Washington, D.C. 20549




(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934



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  Definitive Proxy Statement
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  Soliciting Material Pursuant to §240.14a-12


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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 April 30, 2018.













MC 5003-1001

CHICAGO, IL 60606-1596



Meeting Information


For Shareholders as of the close of business on:  March 1, 2018


Date:  April 30, 2018        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 20, 2018, 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 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 or RECEIVE:

Notice of The Boeing Company’s 2018 Annual Meeting of Shareholders and Proxy Statement and the Annual Report for the year-ended December 31, 2017


How to View Online:

Have the 16-digit number that is printed in the box marked by the arrow LOGO (located on the following page) and visit, 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:


  2)   BY TELEPHONE:     1-800-579-1639
  3)   BY E-MAIL*:


*  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 LOGO (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 16, 2018 to facilitate timely delivery.



  How To Vote   LOGO                     




Please Choose One of the Following Voting Methods







Vote By Internet: Go to or scan the QR code above using your smartphone. Have the 16-digit number that is printed in the box marked by the arrow LOGO (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 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 20, 2018. Click the “Register for Meeting” link at or call 1-844-318-0137 to register.



Deadline to Vote By Internet: Your internet vote must be received by 10:59 p.m. CT on Sunday, April 29, 2018.


  Voting Items  
  The Board of Directors recommends you vote FOR the following 13 director nominees:
  1.      Election of Directors  





























  Robert A. Bradway


  David L. Calhoun


  Arthur D. Collins Jr.


  Kenneth M. Duberstein


  Edmund P. Giambastiani Jr.         


  Lynn J. Good


  Lawrence W. Kellner


  Caroline B. Kennedy


  Edward M. Liddy


  Dennis A. Muilenburg


  Susan C. Schwab


  Ronald A. Williams


  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 2018.

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


4. Additional Report on Lobbying Activities.


5. Reduce Threshold to Call Special Shareholder Meetings from 25% to 10%.


6. Independent Board Chairman.


7. Require Shareholder Approval to Increase the Size of the Board to More Than 14.

NOTE: In their discretion, the proxies are authorized to vote on such other matters that may properly come before the 2018 Annual Meeting of Shareholders or any other adjournment or postponement thereof.