Boeing (BA) director adds 378 phantom stock units in Form 4 filing

Rhea-AI Filing Summary

Boeing Company director Form 4 shows an award of phantom stock units. On 01/02/2026, the reporting person acquired 378 phantom stock units at a price of $0.0000 per unit, reported as a derivative security. These units are convertible into Boeing common stock on a 1-for-1 basis and were awarded in lieu of director cash compensation under The Deferred Compensation Plan for Directors of The Boeing Company.

After this transaction, the director beneficially owns 2,147.751 phantom stock units, held with direct ownership. Under the plan, the phantom stock units are distributed as shares of common stock after the director’s termination of service on the board.

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

OMB APPROVAL

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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^*

Buckley Mortimer 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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

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
Phantom Stock Units	$0.0000(1)	01/02/2026		A		378(2)		(3)	(3)	Common Stock	378	$0.0000	2,147.751	D

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-Fact	01/06/2026
	** 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).
** 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.

FAQ

What insider transaction did Boeing (BA) report in this Form 4?

The Form 4 reports that a Boeing Company director acquired 378 phantom stock units on 01/02/2026 at a price of $0.0000 per unit.

How many Boeing (BA) phantom stock units does the director own after this transaction?

Following the reported transaction, the director beneficially owns 2,147.751 phantom stock units with direct ownership.

What are Boeing (BA) phantom stock units as described in this filing?

The filing states that phantom stock units are convertible into Boeing common stock on a 1-for-1 basis, functioning as a form of equity-linked compensation.

Why did the Boeing (BA) director receive phantom stock units instead of cash?

The filing explains that the phantom stock units were awarded or acquired in lieu of director cash compensation under Boeing’s deferred compensation plan for directors.

When will the Boeing (BA) phantom stock units be delivered as common shares?

According to the disclosure, under The Deferred Compensation Plan for Directors of The Boeing Company, the phantom stock units are distributed as shares of common stock after the director’s termination of services as a director.

Is this Boeing (BA) Form 4 filed for one reporting person or multiple insiders?

The document indicates that the Form 4 is filed by one reporting person, not by more than one reporting person.