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Director Harris (NYSE: BA) granted 404 Boeing phantom stock units

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

Rhea-AI Filing Summary

Boeing director Stayce D. Harris received 404 Phantom Stock Units as compensation in lieu of cash. These units are a deferred form of pay that track Boeing’s common stock value rather than immediate cash.

The phantom stock units convert into Boeing common shares on a 1-for-1 basis and are distributed only after Harris’s service as a director ends under The Deferred Compensation Plan for Directors of The Boeing Company. Following this grant, Harris holds a total of 8,679.639 phantom stock units, all recorded as direct holdings. This is a routine, non-cash compensation award rather than an open-market share purchase or sale.

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Insider Harris Stayce D.
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 404 $0.00 --
Holdings After Transaction: Phantom Stock Units — 8,679.639 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 8,679.639 units Director’s holdings following reported transaction
Conversion ratio 1-for-1 into common stock Phantom units convertible into Boeing common shares
Grant price per unit $0.00 per unit Non-cash compensation awarded in lieu of director cash fees
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 acquisition financial
"transaction_action":"grant/award acquisition""
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*
Harris Stayce D.
(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$0.00008,679.639D
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 Stayce D. Harris report in this Form 4?

Boeing director Stayce D. Harris reported receiving 404 Phantom Stock Units as a compensation grant. These units were awarded in lieu of cash director fees and increase her total phantom stock holdings to 8,679.639 units, all tied to Boeing’s common stock value.

Are the Boeing (BA) Phantom Stock Units an open-market stock purchase or sale?

No, the Phantom Stock Units are a non-cash compensation grant, not an open-market trade. They represent deferred pay that tracks Boeing’s share price and are awarded at a price of $0.00 per unit under the company’s director compensation plan.

How are Boeing (BA) Phantom Stock Units converted into common stock?

Each Boeing Phantom Stock Unit is convertible into one share of Boeing common stock on a 1-for-1 basis. Under the Deferred Compensation Plan for Directors, these units are distributed as actual shares only after the director’s service with the board ends.

When will Stayce D. Harris receive Boeing (BA) shares from these Phantom Stock Units?

Harris will receive Boeing common shares from these Phantom Stock Units after her termination of service as a director. At that time, the phantom units are distributed as shares of common stock according to The Deferred Compensation Plan for Directors of The Boeing Company.

Why did Boeing (BA) grant Phantom Stock Units instead of cash to the director?

The 404 Phantom Stock Units were awarded or acquired in lieu of regular cash director compensation. This structure defers payment, links director compensation to Boeing’s share performance, and delivers the economic value later as common stock rather than immediate cash.

How many Boeing (BA) Phantom Stock Units does Stayce D. Harris hold after this grant?

After receiving the 404-unit grant, Harris holds a total of 8,679.639 Phantom Stock Units. All are recorded as directly owned derivative interests, each ultimately convertible into one share of Boeing common stock when distributed under the deferred compensation plan’s terms.