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BOEING CO — Director's Dealing 2006
May 5, 2006
14815_dirs_2006-05-04_14f96b6b-bef8-4149-b39f-1994f7f21094.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2006-05-01
Reporting Person: Hill Shephard W (SVP, Business Dev. & Strategy)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common | 4322 | Direct |
| Common | 7873.95 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| 2002 Performance Shares | $ | 2007-02-25 | Common (4752.19) | Direct | |
| 2004 Performance Shares | $ | 2009-02-23 | Common (4934.81) | Direct | |
| 2005 Performance Shares | $ | 2010-02-28 | Common (12470.66) | Direct | |
| Boeing Stock Units | $ | Common (4844.85) | Direct | ||
| Deferred Compensation Units | $ | Common (1471.74) | Direct | ||
| Stock Option (Right to Buy) | $74.45 | 2016-02-27 | Common (10800.00) | Direct | |
| Stock Option (Right to Buy) 93-18Q | $53.03 | 2007-01-13 | Common (4774.00) | Direct | |
| Stock Option (Right to Buy) 93-20 & 93-21 | $53.22 | 2007-02-24 | Common (1450.00) | Direct |
Footnotes
F1: 2002 Performance Shares vest in the following installments when the average daily closing price of Boeing stock reaches, for a specified period, the following dollar levels: 25% at $72.38, 40% at $75.73, 55% at $79.20, 75% at $82.80, 100% at $86.53 and 125% at $90.39.
F2: Performance shares convert on 1 for 1 basis on vesting
F3: 2004 Performance Shares vest in the following installments when the average daily closing price of Boeing stock reaches, for a specified period, the following dollar levels: 15% at $60.94, 30% at $65.30, 45% at $69.65, 60% at $74.00, 75% at $78.35, 90% at $82.71, 100% at $87.06, 110% at $91.41, 120% at $95.77, and 125% at $97.94.
F4: 2005 Performance Shares vest in the following installments when the average daily closing price of Boeing stock reaches, for a specified period, the following dollar levels: 15% at $74.49, 30% at $79.82, 45% at $85.14, 60% at $90.46, 75% at $95.78, 90% at $101.10, 100% at $106.42, 110% at $111.74, 120% at $117.06, and 125% at $119.72.
F5: Phantom stock units allocated to the reporting persons Boeing Stock Unit (BSUs) account under the Incentive Compensation Plan. BSUs vest and are payable in cash or stock three years after the award.
F6: Boeing Stock Units convert on a 1-for-1 basis if settled in stock
F7: Phantom stock units acquired by reporting person pursuant to the Company's Deferred Compensation Plan. Units are payable in stock or cash following termination for retirement, death, disability or layoff. Company match contributions are forfeited upon termination for any reason other than retirement, death, disability or layoff.
F8: Phantom stock units are convertible into common stock on a 1-for-1 basis.
F9: Options become exercisable 34% on the 1st anniversary and 33% on each of the 2nd and 3rd anniversary of the grant date.
F10: Options become exercisable approximately 40% on the 1st anniversary and 30% on each of the 3rd and 5th anniversary of the grant date.