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Award Timing Disclosure

12 Months Ended

Dec. 31, 2025

Feb. 24, 2025

USD ($)

$ / shares

Feb. 19, 2025

USD ($)

$ / shares

Award Timing Disclosures [Line Items]

Award Timing MNPI Disclosure

Equity Granting Policies and Practices

The Compensation Committee (or, with respect to our CEO, the Board) typically grants long-term incentive awards to executive officers each February, and the Board meeting date is generally the effective grant date for the awards. The grant date fair value of RSUs and PSUs subject to a performance condition is determined by reference to the average of the high and low prices of a share of Boeing common stock on the grant date. For PPSOs and PSUs subject to a market condition, the grant date fair value is determined using a Monte Carlo simulation model. For stock options, the exercise price is determined by reference to the average of the high and low prices of a share of Boeing common stock on the grant date, with any applicable premium applied (for 2025, 120%). Executive officers who join the company after the annual grant date are generally eligible for their first long-term incentive awards on the next regular annual grant date or upon or shortly after hire.

The Board and the Compensation Committee do not take material nonpublic information into account when determining the grant date, vesting date or other terms and conditions of equity awards, and does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.

In accordance with our standard practice, on February 18, 2025, the Compensation Committee approved the grant of PPSOs as part of our long-term incentive program to our NEOs (other than Mr. Ortberg), with a grant date of February 19, 2025 (or, with respect to Mr. Shockey, February 24, which is the date he joined the company). Mr. Ortberg’s award was recommended by the Compensation Committee on February 18, 2025, and approved by the full Board on February 19, 2025. On February 25, 2025, the company filed a Current Report on Form

8-K.

The following table presents information required to be disclosed by SEC rules in connection with these grants.

During 2025, no stock option awards were granted to our NEOs during the period beginning four business days before our filing of a periodic report on Form

10-K

or Form

10-Q,

or the filing or furnishing of a current report on Form

8-K

that disclosed material nonpublic information (other than a current report on Form

8-K

disclosing a material new stock option award under Item 5.02(e) of such Form

8-K),

and ending one business day after the filing or furnishing of such report, except as set forth below.


Name	Grant Date		Number of Securities Underlying the Award		Exercise Price of the Award ($/sh)		Grant Date Fair Value of the Award ($)		Percentage change in the closing market price of the securities underlying the award between the trading day ending immediately prior to the disclosure of material nonpublic information and the trading day beginning immediately following the disclosure of material nonpublic information
Robert K. Ortberg		2/19/2025		121,023		221.44		9,624,959	(3.8%)
Stephanie F. Pope		2/19/2025		69,156		221.44		5,499,977	(3.8%)
Brett C. Gerry		2/19/2025		31,120		221.44		2,474,974	(3.8%)
Jeffrey S. Shockey		2/24/2025		17,785		215.75		1,374,958	(3.8%)
Brian J. West		2/19/2025		41,493		221.44		3,299,938	(3.8%)