diff --git a/kernel/workqueue.c b/kernel/workqueue.c
index 383548ed0b54ad1d12b84e0934e542b7b432622d..1e1373bcb3e3125f72baf77cf396689d18de9bdd 100644
--- a/kernel/workqueue.c
+++ b/kernel/workqueue.c
@@ -1825,10 +1825,45 @@ static bool manage_workers(struct worker *worker)
 	struct worker_pool *pool = worker->pool;
 	bool ret = false;
 
-	if (!mutex_trylock(&pool->manager_mutex))
+	if (pool->flags & POOL_MANAGING_WORKERS)
 		return ret;
 
 	pool->flags |= POOL_MANAGING_WORKERS;
+
+	/*
+	 * To simplify both worker management and CPU hotplug, hold off
+	 * management while hotplug is in progress.  CPU hotplug path can't
+	 * grab %POOL_MANAGING_WORKERS to achieve this because that can
+	 * lead to idle worker depletion (all become busy thinking someone
+	 * else is managing) which in turn can result in deadlock under
+	 * extreme circumstances.  Use @pool->manager_mutex to synchronize
+	 * manager against CPU hotplug.
+	 *
+	 * manager_mutex would always be free unless CPU hotplug is in
+	 * progress.  trylock first without dropping @gcwq->lock.
+	 */
+	if (unlikely(!mutex_trylock(&pool->manager_mutex))) {
+		spin_unlock_irq(&pool->gcwq->lock);
+		mutex_lock(&pool->manager_mutex);
+		/*
+		 * CPU hotplug could have happened while we were waiting
+		 * for manager_mutex.  Hotplug itself can't handle us
+		 * because manager isn't either on idle or busy list, and
+		 * @gcwq's state and ours could have deviated.
+		 *
+		 * As hotplug is now excluded via manager_mutex, we can
+		 * simply try to bind.  It will succeed or fail depending
+		 * on @gcwq's current state.  Try it and adjust
+		 * %WORKER_UNBOUND accordingly.
+		 */
+		if (worker_maybe_bind_and_lock(worker))
+			worker->flags &= ~WORKER_UNBOUND;
+		else
+			worker->flags |= WORKER_UNBOUND;
+
+		ret = true;
+	}
+
 	pool->flags &= ~POOL_MANAGE_WORKERS;
 
 	/*