Boeing (BA) controller receives 3,721 restricted stock units vesting through 2029

Rhea-AI Filing Summary

Boeing Controller Michael J. Cleary reported an equity award of 3,721 shares of common stock on February 17, 2026, classified as a grant or other acquisition at no per-share price. These are restricted stock units, with 1,227.93 units vesting on February 17, 2027, 1,227.93 units vesting on February 17, 2028, and 1,265.14 units vesting on February 20, 2029, settling one-for-one in Boeing common stock. Following this grant, Cleary directly owns 24,062.361 shares and also has indirect interests through a 401(k) plan and an Executive Supplemental Savings Plan, where holdings are represented as units in Boeing stock funds rather than direct shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cleary Michael J

(Last) (First) (Middle)

929 LONG BRIDGE DRIVE

(Street)

ARLINGTON VA 22202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BOEING CO [ BA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		A		3,721(1)	A	$0.0000	24,062.361	D
Common Stock								519.74(2)	I	401(k) plan
Common Stock								3,474.216(3)	I	Executive Supplemental Savings Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units of which 1,227.93 units will vest on February 17, 2027, 1,227.93 units will vest on February 17, 2028, and 1,265.14 units will vest on February 20, 2029; units settle in shares of the Company's common stock on a one-for-one basis.

2. Ownership in the issuer's 401(k) plan is represented by units in the issuer's common stock fund in the plan rather than shares of common stock.

3. Ownership in the issuer's Executive Supplemental Savings Plan ("ESSP") is represented by units in the issuer's common stock fund in the ESSP rather than shares of common stock.

	/s/ Jenn X. Hu, Attorney-in-Fact	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What did Boeing (BA) Controller Michael J. Cleary report in this Form 4 filing?

Michael J. Cleary reported receiving 3,721 restricted stock units as an equity award. These units will vest in three installments between 2027 and 2029 and settle one-for-one in Boeing common stock, increasing his reported direct ownership to 24,062.361 shares.

How many Boeing (BA) restricted stock units did Michael J. Cleary receive and how do they vest?

He received 3,721 restricted stock units of Boeing common stock. 1,227.93 units vest on February 17, 2027, another 1,227.93 units vest on February 17, 2028, and 1,265.14 units vest on February 20, 2029, each settling in Boeing shares one-for-one.

What is Michael J. Cleary’s Boeing (BA) share ownership after the reported grant?

After the equity grant, Michael J. Cleary directly owns 24,062.361 Boeing common shares. He also has indirect interests represented as units in Boeing stock funds within a 401(k) plan and an Executive Supplemental Savings Plan, rather than as direct common stock shares.

Was the Boeing (BA) equity transaction by Michael J. Cleary a purchase or a grant?

The transaction was a grant or award acquisition of equity, not an open-market purchase. It is coded as an acquisition (transaction code A), reflecting restricted stock units awarded as compensation that vest over time and settle into Boeing common stock.

How are Michael J. Cleary’s Boeing (BA) 401(k) holdings reported in this Form 4?

His 401(k) holdings are reported as indirect ownership in a Boeing common stock fund. The filing explains that this ownership is represented by units in the plan’s Boeing stock fund, not as direct shares of Boeing common stock held in his own name.

What is the Executive Supplemental Savings Plan exposure to Boeing (BA) for Michael J. Cleary?

The filing shows indirect ownership through Boeing’s Executive Supplemental Savings Plan. His interest is represented by units in the plan’s Boeing common stock fund, rather than direct Boeing share ownership, with 3,474.216 units reported following the transaction date.