X0206 3 2016-04-04 0 0000012927 BOEING CO BA 0001670946 Shanahan Patrick M 100 N. RIVERSIDE PLAZA M/C 5003-1001 CHICAGO IL 60606 1 SVP, Supply Chain & Operations Common Stock 14936.9400 D Common Stock 377.4100 I By 401(k) Common Stock 8218.4800 I Career Shares Deferred Compensation Units 0.0000 Common Stock 1479.3500 D Stock Option (Right to Buy) 71.4350 2021-02-22 Common Stock 7600.0000 D Stock Option (Right to Buy) 75.3950 2022-02-27 Common Stock 17229.0000 D Stock Option (Right to Buy) 75.9650 2023-02-25 Common Stock 19283.0000 D Includes 11,564.94 restricted stock units of which 7,394.27 will vest on February 24, 2017, 1,799.67 will vest on February 23, 2018 and 2,371 will vest on February 22, 2019; restricted stock units settle in shares of the Company's common stock on a one-for-one basis. Each deferred compensation unit is convertible into one share of the issuer's common stock or the economic equivalent thereof. Deferred compensation units are payable in stock or cash at the election of the holder following the holder's termination of employment with the issuer, except that (i) company matching deferred stock units are payable only in stock and are forfeited upon termination for any reason other than retirement, death, disability or layoff and (ii) units acquired upon deferral of certain performance shares are payable only in stock. The option was fully vested on February 22, 2014. The option was fully vested on February 27, 2015. The option was fully vested on February 25, 2016. pmspoa.txt /s/ Michael F. Lohr, Attorney-in-Fact 2016-04-12