BOEING CO — Director's Dealing 2018

Mar 1, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2018-02-26

Reporting Person: Smith Gregory D (CFO & EVP, Ent Perf & Strategy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-26	Common Stock	A	9177.5000	$0.0000	Acquired	149683.9800	Direct
2018-02-26	Common Stock	A	3531.0000	$0.0000	Acquired	153214.9800	Direct
2018-02-26	Common Stock	F	4066.5000	$355.9200	Disposed	149148.4800	Direct
2018-02-26	Common Stock	F	9880.4300	$361.1300	Disposed	139268.0500	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	476.8500	Indirect
Common Stock	62.0000	Indirect

Footnotes

F1: Represents shares earned in respect of performance-based restricted stock units (PBRSUs) awarded on February 23, 2015. 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 26, 2021.

F3: Shares withheld for payment of taxes on vesting of performance-based restricted stock units; not an open market transaction.

F4: Shares withheld for payment of taxes on vesting of restricted stock units; not an open market transaction.

F5: Ownership in the issuer's 401(k) plan is represented by units in the issuer's common stock fund in the plan rather than shares of common stock.