Form 4: Spirit AeroSystems Merger Completes, Executive's Stock Converts

Spirit AeroSystems Holdings, Inc. SVP Terry George's Class A Common Stock and Restricted Stock Units converted into Boeing common stock and RSUs following the merger completion on December 8, 2025.

Summary

• George Terry J, SVP Wichita & Tulsa Operations of Spirit AeroSystems Holdings, Inc., reported changes in beneficial ownership.
• On December 8, 2025, Spirit AeroSystems Holdings, Inc. (SPR) completed its merger with The Boeing Company (Boeing) under an Agreement and Plan of Merger dated June 30, 2024.
• Each share of Spirit Class A Common Stock was automatically canceled and converted into the right to receive 0.1955 shares of Boeing common stock.
• Terry George disposed of 30,580 shares of Spirit Class A Common Stock as a result of this conversion.
• All outstanding Spirit Restricted Stock Units (RSUs) held by Terry George were automatically converted into Boeing RSUs.
• The number of shares of Boeing common stock subject to each Boeing RSU is the product of the total number of shares subject to the original Spirit RSU immediately prior to the merger, multiplied by the 0.1955 Exchange Ratio, rounded to the nearest whole number.
• Terry George's 26,453 Spirit RSUs were converted into Boeing RSUs.
• The newly converted Boeing RSUs will continue to be governed by the same terms and conditions, including vesting, as were applicable to the original Spirit RSUs.

Sentiment

Score: 7

Explanation: The sentiment is positive as it reflects the successful completion of a major corporate transaction (merger) that was previously announced, providing certainty and converting existing equity into a larger, more stable entity (Boeing).

Positives

• The reporting person's equity in Spirit AeroSystems has been successfully converted into equity in The Boeing Company, a larger and more diversified aerospace entity.
• The completion of the merger provides certainty for former Spirit AeroSystems shareholders and employees regarding the company's future structure.
• Restricted Stock Units maintain their original vesting terms and conditions, ensuring continuity of incentive compensation for the reporting person.

Negatives

• Spirit AeroSystems Class A Common Stock has been canceled, meaning the company no longer exists as an independent publicly traded entity.
• Former Spirit AeroSystems shareholders no longer hold direct equity in Spirit AeroSystems.

Future Outlook

The reporting person now holds equity in The Boeing Company, aligning their future compensation and ownership with Boeing's performance. The completion of the merger signifies a new operational and financial structure for the former Spirit AeroSystems assets under Boeing's umbrella.

Industry Context

This transaction represents the completion of a significant consolidation within the aerospace manufacturing sector, with a major supplier (Spirit AeroSystems) being re-integrated into one of its primary customers (Boeing). This could lead to increased vertical integration for Boeing, potentially impacting other suppliers and the competitive landscape for aircraft component manufacturing.

Related Party Transactions

• The merger itself is a significant transaction between Spirit AeroSystems and The Boeing Company, which was a major customer and likely a significant shareholder of Spirit.

Stakeholder Impact

• Shareholders: Former Spirit AeroSystems shareholders (including the reporting person) are now shareholders of The Boeing Company.
• Employees: Spirit AeroSystems employees are now part of The Boeing Company, subject to Boeing's employment policies and structures.
• Customers: Boeing's vertical integration of Spirit AeroSystems could impact other customers of Spirit, though Boeing was its primary customer.

Next Steps

• The reporting person will now hold and manage Boeing common stock and Boeing Restricted Stock Units.
• The former operations of Spirit AeroSystems will be integrated into The Boeing Company.

Key Dates

Keywords

Spirit AeroSystems, Boeing, Merger, Acquisition, Form 4, Beneficial Ownership, Restricted Stock Units, Equity Conversion, Aerospace