Lines (since 2022) |
| Prior Public Boards | Sow Good Inc. (2020–2022); Yum! Brands (2014–2020); International Game Technology (2010–2015) |
| Compensation Committee Interlocks | None in fiscal 2024; no member of the Human Resources Committee was an officer/employee; no interlocks existed |
Expertise & Qualifications
- Senior leadership as CEO at Yum! and Taco Bell; COO experience at Yum! (human capital leadership) .
- Deep sales/marketing/brand expertise as former CMO of Taco Bell; extensive international experience from Unilever tenure .
- Public company governance experience via multiple boards .
Equity Ownership
| Metric | Value |
|---|---|
| Shares Beneficially Owned | 2,775 |
| Deferred Stock Units | 9,796 |
| Shares Under Exercisable Options | — (none reported) |
| Total (for reference) | 12,571 |
| Ownership as % of Outstanding | <1% |
| Stock Ownership Guideline | 5x annual cash retainer; all non‑employee directors met or are on track |
Insider Trades
| Source | Summary |
|---|---|
| WHR 2025 Proxy (DEF 14A) | No Form 4 insider trading activity is disclosed in the proxy; refer to SEC filings for current Form 4 transactions . |
Governance Assessment
-
Positives
- Independent director serving on two high‑influence committees (Governance and Human Resources), aligning with oversight of board composition, executive pay, and ESG/related party processes .
- Potential elevation to Presiding Director signals confidence in leadership; role includes leading executive sessions and coordinating agendas, strengthening independent oversight .
- Attendance and engagement standards met at Board level; executive sessions at each meeting underscore robust independent oversight .
- No related‑party relationships identified that impair independence; committees comprised solely of independent directors .
- Strong policy framework: hedging and pledging prohibited for directors; formal clawback for executives; structured evaluation and investor engagement .
- Say‑on‑Pay supported by 86% of votes in 2024, indicating investor acceptance of compensation design and governance .
-
Watch items
- External board load: within policy limit (<=4), but ongoing monitoring of time commitments remains prudent given service on Aramark and Delta boards .
- If appointed Presiding Director, an additional $40,000 retainer applies; ensure responsibilities are matched with time capacity and avoid overboarding risks .
- Director‑level perquisites exist (product use; charitable program legacy), although dollar amounts are modest; continue to validate shareholder alignment optics .
Overall: Creed brings relevant consumer, brand, and human capital expertise with international scope and prior CEO experience. His committee roles and potential Presiding Director status enhance board independence and oversight. No conflicts or attendance concerns are disclosed, and governance policies (independence, hedging/pledging bans) are strong. Continued monitoring of board time commitments and perquisite optics is advised .