UNITED STATES SECURITIES AND EXCHANGE COMMISSION | ||||
| Washington, D.C. 20549 | ||||
| Form 8-K | ||||
Current Report
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACTOF 1934
May 2, 2016
Date of Report (Date of earliest event reported)
| The Boeing Company | ||||
| (Exact name of registrant as specified in its charter) | ||||
| Delaware | 1-442 | 91-0425694 |
(State or Other Jurisdiction of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification Number) |
| 100 N. Riverside, Chicago, IL | 60606-1596 |
| (Address of Principal Executive Offices) | (Zip Code) |
| (312) 544-2000 | |
| (Registrant's Telephone Number, Including Area Code) | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Shareholders on May 2, 2016. Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders.
1. Election of Directors:
| NAME | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |
| David L Calhoun | 460,628,094 | 6,795,612 | 4,135,630 | 112,474,080 | |
| Arthur D. Collins, Jr. | 459,985,334 | 7,331,852 | 4,242,150 | 112,474,080 | |
| Kenneth M. Duberstein | 453,969,579 | 13,287,242 | 4,302,515 | 112,474,080 | |
| Edmund P. Giambastiani, Jr. | 461,032,558 | 6,311,476 | 4,215,302 | 112,474,080 | |
| Lynn J. Good | 461,335,893 | 6,265,078 | 3,958,365 | 112,474,080 | |
| Lawrence W. Kellner | 457,631,459 | 9,650,572 | 4,277,305 | 112,474,080 | |
| Edward M. Liddy | 458,829,463 | 8,399,286 | 4,330,587 | 112,474,080 | |
| Dennis A. Muilenburg | 457,591,901 | 9,542,078 | 4,425,357 | 112,474,080 | |
| Susan C. Schwab | 457,706,657 | 10,107,742 | 3,744,937 | 112,474,080 | |
| Randall L. Stephenson | 446,576,285 | 20,699,653 | 4,283,398 | 112,474,080 | |
| Ronald A. Williams | 454,874,415 | 12,468,463 | 4,216,458 | 112,474,080 | |
| Mike S. Zafirovski | 457,838,453 | 9,252,005 | 4,468,878 | 112,474,080 | |
2. Approve, on an Advisory Basis, Named Executive Officer Compensation:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
| 439,939,538 | 25,778,365 | 5,841,433 | 112,474,080 |
3. Ratify the Appointment of Deloitte & Touche LLP as Independent Auditor for 2016:
| FOR | AGAINST | ABSTAIN | |
| 572,184,482 | 8,355,230 | 3,493,704 | |
4. Shareholder Proposal - Further Report on Lobbying Activities:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
| 83,618,495 | 323,296,623 | 64,644,218 | 112,474,080 |
5. Shareholder Proposal - Special Shareowner Meeting:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
| 176,492,199 | 288,020,121 | 7,047,016 | 112,474,080 |
6. Shareholder Proposal - Independent Board Chairman:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
| 147,358,863 | 318,158,278 | 6,042,195 | 112,474,080 |
7. Shareholder Proposal – Arms Sales to Israel:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
| 23,970,019 | 375,904,305 | 71,685,012 | 112,474,080 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
THE BOEING COMPANY
By: /s/ Michael F. Lohr
Michael F. Lohr
Vice President, Assistant General Counsel and Corporate Secretary
Dated: May 4, 2016