Boeing (BA) CEO Ortberg has shares withheld to cover RSU tax bill

Rhea-AI Filing Summary

BOEING CO President & CEO Robert Kelly Ortberg reported a tax-related share disposition. On February 19, 2026, 5,016.643 shares of Boeing common stock were withheld at $236.71 per share to cover taxes upon vesting of restricted stock units, rather than through an open market sale. After this withholding, he directly owned 135,927.865 shares of Boeing common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ortberg Robert Kelly

Role President & CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	5,016.643	$236.71	$1.19M

Holdings After Transaction: Common Stock — 135,927.865 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Ortberg Robert Kelly

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

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		5,016.643(1)	D	$236.71	135,927.865	D

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.

	/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 insider transaction did Boeing (BA) report for Robert Kelly Ortberg?

Boeing reported that President & CEO Robert Kelly Ortberg had 5,016.643 shares withheld to pay taxes upon vesting of restricted stock units. This was coded as a tax-withholding disposition, not an open market buy or sell transaction.

Was Robert Kelly Ortberg’s Boeing (BA) Form 4 transaction an open market sale?

No, the Form 4 states the shares were withheld for tax payment on vesting of restricted stock units, explicitly described as not an open market transaction. This means the shares were used to satisfy tax obligations rather than sold on the stock market.

How many Boeing (BA) shares were withheld for taxes in Ortberg’s Form 4?

The filing shows 5,016.643 shares of Boeing common stock were withheld to cover taxes when restricted stock units vested. The transaction used a price of $236.71 per share for this tax-withholding disposition, according to the reported data.

How many Boeing (BA) shares does Robert Kelly Ortberg hold after this Form 4 transaction?

After the tax-withholding disposition, Robert Kelly Ortberg directly owned 135,927.865 shares of Boeing common stock. This post-transaction balance reflects his remaining direct holdings following the shares withheld to satisfy the restricted stock unit tax liability.

What does transaction code “F” mean in Boeing (BA) CEO Ortberg’s Form 4?

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, it reflects shares withheld to pay taxes on vesting restricted stock units, not a voluntary open market purchase or sale of Boeing shares.