Additional Proxy Soliciting Materials (definitive) (defa14a)
March 16 2018 - 3:47PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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THE BOEING
COMPANY
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
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No fee required
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
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(1)
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Title of each class of securities to which the transaction applies:
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(2)
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Aggregate number of securities to which the transaction applies:
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(3)
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Per unit price or other underlying value of the transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of the transaction:
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(5)
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Total fee paid:
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☐
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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*** Exercise Your
Right
to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on April 30, 2018.
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THE BOEING COMPANY
THE BOEING COMPANY
100 N. RIVERSIDE PLAZA
MC 5003-1001
CHICAGO, IL 60606-1596
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Meeting Information
For Shareholders as of the close of business on:
March 1, 2018
Date:
April 30,
2018
Time:
9:00 A.M. CT
Location:
The Field Museum
1400 South Lake Shore Drive
Chicago, Illinois 60605-2496
Meeting Admission Policy:
If you would like to attend the
Annual Meeting, you must obtain an admission ticket by registering no later than
April 20, 2018, as described in more detail in the Proxy Statement.
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You are receiving this communication because you hold common stock of
The Boeing Company.
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This is not a ballot. You cannot use this notice to vote. This
communication presents only an overview of the more complete proxy materials that are available to you on the internet. You may view the proxy materials online at
www.proxyvote.com
or by scanning the QR code on the reverse side, or you may
request a paper copy (see reverse side).
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We encourage you to access and review all of the important information contained in the proxy materials before voting.
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See the reverse side of
this notice to obtain proxy materials and voting instructions.
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Before You Vote
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How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE:
Notice of The Boeing Companys 2018 Annual Meeting of Shareholders and Proxy Statement and the Annual Report for the year-ended
December 31, 2017
How to View Online:
Have the
16-digit
number that is printed in the box marked by the arrow
(located on the following page) and visit
www.proxyvote.com,
or use your smartphone to scan the QR code below.
How to Request and Receive a PAPER or
E-MAIL
Copy:
If you want to receive a paper or
e-mail
copy of these documents, you must request one.There is no
charge for requesting a copy. Shareholders may also request paper or
e-mail
copies of the proxy materials for all future meetings. Please choose one of the following methods to make your request:
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1)
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BY INTERNET
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www.proxyvote.com
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2)
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BY TELEPHONE
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1-800-579-1639
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3)
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BY
E-MAIL*
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sendmaterial@proxyvote.com
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* If requesting materials by
e-mail,
please send a blank
e-mail
with the
16-digit
number that is printed in the box marked by the arrow
(located on the following page) in the subject line.
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Requests, instructions and other inquiries sent to this
e-mail
address will NOT be forwarded to
your investment advisor.
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Please make the request as instructed above on or before April 16, 2018 to facilitate timely delivery.
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How To Vote
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Please Choose One of the Following Voting Methods
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Vote By Internet:
Go to
www.proxyvote.com
or scan the QR code above using your smartphone
.
Have the
16-digit
number that is printed in the box marked
by the arrow
(located on the following page) available and follow the instructions.
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Vote By Mail:
You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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Vote In Person:
You may choose to attend and vote in person at the Annual Meeting of Shareholders. A ballot will be provided to shareholders of record
who
attend the Meeting and wish to vote in person. You must obtain an admission ticket in advance. Instructions for registering to attend the meeting are included below. Please refer to the Proxy Statement available online for other admission
requirements, as well as directions to the meeting location.
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Meeting Admission Policy:
In order to attend the meeting, you must obtain an admission ticket by registering no later than April 20, 2018. Click
the Register
for Meeting link at proxyvote.com or
call 1-844-318-0137
to register.
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Deadline to Vote By Internet
: Your internet vote must be received by 10:59 p.m. CT on Sunday, April 29, 2018.
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Voting Items
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The Board of Directors recommends you vote
FOR
the following 13 director nominees:
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1.
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Election of Directors
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1a.
1b.
1c.
1d.
1e.
1f.
1g.
1h.
1i.
1j.
1k.
1l.
1m.
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Robert A. Bradway
David L. Calhoun
Arthur D. Collins Jr.
Kenneth M. Duberstein
Edmund P. Giambastiani Jr.
Lynn J. Good
Lawrence W. Kellner
Caroline B. Kennedy
Edward M. Liddy
Dennis A. Muilenburg
Susan C. Schwab
Ronald A. Williams
Mike S. Zafirovski
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COMPANY PROPOSALS: The Board of Directors recommends you vote
FOR
proposals 2 and 3.
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2.
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Approve, on an Advisory Basis, Named Executive Officer Compensation.
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3.
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Ratify the Appointment of Deloitte & Touche LLP as Independent Auditor for 2018.
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SHAREHOLDER
PROPOSALS: The Board of Directors recommends you vote
AGAINST
proposals 4, 5, 6 and 7.
4.
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Additional Report on Lobbying Activities.
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5.
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Reduce Threshold to Call Special Shareholder Meetings from 25% to 10%.
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6.
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Independent Board Chairman.
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7.
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Require Shareholder Approval to Increase the Size of the Board to More Than 14.
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NOTE:
In their
discretion, the proxies are authorized to vote on
such other matters that may properly come before the 2018 Annual Meeting of Shareholders or any other adjournment or postponement thereof.
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