BOEING CO — Director's Dealing 2017

Mar 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2017-02-27

Reporting Person: Sands Diana L (SVP, Internal Gov & Admin)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-27	Common Stock	A	1979.4300	$0.0000	Acquired	34588.1600	Direct
2017-02-27	Common Stock	A	1801.0000	$0.0000	Acquired	36389.1600	Direct
2017-02-27	Common Stock	F	905.4300	$177.4500	Disposed	35483.7300	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	481.2000	Indirect
Common Stock	2129.8900	Indirect

Footnotes

F1: Represents shares earned in respect of performance-based restricted stock units (PBRSUs) awarded on February 24, 2014. The number of shares earned was determined based on the Company's total shareholder return over the three-year performance period relative to a group of peer companies.

F2: Represents restricted stock units that will vest and settle in shares of the Company's common stock on a one-for-one basis on February 27, 2020.

F3: Shares withheld for payment of taxes on vesting of PBRSUs; not an open market transaction.