Form 4: Boeing Director John M. Richardson Increases Stake Through Phantom Stock Award
Insider Transaction Report
Boeing Company Director John M. Richardson was awarded 238.872 phantom stock units as part of his compensation, increasing his total beneficial ownership to 6,200.699 units.
Summary
- John M. Richardson, a Director of The Boeing Company (BA), acquired 238.872 phantom stock units.
- These units were awarded on July 1, 2025, in lieu of director cash compensation.
- Phantom stock units are convertible into common stock on a 1-for-1 basis.
- The units will be distributed as shares of common stock after Mr. Richardson's termination of services as a director, pursuant to The Deferred Compensation Plan for Directors of The Boeing Company.
- Following this transaction, Mr. Richardson beneficially owns a total of 6,200.699 phantom stock units.
Sentiment
Score: 7
Explanation: The transaction represents a routine equity compensation award to a director, aligning their interests with shareholders, which is generally viewed positively for corporate governance.
Positives
- Director John M. Richardson increased his beneficial ownership in The Boeing Company by 238.872 phantom stock units.
- The acquisition of phantom stock units aligns the director's interests with those of shareholders, as these units convert to common stock upon distribution.
Future Outlook
Phantom stock units will be distributed as shares of common stock after the reporting person's termination of services as a director, as per The Deferred Compensation Plan for Directors of The Boeing Company.
Industry Context
This type of equity award, specifically phantom stock units in lieu of cash compensation, is a common practice in corporate governance across various industries, including aerospace and defense, to align the interests of directors with long-term shareholder value.
Comparison to Industry Standards
- The use of phantom stock units as a form of deferred compensation for directors is a widely adopted practice among large publicly traded companies, including peers in the aerospace sector such as Lockheed Martin (LMT) or Raytheon Technologies (RTX), as it encourages long-term commitment and aligns director incentives with company performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Reference | The transaction is pursuant to The Deferred Compensation Plan for Directors of The Boeing Company, which governs the distribution of phantom stock units as common stock after a director's termination of services. | N/A | Reinforces long-term alignment of director compensation with company performance and shareholder interests. |
Related Party Transactions
- Acquisition of phantom stock units by Director John M. Richardson from The Boeing Company as part of his compensation plan.
Stakeholder Impact
- Shareholders: The award of phantom stock units to a director aligns their long-term interests with shareholder value, as the units convert to common stock.
Next Steps
- Distribution of common stock shares to John M. Richardson upon his termination of services as a director.
Key Dates
| Date | Description |
|---|---|
| 07/01/2025 | Date of earliest transaction, representing the acquisition of phantom stock units. |
| 07/03/2025 | Signature date of the reporting person's attorney-in-fact. |
Recommendation
holdKeywords
Boeing, BA, Form 4, insider transaction, director compensation, phantom stock, equity award, corporate governance
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