UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant  x                             Filed by a Party other than the Registrant  ¨

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¨ Preliminary Proxy Statement

¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

¨ Definitive Proxy Statement

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¨ Soliciting Material Pursuant to §240.14a-12

THE BOEING COMPANY

(Name of Registrant as Specified In Its Charter)

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on May 2, 2016.

	THE BOEING COMPANY
	THE BOEING COMPANY 100 N. RIVERSIDE PLAZA MC 5003-1001 CHICAGO, IL 60606-1596

Meeting Information
For Shareholders as of the close of business on: March 3, 2016
Date:  May 2, 2016        Time:  9:00 A.M. CT
Location:	The Field Museum
	1400 South Lake Shore Drive
	Chicago, Illinois 60605-2496
Meeting Admission Policy: If you would like to attend the Annual Meeting, you must obtain an admission ticket by registering no later than April 25, 2016, as described in more detail in the Proxy Statement.

You are receiving this communication because you hold common stock of The Boeing Company.

This is not a ballot. You cannot use this notice to vote. This communication presents only an overview of the more complete proxy materials that are available to you on the internet. You may view the proxy materials online at www.proxyvote.com or by scanning the QR code on the reverse side, or you may request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.

	Before You Vote
	How to Access the Proxy Materials
	Proxy Materials Available to VIEW Online or RECEIVE in Paper or Electronic Form:
	Notice of The Boeing Company’s 2016 Annual Meeting of Shareholders and Proxy Statement and the Annual Report for the year-ended December 31, 2015
	How to View Online:
	Have the 16-digit number that is printed in the box marked by the arrow (located on the following page) and visit www.proxyvote.com, or use your smartphone to scan the QR code below.
	How to Request and Receive a PAPER or E-MAIL Copy:
	If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Shareholders may also request paper or e-mail copies of the proxy materials for all future meetings. Please choose one of the following methods to make your request:
	1) BY INTERNET:         www.proxyvote.com
	2) BY TELEPHONE:     1-800-579-1639
	3) BY E-MAIL*:             sendmaterial@proxyvote.com
	*  If requesting materials by e-mail, please send a blank e-mail with the 16-digit number that is printed in the box marked by the arrow (located on the following page) in the subject line.
	Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 18, 2016 to facilitate timely delivery.
	How To Vote
	Please Choose One of the Following Voting Methods
		Vote By Internet: Go to www.proxyvote.com or scan the QR code above using your smartphone. Have the 16-digit number that is printed in the box marked by the arrow (located on the following page) available and follow the instructions.
		Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
		Vote In Person: You may choose to attend and vote in person at the Annual Meeting of Shareholders. A ballot will be provided to shareholders of record who attend the Meeting and wish to vote in person. You must obtain an admission ticket in advance. Instructions for registering to attend the meeting are included below. Please refer to the Proxy Statement available online for other admission requirements, as well as directions on how to get to the meeting location.
		Meeting Admission Policy: In order to attend the meeting, you must obtain an admission ticket by registering no later than April 25, 2016. Click the “Register for Meeting” link at proxyvote.com to register. If you do not have access to the internet you can register by calling 1-844-318-0137.
		Deadline to Vote By Internet: Your internet vote must be received by 10:59 p.m. CT on Sunday, May 1, 2016.

Voting Items

	The Board of Directors recommends you vote FOR the following 12 director nominees:
	1.	Election of Directors
		1a.	David L. Calhoun
		1b.	Arthur D. Collins, Jr.
		1c.	Kenneth M. Duberstein
		1d.	Edmund P. Giambastiani, Jr.
		1e.	Lynn J. Good
		1f.	Lawrence W. Kellner
		1g.	Edward M. Liddy
		1h.	Dennis A. Muilenburg
		1i.	Susan C. Schwab
		1j.	Randall L. Stephenson
		1k.	Ronald A. Williams
		1l.	Mike S. Zafirovski

COMPANY PROPOSALS: The Board of Directors recommends you vote FOR proposals 2 and 3.

2. Approve, on an Advisory Basis, Named Executive Officer Compensation.

3. Ratify the Appointment of Deloitte & Touche LLP as Independent Auditor for 2016.

SHAREHOLDER PROPOSALS: The Board of Directors recommends you vote AGAINST proposals 4, 5, 6 and 7.

4. Further Report on Lobbying Activities.

5. Special Shareowner Meetings.

6. Independent Board Chairman.

7. Arms Sales to Israel.

NOTE: In their discretion, the proxies are authorized to vote on such other matters that may properly come before the 2016 Annual Meeting of Shareholders or any other adjournment or postponement thereof.