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BOEING CO Director's Dealing 2013

Aug 5, 2013

14815_dirs_2013-08-05_ce51b653-574f-4401-9c45-404e1dd97a81.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2013-08-02

Reporting Person: Tracy John J (SVP, EO&T & CTO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-08-02 Common Stock M 22377.0000 $63.8300 Acquired 80552.8500 Direct
2013-08-02 Common Stock M 20000.0000 $83.9300 Acquired 100552.8500 Direct
2013-08-02 Common Stock M 13629.0000 $71.4350 Acquired 114181.8500 Direct
2013-08-02 Common Stock M 10800.0000 $74.4450 Acquired 124981.8500 Direct
2013-08-02 Common Stock M 8950.0000 $75.3950 Acquired 133931.8500 Direct
2013-08-02 Common Stock S 75756.0000 $107.2700 Disposed 58175.8500 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-08-02 Stock Option (Right to Buy) $63.8300 M 22377.0000 Disposed 2020-02-22 Common Stock (22377.0000) Direct
2013-08-02 Stock Option (Right to Buy) $71.4350 M 13629.0000 Disposed 2021-02-22 Common Stock (13629.0000) Direct
2013-08-02 Stock Option (Right to Buy) $83.9300 M 20000.0000 Disposed 2018-02-25 Common Stock (20000.0000) Direct
2013-08-02 Stock Option (Right to Buy) $74.4450 M 10800.0000 Disposed 2016-02-27 Common Stock (10800.0000) Direct
2013-08-02 Stock Option (Right to Buy) $75.3950 M 8950.0000 Disposed 2022-02-27 Common Stock (8950.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 453.2400 Indirect
Common Stock 4480.5300 Indirect

Footnotes

F1: Includes adjustments for dividends accrued.

F2: The price shown is a weighted average sale price for shares sold in multiple transactions; the sale prices ranged from $107.01 to $107.48 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F3: Represents an option grant for the purchase of 22,377 shares vesting over a period of three years from the date of grant (February 22, 2010), with 34% vesting on February 22, 2011, 33% vesting on February 22, 2012, and 33% vesting on February 22, 2013.

F4: Represents an option grant for the purchase of 20,343 shares vesting over a period of three years from the date of grant (February 22, 2011), with 34% vesting on February 22, 2012, 33% vesting on February 22, 2013, and 33% vesting on February 22, 2014.

F5: Represents an option grant for the purchase of 20,000 shares vesting over a period of three years from the date of grant (February 25, 2008), with 34% vesting on February 25, 2009, 33% vesting on February 25, 2010, and 33% vesting on February 25, 2011.

F6: Represents an option grant for the purchase of 10,800 shares vesting over a period of three years from the date of grant (February 27, 2006), with 34% vesting on February 27, 2007, 33% vesting on February 27, 2008, and 33% vesting on February 27, 2009.

F7: Represents an option grant for the purchase of 26,326 shares vesting over a period of three years from the date of grant (February 27, 2012), with 34% on February 27, 2013, 33% on February 27, 2014 and 33% on February 27, 2015.