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: CAPOZZI HEIDI B (SVP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-26	Common Stock	A	1045.0000	$0.0000	Acquired	24714.7000	Direct
2018-02-26	Common Stock	A	1018.7400	$0.0000	Acquired	25733.4400	Direct
2018-02-26	Common Stock	F	298.7400	$355.9200	Disposed	25434.7000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	118.3300	Indirect

Footnotes

F1: 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.

F2: 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.

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

F4: 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.