8-KLeadership ChangesCorporate ChangesExhibits & Filings

BOEING CO 8-K Report, Executive Changes (Mar 2, 2006)

Filed March 2, 2006For Securities:BABA-PA

Summary

This 8-K filing from The Boeing Company on March 2, 2006, announces significant changes to its Board of Directors and corporate governance structure. Notably, William M. Daley, Chairman of Midwest Region for JPMorgan Chase & Co., was elected as a new director, slated for shareholder approval at the upcoming 2006 Annual Meeting. He will also serve on the Finance Committee. Furthermore, the filing details the decision of General John M. Shalikashvili, a long-standing director, not to seek re-election. These board changes coincide with a fundamental restructuring of Boeing's governance: the company has eliminated its classified board, meaning all directors will now be elected annually for one-year terms, moving away from the previous staggered three-year terms. This transition is effective with the upcoming 2006 Annual Meeting.

Key Highlights

  • 1William M. Daley, a senior executive from JPMorgan Chase & Co., appointed as a new director.
  • 2Daley will serve on the Finance Committee.
  • 3Gen. John M. Shalikashvili, a director since 2000, will not stand for re-election.
  • 4No disagreement was cited for Gen. Shalikashvili's decision.
  • 5Boeing's Board of Directors has been declassified, moving to an annual election for all directors.
  • 6The number of directors was increased from ten to eleven.
  • 7All directors will serve one-year terms commencing after the 2006 Annual Meeting.

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