Form 4: Boeing Director John M. Richardson Reports Acquisition of Phantom Stock Units

Director John M. Richardson reports acquiring phantom stock units in Boeing, convertible to common stock, as part of director compensation.

Summary

• John M. Richardson, a director of Boeing Co [BA], reported a transaction on April 1, 2024.
• Richardson acquired 261.851 phantom stock units, which are convertible into common stock on a 1-for-1 basis.
• These units were awarded in lieu of director cash compensation.
• As of the reported transaction, Richardson beneficially owns 4,780.996 phantom stock units directly.
• The phantom stock units will be distributed as shares of common stock after Richardson's termination of services as a director, according to The Deferred Compensation Plan for Directors of The Boeing Company.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive as it reflects standard director compensation practices, aligning interests with shareholders.

Positives

• The acquisition of phantom stock units aligns the director's interests with the long-term performance of the company.
• The deferred compensation plan incentivizes continued service as a director.

Future Outlook

The phantom stock units will be converted to common stock upon the director's termination of service.

Management Comments

• Phantom stock units are convertible into common stock on a 1-for-1 basis.
• Phantom stock units are 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.

Industry Context

Director compensation in the form of stock or phantom stock units is a common practice to align management's interests with shareholders.

Comparison to Industry Standards

• Many companies, including Boeing's peers in the aerospace and defense industry, use stock-based compensation for directors.
• Lockheed Martin, General Dynamics, and Northrop Grumman also utilize similar compensation strategies to incentivize their board members.

Stakeholder Impact

• The acquisition of phantom stock units by a director can positively influence shareholder confidence by aligning management's interests with the company's long-term success.

Key Dates