Tax withholding trims Boeing (NYSE: BA) SVP Ann Schmidt’s stock

Rhea-AI Filing Summary

Boeing Co senior vice president Ann M. Schmidt reported a tax-withholding disposition of company stock tied to equity compensation. On February 19, 2026, 500.18 shares of Boeing common stock were withheld at $236.71 per share to cover taxes on the vesting of restricted stock units, not through an open-market sale.

After this transaction, Schmidt directly held 13,477.468 shares of Boeing common stock. She also had an additional indirect interest equivalent to 4.49 units in Boeing’s 401(k) common stock fund, which is represented as units in the plan rather than as individual 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

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^*

Schmidt Ann M

(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)
	SVP, Chief Com & Brand Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		F		500.18(1)	D	$236.71	13,477.468	D
Common Stock								4.49(2)	I	By 401(k) 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. Shares withheld for payment of taxes on vesting of restricted stock units; not an open market transaction.

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.

	/s/ Jenn X. Hu, Attorney-in-Fact	02/23/2026
	** 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 did Boeing (BA) executive Ann M. Schmidt report in this Form 4?

Ann M. Schmidt reported a tax-withholding disposition of Boeing common stock related to restricted stock units. 500.18 shares were withheld on February 19, 2026 to satisfy tax obligations when her restricted stock units vested.

Was the Boeing (BA) Form 4 transaction an open-market sale of shares?

No, the filing states the shares were withheld for payment of taxes on vesting of restricted stock units and explicitly notes this was not an open market transaction, distinguishing it from a discretionary buy or sell in the market.

How many Boeing (BA) shares were involved in Ann M. Schmidt’s tax withholding?

The Form 4 shows 500.18 shares of Boeing common stock were withheld at a price of $236.71 per share. These shares were used to cover tax liabilities arising from the vesting of restricted stock units awarded to the executive.

How many Boeing (BA) shares does Ann M. Schmidt hold after the reported transaction?

Following the tax-withholding disposition, Ann M. Schmidt directly held 13,477.468 shares of Boeing common stock. The filing also notes an additional 4.49 units representing her indirect interest in Boeing’s common stock fund within the company 401(k) plan.

What does the Boeing (BA) Form 4 say about Ann M. Schmidt’s 401(k) holdings?

The Form 4 explains that her 401(k) interest is represented by 4.49 units in Boeing’s common stock fund, not by individual shares. These plan units reflect indirect ownership of Boeing stock through the company’s 401(k) plan structure.

What transaction code is used in Ann M. Schmidt’s Boeing (BA) Form 4 and what does it mean?

The transaction uses code F, defined as payment of exercise price or tax liability by delivering securities. In this case, it documents shares withheld to satisfy tax obligations on vested restricted stock units, rather than a voluntary sale.