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Boeing (NYSE: BA) director adds 465 phantom stock units as deferred pay

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Boeing Co director David Leon Joyce received a compensation grant of 465 Phantom Stock Units, which are derivative awards tied to Boeing common stock. These units carry no cash exercise price and increase his total phantom stock holdings to 9,604.493 units after the transaction.

The phantom stock units are convertible into common stock on a 1-for-1 basis and were awarded in lieu of director cash compensation. Under Boeing’s Deferred Compensation Plan for Directors, they will be distributed as shares of common stock only after Joyce’s termination of service as a director, so this filing reflects deferred, non-cash equity compensation rather than an open-market trade.

Positive

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Insider Joyce David Leon
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 465 $0.00 --
Holdings After Transaction: Phantom Stock Units — 9,604.493 shares (Direct)
Footnotes (1)
  1. Phantom stock units are convertible into common stock on a 1-for-1 basis. Phantom stock units awarded or acquired in lieu of director cash compensation. Pursuant to The Deferred Compensation Plan for Directors of The Boeing Company, phantom stock units are distributed as shares of common stock after the reporting person's termination of services as a director.
Phantom units granted 465 Phantom Stock Units Grant, award, or other acquisition on 2026-04-01
Total phantom units after grant 9,604.493 Phantom Stock Units Holdings following the reported transaction
Conversion ratio 1-for-1 into common stock Phantom stock units convertible into Boeing common stock
Transaction price per unit $0.0000 per unit Compensation grant, not open-market purchase
Phantom Stock Units financial
"Phantom stock units are convertible into common stock on a 1-for-1 basis."
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Compensation Plan for Directors financial
"Pursuant to The Deferred Compensation Plan for Directors of The Boeing Company, phantom stock units are distributed"
A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.
grant, award, or other acquisition financial
"Transaction code A is described as Grant, award, or other acquisition of derivative securities."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Joyce David Leon
(Last)(First)(Middle)
929 LONG BRIDGE DRIVE
(Street)
ARLINGTON VIRGINIA 22202
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
BOEING CO [ BA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units$0.0000(1)04/01/2026A465(2) (3) (3)Common Stock465$0.00009,604.493D
Explanation of Responses:
1. Phantom stock units are convertible into common stock on a 1-for-1 basis.
2. Phantom stock units awarded or acquired in lieu of director cash compensation.
3. Pursuant to The Deferred Compensation Plan for Directors of The Boeing Company, phantom stock units are distributed as shares of common stock after the reporting person's termination of services as a director.
/s/ Jenn X. Hu, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Boeing (BA) director David Leon Joyce report in this Form 4?

David Leon Joyce reported receiving 465 Phantom Stock Units as compensation. These awards increase his total phantom stock holdings to 9,604.493 units, representing deferred equity-based pay rather than an open-market purchase or sale of Boeing common stock.

How many Phantom Stock Units does David Leon Joyce now hold in Boeing (BA)?

After the latest grant, David Leon Joyce holds 9,604.493 Phantom Stock Units. These units mirror Boeing common stock value on a 1-for-1 basis and are scheduled to be distributed as actual shares after he leaves the board.

Are Boeing (BA) Phantom Stock Units acquired by David Leon Joyce open-market purchases?

No, the 465 Phantom Stock Units were awarded in lieu of director cash compensation. They are a form of deferred equity compensation, not open-market stock purchases, and therefore do not involve Joyce buying or selling Boeing shares in the market.

What is the conversion ratio of Boeing (BA) Phantom Stock Units to common stock?

Each Boeing Phantom Stock Unit is convertible into one share of common stock on a 1-for-1 basis. Distribution of these shares occurs under the company’s Deferred Compensation Plan for Directors after the reporting person’s termination of service as a director.

When will David Leon Joyce receive Boeing (BA) shares from these Phantom Stock Units?

Under Boeing’s Deferred Compensation Plan for Directors, Phantom Stock Units are distributed as shares of common stock after the director’s termination of service. This means Joyce’s 465 newly granted units, plus prior units, convert into stock only when he leaves the board.

Did Boeing (BA) director David Leon Joyce sell any shares in this Form 4 filing?

No, there were no sales reported. The Form 4 shows a grant of 465 Phantom Stock Units as compensation, with no corresponding disposition of common stock or phantom units, so there is no open-market selling activity disclosed.