What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-01-30 compared with 2025-02-03 · 114 added, 73 removed, 194 unchanged (49% of the section changed)

6 unchanged sentences

Based on this evaluation under the framework in Internal Control – Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2025.

Our assessment of the effectiveness of our internal control over financial reporting as of December 31, 2025, did not include an assessment of the effectiveness of internal control over financial reporting of Spirit AeroSystems Holdings, Inc.

(Spirit), which was acquired on December 8, 2025.

The operating results of Spirit are included in our Consolidated Financial Statements from the period subsequent to the acquisition date and represent approximately nine percent of our Total assets as of December 31, 2025 and less than one percent of each our Total revenues and Earnings from operations for the year then ended.

We will perform an assessment of the effectiveness of Spirit’s internal control over financial reporting within one year of the date of acquisition.

Our internal control over financial reporting as of December 31, 2025, has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, who has issued an audit report which is included in Item 8 of this report and is incorporated by reference herein.

3 unchanged sentences

During the three months ended December 31, 2025, none of our directors or officers adopted , modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.

Table of Co ntents

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Table of Co ntents

Directors, Executive Officers and Corporate Governance

Our executive officers and their ages as of February 3, 2025, are as follows:

Our executive officers and their ages as of January 30, 2026, are as follows:

Name Age Principal Occupation or Employment/Other Business Affiliations

48 Executive Vice President and Chief Human Resources Officer since April 2024.

Amuluru previously served as Vice President and Assistant General Counsel, Boeing Defense, Space & Security from April 2023 to March 2024;

Amuluru joined Boeing in 2017 and her previous positions include Vice President and Assistant General Counsel, Boeing Defense, Space & Security from April 2023 to March 2024;

Chief Compliance Officer and Vice President, Global Compliance from May 2020 to April 2023;

Vice President and Assistant General Counsel, Engineering, Test & Technology, IT and Manufacturing, Supply Chain & Operations from October 2018 to May 2020;

and Senior Counsel from August 2017 to October 2018.

Senior Vice President, Global Public Policy since April 2023.

Prior to joining Boeing, Mr.

Biegun served as senior Advisor to Macro Advisory Partners from August 2021 to April 2023, Deputy Secretary of State for the U.S.

Department of State from December 2019 to January 2021, Special Representative for North Korea for the U.S.

Department of State from September 2018 to January 2021 and Vice President, International Governmental Relations at Ford Motor Company from April 2004 to November 2018.

65 Chief Information Digital Officer and Senior Vice President, Information Technology & Data Analytics since December 2024.

and Vice President and Assistant General Counsel, Engineering, Test & Technology, IT and Manufacturing, Supply Chain & Operations from October 2018 to May 2020.

66 Chief Information Digital Officer and Senior Vice President, Information Digital Technology & Security since December 2024.

Deasy most recently served as Chief Information Officer for the U.S.

7 unchanged sentences

and Chief Counsel, Network and Space Systems from September 2008 to March 2009.

Jesus Malave, Jr.

57 Executive Vice President and Chief Financial Officer since August 2025.

Prior to joining Boeing, Mr.

Malave served as Chief Financial Officer of Lockheed Martin Corporation from January 2022 to April 2025.

Prior to that, he served as Senior Vice President and Chief Financial Officer of L3Harris Technologies, Inc.

from June 2019 to January 2022.

Malave previously served in various roles at United Technologies Corporation (UTC), including as Vice President and Chief Financial Officer of UTC’s Carrier Corporation from April 2018 to June 2019;

as Vice President and Chief Financial Officer of UTC’s Aerospace Systems from January 2015 to April 2018;

and as Head of Investor Relations from June 2012 to December 2014.

Malave serves on the board of GE Vernova Inc.

Table of Co ntents

Name Age Principal Occupation or Employment/Other Business Affiliations

59 Chief Engineer and Executive Vice President, Engineering, Test & Technology since March 2023.

3 unchanged sentences

and Vice President and Chief Project Engineer for the 777 program from October 2017 to June 2019.

Name Age Principal Occupation or Employment/Other Business Affiliations

Nelson 66 Senior Vice President and President, Boeing Global since January 2023.

Nelson 67 Senior Vice President;

President, Boeing Global since January 2023.

Nelson previously served as President of Boeing Australia, New Zealand and South Pacific from February 2020 to January 2023.

8 unchanged sentences

Ortberg also serves on the board of directors of Aptiv PLC and served on the board of directors of RTX Corporation.

Pope 52 Executive Vice President and Chief Operating Officer since January 2024 and President and Chief Executive Officer, Boeing Commercial Airplanes since March 2024.

Pope joined Boeing in 1994, and her previous positions include Executive Vice President, President and Chief Executive Officer, Boeing Global Services from April 2022 to December 2023;

54 Executive Vice President;

President and Chief Executive Officer of Boeing Defense, Space & Security since July 2025.

Parker joined Boeing in 1988, and his previous positions include interim President and Chief Executive Officer of Boeing Defense, Space & Security from September 2024 to June 2025;

Vice President and Chief Operating Officer, Boeing Defense, Space & Security from October 2022 to July 2025;

Vice President and General Manager, Bomber & Fighters Division from March 2021 to October 2022;

Vice President and General Manager, Vertical Lift from November 2019 to February 2021;

Vice President and T-X Program Manager from October 2018 to November 2019;

and Vice President and F-15 Program Manager from August 2016 to October 2018.

Table of Co ntents

Name Age Principal Occupation or Employment/Other Business Affiliations

Pope 53 Executive Vice President;

President and Chief Executive Officer, Boeing Commercial Airplanes since March 2024.

Pope joined Boeing in 1994, and her previous positions include Chief Operating Officer from January 2024 to February 2025, Executive Vice President, President and Chief Executive Officer, Boeing Global Services from April 2022 to December 2023;

Vice President and Chief Financial Officer of Boeing Commercial Airplanes from December 2020 to March 2022;

8 unchanged sentences

and a series of other Vice President and General Manager of several businesses for Boeing Defense, Space & Security.

Name Age Principal Occupation or Employment/Other Business Affiliations

50 Senior Vice President and Chief Communications & Brand Officer since December 2024.

4 unchanged sentences

and Director, Executive and Employee Communications, Boeing Commercial Airplanes from January 2013 to September 2016.

55 Executive Vice President and Chief Financial Officer since August 2021.

Prior to joining Boeing, Mr.

West served as Chief Financial Officer of Refinitiv Holdings (a London Stock Exchange Group business and provider of financial markets data and infrastructure) from November 2018 to June 2021.

Prior to that, he served as Chief Financial Officer and Executive Vice President of Operations of Oscar Insurance Corporation from January 2016 to October 2018.

West served as Chief Operating Officer of Nielsen Holdings plc from March 2014 to December 2015 and as Chief Financial Officer of Nielsen Holdings plc (or its predecessor) from February 2007 to March 2014.

Prior to joining Nielsen, Mr.

West was employed by the General Electric Company as the Chief Financial Officer of its GE Aviation division from June 2005 to February 2007 and Chief Financial Officer of its GE Aviation Services division from March 2004 to June 2005.

59 Executive Vice President of Government Operations, Global Public Policy & Corporate Strategy since February 2025.

Prior to that, Mr.

West held several senior financial positions across General Electric Company businesses, including Plastics, NBC, Energy and Transportation.

Shockey most recently served as Senior Vice President, Global Government Relations of RTX Corporation from August 2021 to February 2025.

From 2018 to 2021, Mr.

Shockey served as Vice President of Global Sales and Marketing at Boeing.

Shockey previously served as Vice President, Federal Affairs and International Policy of Boeing from January 2016 to January 2018.

Prior to joining Boeing, Mr.

Shockey served as Staff Director of the House Permanent Select Committee on Intelligence from 2015 to 2016.

Codes of Ethics.

4 unchanged sentences

No family relationships exist among any of the executive officers, directors or director nominees.

Additional information required by this item will be included under “Election of Directors (Item 1) – Director Nominees,” “Corporate Governance – Board Committees,” and “Compensation Discussion and Analysis – Other Program Features and Policies – Securities Trading Policy,” in our proxy statement, which will be filed with the SEC no later than 120 days after December 31, 2024 (the “2025 Proxy Statement”), and that information is incorporated by reference herein.

Table of Co ntents

Additional information required by this item will be included under “Election of Directors (Item 1) – Director Nominees,” “Corporate Governance – Board Committees,” and “Compensation Discussion and Analysis – Other Program Features and Policies – Insider Trading Policy,” in our proxy statement, which will be filed with the SEC no later than 120 days after December 31, 2025 (the “2026 Proxy Statement”), and that information is incorporated by reference herein.

We will provide disclosure of delinquent Section 16(a) reports, if any, in our 2025 Proxy Statement under “Stock Ownership Information - Delinquent Section 16(a) Reports,” and such disclosure, if any, is incorporated herein by reference.

Executive Compensation

The information required by this item will be included under “Compensation Discussion and Analysis,” (other than “Pay Versus Performance”) “Compensation of Executive Officers,” and “Corporate Governance – Compensation of Directors,” in the 2025 Proxy Statement, and that information is incorporated by reference herein.

The information contained in "Compensation Discussion and Analysis

– Compensation Committee Report” shall not be deemed to be filed with the SEC or subject to the liabilities of Section 18 of the Exchange Act, except to the extent that the Company specifically incorporates such information into future filings under the Securities Act of 1933 or the Exchange Act.

The information required by this item will be included under “Compensation Committee Report,” “Compensation Discussion and Analysis,” “Compensation of Executive Officers” (other than “Pay Versus Performance”), and “Compensation of Directors” in the 2026 Proxy Statement, and that information is incorporated by reference herein.

The information contained in "Compensation Committee Report” shall not be deemed to be filed with the SEC or subject to the liabilities of Section 18 of the Exchange Act, except to the extent that the Company specifically incorporates such information into future filings under the Securities Act of 1933 or the Exchange Act.

Table of Co ntents

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

21 unchanged sentences

(1) Includes the employee stock purchase plan and the 2023 Incentive Stock Plan and its predecessor plan.

(2) Includes 626,326 shares issuable in respect of Performance Restricted Stock Units.

(2) Includes 585,184 shares of Boeing common stock issuable in respect of performance restricted stock units.

The shares included represent the maximum number of shares that may be issued upon vesting if the maximum performance goal is achieved for the three-year performance period.

(3) Excludes 162,081 shares of Boeing common stock issuable in respect of outstanding awards originally granted under the Spirit AeroSystems Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan, which the Company assumed and were automatically converted into restricted stock unit awards denominated in shares of Boeing common stock in connection with the Spirit Acquisition.

No additional awards will be granted under this plan.

(4) Includes 11,068,738 shares issuable under our employee stock purchase plan.

There were 83,905 shares subject to purchase under the employee stock purchase plan as of December 31, 2025.

(4) Excludes shares of common stock that may be offered and sold under our 401(k) Plan.

(5) Excludes shares of Boeing common stock that may be offered and sold under our 401(k) Plan.

For further information, see Note 19 to our Consolidated Financial Statements.

The additional information required by this item will be included under “Stock Ownership Information” in the 2026 Proxy Statement, and that information is incorporated by reference herein.

Table of Co ntents

Certain Relationships and Related Transactions, and Director Independence

11 unchanged sentences

(Exhibit 2.1 to the Company’s Current Report on Form 8-K dated July 1, 2024)

M embership Interest Purchase Agreement, dated as of April 22 , 2025, among The Boeing Company, JNPR Aero , LLC and Project Maroon , LLC (Exhibit 2.1 to the Company ’ s Current Report on Form 8-K dated April 22, 2025)

3.1 Amended and Restated Certificate of Incorporation of The Boeing Company dated May 5, 2006 (Exhibit 3.1 to the Company’s Current Report on Form 8-K dated May 1, 2006)

1 unchanged sentence

3.3 Certificate of Designations, filed with the Secretary of State of the State of Delaware and effective October 31, 2024 (Exhibit 3.1 to the Company’s Current Report on Form 8-K dated October 28, 2024)

4.1 Description of The Boeing Company Securities Registered under Section 12 of the Exchange Act

4.1 Description of The Boeing Company Securities Registered under Section 12 of the Exchange Act (Exhibit 4.1 to the Company’s Form 10-K for the year ended December 31, 2024)

4.2 Senior Debt Securities Indenture dated as of February 1, 2003, between The Boeing Company and The Bank of New York Mellon Trust Company, N.A.

(as successor to JPMorgan Chase Bank), as trustee (incorporated herein by reference to Exhibit 4.1 to the Company’s Form S-3 dated March 9, 2009)

Table of Co ntents

4.3 First Supplemental Indenture, dated as of May 1, 2024 between The Boeing Company and The Bank of New York Mellon, N.A., as successor trustee to JPMorgan Chase Bank, as Trustee (Exhibit 4.1 to the Company’s Current Report on Form 8-K dated April 29, 2024)

2 unchanged sentences

and Computershare Trust Company, N.A., acting jointly as Depositary, and the holders from time to time of the depositary receipts described therein (Exhibit 4.2 to the Company’s Current Report on Form 8-K dated October 28, 2024)

4.6 Form of Depositary Receipt for the Depositary Shares (Exhibit 4.

3 to the Company’s Current Report on Form 8-K dated October 28, 2024)

4.6 Form of Depositary Receipt for the Depositary Shares (Exhibit 4.3 to the Company’s Current Report on Form 8-K dated October 28, 2024)

10.1 Five-Year Credit Agreement, dated as of August 24, 2023, among The Boeing Company for itself and on behalf of its Subsidiaries, as a Borrower, the Lenders party hereto, Citibank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., as syndication agent and Citibank N.A.

and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint book managers (Exhibit 10.2 to the Company’s Current Report o n Form 8-K, dated August 24, 2023 )

10.2 Three-Year Credit Agreement, dated as of August 25, 2022, among The Boeing Company for itself and on behalf of its Subsidiaries, as a Borrower, the Lenders party hereto, Citibank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., as syndication agent and Citibank, N.A.

and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint book managers (Exhibit 10.2 to the Company’s Current Report on Form 8-K dated August 24, 2023)

1 unchanged sentence

and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint book managers (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 15, 2024)

10.3 364-Day Credit Agreement, dated as of August 25, 2025, among The Boeing Company for itself and on behalf of its Subsidiaries, as a Borrower, the Lenders party hereto, Citibank, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A.

as Syndication Agent and Citibank, N.A.

and JPMorgan Chase Bank N.A., as Joint Lead Arrangers and Joint Book Managers (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated August 25, 2025)

10.4 Joint Venture Master Agreement, dated as of May 2, 2005, by and among Lockheed Martin Corporation, The Boeing Company and United Launch Alliance, L.L.C.

2 unchanged sentences

and The Boeing Company (Exhibit (10)(vi) to the Company’s Form 10-K for the year ended December 31, 2006)

10.6 Deferred Prosecution Agreement dated January 6, 2021 (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 6, 2021)

10.6 Non-Prosecution Agreement, dated May 29, 2025 (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 29, 2025)

10.7 Summary of Non employee Director Compensation (Exhibit 10.6 to the Company’s Form 10-K for the year ended December 31, 2019)*

1 unchanged sentence

10.9 The Boeing Company Global Annual Incentive Plan, as amended and restated effective January 1, 2026 (formerly known as The Boeing Company Annual Incentive Plan)*

Table of Co ntents

10.10 The Boeing Company 1997 Incentive Stock Plan, as amended effective May 1, 2000, and further amended effective January 1, 2008 (Exhibit 10.5 to the Company’s Current Report on Form 8-K dated October 28, 2007)*

10.11 Supplemental Executive Retirement Plan for Employees of The Boeing Company, as amended and restated as of June 1, 2021 ( Exh i bit 10.13 to the Co mpany ’ s Form 10-K for the year ended December 31, 2023) *

10.12 The Boeing Company Executive Supplemental Savings Plan, as amended and restated effective January 1, 2025 *

10.13 The Boeing Company Executive Layoff Benefits Plan, as amended and restated effective January 1, 2025 *

10.14 The Boeing Company 2003 Incentive Stock Plan, as amended and restated effective January 1, 2025 *

10.15 The Boeing Company 2023 Incentive Stock Plan, as amended and restated effective January 1, 2025 *

10.16 Form of U.S.

Notice of Terms of Non-Qualified Stock Option (Exhibit 10.1 to the Company’s 10-Q for the quarter ended March 31, 2021)*

10.17 Form of International Notice of Terms of Non-Qualified Stock Option (Exhibit 10.2 to the Company’s 10-Q for the quarter ended March 31, 2021)*

10.18 Form of U.S.

Notice of Terms of Non-Qualified Stock Option for CEO (Exhibit 10.3 to the Company’s 10-Q for the quarter ended March 31, 2021)*

10.11 Supplemental Executive Retirement Plan for Employees of The Boeing Company, as amended and restated effective June 1, 2021 (Exhibit 10.13 to the Company’s Form 10-K for the year ended December 31, 2023)*

10.12 Amendment No.

1 to the Supplemental Executive Retirement Plan for Employees of The Boeing Company, effective October 31, 2025*

10.13 The Boeing Company Executive Supplemental Savings Plan, as amended and restated effective January 1, 2025 (Exhibit 10.12 to the Company’s Form 10-K for the year ended December 31, 2024)*

10.14 Amendment No.

1 to T he Boeing Company Executive Supplemental Savings Plan , effective April 23, 2025*

10.15 Amendment No.

2 to T he Boeing Company Executive Supplemental Savings Plan , effective January 1, 2025*

10.16 The Boeing Company Executive Layoff Benefits Plan, as amended and restated effective January 1, 2025 (Exhibit 10.13 to the Company’s Form 10-K for the year ended December 31, 2024)*

10.17 The Boeing Company 2003 Incentive Stock Plan, as amended and restated effective January 1, 2025 (Exhibit 10.14 to the Company’s Form 10-K for the year ended December 31, 2024)*

10.18 The Boeing Company 2023 Incentive Stock Plan, as amended and restated effective January 1, 2025 (Exhibit 10.15 to the Company’s Form 10-K for the year ended December 31, 2024)*

10.19 Form of U.S.

Notice of Terms of Restricted Stock Units for CEO (Exhibit 10.6 to the Company’s 10-Q for the quarter ended March 31, 2021)*

Notice of Terms of Non-Qualified Stock Option (Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2021)*

10.20 Form of International Notice of Terms of Non-Qualified Stock Option (Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2021)*

10.21 Form of Notice of Terms of Supplemental Non-Qualified Stock Option (Exhibit 10.3 to the Company’s Current Report on Form 8-K dated June 29, 2021)*

Notice of Terms of Non-Qualified Premium-Priced Stock Option for CEO, dated February 16, 2022 (Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

Notice of Terms of Long-Term Incentive Restricted Stock Units for CEO, dated February 16, 2022 (Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

10.22 Form of U.S.

Notice of Terms of Non-Qualified Premium-Priced Stock Option (Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

10.24 Form of U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units (Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

10.23 Form of International Notice of Terms of Non-Qualified Premium-Priced Stock Option (Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

10.26 Form of International Notice of Terms of Long-Term Incentive Restricted Stock Units (Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended March 31, 2022)*

10.24 Form of U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units – CEO (Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2023)*

10.28 Form of U.S.

Notice of Terms of Long-Term Incentive Performance Restricted Stock Units – CEO (Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2023)*

10.29 Form of U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units (Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended March 31, 2023)*

3 unchanged sentences

10.27 Form of International Notice of Terms of Long-Term Incentive Performance Restricted Stock Units (Stock-Settled) (Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended March 31, 2023)*

Notice of Terms of Supplemental Restricted Stock Units (Exhibit 10.7 to the Company’s Form 10-Q for the quarter ended March 31, 2023)*

Notice of Terms of Special Restricted Stock Units - CEO, dated February 16, 2023 (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 16, 2023)*

10.35 Form of U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units – CEO (Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2024)*

10.36 Form of U.S.

Notice of Terms of Long-Term Incentive Performance Restricted Stock Units – CEO (Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2024)*

Table of Co ntents

10.28 Form of U.S.

10 unchanged sentences

Notice of Terms of Performance Non-Qualified Stock Option for CEO (Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended September 30, 2024)*

10.44 F orm of U.

Notice of Terms of Supplemental Restric ted Stock Unit s*

19 The Boeing Company Insider Trading Policy

10.35 Form of U.S.

Notice of Terms of Supplemental Restricted Stock Units (Exhibit 10.44 to the Company’s Form 10-K for the year ended December 31, 2024)*

10.36 Form of U.S.

Notice of Terms of Long-Term Incentive Non-Qualified Premium-Priced Stock Option (Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2025)*

10.37 Form of Non-U.S.

Notice of Terms of Long-Term Incentive Non-Qualified Premium-Priced Stock Option (Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2025)*

10.38 Form of U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units (Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended March 31, 2025)*

10.39 Form of Non-U.S.

Notice of Terms of Long-Term Incentive Restricted Stock Units (Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended March 31, 2025)*

10.40 Form of U.S.

Notice of Terms of Supplemental Restricted Stock Units (Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended March 31, 2025)*

10.41 Form of U.S.

Notice of Terms of Cash-Based Award (Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 27, 2025)*

10.42 Form of U.S.

Notice of Terms of Supplemental Non-Qualified Premium-Priced Stock Options (Exhibit 10.3 to the Company’s Current Report on Form 8-K dated June 27, 2025)*

10.43 Letter Agreement with Jesus Malave (Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended June 30, 2025)* ϕ

19 The Boeing Company Insider Trading Policy (Exhibit 19 to the Company’s Form 10-K for the year ended December 31, 2024)

21 List of Company Subsidiaries

22 Subsidiary Guarantor and Issuer of Guaranteed Securities

23 Consent of Independent Registered Public Accounting Firm

Table of Co ntents

31.1 Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002

10 unchanged sentences

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101

† Certain schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

The Company will provide a copy of omitted schedule to the SEC upon request.

† Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

The Company will provide a copy of omitted schedule and/or exhibit to the SEC upon request.

ϕ Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

The Company agrees to furnish supplementally an unredacted copy of the exhibit to the SEC upon request.

* Management contract or compensatory plan.

2 unchanged sentences

Form 10-K Summary

Table of Co ntents

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

February 3, 2025

January 30, 2026

THE BOEING COMPANY

1 unchanged sentence

Cleary – Senior Vice President and Controller

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 3, 2025.

Table of Co ntents

/s/ Robert K.

3 unchanged sentences

(Principal Executive Officer)

West /s/ Stayce D.

West – Executive Vice President and Chief Financial Officer Stayce D.

/s/ Jesus Malave, Jr.

/s/ Stayce D.

Jesus Malave, Jr.

– Executive Vice President and Chief Financial Officer Stayce D.

Harris – Director

1 unchanged sentence

/s/ Michael J.

Cleary /s/ Akhil Johri

/s/ Akhil Johri

Cleary – Senior Vice President and Controller Akhil Johri – Director

11 unchanged sentences

Richardson – Director

Gitlin /s/ Sabrina Soussan

Gitlin – Director Sabrina Soussan – Director

Gitlin /s/ Bradley D.

Gitlin – Director Bradley D.

Tilden – Director

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 9A. Controls and Procedures