Statement of Changes in Beneficial Ownership (4)
October 30 2014 - 4:14PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Verbeck Robert E
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2. Issuer Name
and
Ticker or Trading Symbol
BOEING CO
[
BA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
VP Fin. & Corporate Controller
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(Last)
(First)
(Middle)
100 N. RIVERSIDE PLAZA, M/C 5003-1001
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3. Date of Earliest Transaction
(MM/DD/YYYY)
10/28/2014
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(Street)
CHICAGO, IL 60606
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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10/28/2014
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M
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4010.0000
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A
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$75.9650
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16596.9500
(1)
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D
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Common Stock
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10/28/2014
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M
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3039.0000
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A
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$75.3950
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19635.9500
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D
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Common Stock
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10/28/2014
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M
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2158.0000
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A
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$71.4350
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21793.9500
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D
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Common Stock
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10/28/2014
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S
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10354.0000
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D
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$122.4830
(2)
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11439.9500
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D
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Common Stock
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853.6600
(1)
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I
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Career Shares
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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$71.4350
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10/28/2014
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M
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2158.0000
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(3)
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2/22/2021
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Common Stock
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2158.0000
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$0.0000
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0.0000
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D
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Stock Option (Right to Buy)
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$75.9650
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10/28/2014
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M
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4010.0000
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(4)
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2/25/2023
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Common Stock
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4010.0000
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$0.0000
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7786.0000
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D
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Stock Option (Right to Buy)
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$75.3950
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10/28/2014
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M
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3039.0000
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(5)
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2/27/2022
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Common Stock
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3039.0000
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$0.0000
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3040.0000
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D
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Explanation of Responses:
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(
1)
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Includes adjustments for dividends accrued.
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(
2)
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The price shown is a weighted average sale price for shares sold in multiple transactions; the sale prices ranged from $122.40 to $122.89 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.
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(
3)
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The option was fully vested on February 22, 2014.
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(
4)
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Represents an option grant for the purchase of 11,796 shares vesting over a period of three years from the date of grant (February 25, 2013), 34% on February 25, 2014, 33% on February 25, 2015 and 33% on February 25, 2016.
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(
5)
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Represents an option grant for the purchase of 9,210 shares vesting over a period of three years from the date of grant (February 27, 2012), 34% on February 27, 2013, 33% on February 27, 2014 and 33% on February 27, 2015.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Verbeck Robert E
100 N. RIVERSIDE PLAZA
M/C 5003-1001
CHICAGO, IL 60606
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VP Fin. & Corporate Controller
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Signatures
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/s/ Michael F. Lohr, Attorney-in-Fact
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10/30/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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