Summary of Nonemployee Director Compensation for The Boeing Company (Effective May 1, 2008)
The Boeing Company has updated its compensation for nonemployee directors, effective May 1, 2008. The Lead Director's annual retainer fee increased to $25,000, while other compensation components remain unchanged. Nonemployee directors receive a $75,000 annual retainer, additional fees for committee chairs, and an annual deferred stock unit award of $130,000. This summary outlines the compensation structure for nonemployee members of Boeing's Board of Directors.
EXHIBIT 10 (ii)
SUMMARY OF NONEMPLOYEE DIRECTOR COMPENSATION
On April 28, 2008, the Board of Directors (the “Board”) of The Boeing Company (the “Company”) approved an increase in the additional annual retainer fee for the Lead Director by $10,000, from $15,000 to $25,000, effective May 1, 2008. The remaining components of nonemployee director compensation remain unchanged from the amounts described in the Company’s Proxy Statement for its 2008 Annual Meeting of Shareholders.
Nonemployee Director Compensation
(Effective as of May 1, 2008)
| Annual Board Retainer Fee | $ | 75,000 | |
| Additional Retainer Fee for Lead Director | $ | 25,000 | |
| Annual Retainer Fee for Finance, Governance, Organization & Nominating and Special Programs Committee Chairs | $ | 5,000 | |
| Annual Retainer Fee for Audit and Compensation Committee Chairs | $ | 10,000 | |
| Annual Deferred Stock Unit Award | $ | 130,000 |
