CARSON SCOTT E 4

4 · BOEING CO · Filed Mar 7, 2007

Form 4

Period: 2007-03-05

Executive VP-Pres. & CEO, BCA

Transactions

Exercise/Conversion
Boeing Stock Units
[F1][F2][F3]
2007-03-05−2,460.86→ 6,882.75 total
→ Common (2,460.86 underlying)
Exercise/Conversion
Deferred Compensation Units
[F4][F5][F6][F3]
2007-03-05+2,460.86→ 223,814.75 total(indirect: Deferred Compensation Stock Program)
→ Common (2,460.86 underlying)
Award
Deferred Compensation Units
[F4][F7][F6]
2007-03-05+615.22→ 224,429.97 total(indirect: Deferred Compensation Stock Program)
→ Common (615.22 underlying)

Footnotes (7)

[F1]Boeing Stock Units (BSUs) convert into common stock on a 1-for-1 basis if settled in stock. BSUs are phantom stock units allocated to the reporting person's Boeing Stock Unit account under the Incentive Compensation Plan.
[F2]BSUs vest and are payable in cash or stock three years after the award is granted.
[F3]Includes adjustments for dividends accrued.
[F4]Phantom stock units are convertible into common stock on a 1-for-1 basis.
[F5]Boeing Stock Units deferred to the Deferred Compensation Stock Program at vesting.
[F6]Phantom stock units acquired by reporting person pursuant to the Company's Deferred Compensation Plan. Units are payable in stock or cash. Company match contributions are forfeited upon termination for any reason other than retirement, death, disability or layoff.
[F7]Company match to deferral of vested Boeing stock units to Deferred Compensation Stock Program.

Signature

By: /s/ Mark R. Pacioni as Attorney-in-Fact|2007-03-07

Documents

1 file