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Boeing (NYSE: BA) director receives 404 phantom stock units as pay

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Buckley Mortimer J reported acquisition or exercise transactions in this Form 4 filing.

Boeing director Mortimer J. Buckley received a grant of 404 phantom stock units, awarded in lieu of director cash compensation. These phantom stock units are convertible into Boeing common stock on a 1-for-1 basis.

Following this award, Buckley holds a total of 2,551.751 phantom stock units. Under The Deferred Compensation Plan for Directors of The Boeing Company, these units are distributed as shares of common stock after his termination of service as a director, making this a non-cash, deferred equity-based compensation award rather than an open-market purchase.

Positive

  • None.

Negative

  • None.
Insider Buckley Mortimer J
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 404 $0.00 --
Holdings After Transaction: Phantom Stock Units — 2,551.751 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 stock units granted 404 units Grant/award acquisition on April 1, 2026
Total phantom units after grant 2,551.751 units Holdings following reported transaction
Conversion ratio 1-for-1 Each phantom stock unit convertible into one common share
Grant price per unit $0.00 per unit Non-cash director compensation under deferred plan
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 of The Boeing Company financial
"Pursuant to The Deferred Compensation Plan for Directors of The Boeing Company, phantom stock units are distributed..."
director cash compensation financial
"Phantom stock units awarded or acquired in lieu of director cash compensation."
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*
Buckley Mortimer J
(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)04/01/2026A404(2) (3) (3)Common Stock404$0.00002,551.751D
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 Mortimer Buckley report in this Form 4?

Mortimer J. Buckley reported receiving 404 phantom stock units as director compensation. These units are a non-cash equity-based award that increases his deferred interest in Boeing, rather than an open-market stock purchase, and bring his total phantom stock holdings to 2,551.751 units.

Are the Boeing (BA) phantom stock units in this filing an open-market purchase?

No, the 404 phantom stock units are a grant awarded in lieu of director cash compensation. They are issued at a price of $0.00 per unit under Boeing’s director deferred compensation plan, not bought on the open market like ordinary share purchases.

How many Boeing phantom stock units does Mortimer Buckley now hold?

After this grant, Mortimer J. Buckley holds 2,551.751 phantom stock units. These units track Boeing’s common stock value and are scheduled to be distributed as actual shares of common stock after his service as a director ends, under the company’s deferred compensation plan.

What are Boeing (BA) phantom stock units and how are they settled?

Boeing phantom stock units are bookkeeping entries that mirror the value of Boeing common shares. According to the filing, they are convertible into common stock on a 1-for-1 basis and are distributed as actual shares after the director’s termination of service under the deferred compensation plan.

Why did Mortimer Buckley receive phantom stock units instead of cash from Boeing?

The filing states that the phantom stock units were awarded or acquired in lieu of director cash compensation. This means Boeing is delivering part of his board compensation as deferred equity-based units, aligning director pay with shareholder interests while postponing share delivery until after board service ends.