What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-01-30 compared with 2025-02-03 · 557 added, 412 removed, 1579 unchanged (38% of the section changed)

9 unchanged sentences

Note 2 - Spirit Acquisition

Note 3 - D igital Aviation Solutions Divestiture

Note 4 - Goodwill and Acquired Intangibles

31 unchanged sentences

4,289 ( 1,991 ) 7,724

Income/(loss) from operating investments, net 71 46 ( 16 )

Income from operating investments, net 25 71 46

General and administrative expense ( 6,090 ) ( 5,021 ) ( 5,168 )

1 unchanged sentence

Gain on dispositions, net 9,672 46 2

Loss from operations ( 10,707 ) ( 773 ) ( 3,519 )

Earnings/(loss) from operations 4,281 ( 10,707 ) ( 773 )

Other income, net 1,125 1,222 1,227

Interest and debt expense ( 2,771 ) ( 2,725 ) ( 2,459 )

Loss before income taxes ( 12,210 ) ( 2,005 ) ( 5,022 )

Income tax benefit/(expense) 381 ( 237 ) ( 31 )

Net loss ( 11,829 ) ( 2,242 ) ( 5,053 )

net loss attributable to noncontrolling interest ( 12 ) ( 20 ) ( 118 )

Net loss attributable to Boeing shareholders ( 11,817 ) ( 2,222 ) ( 4,935 )

Earnings/(loss) before income taxes 2,635 ( 12,210 ) ( 2,005 )

Income tax (expense)/benefit ( 397 ) 381 ( 237 )

Net earnings/(loss) 2,238 ( 11,829 ) ( 2,242 )

Net earnings/(loss) attributable to noncontrolling interest 3 ( 12 ) ( 20 )

Net earnings/(loss) attributable to Boeing shareholders 2,235 ( 11,817 ) ( 2,222 )

Mandatory convertible preferred stock dividends accumulated during the period 345 58

Net loss attributable to Boeing common shareholders ($ 11,875 ) ($ 2,222 ) ($ 4,935 )

Basic loss per share ($ 18.36 ) ($ 3.67 ) ($ 8.30 )

Diluted loss per share ($ 18.36 ) ($ 3.67 ) ($ 8.30 )

Net earnings/(loss) attributable to Boeing common shareholders $ 1,890 ($ 11,875 ) ($ 2,222 )

Basic earnings/(loss) per share $ 2.49 ($ 18.36 ) ($ 3.67 )

Diluted earnings/(loss) per share $ 2.48 ($ 18.36 ) ($ 3.67 )

See Notes to the Consolidated Financial Statements on pages 59 - 120.

3 unchanged sentences

Years ended December 31, 2025 2024 2023

Net loss ($ 11,829 ) ($ 2,242 ) ($ 5,053 )

Other comprehensive (loss)/income, net of tax:

Net earnings/(loss) $ 2,238 ($ 11,829 ) ($ 2,242 )

Other comprehensive income/(loss), net of tax:

Currency translation adjustments 225 ( 44 ) 33

Unrealized gain/(loss) on certain investments, net of tax of $ 0 , $ 0 and $ 0

Reclassification of realized loss on foreign currency translation to Gain on dispositions, net

Unrealized gain on certain investments, net of tax of $ 0 , $ 0 and $ 0

Derivative instruments:

Unrealized (loss)/gain arising during period, net of tax of $ 0 , ($ 11 ) and $ 12

Unrealized gain/(loss) arising during period, net of tax of ($ 10 ), $ 0 and ($ 11 )

262 ( 258 ) 41

Reclassification adjustment for loss/(gain) included in net loss, net of tax of ($ 1 ), $ 0 and $ 1

Total unrealized (loss)/gain on derivative instruments, net of tax

Total unrealized gain/(loss) on derivative instruments, net of tax

299 ( 223 ) 36

Defined benefit pension plans & other postretirement benefits:

Net actuarial (loss)/gain arising during the period, net of tax of ($ 1 ), $ 13 and ($ 22 )

Net actuarial gain/(loss) arising during the period, net of tax of ($ 1 ), ($ 1 ) and $ 13

25 ( 225 ) ( 722 )

Amortization of actuarial loss/(gain) included in net periodic pension cost, net of tax of $ 0 , $ 0 and ($ 11 )

Amortization of actuarial loss/(gain) included in net periodic benefit cost, net of tax of ($ 9 ), $ 0 and $ 0

149 105 ( 2 )

Settlement gain included in net periodic cost, net of tax of $ 0 , $ 0 and $ 0

Amortization of prior service credits included in net periodic pension cost, net of tax of $ 0 , $ 1 and $ 2

Amortization of prior service credits included in net periodic benefit cost, net of tax of $ 4 , $ 0 and $ 1

( 71 ) ( 92 ) ( 102 )

1 unchanged sentence

( 6 ) ( 140 )

Pension and postretirement benefit/(cost) related to our equity method investments, net of tax of $ 0 , $ 0 and $ 0

Pension and postretirement benefit related to our equity method investments, net of tax of $ 0 , $ 0 and $ 0

Total defined benefit pension plans & other postretirement benefits, net of tax 97 ( 343 ) ( 826 )

Other comprehensive (loss)/income, net of tax

Other comprehensive income/(loss), net of tax

638 ( 610 ) ( 755 )

Comprehensive loss

Comprehensive income/(loss)

2,876 ( 12,439 ) ( 2,997 )

Comprehensive loss attributable to noncontrolling interest

Comprehensive income/(loss) attributable to noncontrolling interest

3 ( 12 ) ( 20 )

Comprehensive loss attributable to Boeing Shareholders

Comprehensive income/(loss) attributable to Boeing Shareholders

$ 2,873 ($ 12,427 ) ($ 2,977 )

42 unchanged sentences

Accumulated other comprehensive loss ( 10,277 ) ( 10,915 )

Total shareholders’ deficit ( 3,908 ) ( 17,233 )

Total shareholders' equity/(deficit) 5,454 ( 3,908 )

Noncontrolling interests 3 ( 6 )

7 unchanged sentences

Cash flows – operating activities:

Net loss ($ 11,829 ) ($ 2,242 ) ($ 5,053 )

Adjustments to reconcile net loss to net cash (used)/provided by operating activities:

Net earnings/(loss) $ 2,238 ($ 11,829 ) ($ 2,242 )

Adjustments to reconcile net earnings/(loss) to net cash provided/(used) by operating activities:

Non-cash items –

19 unchanged sentences

Other 324 202 119

Net cash (used)/provided by operating activities ( 12,080 ) 5,960 3,512

Net cash provided/(used) by operating activities 1,065 ( 12,080 ) 5,960

Cash flows – investing activities:

10 unchanged sentences

Other 1 ( 11 ) 4

Net cash (used)/provided by investing activities ( 11,973 ) ( 2,437 ) 4,370

Net cash provided/(used) by investing activities 499 ( 11,973 ) ( 2,437 )

Cash flows – financing activities:

5 unchanged sentences

Employee taxes on certain share-based payment arrangements ( 34 ) ( 83 ) ( 408 )

Dividends paid on Mandatory convertible preferred stock

Other 58 ( 53 ) 17

Net cash provided/(used) by financing activities 25,209 ( 5,487 ) ( 1,266 )

Net cash (used)/provided by financing activities ( 3,763 ) 25,209 ( 5,487 )

Effect of exchange rate changes on cash and cash equivalents 40 ( 47 ) 30

Net increase/(decrease) in cash & cash equivalents, including restricted 1,109 ( 1,934 ) 6,543

Net (decrease)/increase in cash & cash equivalents, including restricted ( 2,159 ) 1,109 ( 1,934 )

Cash & cash equivalents, including restricted, at beginning of year 13,822 12,713 14,647

6 unchanged sentences

Boeing shareholders

(Dollars in millions, except per share data) Mandatory convertible preferred stock

(Dollars in millions)

Mandatory convertible preferred stock Common

stock Additional

capital Treasury

stock Retained

earnings Accumulated

comprehensive

interests Total

Balance at January 1, 2023 $ 5,061 $ 9,947 ($ 50,814 ) $ 29,473 ($ 9,550 ) $ 35 ($ 15,848 )

Net loss ( 2,222 ) ( 20 ) ( 2,242 )

Other comprehensive loss, net of tax of $ 4

( 755 ) ( 755 )

Other comprehensive income, net of tax of ($ 22 )

Share-based compensation 690 690

2 unchanged sentences

( 660 ) 304 ( 356 )

Treasury shares issued for 401(k) contribution 295 920 1,215

Treasury shares issued for 401(k) contributions 627 888 1,515

Subsidiary shares purchased from non-controlling interests ( 267 ) ( 267 )

Other changes in noncontrolling interests ( 10 ) ( 10 )

Balance at December 31, 2023 $ 5,061 $ 10,309 ($ 49,549 ) $ 27,251 ($ 10,305 ) $ 5 ($ 17,228 )

( 2,222 ) ( 20 ) ( 2,242 )

Net loss ( 11,817 ) ( 12 ) ( 11,829 )

Other comprehensive loss, net of tax of ($ 1 )

1 unchanged sentence

Share-based compensation 407 407

Treasury shares issued for stock options exercised, net

Mandatory convertible preferred stock issued, net of issuance costs 6 5,645 5,651

Common stock issued, net of issuance costs 2,253 15,928 18,181

Treasury shares issued for other share-based plans, net

( 145 ) 129 ( 16 )

Treasury shares issued for 401(k) contribution 627 888 1,515

Subsidiary shares purchased from noncontrolling interests ( 267 ) ( 267 )

Treasury shares issued for 401(k) contributions 495 1,106 1,601

Cash dividends declared on Mandatory convertible preferred stock ( 72 ) ( 72 )

Other changes in noncontrolling interests 1 1

1 unchanged sentence

2,235 3 2,238

Other comprehensive loss, net of tax of ($ 1 )

( 610 ) ( 610 )

Other comprehensive income, net of tax of ($ 17 )

Share-based compensation 426 426

Mandatory convertible preferred stock issued, net of issuance costs 6 5,645 5,651

Common stock issued, net of issuance costs 2,253 15,928 18,181

Treasury shares issued for other share-based plans, net

( 489 ) 556 67

Treasury shares issued for 401(k) contribution 495 1,106 1,601

Treasury shares issued for 401(k) contributions 559 971 1,530

Treasury shares issued in exchange for shares of Spirit 1,874 2,830 4,704

Premium on Exchangeable Notes assumed from acquisition of Spirit 109 109

Cash dividends declared on Mandatory convertible preferred stock ( 345 ) ( 345 )

( 72 ) ( 72 )

Other changes in noncontrolling interests ( 2 ) 6 4

1 unchanged sentence

See Notes to the Consolidated Financial Statements on pages 59 - 120.

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The Boeing Company and Subsidiaries

9 unchanged sentences

Total revenues $ 89,463 $ 66,517 $ 77,794

Loss from operations:

Earnings/(loss) from operations:

Commercial Airplanes ($ 7,079 ) ($ 7,969 ) ($ 1,635 )

1 unchanged sentence

Global Services 13,474 3,618 3,329

Segment operating loss ( 9,764 ) ( 70 ) ( 3,158 )

Segment operating earnings/(loss) 6,267 ( 9,764 ) ( 70 )

Unallocated items, eliminations and other ( 3,031 ) ( 2,047 ) ( 1,759 )

FAS/CAS service cost adjustment 1,045 1,104 1,056

Loss from operations ( 10,707 ) ( 773 ) ( 3,519 )

Earnings/(loss) from operations 4,281 ( 10,707 ) ( 773 )

Other income, net 1,125 1,222 1,227

Interest and debt expense ( 2,771 ) ( 2,725 ) ( 2,459 )

Loss before income taxes ( 12,210 ) ( 2,005 ) ( 5,022 )

Income tax benefit/(expense) 381 ( 237 ) ( 31 )

Net loss ( 11,829 ) ( 2,242 ) ( 5,053 )

net loss attributable to noncontrolling interest ( 12 ) ( 20 ) ( 118 )

Net loss attributable to Boeing shareholders ( 11,817 ) ( 2,222 ) ( 4,935 )

Earnings/(loss) before income taxes 2,635 ( 12,210 ) ( 2,005 )

Income tax (expense)/benefit ( 397 ) 381 ( 237 )

Net earnings/(loss) 2,238 ( 11,829 ) ( 2,242 )

Net earnings/(loss) attributable to noncontrolling interest 3 ( 12 ) ( 20 )

Net earnings/(loss) attributable to Boeing shareholders 2,235 ( 11,817 ) ( 2,222 )

Mandatory convertible preferred stock dividends accumulated during the period 345 58

Net loss attributable to Boeing common shareholders ($ 11,875 ) ($ 2,222 ) ($ 4,935 )

Net earnings/(loss) attributable to Boeing common shareholders $ 1,890 ($ 11,875 ) ($ 2,222 )

This information is an integral part of the Notes to the Consolidated Financial Statements.

See Note 24 for further segment results.

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The Boeing Company and Subsidiaries

9 unchanged sentences

Commercial Airplanes (BCA), Defense, Space & Security (BDS), and Global Services (BGS).

We added a new financial statement line item to the Consolidated Statements of Cash Flows for cash invested in Supplier notes receivable and reclassified the corresponding amounts in the prior period financial statements to conform to the current period presentation.

Use of Estimates

15 unchanged sentences

Products sales under long-term contracts primarily include fighter jets, rotorcraft, cybersecurity products, surveillance suites, advanced weapons, missile defense, military derivative aircraft, satellite systems and modification of commercial passenger aircraft to cargo freighters.

Sales of services under

long-term contracts primarily include support and maintenance agreements associated with our commercial and defense products and space travel on Commercial Crew.

Sales of services under long-term contracts primarily include support and maintenance agreements associated with our commercial and defense products and space travel on Commercial Crew.

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For each long-term contract, we determine the transaction price based on the consideration expected to be received.

18 unchanged sentences

When the current estimates of total revenues and costs at completion for a long-term contract indicate a loss, a provision for the entire reach-forward loss on the long-term contract is recognized.

The table below reflects the impact of net cumulative catch-up adjustments for changes in estimated revenues and costs at completion across all long-term contracts including the impact to Loss from operations from estimated losses on unexercised options for the years ended December 31:

The table below reflects the impact of net cumulative catch-up adjustments for changes in estimated revenues and costs at completion across all long-term contracts including the impact to Earnings/(loss) from operations from changes in estimated losses on unexercised options for the years ended December 31:

2025 2024 2023

Decrease to Revenue ($ 916 ) ($ 2,794 ) ($ 1,706 )

Increase to Loss from operations ($ 6,562 ) ($ 2,943 ) ($ 5,253 )

Increase to Diluted loss per share

Decrease/increase to Earnings/(loss) from operations

($ 1,377 ) ($ 6,562 ) ($ 2,943 )

Significant adjustments during the three years ended December 31, 2024 included losses on KC-46A Tanker, T-7A Red Hawk, Commercial Crew, VC-25B and MQ-25 programs.

Decrease/increase to Diluted earnings/(loss) per share

($ 1.53 ) ($ 9.83 ) ($ 5.43 )

Significant adjustments during the three years ended December 31, 2025, 2024 and 2023, included losses on KC-46A Tanker, VC-25B, T-7A Red Hawk, MQ-25, and Commercial Crew programs.

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Due to the significance of judgment in the estimation process, changes in underlying operational assumptions, inability to implement planned risk mitigation plans, failure to achieve productivity targets, supplier shortages, quality issues and/or pricing issues, inflationary trends, or other circumstances may adversely or positively affect financial performance in future periods.

12 unchanged sentences

Payments for commercial spare parts sales are typically received shortly after delivery.

Other service revenue contracts Certain contracts at our BGS segment are for sales of services to commercial customers including maintenance, training, data analytics and information-based services.

Other service revenue contracts Certain contracts at our BGS segment are for sales of services to commercial customers including maintenance, training, and digital solutions and analytics.

We recognize revenue for these service performance obligations over time as the services are rendered.

12 unchanged sentences

Income is recognized over the life of the lease to approximate a level rate of return on the net investment.

notes receivable, we record financing receivables net of any unamortized discounts and deferred incremental direct costs.

For notes receivable, we record financing receivables net of any unamortized discounts and deferred

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incremental direct costs.

Interest income and amortization of any discounts are recorded ratably over the related term of the note.

26 unchanged sentences

Research and development expense, net included bid and proposal costs of $ 161 , $ 179 and $ 188 in 2025, 2024 and 2023, respectively.

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Share-Based Compensation

5 unchanged sentences

federal, state and local, and non-U.S.

income taxes are calculated on reported Loss before income taxes based on current tax law and also include, in the current period, the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities.

income taxes are calculated on reported Earnings/(loss) before income taxes based on current tax law and also include, in the current period, the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities.

Such provisions differ from the amounts currently receivable or payable because certain items of income and expense are recognized in different time periods for financial reporting purposes than for income tax purposes.

3 unchanged sentences

To the extent that our assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made.

Tax-related interest and penalties are classified as a component of Income tax benefit/(expense).

Tax-related interest and penalties are classified as a component of Income tax (expense)/benefit.

We also assess the likelihood that we will be able to recover our deferred tax assets against future sources of taxable income and reduce the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not that all or a portion of such assets will not be realized.

7 unchanged sentences

Actuarial gains and losses, which occur when actual experience differs from actuarial assumptions, are reflected in Shareholders’ equity (net of taxes).

If actuarial gains and losses exceed ten percent of the greater of plan assets or plan liabilities, we amortize them over the average expected future lifetime of participants.

If actuarial gains and losses exceed 10 percent of the greater of plan assets or plan liabilities, we amortize them over the average expected future lifetime of participants.

The funded status of our pension and postretirement plans is reflected on the Consolidated Statements of Financial Position.

1 unchanged sentence

We record a liability for postemployment benefits, such as severance or job training, when payment is probable and the amount is reasonably estimable.

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Environmental Remediation

25 unchanged sentences

When estimated costs to complete exceed estimated program revenues to go, a program loss provision is recorded in the current period for the estimated loss on all undelivered units in the accounting quantity.

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Used aircraft purchased by our BCA segment and general stock materials are stated at cost not in excess of net realizable value.

14 unchanged sentences

new buildings and land improvements, from 10 to 40 years;

and new machinery and equipment, from 4 to 20 years.

and new machinery and equipment, from four to 20 years.

The principal method of depreciation for buildings and land improvements is 150% declining balance and for machinery and equipment is sum-of-the-years’ digits.

Capitalized internal use software is included in Other assets, net and amortized using the straight line method over 5 years.

Capitalized internal use software is included in Other assets, net and amortized using the straight line method over five years .

Capitalized costs of software purchased as a service are included in Other assets, net and amortized using the straight line method over the term of the hosting arrangement, which is typically no greater than 10 years.

8 unchanged sentences

Operating lease

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assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.

23 unchanged sentences

Our Military Aircraft reporting unit within our BDS segment had goodwill of $ 1,295 and a negative carrying value at December 31, 2025.

Indefinite-lived intangibles consist of a brand and trade name and in-process research and development (IPR&D) acquired in business combinations.

Indefinite-lived intangibles consist of in-process research and development (IPR&D) acquired in a business combination.

IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter.

IPR&D is reclassified to finite-lived acquired intangible assets when a project is completed and then amortized on a straight-line basis over the asset’s estimated useful life.

We test these intangibles for impairment by comparing the carrying values to current projections of related discounted cash flows.

We test IPR&D for impairment by comparing the carrying value to current projections of related discounted cash flows.

Any excess carrying value over the amount of discounted cash flows represents the amount of the impairment.

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Our finite-lived acquired intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:

developed technology, from 4 to 14 years;

product know-how, from 6 to 30 years;

customer base, from 3 to 17 years;

distribution rights, from 3 to 27 years;

and other, from 1 to 32 years.

developed technology, from three to 10 years;

product know-how, from nine to 13 years;

customer base, from seven to 17 years;

distribution rights, from eight to 24 years;

and other, from three to 32 years.

We evaluate the potential impairment of finite-lived acquired intangible assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

14 unchanged sentences

Operating investments align strategically and are integrated with our operations.

Earnings from operating investments, including our share of income or loss from equity method investments, dividend income from other equity investments, and any impairments or gain/loss on the disposition of these investments, are recorded in Income/(loss) from operating investments, net.

Non-operating investments are those we hold for non-strategic purposes.

3 unchanged sentences

For our cash flow hedges, the derivative’s gain or loss is initially reported in comprehensive income and is subsequently reclassified into earnings in the same period(s) during which the hedged forecasted transaction affects earnings.

We have agreements to purchase and sell aluminum to address long-term strategic sourcing objectives and non-U.S.

business requirements.

We also hold certain other derivative instruments for economic purposes.

These aluminum purchase and sale agreements and other derivative instruments are derivatives for accounting purposes but are not designated as hedges for accounting purposes.

For these aluminum agreements and other derivative instruments not designated for hedge accounting treatment, the changes in their fair value are recorded in earnings immediately.

We hold certain other derivative instruments for economic purposes.

These derivative instruments are derivatives for accounting purposes but are not designated as hedges for accounting purposes.

For derivative instruments not designated for hedge accounting treatment, the changes in their fair value are recorded in earnings immediately.

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Allowances for Losses on Certain Financial Assets

23 unchanged sentences

On a quarterly basis, we update our valuation analysis based on the actual activities associated with placing each aircraft into a market or using current published third-party aircraft valuations based on the type and age of the aircraft, adjusted for individual attributes and known conditions.

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In conjunction with certain product sales, we provide warranties that cover factors such as non-conformance to specifications and defects in material and design.

The majority of our warranties are issued by our BCA segment.

Generally, aircraft sales are accompanied by a 3 to 4 -year standard warranty for systems, accessories, equipment, parts, and software manufactured by us or manufactured to certain standards under our authorization.

Generally, aircraft sales are accompanied by a three to four -year standard warranty for systems, accessories, equipment, parts, and software manufactured by us or manufactured to certain standards under our authorization.

These warranties are included in the estimates to complete the related programs.

20 unchanged sentences

Note 2 – Spirit Acquisition

On June 30, 2024, we entered into an Agreement and Plan of Merger (the Merger Agreement) pursuant to which we have agreed to acquire Spirit AeroSystems Holdings, Inc.

(Spirit) in an all-stock transaction at an equity value of approximately $ 4,700 , or $ 37.25 per share of Spirit Class A Common Stock.

The transaction will include the assumption of Spirit's net debt at closing.

Each share of Spirit common stock will be exchanged for a number of shares of Boeing common stock equal to an exchange ratio between 0.18 and 0.25 , calculated as $ 37.25 divided by the volume weighted average share price of Boeing shares over the 15 -trading-day period ending on the second trading day prior to the closing (subject to a floor of $ 149.00 per share and a ceiling of $ 206.94 per share).

Spirit stockholders will receive 0.25 Boeing shares for each of their Spirit shares if the volume-weighted average price is at or below $ 149.00 , and 0.18 Boeing shares for each of their Spirit shares if the volume-weighted average price is at or above $ 206.94 per share.

Boeing's acquisition of Spirit will include substantially all Boeing-related commercial operations, as well as certain other operations.

Spirit has also entered into a binding term sheet with Airbus SE (Airbus) setting forth the terms upon which Airbus will, assuming the parties enter into definitive agreements and receive all required regulatory approvals, acquire certain commercial work packages that Spirit performs for Airbus concurrently with the closing of the Boeing-Spirit merger.

In addition, Spirit is selling certain of its other operations.

The transaction is expected to close mid-2025 and is subject to the sale of the Spirit operations related to certain Airbus commercial work packages and the satisfaction of customary closing conditions, including certain regulatory approvals.

On January 31, 2025, Spirit’s stockholders approved the Merger Agreement and the related transactions.

The Merger Agreement contains certain termination rights, including that either Boeing or Spirit may terminate the Merger Agreement if, subject to certain limitations, the transaction has not been consummated by March 31, 2025 (subject to three automatic three-month extensions if on each such date all of the closing conditions except those relating to regulatory approvals have been satisfied or waived) (the Outside Date).

If either party breaches or fails to perform any of its representations, warranties or covenants under the Merger Agreement such that the related conditions to the other party's obligation to consummate the Merger would not be satisfied, and such breach or failure is not curable by the Outside Date or, if curable by the Outside Date, has not been cured within 30 days following notice thereof, such other party may terminate the Merger Agreement.

The Merger Agreement also provides that we will be required to pay Spirit a termination fee of $ 300 if the Merger Agreement is terminated by Spirit or Boeing under certain specified circumstances as a result of the parties' failure to obtain the required regulatory approvals by the Outside Date or in the event that any law or order related to the required regulatory approvals or any applicable antitrust law or foreign investment law prohibits the consummation of the Merger.

During 2023 and 2024, Boeing reached agreements to provide Spirit up to $ 1,067 to support its liquidity, rate readiness, and 787 tooling and capital expenditures, of which $ 166 has yet to be drawn.

At December 31, 2024 and 2023, Other current assets included $ 539 and $ 0 and Other assets included $ 299 and $ 143 .

At December 31, 2024 and 2023, advance payments to Spirit of $ 165 and $ 223 were included in Inventories and are scheduled to be recovered as the related shipsets are received by Boeing from Spirit.

On January 22, 2025, Boeing and Spirit reached an agreement to reschedule repayment dates for $ 515 to 2026.

This includes changing repayment of $ 425 originally due in 2024 to 2026.

In the event that the

Merger Agreement is terminated in accordance with its terms, the then outstanding balances will become due and payable in full on April 1, 2026.

On December 8, 2025, we completed our acquisition of Spirit AeroSystems Holdings, Inc.

(Spirit) pursuant to the Agreement and Plan of Merger dated June 30, 2024 (Merger Agreement).

In connection with the closing of the transactions contemplated by the Merger Agreement (Spirit Acquisition), Boeing became the ultimate parent company of Spirit and its respective subsidiaries, including Spirit AeroSystems, Inc.

(Spirit Sub).

The Spirit Acquisition enables Boeing and Spirit to align our commercial production systems, including our Safety and Quality Management Systems, and our workforces to the

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same priorities, incentives and outcomes.

Total consideration for the Spirit Acquisition was $ 8,371 comprised of the following:

Boeing common stock exchanged for Spirit common stock (1)

Settlement of loans, advances and other payments to Spirit

Debt repaid on Spirit’s behalf 948

Premium on assumed Spirit Exchangeable Notes

Exchange of Spirit share-based awards (1)

Fair value of total consideration

(1) Fair value of consideration reflects the price per share of Boeing common stock on the acquisition date.

In accordance with the Merger Agreement, 117.5 million shares of Spirit common stock were exchanged for 22.98 million shares of Boeing common stock at an exchange ratio of 0.1955 .

The exchange ratio was calculated as $ 37.25 divided by the $ 190.493 volume weighted average price per share of Boeing common stock on the New York Stock Exchange for the 15 -trading-day period ended on December 4, 2025.

Since 2023, Boeing has provided funding in the form of loans and advance payments to Spirit to support its liquidity, rate readiness, and 787 tooling and capital expenditures.

Pursuant to the terms of the Merger Agreement, Boeing also provided funding to Spirit for the portion of the payment to Airbus SE (Airbus) that Spirit was unable to satisfy with cash on hand as of the closing of the transactions contemplated by the Stock and Asset Purchase Agreement, dated April 27, 2025, between Spirit and Airbus, which closing occurred concurrently with the Spirit Acquisition.

Such amounts totaling $ 2,571 were deemed to be consideration.

We expensed $ 53 of acquisition related costs in the Consolidated Statements of Operations as General and administrative expense during the year ended December 31, 2025.

The results of Spirit’s operations between the acquisition date and December 31, 2025, were not material.

We have determined disclosure of 2025 and 2024 proforma revenue and earnings of Boeing combined with the acquired Spirit business is impracticable.

Historical financial results of the acquired portion of the Spirit business are not readily available.

To prepare proforma revenue and earnings would require revising historical estimates used in our long-term contract and program accounting as if the Spirit Acquisition had occurred at January 1, 2024 which is impracticable.

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The preliminary allocation of the purchase price was as follows:

Cash and cash equivalents

Accounts receivable

Unbilled receivables

Inventories 1,438

Property, plant and equipment

Goodwill 9,997

Acquired intangible assets

Accounts payable ( 953 )

Accrued liabilities

Advances and progress billings

Short-term debt and current portion of long-term debt ( 329 )

Other long-term liabilities

Long-term debt ( 3,279 )

Total net assets acquired $ 8,371

The amounts recorded for acquired assets and assumed liabilities are preliminary and are based on the information available as of the reporting date.

The primary areas that remain preliminary relate to the fair values of inventories, property, plant and equipment, goodwill, intangible assets, and off-market contracts.

The Company will continue to adjust the provisional estimates as additional information becomes available and final valuation and analyses are completed.

Provisional goodwill of $ 9,997 associated with the Spirit Acquisition was provisionally assigned to our BCA segment as we expect the majority of synergies from the Spirit Acquisition to relate to the commercial airplane segment.

The acquired intangible assets primarily relate to customer relationships and have a weighted-average useful life of five years .

Accrued liabilities includes $ 1,065 for the fair value of off-market customer contracts measured as the present value of the amount by which the terms of the contract deviated from the terms that a market participant could have achieved.

Future estimated revenues from the amortization of off-market contract liabilities is as follows:

Estimated revenue

$ 113 $ 133 $ 129 $ 102 $ 97

We expect to finalize the purchase price allocation as soon as practicable, but no later than one year from the acquisition date.

Approximately $ 30 of the acquired goodwill and intangible assets is deductible for tax purposes.

Note 3 – Digital Aviation Solutions Divestiture

On October 31, 2025, we closed on the sale of portions of our BGS segment’s Digital Aviation Solutions business (Digital Aviation Solutions Divestiture) to Thoma Bravo for proceeds of $ 10,550 .

The sale included Jeppesen, ForeFlight, AerData and OzRunways assets and liabilities and resulted in a gain of $ 9,566 recorded in Gain on dispositions, net in the Consolidated Statements of Operations.

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Note 4 – Goodwill and Acquired Intangibles

3 unchanged sentences

Acquisitions 9 9 18

Dispositions ( 17 ) ( 17 )

Goodwill adjustments ( 10 ) ( 10 )

Balance at December 31, 2024 $ 1,328 $ 3,218 $ 3,444 $ 94 $ 8,084

Acquisitions 9 9 18

Dispositions ( 17 ) ( 17 )

Spirit Acquisition 9,997 9,997

Digital Aviation Solutions Divestiture ( 810 ) ( 810 )

Other dispositions

Goodwill adjustments 10 10

Balance at December 31, 2025 $ 11,325 $ 3,218 $ 2,638 $ 94 $ 17,275

As of December 31, 2024 and 2023, we had indefinite-lived intangible assets with carrying amounts of $ 197 relating to trade names.

As of December 31, 2025 and 2024, we had indefinite-lived intangible assets with carrying amounts of $ 0 and $ 197 relating to trade names.

As of December 31, 2025 and 2024, we had an indefinite-lived intangible asset with a carrying amount of $ 202 related to in process research and development for a next-generation air vehicle.

13 unchanged sentences

Estimated amortization expense $ 197 $ 182 $ 155 $ 150 $ 144

Table of Co ntents

Note 5 – Earnings Per Share

4 unchanged sentences

Diluted earnings per share is calculated by taking net earnings attributable to Boeing shareholders, less Mandatory convertible preferred stock dividends accumulated during the period and earnings available to participating securities, divided by the diluted weighted average common shares outstanding.

Diluted weighted average common shares outstanding is calculated using the treasury stock method for share-based compensation awards and the if-converted method for mandatory convertible preferred shares.

The elements used in the computation of Basic and Diluted loss per share were as follows:

Diluted weighted average common shares outstanding is calculated using the treasury stock method for share-based compensation awards and the if-converted method for Mandatory convertible preferred stock and Exchangeable Notes.

Under the if-converted method, if the potential conversion of our Mandatory convertible preferred stock and/or Exchangeable Notes is dilutive, net earnings attributable to Boeing shareholders is adjusted to add back the Mandatory convertible preferred stock dividends accumulated during the period and/or the periodic interest expense on the Exchangeable Notes, net of tax.

Table of Co ntents

The elements used in the computation of Basic and Diluted earnings/(loss) per share were as follows:

(In millions - except per share amounts)

Years ended December 31, 2025 2024 2023

Net loss attributable to Boeing shareholders ($ 11,817 ) ($ 2,222 ) ($ 4,935 )

Net earnings/(loss) attributable to Boeing shareholders $ 2,235 ($ 11,817 ) ($ 2,222 )

Mandatory convertible preferred stock dividends accumulated during the period 345 58

earnings available to participating securities 1

Net loss available to common shareholders ($ 11,875 ) ($ 2,222 ) ($ 4,935 )

Net earnings/(loss) available to common shareholders $ 1,889 ($ 11,875 ) ($ 2,222 )

Basic Net earnings/(loss) available to common shareholders

$ 1,889 ($ 11,875 ) ($ 2,222 )

Mandatory convertible preferred stock dividends accumulated during the period

interest expense on Exchangeable Notes, net of tax

Net earnings/(loss) available to common shareholders $ 1,889 ($ 11,875 ) ($ 2,222 )

Basic weighted average shares outstanding

3 unchanged sentences

759.8 646.9 605.8

Basic weighted average shares outstanding

760.0 647.2 606.1

Dilutive potential common shares (2)

Diluted weighted average shares outstanding

3 unchanged sentences

762.3 646.9 605.8

Net loss per share:

Net earnings/(loss) per share:

$ 2.49 ($ 18.36 ) ($ 3.67 )

1 unchanged sentence

(1) Participating securities include certain instruments in our deferred compensation plan.

The following table represents potential common shares that were not included in the computation of Diluted loss per share because the effect was antidilutive based on their strike price or the performance condition was not met.

(2) Diluted earnings per share includes any dilutive impact of stock options, restricted stock units, performance restricted stock units, Mandatory convertible preferred stock and Exchangeable Notes.

Table of Co ntents

The following table represents potential common shares that were not included in the computation of Diluted earnings/(loss) per share.

Potential common shares from performance restricted stock units, restricted stock units and stock options were not included because their effect was antidilutive based on their strike price or the performance condition was not met.

Potential common shares from Mandatory convertible preferred stock and Exchangeable Notes were not included because their effect was antidilutive based on the application of the if-converted method.

(Shares in millions)

Years ended December 31, 2025 2024 2023

Performance-based restricted stock units 0.4

Performance restricted stock units

1 unchanged sentence

Stock options 0.8 0.8 0.8

In addition, potential common shares of 11.6 million, 5.7 million, and 3.5 million for the years ended December 31, 2024, 2023 and 2022 were excluded from the computation of Diluted loss per share, because the effect would have been antidilutive as a result of incurring a net loss in those periods.

Mandatory convertible preferred stock

Exchangeable Notes

In addition, potential common shares of 11.6 million and 5.7 million for the years ended December 31, 2024 and 2023, were excluded from the computation of Diluted earnings/(loss) per share, because the effect would have been antidilutive as a result of incurring a net loss in those periods.

Note 6 – Income Taxes

The components of Loss before income taxes were:

The components of Earnings/(loss) before income taxes were:

Years ended December 31, 2025 2024 2023

($ 3,492 ) ($ 12,813 ) ($ 2,512 )

6,127 603 507

Total $ 2,635 ($ 12,210 ) ($ 2,005 )

1 unchanged sentence

Years ended December 31, 2025 2024 2023

Current tax (benefit)/expense

Current tax expense/(benefit)

federal $ 2 ($ 277 ) $ 9

1 unchanged sentence

Total current 298 ( 79 ) 207

Deferred tax (benefit)/expense

Deferred tax expense/(benefit)

federal 40 ( 71 ) 6

1 unchanged sentence

Total deferred 99 ( 302 ) 30

Total income tax (benefit)/expense

Total income tax expense/(benefit)

$ 397 ($ 381 ) $ 237

Net income tax payments/(refunds) were $ 187 , $ 204 and ($ 1,317 ) in 2024, 2023 and 2022, respectively.

Table of Co ntents

Net income tax payments in 2025 were as follows:

Year ended December 31, 2025

Total Non-U.S.

Total net income tax payments $ 275

Net income tax payments were $ 187 and $ 204 in 2024 and 2023.

The following is a reconciliation of the U.S.

federal statutory tax to actual income tax (benefit)/expense:

federal statutory tax to actual income tax expense:

Year ended December 31, 2025

federal statutory tax $ 553 21.0 %

State and local income tax, net of federal income tax effect (1)

Foreign tax effects

Germany - Digital Aviation Solutions Divestiture (2)

( 751 ) ( 28.5 )

Sweden - Digital Aviation Solutions Divestiture (2)

( 393 ) ( 14.9 )

Other foreign 121 4.6

Effect of cross-border tax laws - Global Intangible Low-Taxed Income - Digital Aviation Solutions Divestiture (3)

Tax Credits - Research and development credits ( 559 ) ( 21.2 )

Changes in valuation allowances (4)

( 50 ) ( 1.9 )

Nontaxable or nondeductible items

Non-prosecution agreement liability 93 3.5

Digital Aviation Solutions Divestiture ( 61 ) ( 2.3 )

Changes in prior year worldwide unrecognized tax benefits 69 2.6

Other provision adjustments 60 2.3

Income tax expense $ 397 15.1 %

(1) During the year ended December 31, 2025, the tax effect in this category was primarily driven by state taxes in California (greater than 50 percent).

(2) We recorded a tax expense of $ 59 in the foreign jurisdictions related to the Digital Aviation Solutions Divestiture.

The German Digital Aviation Solutions Divestiture rate benefit was due to the statutory rate difference of ($ 203 ) ( 7.7 )% and a participation exemption of ($ 548 ) ( 20.8 )%.

The Swedish rate benefit was entirely due to a participation exemption.

(3) Related to the Digital Aviation Solutions Divestiture, in the U.S., we recorded a Global Intangible Low-Taxed Income inclusion, which is offset by a decrease in the federal valuation allowance, resulting in no federal tax expense.

(4) The worldwide valuation allowance recorded in tax expense was $ 120 with $ 50 federal tax benefit shown on this line, $ 161 state tax expense included in State and Local Tax line item, and $ 9 foreign tax expense included in Foreign Tax Effects.

Table of Co ntents

Years ended December 31, 2024 2023

Amount Rate Amount Rate Amount Rate

Amount Rate Amount Rate

federal statutory tax ($ 2,564 ) 21.0 % ($ 421 ) 21.0 %

Valuation allowance

3,145 ( 25.8 ) 1,150 ( 57.3 )

Federal audit settlement (1)

1 unchanged sentence

State income tax provision, net of effects on U.S.

federal tax ( 223 ) 1.8 ( 75 ) 3.7 ( 90 ) 1.8

( 223 ) 1.8 ( 75 ) 3.7

Tax on non-U.S.

6 unchanged sentences

Significant components of our deferred tax assets/(liabilities) at December 31 were as follows:

Inventory and long-term contract methods of income recognition ($ 4,765 ) ($ 5,115 )

Federal net operating loss, credit, interest and other carryovers (1)

Research expenditures 3,936 2,873

Fixed assets, intangibles and goodwill ( 1,526 ) ( 1,566 )

$ 9,569 $ 4,719

Inventory and long-term contract methods of income recognition

( 5,584 ) ( 4,765 )

State net operating loss, credit, interest and other carryovers (2)

Fixed assets, intangibles and goodwill ( 1,847 ) ( 1,526 )

Accrued expenses and reserves

Other employee benefits

Pension benefits 880 1,045

Accrued expenses and reserves 1,029 956

International net operating loss, credit and capital loss carryovers

Other postretirement benefit obligations 562 587

Research Expenditures

Other 329 403

Gross deferred tax assets/(liabilities) before valuation allowance $ 7,900 $ 4,380

Gross deferred tax assets before valuation allowance

Valuation allowance ( 9,754 ) ( 7,837 )

Net deferred tax assets/(liabilities) after valuation allowance $ 63 ($ 170 )

Net deferred tax (liabilities)/assets after valuation allowance

($ 109 ) $ 63

(1) Of the deferred tax asset for federal net operating loss, credit, interest and other carryovers, $ 2,332 expires on or before December 31, 2045 and $ 7,237 may be carried over indefinitely.

(2) Of the deferred tax asset for state net operating loss, credit, interest and other carryovers, $ 1,035 expires on or before December 31, 2045 and $ 1,000 may be carried over indefinitely.

Net deferred tax assets/(liabilities) at December 31 were as follows:

Table of Co ntents

Net deferred tax (liabilities)/assets at December 31 were as follows:

Deferred tax assets $ 21,065 $ 17,991

1 unchanged sentence

Valuation allowance ( 9,754 ) ( 7,837 )

Net deferred tax assets/(liabilities) $ 63 ($ 170 )

Net deferred tax (liabilities)/assets

($ 109 ) $ 63

The Company’s deferred income tax assets of $ 21,065 can be used in future years to offset taxable income and reduce income taxes payable.

4 unchanged sentences

federal and state tax jurisdictions.

federal tax perspective, the Company generated tax net operating losses in 2021 and 2024 and interest carryovers in 2021, 2022, 2023, and 2024 that can be carried forward indefinitely and federal research and development credits that can be carried forward 20 years.

federal tax perspective, the Company generated tax net operating losses in 2021, 2024 and 2025 and interest carryovers in 2021 through 2025 that can be carried forward indefinitely and federal research and development credits that can be carried forward 20 years.

Throughout 2024 and 2025, the Company was in a three-year cumulative pre-tax loss position.

3 unchanged sentences

The valuation allowance results from not having sufficient income from deferred tax liability reversals in the appropriate future periods to support the realization of deferred tax assets.

During 2024, the Company increased the valuation allowance by $ 3,287 , primarily due to tax credits and other carryforwards generated in 2024 that cannot be realized in 2024.

In 2025, the Company’s valuation allowance increased by $ 1,917 , primarily reflecting $ 1,833 recorded as part of acquisition accounting against acquired Spirit deferred tax assets, as well as tax credits and other carryforwards generated in 2025 that cannot be realized in 2025.

Until the Company generates sustained levels of profitability, additional valuation allowances may have to be recorded with corresponding adverse impacts on earnings and/or OCI.

In 2024, we determined that earnings from our non-U.S.

Beginning in 2024, we determined that earnings from our non-U.S.

subsidiaries are no longer considered to be indefinitely reinvested.

1 unchanged sentence

The amounts of interest included in the Consolidated Statements of Operations were not significant for 2025, 2024 and 2023.

Table of Co ntents

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

9 unchanged sentences

Federal income tax audits have been settled for all years prior to 2021.

The Internal Revenue Service is expected to begin the 2021-2023 federal tax audit in the third quarter of 2025.

We expect the next cycle to cover the 2021-2023 tax years;

however, the Internal Revenue Service has not confirmed a start date.

We are also subject to examination in major state and international jurisdictions for the 2010-2024 tax years.

We believe appropriate provisions for all outstanding tax issues have been made for all jurisdictions and all open years.

The Organization for Economic Co-operation and Development has introduced Pillar Two model rules, which establish a new global minimum tax of 15%.

While it is unlikely that the United States will adopt these rules, certain other countries in which we operate have enacted Pillar Two legislation commencing in 2024.

Since we do not have significant operations in jurisdictions with tax rates below the 15% minimum, Pillar Two has not materially increased our global tax costs in 2024 and is not expected to be material in future periods.

We will continue to monitor both US and international legislative developments related to Pillar Two to assess for any potential impacts.

The Organization for Economic Co-operation and Development (OECD) has issued Pillar Two model rules, introducing a new global minimum tax of 15%.

While the United States has not adopted Pillar Two, other countries have enacted such legislation or are considering implementation.

Given our limited operations in low-tax jurisdictions, Pillar Two has not materially increased our global tax costs.

On January 5, 2026, the OECD released a comprehensive package for a “side-by-side arrangement” with respect to Pillar Two.

Notably, once adopted, this new guidance will prevent other countries from imposing tax on the U.S.

profits of American companies.

We will continue to monitor U.S.

and international legislative developments, including further announcements on the Side-by-Side package, to assess any potential impacts on our operations.

On July 4, 2025, the President signed into law the One Big Beautiful Bill Act (OBBBA).

The OBBBA maintains the 21 percent corporate tax rate and makes permanent many of the beneficial expired and expiring tax provisions originally enacted in the Tax Cuts and Jobs Act of 2017, including the immediate expensing of domestic research and development expenditures, more favorable interest deductibility and 100 percent bonus depreciation with effective dates in 2025.

Revisions to the international tax framework are effective in 2026.

In the third quarter of 2025, we recorded impacts of the OBBBA, which were not material.

In the fourth quarter of 2025, we elected to accelerate into 2025 the deduction of domestic research and development expenditures capitalized and unamortized as of December 31, 2024.

Table of Co ntents

Note 7 – Accounts Receivable, net

1 unchanged sentence

government contracts (1)

$ 1,083 $ 923

Commercial Airplanes 129 48

1 unchanged sentence

Defense, Space, & Security (2)

Less valuation allowance ( 92 ) ( 89 )

Less allowances for expected credit losses ( 76 ) ( 92 )

Total $ 2,921 $ 2,631

(1) Includes Foreign Military Sales through the U.S.

government (FMS)

(2) Excludes U.S.

13 unchanged sentences

Balance at December 31, 2025 ($ 76 ) ($ 42 ) ($ 43 ) $ 0 ($ 111 ) ($ 272 )

Table of Co ntents

Note 9 – Inventories

9 unchanged sentences

deferred production costs of $ 11,777 and $ 9,679 and unamortized tooling and other non-recurring costs of $ 750 and $ 909 .

At December 31, 2024, $ 10,542 of 737 deferred production costs, unamortized tooling and other non-recurring costs are expected to be recovered from units included in the program accounting quantity that have firm orders, and $ 46 are expected to be recovered from units included in the program accounting quantity that represent expected future orders.

At December 31, 2025, $ 12,490 of 737 deferred production costs, unamortized tooling and other non-recurring costs is expected to be recovered from units included in the program accounting quantity that have firm orders, and $ 37 are expected to be recovered from units included in the program accounting quantity that represent expected future orders.

At December 31, 2025 and 2024, commercial aircraft programs inventory included the following amounts related to the 777X program:

$ 4,313 and $ 3,476 of work in process (including deferred production costs of $ 651 and $ 0 ) and $ 1,816 and $ 4,122 of unamortized tooling and other non-recurring costs.

In April 2022, we decided to pause production of the 777X-9 during 2022 and 2023, which resulted in abnormal production costs of $ 513 and $ 325 during the years ended December 31, 2023 and 2022.

In the fourth quarter of 2023, the 777X program resumed production and, as a result,

there were no abnormal production costs during the year ended December 31, 2024.

During the year ended December 31, 2024, we determined that estimated costs to complete the 777X program plus the costs already included in 777X inventory exceed estimated revenues from the program.

The resulting reach-forward loss of $ 3,499 was recorded as a reduction of deferred production costs and other non-recurring costs.

In April 2022, we decided to pause production of the 777X-9 during 2022 and 2023, which resulted in abnormal production costs of $ 513 during the year ended December 31, 2023.

In the fourth quarter of 2023, the 777X program resumed production and, as a result, there were no abnormal production costs during the years ended December 31, 2025 and 2024.

During the years ended December 31, 2025 and 2024, we determined that estimated costs to complete the 777X program plus the costs already included in 777X inventory exceed estimated revenues from the program.

The resulting reach-forward loss of $ 4,899 in 2025 was recorded as a reduction of deferred production costs, unamortized tooling and other non-recurring costs.

The reach-forward loss of $ 3,499 in 2024 was recorded as a reduction of deferred production costs and other non-recurring costs.

The level of profitability on the 777X program will be subject to several factors.

These factors include aircraft certification requirements and timing, change incorporation on completed aircraft, production disruption due to labor instability and supply chain disruption, customer considerations, delivery timing and negotiations, further production rate adjustments for the 777X or other commercial aircraft programs, and contraction of the accounting quantity.

These factors include aircraft certification requirements and timing, flight test discoveries, design changes, change incorporation on completed aircraft, production disruption due to labor instability and supply chain disruption, customer considerations, delivery timing and negotiations, further production rate adjustments for the 777X or other commercial aircraft programs, and any change in the accounting quantity.

One or more of these factors could result in additional reach-forward losses in future periods.

3 unchanged sentences

We expensed abnormal production costs of $ 30 , $ 256 , and $ 1,014 during the years ended December 31, 2025, 2024 and 2023.

Table of Co ntents

Commercial aircraft programs inventory included amounts credited in cash or other consideration (early issue sales consideration) to airline customers totaling $ 6,412 and $ 5,837 at December 31, 2025 and 2024.

Note 10 – Contracts with Customers

Unbilled receivables increased from $ 8,317 at December 31, 2023, to $ 8,363 at December 31, 2024, primarily driven by revenue recognized in excess of billings at BDS, partially offset by an increase in billings at BGS.

Unbilled receivables increased from $ 8,363 at December 31, 2024, to $ 9,158 at December 31, 2025, primarily driven by revenue recognized in excess of billings at BDS and BGS.

The following table summarizes our contract assets under long-term contracts that were unbillable or related to outstanding claims as of December 31:

3 unchanged sentences

Expected to be collected after one year 2,644 2,053 $ 89 51

Less valuation allowance ( 38 ) ( 19 )

Less allowances for expected credit losses

( 42 ) ( 38 )

Total $ 9,158 $ 8,363 $ 89 $ 60

1 unchanged sentence

Unbilled receivables related to claims are items that we believe are earned, but are subject to uncertainty concerning their determination or ultimate realization.

Advances and progress billings increased from $ 56,328 at December 31, 2023, to $ 60,333 at December 31, 2024, primarily driven by progress billings at BDS and advances on orders received at BCA.

Advances and progress billings decreased from $ 60,333 at December 31, 2024, to $ 59,404 at December 31, 2025, primarily driven by revenue recognized at BDS and BCA.

Revenues recognized for the years ended December 31, 2025 and 2024, from amounts recorded as Advances and progress billings at the beginning of each year were $ 20,570 and $ 14,516 .

4 unchanged sentences

Total financing receivables 288

Less allowance for losses on receivables 7 51

Less allowances for expected credit losses 7

Financing receivables, net 281

1 unchanged sentence

Total $ 241 $ 521

Our financing arrangements range in terms from 1 to 8 years, and include $ 196 of investment in sales-type leases, net of allowances, that will be repaid in one year or less.

Financing arrangements may include options to extend or terminate.

Certain leases include provisions to allow the lessee to purchase the underlying aircraft at a specified price.

At December 31, 2024 and 2023, $ 7 and $ 44 were determined to be uncollectible financing receivables and placed on non-accrual status.

The allowance for losses on financing receivables decreased primarily due to cash collections during the year ended December 31, 2024.

The components of investment in sales-type leases at December 31 were as follows:

Gross lease payments receivable $ 229 $ 697

Unearned income ( 26 ) ( 162 )

Net lease payments receivable 203 535

Unguaranteed residual assets 21

Total $ 203 $ 556

Financing interest income recorded for the years ended December 31, 2024 and 2023, was $ 7 and $ 108 .

Financing receivables that were past due as of December 31, 2024 and 2023, totaled $ 0 and $ 9 .

Our financing receivable balances at December 31, 2024, by internal credit rating category and year of origination, consisted of the following:

Rating categories Current 2023 2022 2021 2020 Prior Total

BBB $ 32 $ 28 $ 122 $ 5 $ 9 $ 196

Total carrying value of financing receivables $ 32 $ 28 $ 129 $ 5 $ 94 $ 288

At December 31, 2024, our allowance for losses related to receivables with ratings of CCC, B, and BBB.

We applied default rates that averaged 100.0 %, 0.0 %, and 0.1 %, respectively, to the exposure associated with those receivables.

During the year ended December 31, 2025, our financing receivables were fully collected.

Our financing arrangements at December 31, 2025, consist solely of operating leases that range in terms from one to four years , and may include options to extend or terminate.

Certain operating leases include provisions to allow the lessee to purchase the underlying aircraft at a specified price.

Table of Co ntents

At December 31, 2024, the components of investment in sales-type leases consisted of gross lease payments receivable of $ 229 and unearned income of $ 26 .

There were no unguaranteed residual assets at December 31, 2025 and 2024.

The majority of our financing receivables and operating lease equipment portfolio is concentrated in the following aircraft models at December 31:

717 Aircraft (Accounted for as sales-type leases)

777 Aircraft (Accounted for as operating leases)

747-8 Aircraft (Primarily accounted for as notes)

737 Aircraft (Primarily accounted for as operating leases)

747-8 Aircraft (Primarily accounted for as notes)

717 Aircraft (Accounted for as sales-type leases)

Impairment charges related to operating lease assets were $ 5 , $ 0 , and $ 7 for the years ended December 31, 2024, 2023 and 2022, respectively.

I mpairment charges related to operating lease assets were $ 0 , $ 5 , and $ 0 for the years ended December 31, 2025, 2024 and 2023, respectively.

Lease income recorded in Sales of services on the Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023, included $ 6 , $ 45 , and $ 55 of interest income from sales-type leases and $ 47 , $ 56 , and $ 60 from operating lease payments, respectively.

Variable lease payments for sales-type leases recognized in interest income for the years ended December 31, 2024, 2023 and 2022, were insignificant.

Profit at the commencement of sales-type leases was recorded in Sales of services for the years ended December 31, 2024, 2023 and 2022 in the amount of $ 9 , $ 32 , and $ 28 , respectively.

As of December 31, 2024, undiscounted cash flows for notes receivable, sales-type and operating leases over the next five years and thereafter are as follows:

Notes receivable Sales-type leases

Operating leases

Year 1 $ 9 $ 189 $ 47

Year 2 10 13 39

Year 3 11 13 34

Year 4 12 14 32

Thereafter 30

Variable lease payments for sales-type leases and operating leases recognized in Sales of services for the years ended December 31, 2025, 2024 and 2023, were insignificant.

Profit at the commencement of sales-type leases recorded in Sales of services was $ 0 , $ 9 , and $ 32 for the years ended December 31, 2025, 2024 and 2023, respectively.

As of December 31, 2025, undiscounted cash flows for operating leases over the next five years and thereafter are as follows:

Total financing receipts 119

Less imputed interest

Total $ 85 $ 203 $ 165

At December 31, 2024 and 2023, unguaranteed residual values were $ 0 and $ 21 .

Table of Co ntents

Note 12 – Property, Plant and Equipment

7 unchanged sentences

Total $ 15,361 $ 11,412

A t December 31, 2025 and 2024, Property, plant and equipment included $ 519 and $ 370 of gross right-of-use assets and $ 196 and $ 154 of accumulated depreciation on finance leases.

Depreciation expense was $ 1,413 , $ 1,349 and $ 1,328 for 2025, 2024 and 2023, respectively.

6 unchanged sentences

Equity method investments (2)

Restricted cash & cash equivalents (1)(3)

Available-for-sale debt investments (1)

Equity and other investments 34 34

Restricted cash & cash equivalents (1)(3)

Total $ 19,527 $ 13,480

1 unchanged sentence

(2) Dividends received were $ 14 and $ 55 during 2025 and 2024.

Retained earnings at December 31, 2024 and 2023 include undistributed earnings from our equity method investments of $ 141 and $ 110 .

(3) Reflects amounts restricted in support of our workers’ compensation programs and insurance premiums.

Retained earnings at December 31, 2025 and 2024, included undistributed earnings from our equity method investments of $ 213 and $ 141 .

(3) At December 31, 2025, Restricted cash & cash equivalents includes $ 689 placed in escrow pursuant to the May 2025 non-prosecution agreement with the U.S.

Department of Justice.

See Note 23 for additional discussion.

Contributions to investments and Proceeds from investments on our Consolidated Statements of Cash Flows primarily relate to time deposits and available-for-sale debt investments.

1 unchanged sentence

Cash proceeds from the maturities of time deposits during 2025, 2024 and 2023, were $ 46,025 , $ 4,053 and $ 15,140 , respectively.

Allowance for losses on available-for-sale debt investments are assessed quarterly.

All instruments are considered investment grade, and we have not recognized an allowance for credit losses as of December 31, 2024.

Fair value of available-for-sale debt securities approximates amortized cost.

Table of Co ntents

Allowance for losses on available-for-sale debt investments is assessed quarterly.

All instruments are considered investment grade, and we have not recognized an allowance for expected credit losses as of December 31, 2025.

The fair value of available-for-sale debt investments approximates amortized cost.

Equity Method Investments

19 unchanged sentences

Operating lease assets are included in Other assets, net, with the related liabilities included in Accrued liabilities and Other long-term liabilities.

Table of Co ntents

Scheduled payments for operating lease liabilities are as follows:

9 unchanged sentences

Accrued liabilities at December 31 consisted of the following:

Forward loss recognition $ 7,634 $ 4,699

Accrued compensation and employee benefit costs $ 7,464 $ 6,110

Forward loss recognition 6,711 7,634

Product warranties 2,797 2,133

Other customer concessions and considerations 1,696 1,552

Off-market contracts 1,065

Environmental 877 834

Accrued interest payable 877 796

737 MAX customer concessions and other considerations

Other customer concessions and considerations 1,552 1,300

Current portion of retiree healthcare and pension liabilities 442 452

737 MAX customer concessions and other considerations 383 641

Current portion of lease liabilities 335 324

2 unchanged sentences

737 MAX Customer Concessions and Other Considerations

During 2024, we recorded an earnings charge of $ 443 , net of insurance recoveries, in connection with estimated considerations to customers for disruption related to the Alaska Airlines 737-9 accident and 737-9 grounding.

During 2024, we recorded an earnings charge of $ 443 , net of insurance recoveries, in connection with estimated considerations to customers for disruption related to the January 2024 737-9 door plug accident and grounding.

This charge is reflected in the financial statements as a reduction to Sales of products.

Table of Co ntents

The following table summarizes changes in the 737 MAX customer concessions and other considerations liability during 2025 and 2024.

5 unchanged sentences

At December 31, 2025, $ 89 of the liability balance remains subject to negotiations with customers.

The contracted amount includes $ 124 expected to be paid in cash primarily in 2025, while the remaining amounts are primarily expected to be liquidated by lower customer delivery payments.

The remaining contracted amount is primarily expected to be liquidated by lower customer delivery payments.

Environmental

15 unchanged sentences

Changes in estimates 737 ( 4 )

Spirit Acquisition 131

Ending balance – December 31 $ 2,797 $ 2,133

Table of Co ntents

Commercial Aircraft Trade-In Commitments

10 unchanged sentences

Thereafter 1,275

As of December 31, 2024, $ 13,798 of these financing commitments relate to customers we believe have less than investment-grade credit.

A s of December 31, 2025, $ 11,904 of these financing commitments relate to customers we believe have less than investment-grade credit.

We have concluded that no reserve for future potential losses is required for these financing commitments based upon the terms, such as collateralization and interest rates, under which funding would be provided.

Other Financial Commitments

We have financial commitments to make additional capital contributions totaling $ 261 related to certain joint ventures over the next eight years .

We have financial commitments to make additional capital contributions totaling $ 283 related to certain joint ventures over the next 12 years.

Standby Letters of Credit and Surety Bonds

1 unchanged sentence

Contingent liabilities on outstanding letters of credit agreements and surety bonds aggregated approximately $ 3,295 and $ 2,991 as of December 31, 2025 and 2024.

Table of Co ntents

Company Owned Life Insurance

7 unchanged sentences

The Company confirms the validity of invoices from participating suppliers and agrees to pay the intermediary an amount based on invoice totals.

The majority of amounts payable under these programs are due within 30 to 90 days but may extend up to

The majority of amounts payable under these programs are due within 30 to 90 days.

The following table summarizes changes in Accounts payable to suppliers participating in supply chain financing programs:

11 unchanged sentences

We are eligible to claim tax refunds from the State of Missouri and City of Irving, Texas, primarily related to job creation and retention through 2031.

During 2024, 2023, and 2022, we received $ 26 , $ 22 , and $ 30 in cash and recorded a benefit of $ 30 , $ 28 , and $ 21 in cost of sales, respectively.

During 2025, 2024 and 2023, we received $ 32 , $ 26 , and $ 22 in cash and recorded a benefit primarily in cost of sales of $ 27 , $ 30 , and $ 28 , respectively.

At December 31, 2025 and 2024, Other current assets includes receivables of $ 26 and $ 30 .

1 unchanged sentence

We are eligible to claim cash grants through 2032 related to operations in Queensland, Australia.

During 2023 and 2022, we received cash of $ 5 and $ 7 , which was recorded as a benefit in cost of sales.

During 2023, we received cash of $ 5 , which was recorded as a benefit in cost of sales.

During 2024, we received cash of $ 40 to apply against future eligible expenses, which was recorded in Other long-term liabilities and is subject to clawback if we fail to meet certain conditions, including employment levels.

At December 31, 2025, our remaining liability is $ 23 .

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Industrial Revenue Bonds (IRB) issued by St.

Louis County and the city of St.

Charles, Missouri were used to finance the purchase and/or construction of real and personal property at our St.

Louis and St.

Charles sites.

Tax benefits associated with IRBs include Missouri sales tax exemptions as well as 12-year property tax abatements from St.

Louis County and a 22-year property tax abatement from the city of St.

Louis County, the city of St.

Charles, Missouri, and the city of Wichita, Kansas, were used to finance the purchase and/or construction of real and personal property at our St.

Charles and Wichita sites.

Tax benefits associated with IRBs primarily include sales tax exemptions and five to 22-year property tax abatements.

We record these properties on our Consolidated Statements of Financial Position.

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If we are unable to satisfactorily resolve disputed costs, we could be required to record an earnings charge and/or provide refunds to the U.S.

In addition, we are making

certain capital expenditures in anticipation of future contract awards that have risk for impairment if we are not selected.

Total capital investment was approximately $ 500 at December 31, 2024.

Fixed-Price Contracts

Long-term contracts that are contracted on a fixed-price basis could result in losses in future periods.

Long-term contracts that are contracted on a fixed-price basis or have fixed-price options could result in losses in future periods.

Certain of the fixed-price contracts are for the development of new products, services and related technologies.

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During 2025 and 2024, we increased the reach-forward loss on the contract by $ 60 and $ 379 .

During the second quarter of 2024, we increased the reach-forward loss on the contract by $ 250 primarily driven by higher than anticipated costs due to engineering design changes related to wiring and other structural requirements.

During the fourth quarter of 2024, we increased the reach-forward loss by $ 129 reflecting higher estimated costs due to engineering design changes and schedule delays.

The increased reach-forward loss in 2024 was primarily driven by higher than anticipated costs due to engineering design changes related to wiring and other structural requirements.

The increased reach-forward loss in 2025 was due to increases in supplier costs.

We expect finalization of the contract terms to reset the schedule and adjust the requirements in early 2026.

Risk remains that we may record additional losses in future periods.

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During 2025 and 2024, we increased the reach-forward loss on the KC-46A Tanker program by $ 714 and $ 2,002 .

During the first quarter of 2024, we increased the reach-forward loss by $ 128 , primarily due to factory disruption associated with supply chain constraints.

During the second quarter of 2024, we increased the reach-forward loss on the contract by $ 391 , primarily reflecting higher than anticipated factory disruption, including supply chain constraints and parts shortages.

During the third quarter of 2024, we increased the reach-forward loss on the contract by $ 661 to reflect higher than anticipated factory disruption, higher estimated supplier costs, the projected impacts of the International Association of Machinists and Aerospace Workers District 751 (IAM 751) contract negotiations and the ongoing work stoppage, and increased cost allocations primarily resulting from lower commercial airplane production rates.

During the fourth quarter of 2024, we recorded an earnings charge of $ 822 , primarily due to factory performance, higher estimated future production costs, and higher costs resulting from the IAM 751 work stoppage and new agreement.

The fourth quarter charge also includes increased cost allocations from the decision to end production of the 767 freighter program and higher supplier costs.

As of December 31, 2024, we had approximately $ 85 of capitalized precontract costs and $ 132

of potential termination liabilities to suppliers related to future production lots.

The additional reach-forward loss during 2025 was primarily driven by higher estimated manufacturing and engineering costs for production support.

As of December 31, 2025, we had approximately $ 64 of capitalized precontract

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costs and $ 72 of potential termination liabilities to suppliers related to future production lots.

Risk remains that we may record additional losses in future periods.

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In connection with winning the competition, we recognized a reach-forward loss of $ 291 in the third quarter of 2018.

During 2023, we increased the reach-forward loss by $ 231 .

In the first quarter of 2024, we were awarded a cost-type contract modification totaling $ 657 for two additional test aircraft plus other scope increases.

During 2024, we increased the reach-forward loss by $ 339 .

During the third quarter of 2024, we increased the reach-forward loss by $ 217 primarily reflecting higher than anticipated production costs to complete EMD aircraft.

During the fourth quarter of 2024, we increased the reach-forward loss by $ 122 , primarily reflecting costs associated with ongoing design and software development challenges.

The initial EMD units are currently progressing through the factory and the increase reflects recent and projected factory performance as well as the higher than anticipated complexity of the production build.

We expect the initial units to complete production in 2025 and begin flight testing.

We will be initiating final assembly operations at our new facility at Mid-America St.

Louis Airport in Mascoutah, Illinois, in 2025.

During 2024, we increased the reach-forward loss by $ 339 reflecting higher than anticipated production costs and higher costs associated with ongoing design and software development challenges.

We recorded an immaterial reach-forward loss in 2025.

During the first half of 2025, we initiated final assembly operations at our new facility at Mid-America St.

Louis Airport in Mascoutah, Illinois, and began ground-based flight testing.

Flight test and assembly of the remaining EMD units will continue in 2026.

Risk remains that we may record additional losses in future periods.

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In 2018, we were awarded the T-7A Red Hawk program.

The EMD portion of the contract is a $ 860 fixed-price contract and includes five aircraft and seven simulators.

The production portion of the contract includes production lots for 346 T-7A Red Hawk aircraft and related services that we believe are probable of being exercised.

The EMD portion of the contract was a $ 860 fixed-price contract and included five aircraft and seven simulators.

The five EMD aircraft have been delivered as of December 31, 2024, and the flight testing is ongoing.

During 2024 and 2023, we increased the reach-forward loss on the T-7A Red Hawk program by $ 1,770 and $ 275 .

The increase in 2024 primarily reflects higher estimated supplier costs related to future production lots.

During the first quarter of 2024, we increased the reach-forward loss by $ 94 primarily reflecting increases in production costs.

During the second quarter of 2024, we increased the reach-forward loss on the program by $ 278 primarily driven by higher than anticipated costs to meet certain technical and support requirements.

During the third quarter of 2024, we increased the loss on the program by $ 908 primarily to reflect higher estimated supplier costs related to future production lots.

The higher estimated supplier costs were based on our updated assessment that previously assumed cost estimates are not projected to be realized in the current environment based on ongoing contracting activity and discussions with suppliers.

The revised estimates include priced options or not-to-exceed pricing for contractually committed suppliers and escalated current prices for uncontracted work.

We also provisioned for a supplier not fulfilling their contractual requirements, and for certain equipment no longer assumed to be customer-furnished for certain production lots.

During the fourth quarter of 2024, we further increased the reach-forward loss by $ 490 primarily reflecting increased supplier pricing based on new pricing proposals and supplier negotiations.

The fourth quarter charge also includes higher costs to complete the flight test program to achieve final certification.

At December 31, 2024, we had approximately $ 315 of capitalized precontract costs and $ 632 of potential termination liabilities to suppliers related to certain long-lead items for the first 4 production lots.

In January 2025, the USAF announced an updated acquisition approach for the T-7A Red Hawk that allows the Company to provide a production-ready configuration to the customer prior to low-rate initial production, which better supports the operational needs of the customer and reduces future production risk.

In June 2025, the customer ordered four production representative test vehicles.

The production portion of the contract now includes production lots for 342 T-7A Red Hawk aircraft and related services that we believe are probable of being exercised.

During 2024, we increased the reach-forward loss on the T-7A Red Hawk program by $ 1,770 primarily reflecting higher estimated supplier costs related to future production lots.

We recorded an immaterial reach-forward loss in 2025.

At December 31, 2025, we had approximately $ 377 of capitalized precontract costs and $ 869 of potential termination liabilities to suppliers related to certain long-lead items for future production lots.

Risk remains that we may record additional losses in future periods.

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The National Aeronautics and Space Administration has contracted us to design and build the CST-100 Starliner spacecraft to transport crews to the International Space Station (ISS) and in the second quarter of 2022, we successfully completed the uncrewed Orbital Flight Test.

During 2023, we

increased the reach-forward loss by $ 288 primarily as a result of delaying the Crewed Flight Test (CFT) following notification by a parachute supplier of an issue identified through testing.

The CFT launched on June 5, 2024, and docked with the ISS.

The Starliner spacecraft had a minimum mission duration of 8 days.

The Crewed Flight Test launched on June 5, 2024, and docked with the ISS.

Its return to Earth was delayed to allow time to perform further testing of propulsion system anomalies and returned to Earth uncrewed in September 2024.

During 2024, we increased the reach-forward loss by $ 523 primarily to reflect schedule delays and higher testing and certification costs as well as higher costs for post certification missions.

We recorded an immaterial reach-forward loss in 2025.

We and the customer are planning to launch an uncrewed mission during the first half of 2026 and a crewed mission later in 2026.

We are continuing to work toward crew certification and resolve the propulsion system anomalies.

At December 31, 2025, we had approximately $ 544 of capitalized precontract costs and $ 4 of potential termination liabilities to suppliers related to unauthorized future missions.

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During the fourth quarter of 2024, we announced plans to reduce our overall workforce.

As a result, we recorded $ 295 of severance benefits payable to employees expected to leave the Company through involuntary terminations by the first half of 2025.

The severance packages are consistent with our ongoing compensation and benefits plans.

The remaining liability at December 31, 2024, was $ 287 .

As a result, in 2024, we recorded $ 295 of severance benefits payable to employees expected to leave the Company

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through involuntary terminations by the first half of 2025.

The severance packages were consistent with our ongoing compensation and benefits plans.

The remaining liability at December 31, 2025 and 2024, was $ 0 and $ 287 .

Note 16 – Arrangements with Off-Balance Sheet Risk

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Credit guarantees 15 15 $ 14 $ 14

Contingent Repurchase Commitments In conjunction with signing a definitive agreement for the sale of commercial aircraft, we have entered into contingent repurchase commitments with certain customers wherein we agree to repurchase the sold aircraft at a specified price, generally 10 to 15 years after delivery.

C ontingent Repurchase Commitments In conjunction with signing a definitive agreement for the sale of commercial aircraft, we have entered into contingent repurchase commitments with certain customers wherein we agree to repurchase the sold aircraft at a specified price, generally 10 to 15 years after delivery.

Our repurchase of the aircraft is contingent upon entering into a mutually acceptable agreement for the sale of additional new aircraft in the future.

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Credit Guarantees We have issued credit guarantees where we are obligated to make payments to a guaranteed party in the event that the original lessee or debtor does not make payments or perform certain specified services.

Generally, these guarantees have been extended on behalf of guaranteed

parties with less than investment-grade credit.

Generally, these guarantees have been extended on behalf of guaranteed parties with less than investment-grade credit.

Current outstanding credit guarantees expire through 2036.

Other Indemnifications In conjunction with our sales of Electron Dynamic Devices, Inc.

and Rocketdyne Propulsion and Power businesses and our BCA facilities in Wichita, Kansas and Tulsa and McAlester, Oklahoma, we agreed to indemnify, for an indefinite period, the buyers for costs relating to pre-closing environmental conditions and certain other items.

and Rocketdyne Propulsion and Power businesses, we agreed to indemnify, for an indefinite period, the buyers for costs relating to pre-closing environmental conditions and certain other items.

We are unable to assess the potential number of future claims that may be asserted under these indemnifications, nor the amounts thereof (if any).

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To the extent that claims have been made under these indemnities and/or are probable and reasonably estimable, liabilities associated with these indemnities are included in the environmental liability disclosure in Note 15.

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Note 17 – Debt

In the second quarter of 2024, we issued $ 10.0 billion of fixed-rate senior notes consisting of $ 1.0 billion due May 2027 that bear an annual interest rate of 6.259 %, $ 1.5 billion due May 2029 that bear an annual interest rate of 6.298 %, $ 1.0 billion due May 2031 that bear an annual interest rate of 6.388 %, $ 2.5 billion due May 2034 that bear an annual interest rate of 6.528 %, $ 2.5 billion due May 2054 that bear an annual interest rate of 6.858 %, and $ 1.5 billion due May 2064 that bear an annual interest rate of 7.008 %.

The notes are unsecured senior obligations and rank equally in right of payment with our existing and future unsecured and unsubordinated indebtedness.

The net proceeds of the issuance totaled $ 9.9 billion, after deducting underwriting discounts, commissions, and offering expenses.

In the second quarter of 2024, we entered into a $ 4.0 billion five-year revolving credit agreement expiring in May 2029.

Effective as of the second quarter of 2024, we terminated the $ 0.8 billion 364 -day revolving credit agreement expiring in August 2024, and the $ 3.2 billion five-year revolving credit agreement, as amended, expiring in October 2024.

Our $ 3.0 billion three-year revolving credit agreement expiring in August 2025 and $ 3.0 billion five-year revolving credit agreement expiring in August 2028 each remain in effect.

As of December 31, 2024, we had $ 10.0 billion available under credit line agreements.

We continue to be in full compliance with all covenants contained in our debt and credit facility agreements.

In August 2025 , we entered into a $ 3,000 , 364 -day revolving credit agreement expiring in August 2026 .

This facility replaced the $ 3,000 , three-year revolving credit agreement which was scheduled to terminate in August 2025 .

The 364 -day credit facility has a one-year term out option which allows us to extend the maturity of any borrowings until August 2027.

Our legacy $ 3,000 , five-year revolving credit agreement expiring in August 2028 and $ 4,000 , five-year revolving credit agreement expiring in May 2029 each remain in effect.

As of December 31, 2025 , we had $ 10,000 available under credit line agreements.

We continue to be in compliance with all covenants contained in our debt and credit facility agreements.

In December 2025, as a result of the Spirit Acquisition, we assumed $ 3,608 of debt, $ 2,260 of which we immediately repaid.

The remaining debt assumed primarily includes the following notes issued by Spirit Sub:

$ 300 of 3.850 % Senior Notes due 2026 (the Spirit 2026 Notes), $ 700 of 4.600 % Senior Notes due 2028 (the Spirit 2028 Notes, and together with the Spirit 2026 Notes, the Spirit Senior Notes) and $ 230 of 3.250 % Exchangeable Notes due 2028 (the Spirit Exchangeable Notes).

The Spirit Exchangeable Notes mature on November 1, 2028, unless earlier exchanged, redeemed or repurchased, and are exchangeable at an initial rate of 6.7067 shares of Boeing common stock per $ 1,000 principal amount, in whole dollars, of the Spirit Exchangeable Notes.

Prior to August 1, 2028, if certain conditions are met, holders of the Spirit Exchangeable Notes may elect to exchange the Spirit Exchangeable Notes.

On or after August 1, 2028, the holders of the Spirit Exchangeable Notes may elect to exchange the Spirit Exchangeable Notes without restriction.

Upon exchange, we will pay cash and/or deliver shares of Boeing common stock, at our election, to the holders of the Spirit Exchangeable Notes.

In connection with closing of the Spirit Acquisition, The Boeing Company guaranteed the obligations of Spirit Sub with respect to the Spirit Senior Notes, and as a result, each of The Boeing Company and Spirit fully and unconditionally guarantee the Spirit Senior Notes on a senior unsecured basis.

The guarantees rank equally in right of payment with all of Boeing’s existing and future senior unsecured indebtedness.

Interest incurred, including amounts capitalized, was $ 2,956 , $ 2,874 and $ 2,560 for the years ended December 31, 2025, 2024 and 2023, respectively.

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Total $ 8,461 $ 1,278

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Debt at December 31 consisted of the following:

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Total debt $ 54,098 $ 53,864

(1) Includes $ 230 of Spirit Exchangeable Notes assumed as a result of the Spirit Acquisition, which will become exchangeable for shares of Boeing common stock and/or cash, at our election.

Scheduled principal payments for debt for the next five years are as follows:

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Scheduled payments for finance lease obligations are as follows:

Finance lease obligations

Total finance lease payments

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Pension assets are placed in trust solely for the benefit of the plans’ participants and are structured to maintain liquidity that is sufficient to pay benefit obligations as well as to keep pace over the long-term with the growth of obligations for future benefit payments.

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We also have other postretirement benefits (OPB) other than pensions which consist principally of health care coverage for eligible retirees and qualifying dependents, and to a lesser extent, life insurance to certain groups of retirees.

Retiree health care is provided principally until age 65 for approximately three-fourths of those participants who are eligible for retiree health care coverage.

Retiree health care is provided principally until age 65 for approximately three-fourths of those participants who are eligible for post-retirement health care coverage.

Certain employee groups, including employees covered by most United Auto Workers bargaining agreements, are provided lifetime health care coverage.

The funded status of the plans is measured as the difference between the plan assets at fair value and the projected benefit obligation (PBO).

On December 31, 2025, we merged seven of our pension plans to make use of overfunding in certain plans, reducing future required pension plan contributions.

We have recognized the aggregate of all overfunded plans in Other assets and the aggregate of all underfunded plans in either Accrued retiree health care or Accrued pension plan liability, net.

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Recognized net actuarial loss/(gain) 299 281 173 ( 141 ) ( 176 ) ( 175 )

Settlement/curtailment gain ( 4 )

Net periodic benefit (income)/cost ($ 167 ) ($ 471 ) ($ 527 ) $ 32 ($ 22 ) ($ 9 )

Net periodic benefit cost included in Loss from operations $ 5 $ 2 $ 3 $ 47 $ 62 $ 79

Net periodic benefit cost included in Earnings/(loss) from operations $ 9 $ 5 $ 2 $ 49 $ 47 $ 62

Net periodic benefit income included in Other income, net ( 176 ) ( 476 ) ( 529 ) ( 19 ) ( 73 ) ( 58 )

Net periodic benefit (income)/cost included in Loss before income taxes

Net periodic benefit (income)/cost included in Earnings/(loss) before income taxes

($ 167 ) ($ 471 ) ($ 527 ) $ 30 ($ 26 ) $ 4

On December 8, 2025, as part of the Spirit Acquisition, we acquired three defined benefit plans and two post-retirement medical plans.

Eligibility for these plans is closed and the defined benefit plans’ accruals are frozen for existing participants.

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The following tables show changes in the benefit obligation, plan assets and funded status of both pensions and OPB for the years ended December 31, 2025 and 2024.

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Amendments 6 140

Actuarial (gain)/loss ( 2,493 ) 1,217 156 ( 152 )

Actuarial loss/(gain) 1,501 ( 2,493 ) ( 26 ) 156

Gross benefits paid ( 4,507 ) ( 4,173 ) ( 331 ) ( 336 )

Subsidies 15 8

Spirit Acquisition 1,309 30

Exchange rate adjustment 10 ( 18 ) 2 ( 3 )

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Plan participants’ contributions 1 1

Spirit Acquisition

Benefits paid ( 4,367 ) ( 4,034 ) ( 2 ) ( 3 )

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Net amount recognized ($ 4,278 ) ($ 4,847 ) ($ 2,321 ) ($ 2,468 )

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Actuarial gains and losses result from changes in actuarial assumptions (such as changes in the discount rate and revised mortality rates).

Actuarial losses in 2025 and gains in 2024 related to projected benefit obligations were primarily the result of changes in discount rates.

Amounts recognized in Accumulated other comprehensive loss (AOCI) at December 31 were as follows:

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The yield curve is fitted to yields developed from bonds at various maturity points.

Bonds with the ten percent highest and the ten percent lowest yields are omitted.

Bonds with the 10 percent highest and the 10 percent lowest yields are omitted.

The present value of each plan’s benefits is calculated by applying the discount rates to projected benefit cash flows.

The pension fund’s expected return on plan assets assumption is derived from a review of actual historical returns achieved by the pension trust and anticipated future long-term performance of individual asset classes.

The pension fund’s expected return on plan assets assumption is derived from a review of actual historical returns achieved by the pension trust and anticipated future long-term performance of

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individual asset classes.

While consideration is given to historical returns, the assumption represents a long-term, prospective return.

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companies, across various industries and market capitalizations.

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Private equity investment vehicles are primarily limited partnerships (LPs) that mainly invest in U.S.

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Real estate includes, but is not limited to, investments in office, retail, apartment and industrial properties.

Real assets include, but are not limited to, investments in natural resources (such as energy, farmland and timber), commodities and infrastructure.

Real assets include, but are not limited to, investments in natural resources (such as energy, farmland and timber) and infrastructure.

Hedge fund investments seek to capitalize on inefficiencies identified across and within different asset classes or markets.

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Certain investment managers are authorized to use derivatives, such as equity or bond futures, swaps, options and currency futures or forwards.

Derivatives are used to achieve the desired market exposure of a security or an index, transfer value-added performance between asset classes,

achieve the desired currency exposure, adjust portfolio duration or rebalance the total portfolio to the target asset allocation.

Derivatives are used to achieve the desired market exposure of a security or an index, transfer value-added performance between asset classes, achieve the desired currency exposure, adjust portfolio duration or rebalance the total portfolio to the target asset allocation.

As a percentage of total pension assets, derivative net notional amounts were 41.6 % and 42.0 % for fixed income, including to-be-announced mortgage-backed securities and treasury forwards, and ( 0.6 )% and 0.8 % for global equity and commodities at December 31, 2025 and 2024.

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The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value.

Level 1 refers to fair values determined based on quoted prices in active markets for identical assets.

Level 1 refers to fair values determined based on quoted prices

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in active markets for identical assets.

Level 2 refers to fair values estimated using significant other observable inputs, and Level 3 includes fair values estimated using significant unobservable inputs.

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Sovereign 2,055 2,053 2 924 923 1

Mutual funds/ETFs

Other 5 $ 2 3

Asset backed private loans

Assets 1,858 1,858

Liabilities ( 1,827 ) ( 1 ) ( 1,826 ) ( 194 ) ( 194 )

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2,464 2,464 2,530 2,530

Boeing company stock

Private equity

Mutual funds/ETFs

Liabilities ( 13 ) ( 13 )

Real estate and real assets:

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Total $ 47,147 $ 45,574

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Fixed income securities are primarily valued upon a market approach, using matrix pricing and considering a security’s relationship to other securities for which quoted prices in an active market may be available, or an income approach, converting future cash flows to a single present value amount.

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Publicly traded infrastructure stocks are valued using a market approach based on quoted market prices of identical instruments.

Exchange-traded commodities futures positions are reported in accordance with changes in daily variation margin which is settled daily and therefore reflected in the payables and receivables portion of the table.

Hedge fund NAVs are generally based on the valuation of the underlying investments.

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Pension assets invested in commingled and LP structures rely on the NAV of these investments as the practical expedient for the valuations.

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The following tables summarizes the changes of Level 3 assets, reconciled by asset class, held during the years ended December 31, 2025 and 2024.

Transfers into and out of Level 3 are reported at the beginning-of-year values.

2024 Balance Net Realized and Unrealized (Losses)/Gains

2025 Balance Net Realized and Unrealized Gains/(Losses)

Net Purchases, Issuances and Settlements Net Transfers Into/(Out of) Level 3 December 31

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Mortgage backed and

161 2 5 $ 4 172

Other 3 ( 3 )

Sovereign 1 1 2

Asset backed private loans 54 54

Cash equivalents and other short-term investments 4 ( 4 )

Equity securities:

preferred stock 1 ( 1 )

Real assets 2 ( 2 )

Total $ 213 $ 6 $ 306 ($ 30 ) $ 495

2023 Balance Net Realized and Unrealized Gains/(Losses) Net Purchases, Issuances and Settlements Net Transfers Into/(Out of) Level 3 December 31

2024 Balance Net Realized and Unrealized (Losses)/Gains

Net Purchases, Issuances and Settlements Net Transfers Into/(Out of) Level 3 December 31

Fixed income securities:

$ 59 ($ 3 ) ($ 22 ) $ 34

government and agencies

Mortgage backed and asset backed

161 2 5 $ 4 172

Municipal 32 ( 5 ) ( 27 )

Sovereign 1 1

Other 3 ( 3 )

Cash equivalents and other short-term investments 4 4

Equity securities:

common and preferred stock

Real assets 3 ( 2 ) 1 2

Total $ 226 ($ 3 ) ($ 15 ) $ 5 $ 213

For the year ended December 31, 2025, the changes in unrealized gains/(losses) for Level 3 assets still held at December 31, 2025 were $ 7 for corporate fixed income securities, $ 1 for mortgage backed and asset backed fixed income securities, and $ 46 for asset backed private loans fixed income securities.

For the year ended December 31, 2024, the changes in unrealized (losses)/gains for Level 3 assets still held at December 31, 2024 were ($ 7 ) for corporate fixed income securities and $ 1 for mortgage backed and asset backed fixed income securities.

For the year ended December 31, 2023, the changes in unrealized gains for Level 3 assets still held at December 31, 2023 were $ 2 for corporate fixed income securities, $ 6 for mortgage backed and asset backed fixed income securities, and $ 3 for other fixed income securities.

OPB Plan Assets The majority of OPB plan assets are invested in two commingled index funds (with daily liquidity) which are held at a target allocation of approximately 60 % in the equity fund and 40 % in the debt fund.

The commingled funds are valued daily at their NAVs which are calculated by the

investment manager.

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the debt fund.

The commingled funds are valued daily at their NAVs which are calculated by the investment manager.

The expected rate of return on these assets does not have a material effect on the net periodic benefit cost.

Contributions Required pension contributions under the Employee Retirement Income Security Act (ERISA), as well as rules governing funding of our non-US pension plans, are not expected to be significant in 2025.

Contributions Required pension contributions under the Employee Retirement Income Security Act (ERISA), as well as rules governing funding of our non-U.S.

pension plans, are not expected to be significant in 2026.

We do not expect to make discretionary contributions to our pension plans in 2026.

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Following approval of our 2023 Incentive Stock Plan in 2023, no further awards have been or may be granted under our 2003 Incentive Stock Plan.

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Shares issued under the 2023 Incentive Stock Plan will be funded out of treasury shares, except to the extent there are insufficient treasury shares, in which case new shares will be issued.

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The model includes no expected dividend yield.

Stock options granted during 2024 and 2023 were not material.

In February 2022, we granted 348,769 premium-priced stock options to our executive officers as part of our long-term incentive program.

In 2025, we granted premium-priced stock options to our executive officers as part of our long-term incentive program.

These stock options have an exercise price equal to 120 % of the fair market value of our stock on the date of grant.

If certain performance measures are met, the exercise price is reduced to 110 % of the grant date fair market value of our stock.

Grant Year Grant Date Expected Life Expected Volatility Risk Free Interest Rate Grant Date Fair Value Per Option

Grant Date Options Granted

Expected Life Expected Volatility Risk Free Interest Rate Grant Date Fair Value Per Option

2/19/2025 366,869 7.0 years 39.0 % 4.5 % $ 79.53

2/24/2025 17,785 7.0 years 39.0 % 4.4 % $ 77.31

8/15/2025 44,321 7.0 years 39.3 % 4.3 % $ 101.53

Stock options granted during 2024 and 2023 were not material.

Stock option activity for the year ended December 31, 2025 was as follows:

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Granted 428,975 227.33

Exercised ( 1,953 ) 124.98

Expired ( 18,729 ) 246.56

Forfeited ( 15,150 ) 260.98

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Exercisable at end of year 721,844 $ 254.33 5.4 $ 0

The total intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 was $ 0 , $ 80 and $ 75 , with a related tax benefit of $ 0 , $ 18 and $ 17 , respectively.

At December 31, 2024, there was $ 9 of total unrecognized compensation cost related to options which is expected to be recognized over a weighted average period of 3.1 years.

The fair value of options vested during the year ended December 31, 2024, was $ 32 .

No options vested during the years ended December 31, 2023 and 2022.

Options exercised during 2025 and 2024 were not material.

The total intrinsic value of options exercised during the year ended December 31, 2023 was $ 80 , with a related tax benefit of $ 18 .

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December 31, 2025, there was $ 22 of total unrecognized compensation cost related to options which is expected to be recognized over a weighted average period of 2.3 years.

The fair value of options vested during the years ended December 31, 2025 and 2024 was $ 26 and $ 32 .

No options vested during the year ended December 31, 2023.

Restricted Stock Units

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In March 2024, we granted to our executive officers 125,432 RSUs with a grant date fair value of $ 192.94 per unit as part of our long-term incentive program.

In July 2022, we granted 2,568,112 RSUs with a grant date fair value of $ 157.69 per unit as part of our long-term incentive program, accelerating awards planned for 2023 to retain executives.

The RSUs granted under this program are generally scheduled to vest and settle in common stock (on a one-for-one basis) on the third anniversary of the grant date.

If an executive terminates employment because of retirement, layoff, disability, or death, the executive (or beneficiary) may receive some or all of their stock units depending on certain age and service conditions.

In all other cases, the RSUs will not vest and all rights to the stock units will terminate.

These RSUs are labeled executive long-term incentive program in the table below.

These RSUs are included in Long-Term Incentive Program in the table below.

In addition to RSUs awarded under our long-term incentive programs, we granted RSUs to certain executives and employees.

These RSUs are labeled other RSUs in the table below.

The fair values of all RSUs are estimated using the average of the high and low stock prices on the date of grant.

As a result of the Spirit Acquisition in December 2025, we exchanged Spirit share-based compensation awards for 164,806 Boeing RSUs, of which 2,682 units are payable in cash.

The fair value of these RSUs is $ 204.71 per unit, of which $ 16 will be recognized as compensation expense over the remaining service period.

These RSUs are included in Other in the table below.

The fair values of all RSUs, except RSUs exchanged for Spirit share-based compensation awards, are estimated using the average of the high and low stock prices on the date of grant.

RSU activity for the year ended December 31, 2025 was as follows:

Long-Term Incentive Program

Long-Term Incentive Program Other

Weighted Average Fair Value per Unit

Number of units:

Outstanding at beginning of year 6,340,571 $ 190.23 565,430 $ 177.20

Granted 2,174,064 176,483

2,319,823 184.79 380,049 196.76

Forfeited ( 368,748 ) 191.71 ( 58,327 ) 191.53

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Weighted average remaining amortization period (years)

(1) Includes 164,806 awards issued in exchange for Spirit share-based compensation awards as a result of the Spirit Acquisition.

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Performance Restricted Stock Units

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As of December 31, 2025 and 2024, the deferred compensation liability which is being marked to market was $ 1,685 and $ 1,675 .

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Note 20 – Shareholders' Equity

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Balance at December 31, 2025 1,012,261,159 227,562,887 5,750,000

Treasury Stock

On December 8, 2025, we issued 22,977,008 shares of common stock, $ 5.00 par value per share, from shares held in Treasury Stock in exchange for Spirit common stock as a result of the Spirit Acquisition.

For additional discussion, see Note 2 to our Consolidated Financial Statements.

On October 30, 2024, we issued 129,375,000 shares of common stock, $ 5.00 par value per share, from shares held in Treasury Stock.

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Dividends that are declared will be payable on January 15, April 15, July 15 and October 15 to holders of record on the January 1, April 1, July 1, and October 1 immediately preceding the relevant dividend payment date.

Dividends paid on Mandatory convertible preferred stock in 2025 and 2024 were $ 331 and $ 0 .

In December 2025, dividends of $ 86 were declared to holders of record as of January 1, 2026, representing $ 15.00 per share, and were paid in cash on January 15, 2026.

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The following table illustrates the conversion rate per share of Mandatory convertible preferred stock, subject to certain anti-dilution adjustments, based on the applicable market value of the common stock:

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Additional Paid-in Capital

During the year ended December 31, 2025, Additional paid-in capital included an increase of $ 109 related to the assumption of Exchangeable Notes as a result of the Spirit Acquisition.

During the year ended December 31, 2023, Additional paid-in capital included a decrease of $ 267 related to a non-cash transaction to purchase shares in a consolidated subsidiary from the noncontrolling interests.

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Accumulated Other Comprehensive Loss

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Balance at January 1, 2023 ($ 167 ) ($ 24 ) ($ 9,359 ) ($ 9,550 )

Other comprehensive (loss)/income before reclassifications

( 62 ) ( 1 ) ( 40 ) 1,529 (2)

Amounts reclassified from AOCI

Net current period Other comprehensive (loss)/income

( 62 ) ( 1 ) ( 30 ) 2,202 2,109

Balance at December 31, 2022 ($ 167 ) ($ 24 ) ($ 9,359 ) ($ 9,550 )

Other comprehensive income/(loss) before reclassifications

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Amounts reclassified from AOCI

( 5 ) ( 104 ) (3)

Net current period Other comprehensive income/(loss)

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Balance at December 31, 2024 ($ 178 ) $ 2 ($ 211 ) ($ 10,528 ) ($ 10,915 )

Other comprehensive income before reclassifications

225 262 19 506

Amounts reclassified from AOCI

$ 17 37 78 132

Net current period Other comprehensive income

242 299 97 638

Balance at December 31, 2025 $ 64 $ 2 $ 88 ($ 10,431 ) ($ 10,277 )

(1) Net of tax.

(2) Primarily related to remeasurement of assets and benefit obligations related to the Company's pension and other postretirement benefit plans resulting in an actuarial (loss)/gain of ($ 722 ) and $ 1,533 (net of tax of $ 13 and ($ 22 )) for the years ended December 31, 2023 and 2022.

(2) Primarily related to remeasurement of assets and benefit obligations related to the Company's pension and other postretirement benefit plans resulting in an actuarial loss of ($ 722 ) (net of tax of $ 13 ) for the year ended December 31, 2023.

(3) Amounts reclassified from AOCI for the year ended December 31, 2023, primarily related to amortization of prior service credits totaling ($ 102 ) (net of tax of $ 1 ).

Amounts reclassified from AOCI for the year ended December 31, 2022, primarily related to amortization of actuarial losses totaling $ 791 (net of tax of ($ 11 )).

These are included in net periodic pension cost.

(4) Includes losses of $ 39 (net of tax of ($ 11 )) from cash flow hedges reclassified to Other income, net because the forecasted transactions are not probable of occurring.

(4) Primarily related to remeasurement of assets and benefit obligations related to the Company's pension and other postretirement benefit plans resulting in an actuarial loss of ($ 225 ) (net of tax of ($ 1 )) and prior service credits of ($ 140 ) (net of tax of $ 0 ) for the year ended December 31, 2024.

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We use foreign currency forward contracts to manage currency risk associated with certain expected sales and purchases through 2032.

We use commodity derivatives, such as fixed-

price purchase commitments and swaps to hedge against potentially unfavorable price changes for commodities used in production.

We use commodity derivatives, such as fixed-price purchase commitments and swaps to hedge against potentially unfavorable price changes for commodities used in production.

Our commodity contracts hedge forecasted transactions through 2029.

Derivative Instruments Not Receiving Hedge Accounting Treatment

We have entered into agreements to purchase and sell aluminum to address long-term strategic sourcing objectives and non-U.S.

We hold certain foreign currency forward contracts which do not qualify for hedge accounting treatment.

At December 31, 2024, we had agreements to purchase and sell aluminum to address long-term

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strategic sourcing objectives and non-U.S.

business requirements.

These agreements are derivative instruments for accounting purposes.

The quantities of aluminum in these agreements offset and are priced at prevailing market prices.

We also hold certain foreign currency forward contracts and commodity swaps which do not qualify for hedge accounting treatment.

These agreements were derivative instruments for accounting purposes.

The quantities of aluminum in these agreements offset and were priced at prevailing market prices.

At December 31, 2025, these agreements have expired and no notional amounts remain.

Notional Amounts and Fair Values

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(1) Notional amounts represent the gross contract/notional amount of the derivatives outstanding.

(Losses)/gains associated with our hedging transactions and forward points recognized in Other comprehensive income are presented in the following table:

Gains/(losses) associated with our hedging transactions and forward points recognized in Other comprehensive income/(loss) are presented in the following table:

Years ended December 31, 2025 2024 2023

Recognized in Other comprehensive income, net of taxes:

Recognized in Other comprehensive income/(loss), net of taxes:

Foreign exchange contracts $ 210 ($ 248 ) $ 61

Commodity contracts 52 ( 10 ) ( 20 )

(Losses)/gains associated with our hedging transactions and forward points reclassified from AOCI to earnings are presented in the following table:

Gains/(losses) associated with our hedging transactions and forward points reclassified from AOCI to earnings are presented in the following table:

Years ended December 31, 2025 2024 2023

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General and administrative expense 6 6 7

During the year ended December 31, 2022, we reclassified losses associated with certain cash flow hedges of $ 50 from AOCI to Other income, net because it became probable the forecasted transactions would not occur.

Gains/(losses) related to undesignated derivatives on foreign exchange and commodity cash flow hedging transactions recognized in Other income, net were insignificant for the years ended December 31, 2025, 2024 and 2023.

Based on our portfolio of cash flow hedges, we expect to reclassify losses of $ 64 (pre-tax) out of AOCI into earnings during the next 12 months.

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Based on our portfolio of cash flow hedges, we expect to reclassify gains of $ 16 (pre-tax) out of AOCI into earnings during the next 12 months.

We have derivative instruments with credit-risk-related contingent features.

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Total liabilities ($ 43 ) ($ 43 ) ($ 218 ) ($ 218 )

Money market funds, available-for-sale debt investments and equity investments are valued using a market approach based on the quoted market prices or broker/dealer quotes of identical or comparable instruments.

Money market funds, available-for-sale debt investments and equity securities are valued using a market approach based on the quoted market prices or broker/dealer quotes of identical or comparable instruments.

Derivatives include foreign currency and commodity contracts.

Our foreign currency forward contracts are valued using an income approach based on the present value of the forward rate less the contract rate multiplied by the notional amount.

Commodity derivatives are valued using an income approach based on the present value of the commodity index prices less the contract rate multiplied by the notional amount.

Commodity derivatives are valued using an income approach based on the present value of the commodity index price less the contract rate multiplied by the notional amount.

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Certain assets have been measured at fair value on a nonrecurring basis.

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Total $ 2 ($ 45 ) $ 53 ($ 112 )

Level 2 and Level 3 Property, plant and equipment were valued based on third-party valuations using a combination of income and market approaches and adjusted for as-is condition.

Level 3 Investments and Other assets were primarily valued using an income approach based on the discounted cash flows associated with the underlying assets.

Level 2 and Level 3 Property, plant and equipment were valued based on a third-party valuation using a combination of income and market approaches and adjusted for as-is condition.

These approaches are considered estimates of net operating income, capitalization rates, and/or comparable property sales.

Level 3 operating lease equipment is derived by calculating a median collateral value from a consistent group of third-party aircraft value publications.

Level 3 operating lease equipment was valued by calculating a median collateral value from a consistent group of third-party aircraft value publications.

The values provided by the third-party aircraft publications are derived from their knowledge of market trades and other market factors.

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Under certain circumstances, we adjust values based on the attributes and condition of the specific aircraft or equipment, usually when the features or use of the aircraft vary significantly from the more generic aircraft attributes covered by third-party publications, or on the expected net sales price for the aircraft.

For Level 3 operating lease equipment that were measured at fair value on a nonrecurring basis during the period ended December 31, 2024, the following table presents the fair value of those assets as of the measurement date, valuation techniques and related unobservable inputs of those assets.

Value Valuation

Unobservable Input Range

Median or Average

Operating lease equipment

$ 15 Market approach Aircraft value publications $ 21 - $ 27 (1)

Aircraft condition adjustments ($ 8 ) - $ 0 (2)

(1) The range represents the sum of the highest and lowest values for all aircraft subject to fair value measurement, according to the third-party aircraft valuation publications that we use in our valuation process.

(2) The negative amount represents the sum, for all aircraft subject to fair value measurement, of all downward adjustments based on consideration of individual aircraft attributes and condition.

Fair Value Disclosures

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Debt, excluding finance lease obligations ( 53,625 ) ( 51,089 ) ( 51,089 )

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The fair value of Notes receivable classified as Level 2 is estimated with discounted cash flow analysis using interest rates currently offered on loans with similar terms to borrowers of similar credit quality.

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Note 23 – Legal Proceedings

Various legal proceedings, claims and investigations related to products, contracts, employment, securities and other matters are pending against us.

We are subject, from time to time, to various legal proceedings and claims related to our business that cover a wide range of matters, including those related to products, contracts, labor and employment, securities, antitrust and trade regulations, intellectual property, and other matters.

In addition, we are subject to various government inquiries and investigations from which civil, criminal or administrative proceedings could result or have resulted in the past.

Such proceedings involve or could involve claims by the government for fines, penalties, compensatory and treble damages, restitution and/or forfeitures.

government regulations, a company, or one or more of its operating divisions or subdivisions, can also be suspended or debarred from government contracts, have certain of its production certificates suspended or revoked, or lose its export privileges, based on the results of investigations.

We believe, based upon current information, that the outcome of any currently pending legal proceeding, claim, or government dispute, inquiry or investigation will not have a material effect on our financial position, results of operations or cash flows.

Multiple legal actions, investigations and inquiries were initiated concerning the October 29, 2018, accident of Lion Air Flight 610 and the March 10, 2019 accident of Ethiopian Airlines Flight 302.

While many of these legal actions and investigations have been resolved, others are still pending, including a federal securities class action filed in federal district court in the Northern District of Illinois, and a number of civil lawsuits and claims brought by family members of those lost in the accidents.

Furthermore, on January 7, 2021, we entered into a Deferred Prosecution Agreement (DPA) with the U.S.

Department of Justice (the Department) relating to the Department’s investigation into us regarding the evaluation of the 737 MAX by the Federal Aviation Administration (the Investigation).

Among other obligations, the DPA included a three-year reporting period, which ended in January 2024.

On May 14, 2024, the Department notified us of its determination that we did not fulfill our obligations under the DPA and that the Department would not move to dismiss the case.

On July 24, 2024, we and the Department filed a proposed plea agreement with the U.S.

District Court for the Northern District of Texas (the

Court) to resolve the Investigation.

Under the terms of the proposed agreement, Boeing agreed that it would plead guilty to the charge that was the basis for the DPA;

pay an additional fine of $ 244 ;

commit to invest at least $ 455 in compliance, quality and safety programs over a three-year period;

and agree to the appointment of an independent compliance monitor for three years .

On December 5, 2024, the Court rejected the proposed plea agreement, citing the proposed agreement’s provisions governing the monitor’s selection and supervision.

In light of the Court’s ruling, Boeing and the Department are currently engaged in discussions regarding potential resolution of this matter.

Multiple legal actions were initiated as a result of the January 5, 2024, Alaska Airlines Flight 1282 accident.

We are also subject to multiple governmental and regulatory investigations and inquiries relating to the Alaska Airlines Flight 1282 accident and our commercial airplanes business.

We cannot reasonably estimate a range of loss, if any, not covered by available insurance and in excess of any accrued amounts that may result given the current status of pending lawsuits, investigations and inquiries arising from the 2018 and 2019 737 MAX accidents and the Alaska Airlines Flight 1282 accident .

Such proceedings involve or could involve claims by the U.S.

or foreign governments for fines, penalties, compensatory and treble damages, restitution and/or forfeitures.

government regulations, a company, or one or more of its operating divisions or subdivisions, can be suspended or debarred from government contracts, have certain of its production certificates suspended or revoked, or lose its export privileges, based on the results of investigations.

On May 29, 2025, Boeing and the Department of Justice (the Department) entered into a non-prosecution agreement (the Agreement) to resolve the Department’s determination that Boeing did not fulfill its obligations under the January 2021 deferred prosecution agreement relating to the October 2018 Lion Air flight 610 accident and the March 2019 Ethiopian Airlines flight 302 accident (the MAX accidents).

The Agreement requires, among other things, Boeing to pay a fine of $ 244 and provide $ 445 of additional compensation for the family members of those who died in the MAX accidents.

The $ 244 fine, which was accrued for and expensed in 2024, and the $ 445 compensation fund for family members, which was accrued for and expensed in the second quarter of 2025, are held in escrow accounts pending final court approval of the Department’s motion to dismiss the criminal information against Boeing (the Motion).

On November 6, 2025, the U.S.

District Court for the Northern District of Texas (the Court) approved the Motion;

however, representatives of family members appealed the Court’s decision, which appeal is pending before the U.S.

Court of Appeals for the Fifth Circuit.

Certain legal actions and investigations arising out of the MAX accidents and subsequent grounding of the 737 MAX are still pending, including fewer than five civil lawsuits by family members of those who died in the MAX accidents.

In addition, securities lawsuits are pending, including a motion for class certification on a federal securities class action before the U.S.

District Court for the Northern District of Illinois.

Multiple investigations and legal actions, including securities lawsuits, were also initiated as a result of the January 2024 737-9 door plug accident.

Given the status of these legal actions and investigations, we cannot reasonably estimate a range of loss, if any, not covered by available insurance and in excess of any accrued amounts, that may result from these matters.

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Note 24 – Segment and Revenue Information

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Segment operating (loss)/earnings is used to monitor segment results compared to prior period, forecasted results, and the annual plan.

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The following table reconciles segment Revenues to Segment operating (loss)/earnings:

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Research and development expense, net 2,202 877 125

Gain on Digital Aviation Solutions Divestiture (2)

Other segment items (1)

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(1) Primarily includes costs of products and services and general and administrative expenses.

(2) See Note 3 for additional discussion.

While our principal operations are in the United States, Canada and Australia, some key suppliers and subcontractors are located in Europe and Japan.

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Estimated potential concessions and other considerations to 737 MAX customers, net of insurance recoveries

( 443 ) 27 16

Total revenues $ 89,463 $ 66,517 $ 77,794

Revenues from the U.S.

government (including foreign military sales through the U.S.

government), primarily recorded at BDS and BGS, represented 42 %, 37 % and 40 % of consolidated revenues for 2024, 2023 and 2022, respectively.

government (including FMS), primarily recorded at BDS and BGS, represented 35 %, 42 % and 37 % of consolidated revenues for 2025, 2024 and 2023, respectively.

Approximately 4 % and 3 % of operating assets were located outside the United States as of December 31, 2025 and 2024.

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The following tables present BCA, BDS and BGS revenues from contracts with customers disaggregated in a number of ways, such as geographic location, contract type and the method of revenue recognition.

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Estimated potential concessions and other considerations to 737 MAX customers, net of insurance recoveries

( 443 ) 27 16

Total revenues from contracts with customers 41,332 22,726 33,770

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91 % 91 % 91 %

(1) Includes revenues earned from foreign military sales through the U.S.

(1) Includes revenues earned from FMS.

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BGS revenues consisted of the following:

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31 % 29 % 30 %

(1) Includes revenues earned from foreign military sales through the U.S.

(1) Includes revenues earned from FMS.

Earnings in Equity Method Investments

During the years ended December 31, 2025, 2024 and 2023, our share of income from equity method investments was $ 33 , $ 104 , and $ 70 , respectively.

In 2024 and 2023, earnings in equity method investments were primarily driven by investments held at our BDS segment.

In 2022, earnings in equity method investments were primarily driven by investments held in Unallocated items, eliminations and other.

In 2025, 2024 and 2023, earnings from equity method investments were primarily driven by investments held at our BDS segment.

Our total backlog includes contracts that we and our customers are committed to perform.

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Government Cost Accounting Standards (CAS).

Components of Unallocated items, eliminations and other income/(expense) are shown in the following table.

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Components of Unallocated items, eliminations and other (expense)/income are shown in the following table.

Years ended December 31, 2025 2024 2023

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Unallocated items, eliminations and other ($ 3,031 ) ($ 2,047 ) ($ 1,759 )

During the year ended December 31, 2024, Eliminations and other unallocated items included an earnings charge of $ 244 that reflects a fine that would be paid if an agreement with the U.S.

Department of Justice is approved by the federal district court.

Eliminations and other unallocated items expense during the years ended December 31, 2025 and 2024 included earnings charges of $ 445 and $ 244 related to agreements with the U.S.

Department of Justice.

For additional discussion, see Note 23 to our Consolidated Financial Statements.

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FAS/CAS service cost adjustment $ 1,045 $ 1,104 $ 1,056

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Segment assets are summarized in the table below.

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In 2023, $ 650 was allocated to the primary business segments, of which $ 311 , $ 264 and $ 75 was allocated to BCA, BDS and BGS, respectively.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

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In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 3, 2025, expressed an unqualified opinion on the Company's internal control over financial reporting.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated January 30, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

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We believe that our audits provide a reasonable basis for our opinion.

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Critical Audit Matters

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Critical Audit Matter Description

As more fully described in Notes 1 and 14 to the consolidated financial statements, the Company recognizes revenue over time for long-term contracts as goods are produced or services are rendered.

The Company recognizes revenue over time for long-term contracts as goods are produced or services are rendered.

The Company uses costs incurred as the method for determining progress, and revenue is recognized based on costs incurred to date plus an estimate of margin at completion.

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• We evaluated the appropriateness of the timing of the incorporation of changes to key cost estimates, including evaluating the timeline of key events and knowledge points that led to management’s determination that a change in estimate was necessary.

• We inquired of project management, engineers, supply chain leadership, and others directly involved with the execution of contracts to evaluate management’s ability to achieve the key

cost and schedule estimates, as well as evaluate project status and challenges which may affect total estimated costs to complete.

• We inquired of project management, engineers, supply chain leadership, and others directly involved with the execution of contracts to evaluate management’s ability to achieve the key cost and schedule estimates, as well as evaluate project status and challenges which may affect total estimated costs to complete.

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• We observed the project work site to evaluate tangible or physical progress of the project against assumptions used by management in developing its cost and schedule estimates.

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We developed independent expectations of reasonable outcomes using the program’s data and compared our expectations to management’s estimates.

• We performed retrospective reviews when evaluating the thoroughness and precision of management’s estimation process and effectiveness of the related internal controls by comparing actual outcomes to previous estimates and the related financial statement impact, and evaluating key judgements made by management when determining the timing of changes to key estimates.

• We tested the effectiveness of internal controls including, those over significant judgments made and assumptions used to develop key cost estimates, key data used in developing the cost estimates and the mathematical extrapolation of such data.

• We performed retrospective reviews when evaluating the thoroughness and precision of management’s estimation process and effectiveness of the related internal controls by comparing actual outcomes to previous estimates and the related financial statement impact, and evaluating key judgments made by management when determining the timing of changes to key estimates.

Program Accounting Estimates for the 777X program — Refer to Notes 1 and 9 to the financial statements

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However, as the 777X is a developmental program that has not yet delivered any aircraft, there is no cost of sales recorded unless the program has determined that estimated program costs exceed estimated program revenue, resulting in a reach-forward loss.

The Company has recognized approximately $3.5 billion in reach-forward losses in 2024.

The introduction of new aircraft programs involves increased risk associated with meeting development, certification, and production schedules.

The level of effort required to meet regulatory requirements and achieve certification may be challenging to predict, potentially leading to delays in the timing of entry into service and corresponding changes to forecasted costs and revenues.

Production disruptions and delays to entry into service for the 777X program have increased the risk associated with forecasted revenue estimates used in determining the program margin, primarily due to the difficulty in assessing the value of consideration expected to be provided to retain customers.

Changes to cost estimates related to regulatory requirements for certification and production challenges, as well as changes in estimates for customer consideration could result in material reach-forward losses.

The Company has recognized approximately $4.9 billion in reach-forward losses on the 777X program in 2025.

The introduction of new aircraft programs brings increased risk related to meeting development, production, and certification timing.

The 777X program is currently experiencing production challenges and certification delays, leading to significant uncertainty in the production schedule.

These uncertainties could potentially result in production disruptions and delays to the timing of entry into service which further increases the complexity and subjectivity involved in management’s cost and revenue estimates for the program.

Production disruptions and delays to entry into service for the 777X program have also increased the risk associated with forecasted revenue estimates used in determining the program margin, primarily due to the difficulty in assessing the value of consideration expected to be provided to retain customers.

Changes to cost estimates related to certification and production challenges, as well as changes in estimates for customer consideration could result in material reach-forward losses.

Auditing the estimated costs and estimated customer consideration for the 777X program involved extensive audit effort, a high degree of auditor judgment, and required audit professionals with specialized industry experience.

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Our audit procedures related to the estimated costs and customer consideration for the 777X program included the following, among others:

• We evaluated the appropriateness and consistency of management’s methods used in developing its cost estimates related to regulatory requirements to achieve certification.

• We performed procedures to evaluate new changes in estimated costs driven by changes in regulatory requirements to achieve certification.

• We evaluated the timeline of key events and knowledge points that led to management’s determination that a change in the cost estimate related to regulatory requirements to achieve certification was necessary.

• We inquired of those directly involved with the certification of the aircraft to evaluate project status and challenges which may affect total estimated costs to certify the aircraft.

• We obtained and evaluated communications with regulatory bodies for consistency between management’s certification timeline assumptions and cost and revenue estimates related to regulatory requirements.

• We evaluated management’s ability to estimate customer consideration by comparing actual re-contracted values to prior estimates.

• We inquired of management, including individuals responsible for sales and pricing, to evaluate the estimated customer consideration and status of negotiations with individual customers.

• We obtained and evaluated communications with customers for consistency with management’s estimated customer consideration.

• We performed internet searches to identify reports related to the regulatory environment and customer statements and evaluated any contradictory evidence.

• We tested the effectiveness of internal controls, including those over significant judgments made and assumptions used to develop key estimates, key data used in developing the cost estimates, the mathematical extrapolation of such data, and management’s judgment regarding the range of possible outcomes relating to the specific cost and estimated customer consideration in the current regulatory environment.

• We evaluated the appropriateness and consistency of management’s methods and assumptions in developing and updating cost estimates for the 777X program to complete production of aircraft meeting final certification specifications and address production challenges.

• We inquired with multiple members of Management, both inside and outside of accounting, to understand the current status of the 777X program, events affecting certification, delivery schedules, and production schedules, and the status of customer negotiations.

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• We evaluated communications with regulatory bodies to assess consistency between management’s certification timeline assumptions and cost and revenue estimates.

• We assessed the reasonableness of the Program’s certification schedule and production costs, including performing a lookback analysis on management’s ability to estimate certification timing and production unit time.

• We evaluated the appropriateness and consistency of management’s methods and assumptions in developing and updating estimated customer consideration, including comparison to historical re-contracting outcomes and evaluation of customer communications.

• We conducted internet searches to identify reports related to the regulatory environment and customer statements.

We evaluated whether any contradictory evidence existed that would indicate that the Program would not meet its certification timeline and planned production schedule and if any other media information was inconsistent with our knowledge of the Company and 777X program.

Program Accounting Estimates for the 737 program — Refer to Notes 1 and 9 to the financial statements

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The process of determining a commercial airplane program’s gross margin involves estimating the future revenue and costs of the program to complete the accounting quantity.

The 737 program is experiencing a production environment with increased dependency on external factors, which results in increased complexities and related financial risks.

Specifically, the 737 program is experiencing increased oversight from the Federal Aviation Administration (FAA) in approving future production rate increases.

The 737 program is also experiencing constraints from the Company’s key suppliers and is currently working with suppliers to ensure they can meet future production rate increases.

There is inherent uncertainty in the program’s production rate schedule as the estimate is subject to significant variability in these external factors.

Changes to the production schedule due to regulatory requirements or supplier constraints could impact forecasted cost and revenue, with a corresponding impact to the program’s gross margin.

This uncertainty in the production environment enhances the difficulty and complexity of determining the production rate schedule, leading to greater subjectivity in management’s determination of the related cost estimates.

Therefore, given the inherent uncertainty of these external factors and significant judgments necessary to estimate the 737 program’s future production rate schedule, auditing these estimates involved extensive audit effort, a high degree of auditor judgment, and required audit professionals with specialized industry experience.

The 737 program’s production rate schedule continues to be an area of focus for the Company and subject to continued oversight from the Federal Aviation Administration (FAA).

The influence of these factors over the 737 production rate schedule impacts the timing of future production rate increases and results in increased complexities and related financial risks.

There is uncertainty in the 737 program’s production rate schedule that could impact forecasted cost and revenue, with a corresponding impact to the 737 program’s gross margin.

Specifically, the uncertainty in the 737 production rate schedule leads to greater subjectivity in management’s determination of the related cost estimates.

Therefore, given the uncertainty and significant judgments necessary to estimate the 737 program’s future production rate schedule, auditing these cost estimates involved extensive audit effort, a high degree of auditor judgment, and required audit professionals with specialized industry experience.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the production rate schedule used in program accounting estimates for the 737 program included the following, among others:

• We inquired of those directly involved with the production line to evaluate project status and challenges which may affect the program’s ability to increase production rate.

• We evaluated the Company’s comprehensive product safety and quality plan, including related program metrics, in response to the findings from the FAA Expert Panel Report and Special Audit Item.

• We assessed the ongoing communications between the FAA and Boeing on the continued implementation of increased product quality and safety measures.

• We assessed the implementation status of the comprehensive product safety and quality plan to evaluate if there was contradictory evidence that the program would not meet its production rate schedule.

• We assessed communication between key suppliers and Boeing related to key supplier delivery constraints or quality issues.

• We performed inquiries with multiple members of Management (both inside and outside of accounting) to understand the program and Company’s current status and events that could impact key suppliers or the production rate schedule.

• We inquired of those directly involved with the production line to evaluate production status and challenges which may affect the Program’s ability to increase production rate.

• We assessed the ongoing communications between the FAA and Boeing on the continued monitoring of the production health.

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• We assessed the status of the comprehensive product safety and quality plan and related production health metrics to evaluate if there was contradictory evidence that the Program would not meet its production rate schedule.

• We performed inquiries with multiple members of Management (both inside and outside of accounting) to understand the Program and Company’s current status and events that could impact the production rate schedule.

• We performed internet searches to identify potential reports of regulatory requirements, remedies or business considerations, certification timeline, key suppliers delays and other indicators of further delays for the 737 production rate schedule.

We evaluated whether any contradictory evidence existed that would indicate that the Program would not meet its planned production rate schedule and if any other media information was inconsistent with our knowledge of the Company and 737 program.

• We performed a sensitivity analysis of the impact of further production delays on the program's estimated gross margin and resulting income statement impacts.

• We assessed the reasonableness of the Program’s production rate schedule, including performing a lookback analysis on management’s ability to estimate monthly production output.

• We tested the effectiveness of internal controls, including those over the production rate assumption and significant judgments made to develop the forecasted cost and revenue estimates for the 737 program.

• We tested the effectiveness of internal controls, including those over the production rate assumption and significant judgments made to develop the forecasted cost estimates for the 737 program.

/s/ Deloitte & Touche LLP

Chicago, Illinois

February 3, 2025

Seattle, Washington

January 30, 2026

We have served as the Company's auditor since at least 1934;

however, an earlier year could not be reliably determined.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

3 unchanged sentences

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024 of the Company, and our report dated February 3, 2025 expressed an unqualified opinion on those financial statements.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025 of the Company, and our report dated January 30, 2026 expressed an unqualified opinion on those financial statements.

As described in Management’s Annual Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Spirit AeroSystems Holdings, Inc., which was acquired on December 8, 2025, and whose financial statements constitute approximately 9 percent of Total assets and less than 1 percent of each Total revenues and Earnings from operations of the consolidated financial statement amounts for the year then ended.

Accordingly, our audit did not include the internal control over financial reporting at Spirit AeroSystems Holdings, Inc.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting.

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

8 unchanged sentences

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

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only in accordance with authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

2 unchanged sentences

/s/ Deloitte & Touche LLP

Chicago, Illinois

February 3, 2025

Seattle, Washington

January 30, 2026

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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data