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Judith Buckner

Director at WHIRLPOOL CORP /DE/WHIRLPOOL CORP /DE/
Board

About Judith Buckner

Judith K. Buckner was appointed to Whirlpool Corporation’s Board of Directors on June 16, 2025; she serves on the Corporate Governance & Nominating Committee and the Human Resources Committee . She is President of Reynolds Cooking & Baking (a division of Reynolds Consumer Products) and holds a B.S. in Chemical Engineering from Purdue University . Whirlpool’s Board leadership structure provides that all directors other than the Chairman/CEO are independent and all committees are composed entirely of independent directors .

Past Roles

OrganizationRoleTenureCommittees/Impact
Reynolds Consumer ProductsPresident, Reynolds Cooking & BakingNov 2022 – Present Leads a major kitchen category brand portfolio; operational oversight
Reynolds Consumer ProductsPresident, Presto Products2019 – Nov 2022 Led plastics/consumer products unit; category growth and operations
Reynolds Consumer ProductsSVP, Business Transformation2017 – 2019 Enterprise transformation initiatives
Reynolds Consumer ProductsVP, Operations & Engineering (Hefty Waste & Food Bags)Prior to 2017 Manufacturing, engineering leadership
Reynolds Consumer ProductsEngineering Manager; Plant/Manufacturing roles2000 – 2017 Progressive operations/engineering leadership
Hoechst-Celanese/InvistaEngineering & leadership roles1991 – 2000 Product development/operations experience

External Roles

OrganizationRoleTenurePublic Company Board?
Reynolds Consumer Products (NASDAQ: REYN)President, Reynolds Cooking & BakingNov 2022 – Present No directorship disclosed in WHR filings/press release

Board Governance

  • Committees: Corporate Governance & Nominating; Human Resources .
  • Independence: Whirlpool states all directors other than the Chairman/CEO are independent and all committees are entirely independent .
  • Attendance norms: The Board met six times in 2024; each director attended at least 75% of Board and committee meetings; annual meeting attendance was universal except one director due to illness .
  • Committee cadence and scope (2024 reference baseline for governance processes):
    • Audit: 8 meetings; financial reporting, internal controls, compliance, cybersecurity .
    • Corporate Governance & Nominating: 3 meetings; board composition, governance practices, director compensation recommendations .
    • Human Resources: 4 meetings; executive compensation, equity grants, human capital metrics .
    • Finance: 3 meetings; capital structure, liquidity, capital allocation .
  • Related person transactions oversight: Formal review and approval procedures administered by Corporate Governance & Nominating Committee; no compensation committee interlocks existed in FY2024 .

Fixed Compensation

Component2024 Amount2025 AmountNotes
Annual Cash Retainer$150,000 $150,000 Paid quarterly; directors may defer cash
Annual Stock Retainer$150,000 $160,000 Granted on annual meeting date; shares determined by dividing cash retainer by closing price; immediate vesting
Chair Retainers – Audit$25,000 $25,000
Chair Retainers – Corporate Governance & Nominating$20,000 $20,000
Chair Retainers – Finance$15,000 $15,000
Chair Retainers – Human Resources$20,000 $25,000 Increased for 2025
Presiding Director Retainer$40,000 (2024) $40,000 (2025) Raised from $35,000 to $40,000 in 2024
Other BenefitsProduct testing, business expense reimbursement; charitable match up to $10,000; legacy life/travel insurance for directors serving as of 1/1/2011 Same No tax gross-ups for product testing; directors taxed on benefit

Director-specific disclosure: Buckner’s non-employee director package is $150,000 cash retainer and $160,000 annual equity in Whirlpool common stock; consistent with other non-employee directors .

Performance Compensation

  • No performance-based director compensation metrics are disclosed; director equity grants vest immediately and are retainer-based, not tied to operational/TSR goals .

Other Directorships & Interlocks

EntityRole/BoardCommittee RolesInterlock/Conflict Notes
Reynolds Consumer ProductsExecutive (President) N/AAs an executive officer of a public company, Whirlpool’s governance guidelines limit such directors to serving on up to two public company boards; overall director limit is four . No related person transactions disclosed; formal review process in place .

Expertise & Qualifications

  • Deep consumer kitchen category experience; manufacturing, operations, and engineering leadership; enterprise transformation .
  • Chemical engineering degree (Purdue) .
  • Fit for HR and Governance committees given operational discipline and transformation background .

Equity Ownership

FilingFiling DateForm TypePost-Transaction Ownership (Common)Notes/Policy
Initial Statement of Beneficial Ownership2025-06-18Form 30 shares reported; securitiesOwned 0 Directors must meet stock ownership equal to 5x cash retainer within five years of initial election; all non-employee directors were on track or compliant as of end-2024 . Hedging and pledging by directors prohibited .

Governance Assessment

  • Signals of effectiveness:
    • Immediate placement on Governance & Nominating and Human Resources committees positions Buckner within board refreshment and executive pay oversight—high-impact governance assignments .
    • Balanced director pay mix (cash/equity) with 2025 stock retainer increase to $160k aligns directors with shareholder outcomes; equity vests immediately, simplifying alignment and avoiding complex performance metrics .
    • Strong board processes: annual self-evaluations (including third-party review every three years), attendance thresholds, and codified related party transaction procedures .
  • Independence and alignment:
    • Whirlpool states all directors other than the Chairman/CEO are independent and that committees are fully independent; Buckner is a non-employee director on two committees .
    • Ownership guideline requires 5x cash retainer within five years; Buckner filed Form 3 with initial 0 shares and will have a five-year runway to comply .
  • Conflicts/Red flags to monitor:
    • External executive role at Reynolds Consumer Products (kitchen category) could present perceived industry adjacency; monitor for any related person transactions—none disclosed and robust review process exists .
    • Hedging/pledging are prohibited by policy, reducing misalignment risk .
    • Time-commitment constraints addressed by board limits on outside public boards (max four; max two for public company executives) .
  • Shareholder sentiment context (Board oversight environment):
    • 2024 say-on-pay: 32,614,218 For; 5,399,000 Against; 211,780 Abstain .

Sources

  • Appointment and committee assignments; director compensation specifics: 8-K dated June 17, 2025 ; press release .
  • Director compensation program; ownership guidelines; attendance; committee scopes: DEF 14A (March 5, 2025) .
  • Prior year director compensation structure (context): DEF 14A (March 4, 2024) .
  • Insider ownership filing: SEC Form 3 link .
  • Reynolds biography: .