ANNUAL MEETING INFORMATION
Who pays for this proxy solicitation?
We bear the costs of soliciting proxies. We have hired
Morrow Sodali LLC, 470 West Avenue, Stamford, CT 06902, to aid in the solicitation of proxies for a fee of $25,000, plus reasonable
out-of-pocket
expenses.
Proxies may be solicited by personal interview, mail, telephone, email, and other online methods. Morrow Sodali has contacted brokerage houses, other custodians, and nominees to ask whether other persons are the beneficial owners of the shares
they hold in street name and, if that is the case, will supply additional copies of the proxy materials for distribution to such beneficial owners. We will reimburse these parties for their reasonable expenses in sending proxy materials to the
beneficial owners of the shares.
Where can I find the voting results of the annual meeting?
We will announce preliminary voting results at the annual
meeting. We will file with the SEC a Current Report on Form
8-K
containing the final voting results within four business days of the annual meeting or, if final results are not available at that time, within
four business days of the date on which final voting results become available.
What if a director nominee does not receive the required vote?
Boeing is a Delaware corporation and, under Delaware law, if an
incumbent director is not elected, that director remains in office until the directors successor is duly elected and qualified or until the directors earlier resignation or removal. To address this potential outcome, all director
nominees have executed irrevocable resignations that would be effective upon (1) such nominees failure to receive the required vote at the annual meeting and (2) the Boards acceptance of such resignation. As set forth in our
director resignation policy, which is described in our Corporate Governance Principles, the Board will act upon, and publicly disclose its decision with respect to, any tendered resignation within 90 days from the date of the certification of the
election results.
How may I recommend individuals to serve as directors?
Shareholders may recommend qualified candidates for consideration
by the GON Committee by writing at any time to the Office of the Corporate Secretary, The Boeing Company, 100 North Riverside Plaza, MC 5003-1001, Chicago, Illinois 60606-1596. The correspondence must state the name, age and qualifications of the
person proposed for consideration. The GON Committee evaluates the qualifications of candidates properly submitted by shareholders on the same basis as those of other director candidates.
How may I obtain a copy of Boeings Annual Report on Form
10-K
and other financial information?
Boeings 2017 annual report, which includes a copy of the
Annual Report on Form
10-K,
was delivered to shareholders with this proxy statement. Our Notice of Annual Meeting, this proxy statement and the 2017 annual report are also available on the internet at
www.proxyvote.com. In addition, our Annual Report on Form
10-K,
including financial statements, is available at http://investors.boeing.com/investors/financial-reports/ and on the SECs website at
www.sec.gov. Shareholders also may request an additional copy of the Annual Report on Form
10-K,
which we will furnish without charge, by calling
(425) 965-4550
or
writing Mail Services, The Boeing Company, P.O. Box 3707, Mail
Code 3T-06,
Seattle, Washington 98124-2207.
Why did I receive a Notice of Internet Availability of Proxy Materials in the mail instead of a printed set of proxy materials?
Pursuant to rules adopted by the SEC, we may provide you with
access to proxy materials over the internet rather than by mailing the materials to you. To reduce costs and conserve resources, we are sending a Notice of Internet Availability of Proxy Materials to some of our shareholders. The notice provides
instructions for accessing this proxy statement and our 2017 annual report at www.proxyvote.com. The notice also explains how shareholders may request printed proxy materials for this or future annual meetings.
Several shareholders live at my address. Why did we receive only one set of proxy materials?
We deliver only one annual report and one proxy statement to
multiple shareholders at the same address unless we have received contrary instructions from one or more of the shareholders. We will, upon written or oral request, promptly deliver a separate copy of the annual report or proxy statement to a
shareholder at a shared address to which a single copy of the annual report or proxy statement was delivered. Registered shareholders who wish to receive a separate annual report or proxy statement in the future, or registered shareholders sharing
an address who wish to
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2018 Proxy
Statement
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