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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-Q(Mark One)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30,2024or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE A

2、CT OF 1934For the transition period from to Commission file number 1-442 THE BOEING COMPANY(Exact name of registrant as specified in its charter)Delaware 91-0425694(State or other jurisdiction ofincorporation or organization)(I.R.S.Employer Identification No.)929 Long Bridge DriveArlington,VA 22202(

3、Address of principal executive offices)(Zip Code)(703)465-3500(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock,$5.00 Par ValueBANew York Stock Exchange

4、Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 duringthe preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filin

5、g requirements forthe past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the r

6、egistrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or anemerging growth company.See the definitions of“large accelerated filer,”“accelerated filer,”“sm

7、aller reporting company,”and emerging growth company inRule 12b-2 of the Exchange Act.(Check one):Large Accelerated FilerAccelerated filerNon-accelerated filerSmaller reporting company Emerging growth companyIf an emerging growth company,indicate by check mark if the registrant has elected not to us

8、e the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No As of October 16,2024,there

9、 were 618,200,911 shares of common stock,$5.00 par value,issued and outstanding.THE BOEING COMPANYFORM 10-QFor the Quarter Ended September 30,2024INDEXPart I.Financial Information(Unaudited)PageItem 1.Financial Statements1Condensed Consolidated Statements of Operations1Condensed Consolidated Stateme

10、nts of Comprehensive Income2Condensed Consolidated Statements of Financial Position3Condensed Consolidated Statements of Cash Flows4Condensed Consolidated Statements of Equity6Summary of Business Segment Data8Note 1-Basis of Presentation9Note 2-Spirit Acquisition10Note 3-Earnings Per Share11Note 4-I

11、ncome Taxes12Note 5-Allowance for Losses on Financial Assets13Note 6-Inventories14Note 7-Contracts with Customers15Note 8-Financing Receivables and Operating Lease Equipment15Note 9-Investments17Note 10-Liabilities,Commitments&Contingencies17Note 11-Arrangements with Off-Balance Sheet Risk22Note 12-

12、Debt22Note 13-Postretirement Plans24Note 14-Share-Based Compensation and Other Compensation Arrangements24Note 15-Shareholders Equity26Note 16-Derivative Financial Instruments26Note 17-Fair Value Measurements28Note 18-Legal Proceedings31Note 19-Segment and Revenue Information31Note 20-Subsequent Eve

13、nts35Report of Independent Registered Public Accounting Firm36Forward-Looking Statements37Item 2.Managements Discussion and Analysis of Financial Condition and Results of Operations39Consolidated Results of Operations and Financial Condition39Commercial Airplanes46Defense,Space&Security49Global Serv

14、ices52Liquidity and Capital Resources53Contingent Obligations55Non-GAAP Measures55Item 3.Quantitative and Qualitative Disclosures About Market Risk56Item 4.Controls and Procedures57Part II.Other InformationItem 1.Legal Proceedings58Item 1A.Risk Factors58Item 2.Unregistered Sales of Equity Securities

15、 and Use of Proceeds60Item 3.Defaults Upon Senior Securities60Item 4.Mine Safety Disclosures60Item 5.Other Information60Item 6.Exhibits61Signature62Table of ContentsPart I.Financial InformationItem 1.Financial StatementsThe Boeing Company and SubsidiariesCondensed Consolidated Statements of Operatio

16、ns(Unaudited)(Dollars in millions,except per share data)Nine months endedSeptember 30Three months endedSeptember 302024202320242023Sales of products$41,326$46,661$14,534$15,060 Sales of services9,949 9,115 3,306 3,044 Total revenues51,275 55,776 17,840 18,104 Cost of products(43,384)(43,140)(18,413)

17、(14,464)Cost of services(8,293)(7,609)(2,934)(2,475)Total costs and expenses(51,677)(50,749)(21,347)(16,939)(402)5,027(3,507)1,165 Income/(loss)from operating investments,net59 45(15)28 General and administrative expense(3,623)(3,633)(1,085)(1,043)Research and development expense,net(2,976)(2,496)(1

18、,154)(958)Gain on dispositions,net5 1 Loss from operations(6,937)(1,056)(5,761)(808)Other income,net790 919 265 297 Interest and debt expense(1,970)(1,859)(728)(589)Loss before income taxes(8,117)(1,996)(6,224)(1,100)Income tax benefit/(expense)149(216)50(538)Net loss(7,968)(2,212)(6,174)(1,638)Less

19、:net loss attributable to noncontrolling interest(16)(13)(4)(2)Net loss attributable to Boeing Shareholders($7,952)($2,199)($6,170)($1,636)Basic loss per share($12.91)($3.64)($9.97)($2.70)Diluted loss per share($12.91)($3.64)($9.97)($2.70)Weighted average diluted shares(millions)616.1605.0618.8607.2

20、See Notes to the Condensed Consolidated Financial Statements.1Table of ContentsThe Boeing Company and SubsidiariesCondensed Consolidated Statements of Comprehensive Income(Unaudited)(Dollars in millions)Nine months endedSeptember 30Three months endedSeptember 302024 2023 2024 2023 Net loss($7,968)($

21、2,212)($6,174)($1,638)Other comprehensive income/(loss),net of tax:Currency translation adjustments30(29)54(39)Unrealized gain on certain investments,net of tax of$0,$0,$0 and$01 1 1 1 Derivative instruments:Unrealized(losses)/gains arising during period,net of tax of$3,$17,($19)and$10(13)(60)63(35)

22、Reclassification adjustment for losses included in net loss,net of tax of($7),$0,$1 and($1)26 2 4 Total unrealized gain/(loss)on derivative instruments,net of tax13(58)63(31)Defined benefit pension plans and other postretirement benefits:Net actuarial(losses)/gains arising during the period,net of t

23、ax of$16,$2,($1)and$0(18)(5)1 Amortization of actuarial losses/(gains)included in net periodic benefitcost,net of tax of($30),$1,($10)and$038(6)12(2)Amortization of prior service credits included in net periodic benefitcost,net of tax of$31,$17,$11 and$5(38)(61)(12)(21)Pension and postretirement cos

24、t related to our equity methodinvestments,net of tax of($2),$0,$1 and$06 1 Total defined benefit pension plans and other postretirement benefits,netof tax(12)(72)1(22)Other comprehensive income/(loss),net of tax32(158)119(91)Comprehensive loss,net of tax(7,936)(2,370)(6,055)(1,729)Less:Comprehensive

25、 loss related to noncontrolling interest(16)(13)(4)(2)Comprehensive loss attributable to Boeing Shareholders,net of tax($7,920)($2,357)($6,051)($1,727)See Notes to the Condensed Consolidated Financial Statements.2Table of ContentsThe Boeing Company and SubsidiariesCondensed Consolidated Statements o

26、f Financial Position(Unaudited)(Dollars in millions,except per share data)September 302024December 312023AssetsCash and cash equivalents$9,961$12,691 Short-term and other investments509 3,274 Accounts receivable,net2,894 2,649 Unbilled receivables,net9,356 8,317 Current portion of financing receivab

27、les,net457 99 Inventories83,341 79,741 Other current assets,net2,918 2,504 Total current assets109,436 109,275 Financing receivables and operating lease equipment,net321 860 Property,plant and equipment,net of accumulated depreciation of$22,923 and$22,24511,236 10,661 Goodwill8,112 8,093 Acquired in

28、tangible assets,net2,011 2,094 Deferred income taxes44 59 Investments1,030 1,035 Other assets,net of accumulated amortization of$1,054 and$1,0465,505 4,935 Total assets$137,695$137,012 Liabilities and equityAccounts payable$12,267$11,964 Accrued liabilities22,628 22,331 Advances and progress billing

29、s57,931 56,328 Short-term debt and current portion of long-term debt4,474 5,204 Total current liabilities97,300 95,827 Deferred income taxes249 229 Accrued retiree health care2,121 2,233 Accrued pension plan liability,net6,097 6,516 Other long-term liabilities2,314 2,332 Long-term debt53,176 47,103

30、Total liabilities161,257 154,240 Shareholders equity:Common stock,par value$5.00 1,200,000,000 shares authorized;1,012,261,159 sharesissued5,061 5,061 Additional paid-in capital10,925 10,309 Treasury stock,at cost 394,465,404 and 402,746,136 shares(48,564)(49,549)Retained earnings19,299 27,251 Accum

31、ulated other comprehensive loss(10,273)(10,305)Total shareholders deficit(23,552)(17,233)Noncontrolling interests(10)5 Total equity(23,562)(17,228)Total liabilities and equity$137,695$137,012 See Notes to the Condensed Consolidated Financial Statements.3Table of ContentsThe Boeing Company and Subsid

32、iariesCondensed Consolidated Statements of Cash Flows(Unaudited)(Dollars in millions)Nine months ended September 3020242023Cash flows operating activities:Net loss($7,968)($2,212)Adjustments to reconcile net loss to net cash(used)/provided by operating activities:Non-cash items Share-based plans exp

33、ense310 548 Treasury shares issued for 401(k)contribution1,315 1,204 Depreciation and amortization1,327 1,380 Investment/asset impairment charges,net48 12 Gain on dispositions,net(5)(1)777X and 767 reach-forward losses3,006 Other charges and credits,net270(25)Changes in assets and liabilities Accoun

34、ts receivable(275)(523)Unbilled receivables(1,042)(547)Advances and progress billings1,666 2,963 Inventories(6,854)(940)Other current assets(26)707 Accounts payable122 982 Accrued liabilities327(574)Income taxes receivable,payable and deferred(282)73 Other long-term liabilities(228)(254)Pension and

35、other postretirement plans(736)(785)Financing receivables and operating lease equipment,net258 472 Other137 99 Net cash(used)/provided by operating activities(8,630)2,579 Cash flows investing activities:Payments to acquire property,plant and equipment(1,582)(1,096)Proceeds from disposals of property

36、,plant and equipment46 19 Acquisitions,net of cash acquired(50)(19)Contributions to investments(1,751)(14,485)Proceeds from investments4,546 10,497 Supplier notes receivable(494)(162)Repayments on supplier notes receivable40 Purchase of distribution rights(88)Other(14)5 Net cash provided/(used)by in

37、vesting activities653(5,241)Cash flows financing activities:New borrowings10,120 55 Debt repayments(4,824)(5,181)Stock options exercised 45 4Table of ContentsEmployee taxes on certain share-based payment arrangements(73)(52)Other15 2 Net cash provided/(used)by financing activities5,238(5,131)Effect

38、of exchange rate changes on cash and cash equivalents8(22)Net decrease in cash&cash equivalents,including restricted(2,731)(7,815)Cash&cash equivalents,including restricted,at beginning of year12,713 14,647 Cash&cash equivalents,including restricted,at end of period9,982 6,832 Less restricted cash&c

39、ash equivalents,included in Investments21 21 Cash and cash equivalents at end of period$9,961$6,811 See Notes to the Condensed Consolidated Financial Statements.5Table of ContentsThe Boeing Company and SubsidiariesCondensed Consolidated Statements of EquityFor the nine months ended September 30,2024

40、 and 2023(Unaudited)Boeing shareholders (Dollars in millions)CommonStockAdditionalPaid-InCapitalTreasuryStockRetainedEarningsAccumulated OtherComprehensive LossNon-controllingInterestsTotalBalance at January 1,2023$5,061$9,947($50,814)$29,473($9,550)$35($15,848)Net loss(2,199)(13)(2,212)Other compre

41、hensive loss,net of tax of$37(158)(158)Share-based compensation548 548 Treasury shares issued for stock options exercised,net(27)72 45 Treasury shares issued for other share-based plans,net(82)63(19)Treasury shares issued for 401(k)contribution497 707 1,204 Subsidiary shares purchased from noncontro

42、lling interests(267)(267)Other changes in noncontrolling interests(10)(10)Balance at September 30,2023$5,061$10,616($49,972)$27,274($9,708)$12($16,717)Balance at January 1,2024$5,061$10,309($49,549)$27,251($10,305)$5($17,228)Net loss(7,952)(16)(7,968)Other comprehensive income,net of tax of$1132 32

43、Share-based compensation310 310 Treasury shares issued for other share-based plans,net(129)105(24)Treasury shares issued for 401(k)contribution435 880 1,315 Other changes in noncontrolling interests1 1 Balance at September 30,2024$5,061$10,925($48,564)$19,299($10,273)($10)($23,562)See Notes to the C

44、ondensed Consolidated Financial Statements.6Table of ContentsThe Boeing Company and SubsidiariesCondensed Consolidated Statements of EquityFor the three months ended September 30,2024 and 2023(Unaudited)Boeing shareholders (Dollars in millions,except per share data)CommonStockAdditionalPaid-InCapita

45、l Treasury StockRetainedEarningsAccumulated OtherComprehensive LossNon-controllingInterestsTotalBalance at July 1,2023$5,061$10,310($50,181)$28,910($9,617)$24($15,493)Net loss(1,636)(2)(1,638)Other comprehensive loss,net of tax of$14(91)(91)Share-based compensation167 167 Treasury shares issued for

46、stock options exercised,net1 1 Treasury shares issued for other share-based plans,net(9)14 5 Treasury shares issued for 401(k)contribution147 195 342 Other changes in noncontrolling interests(10)(10)Balance at September 30,2023$5,061$10,616($49,972)$27,274($9,708)$12($16,717)Balance at July 1,2024$5

47、,061$10,727($48,841)$25,469($10,392)($6)($17,982)Net loss(6,170)(4)(6,174)Other comprehensive income,net of tax of($17)119 119 Share-based compensation102 102 Treasury shares issued for other share-based plans,net(7)18 11 Treasury shares issued for 401(k)contribution103 259 362 Balance at September

48、30,2024$5,061$10,925($48,564)$19,299($10,273)($10)($23,562)See Notes to the Condensed Consolidated Financial Statements.7Table of ContentsThe Boeing Company and SubsidiariesNotes to Condensed Consolidated Financial StatementsSummary of Business Segment Data(Unaudited)(Dollars in millions)Nine months

49、 endedSeptember 30Three months endedSeptember 302024202320242023Revenues:Commercial Airplanes$18,099$23,420$7,443$7,876 Defense,Space&Security18,507 18,187 5,536 5,481 Global Services14,835 14,278 4,901 4,812 Unallocated items,eliminations and other(166)(109)(40)(65)Total revenues$51,275$55,776$17,8

50、40$18,104 Loss from operations:Commercial Airplanes($5,879)($1,676)($4,021)($678)Defense,Space&Security(3,146)(1,663)(2,384)(924)Global Services2,620 2,487 834 784 Segment operating loss(6,405)(852)(5,571)(818)Unallocated items,eliminations and other(1,364)(1,067)(418)(271)FAS/CAS service cost adjus

51、tment832 863 228 281 Loss from operations(6,937)(1,056)(5,761)(808)Other income,net790 919 265 297 Interest and debt expense(1,970)(1,859)(728)(589)Loss before income taxes(8,117)(1,996)(6,224)(1,100)Income tax benefit/(expense)149(216)50(538)Net loss(7,968)(2,212)(6,174)(1,638)Less:net loss attribu

52、table to noncontrolling interest(16)(13)(4)(2)Net loss attributable to Boeing Shareholders($7,952)($2,199)($6,170)($1,636)This information is an integral part of the Notes to the Condensed Consolidated Financial Statements.See Note 19 for further segment results.8Table of ContentsThe Boeing Company

53、and SubsidiariesNotes to the Condensed Consolidated Financial Statements(Dollars in millions,except per share amounts or as otherwise stated)(Unaudited)Note 1 Basis of PresentationThe condensed consolidated interim financial statements included in this report have been prepared by management of The

54、Boeing Company(herein referred to as“Boeing”,the“Company”,“we”,“us”,or“our”).In the opinion of management,all adjustments(consisting of normalrecurring accruals)necessary for a fair presentation are reflected in the interim financial statements.The results of operations for the periodended September

55、 30,2024,are not necessarily indicative of the operating results for the full year.The interim financial statements should beread in conjunction with the audited Consolidated Financial Statements,including the notes thereto,included in our 2023 Annual Report on Form10-K.We added a new financial stat

56、ement line item to the Condensed Consolidated Statements of Cash Flows for cash invested in Suppliernotes receivable and reclassified the corresponding amounts in the prior period financial statements to conform to the current periodpresentation.Liquidity MattersDuring the nine months ended Septembe

57、r 30,2024,net cash used by operating activities was$8.6 billion.The cash outflow was primarily drivenby our commercial airplane business.Commercial airplane cash outflows reflect slowed production and deliveries as a result of ongoing safetyand quality improvement actions the Company is taking follo

58、wing the Alaska Airlines accident on January 5,2024,as well as supply chainconstraints.Additionally,the ongoing work stoppage initiated on September 13,2024,by the International Association of Machinists andAerospace Workers District 751(IAM 751)has paused production of certain commercial aircraft m

59、odels(737,767,777 and 777X aircraft)aswell as production of commercial derivative aircraft for our Defense,Space&Security business(KC-46A Tanker and P-8A Poseidon).The IAM751 work stoppage is also significantly reducing aircraft deliveries and adversely impacting our financial position,results of op

60、erations and cashflows.At September 30,2024,cash and short-term investments totaled$10.5 billion.Our total debt balance was$57.7 billion at September 30,2024,up from$52.3 billion at December 31,2023.On May 1,2024,we issued$10 billion of fixed-rate senior notes.At September 30,2024,we had$10.0 billio

61、n of unused borrowing capacity on revolving credit line agreements.On May 15,2024,we entered into a$4.0 billion five-yearrevolving credit agreement expiring in May 2029.Our$3.0 billion three-year revolving credit agreement expiring in August 2025 and$3.0 billionfive-year revolving credit agreement e

62、xpiring in August 2028 each remain in effect.We anticipate these credit lines will primarily serve as back-up liquidity to support our general borrowing needs.On October 14,2024,we entered into a$10.0 billion 364-day supplemental creditagreement(see Note 12 for additional information).We continue to

63、 be in full compliance with all covenants contained in our debt and creditfacility agreements.We continue to maintain investment grade credit ratings.Moodys downgraded our short term and long term credit ratings to Baa3/P-3 in April2024.Moodys and S&P placed our ratings on review for downgrade in Se

64、ptember 2024 and October 2024,respectively.A number of factorscould cause us to incur increased borrowing costs and/or to have greater difficulty accessing public and private markets,including further creditrating downgrades.At September 30,2024,trade payables included$2.7 billion payable to supplie

65、rs who have elected to participate in supplychain financing programs compared with$2.9 billion at December 31,2023.In future quarters,our suppliers access to supply chain financingcould be curtailed or more expensive if our credit ratings are further downgraded.We are implementing actions to improve

66、 liquidity.We instituted temporary furloughs and hiring freezes across the Company for all levels andpaused pay increases for executive and management promotions.We are reducing discretionary spending as well as reducing or deferring non-essential capital expenditures.We are also pausing the issuanc

67、e of the majority of supplier purchase orders on the 737,767,777,and 777Xprograms due to IAM 751s ongoing work stoppage.In addition,on October 11,2024,we announced that we plan to reduce the size of our totalworkforce by roughly 10 percent.9Table of ContentsOur planned acquisition of Spirit AeroSyst

68、ems Holdings,Inc.(Spirit)will be an all-stock transaction pursuant to the Agreement and Plan ofMerger entered into on June 30,2024(see Note 2 for additional information).Notwithstanding the actions described above to improve liquidity,we expect negative operating cash flows in future quarters until

69、IAM 751employees return to work,production resumes and deliveries ramp up.Based on our current best estimates of market demand,planned production rates,timing of cash receipts and expenditures,and our expectedability to successfully implement actions to improve liquidity,we believe it is probable th

70、at we will be able to fund our operations for theforeseeable future.We also believe we have the ability to access additional liquidity.Use of EstimatesThe preparation of financial statements in conformity with U.S.generally accepted accounting principles(GAAP)requires management to makeestimates and

71、 assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dateof the financial statements and the reported amounts of revenues and expenses during the reporting period.Actual results could differ fromthose estimates.GoodwillWe

72、performed our annual goodwill impairment test as of April 1,2024,using a qualitative assessment.We determined the fair value of each ofour reporting units substantially exceeded their respective carrying values.Our Military Aircraft reporting unit within our Defense,Space&Security(BDS)segment had go

73、odwill of$1,295 and a negative carrying value at September 30,2024.Long-term ContractsSubstantially all contracts at our BDS segment and certain contracts at our Global Services(BGS)segment are long-term contracts with the U.S.government and other customers that generally extend over several years.C

74、hanges in estimated revenues,cost of sales,and the related effecton operating income are recognized using a cumulative catch-up adjustment which recognizes,in the current period,the cumulative effect of thechanges on current and prior periods based on a long-term contracts percentage-of-completion.W

75、hen the current estimates of total revenuesand costs at completion for a long-term contract indicate a loss,a provision for the entire reach-forward loss on the long-term contract isrecognized.The table below reflects the impact of net cumulative catch-up adjustments for changes in estimated revenue

76、s and costs at completion across alllong-term contracts,including the impact to Loss from operations from changes in estimated losses on unexercised options.(In millions-except per share amounts)Nine months endedSeptember 30Three months endedSeptember 302024202320242023Decrease to Revenue($1,928)($1

77、,582)($963)($800)Increase to Loss from operations($4,322)($2,600)($2,622)($1,252)Increase to Diluted loss per share($6.89)($4.76)($4.20)($3.07)Note 2 Spirit AcquisitionOn June 30,2024,we entered into an Agreement and Plan of Merger(the Merger Agreement)pursuant to which we have agreed to acquireSpir

78、it in an all-stock transaction at an equity value of approximately$4,700,or$37.25 per share of Spirit Class A Common Stock.Thetransaction will include the assumption of Spirits net debt at closing.10Table of ContentsEach share of Spirit common stock will be exchanged for a number of shares of Boeing

79、 common stock equal to an exchange ratio between 0.18and 0.25,calculated as$37.25 divided by the volume weighted average share price of Boeing shares over the 15-trading-day period ending onthe second trading day prior to the closing(subject to a floor of$149.00 per share and a ceiling of$206.94 per

80、 share).Spirit stockholders willreceive 0.25 Boeing shares for each of their Spirit shares if the volume-weighted average price is at or below$149.00,and 0.18 Boeing sharesfor each of their Spirit shares if the volume-weighted average price is at or above$206.94 per share.Boeings acquisition of Spir

81、it will include substantially all Boeing-related commercial operations,as well as certain other operations.Spirit has also entered into a binding term sheet with Airbus SE(Airbus)setting forth the terms upon which Airbus will,assuming the partiesenter into definitive agreements and receive all requi

82、red regulatory approvals,acquire certain commercial work packages that Spirit performs forAirbus concurrently with the closing of the Boeing-Spirit merger.In addition,Spirit is proposing to sell certain of its operations,including those inBelfast,Northern Ireland(non-Airbus operations);Prestwick,Sco

83、tland;Subang,Malaysia;Biddeford,Maine;and Woonsocket,Rhode Island.The transaction is expected to close mid-2025 and is subject to the sale of the Spirit operations related to certain Airbus commercial workpackages and the satisfaction of customary closing conditions,including regulatory and Spirit s

84、tockholder approvals.The Merger Agreement contains certain termination rights,including that either Boeing or Spirit may terminate the Merger Agreement if,subjectto certain limitations,the transaction has not been consummated by March 31,2025(subject to three automatic three-month extensions if onea

85、ch such date all of the closing conditions except those relating to regulatory approvals have been satisfied or waived)(the Outside Date).Additionally,Spirit may terminate the Merger Agreement under specified circumstances to accept an unsolicited Superior Proposal(as defined inthe Merger Agreement)

86、from a third party,and we may terminate the Merger Agreement if,before Spirit stockholder approval has been obtained,the Spirit Board of Directors changes its recommendation that Spirits stockholders adopt the Merger Agreement.In addition,if either partybreaches or fails to perform any of its repres

87、entations,warranties or covenants under the Merger Agreement such that the related conditions tothe other partys obligation to consummate the Merger would not be satisfied,and such breach or failure is not curable by the Outside Date or,ifcurable by the Outside Date,has not been cured within 30 days

88、 following notice thereof,such other party may terminate the Merger Agreement.The Merger Agreement provides that Spirit will be required to pay Boeing a termination fee of$150 if the Merger Agreement is terminated underspecified circumstances in which the Spirit Board of Directors changes its recomm

89、endation that Spirits stockholders adopt the MergerAgreement,Spirit terminates the Merger Agreement in order to accept a Superior Proposal as set forth in the Merger Agreement,or Spiritconsummates a Qualifying Transaction(as defined in the Merger Agreement)following the termination of the Merger Agr

90、eement.The Merger Agreement also provides that we will be required to pay Spirit a termination fee of$300 if the Merger Agreement is terminated bySpirit or Boeing under certain specified circumstances as a result of the parties failure to obtain the required regulatory approvals by the OutsideDate o

91、r in the event that any law or order related to the required regulatory approvals or any applicable antitrust law or foreign investment lawprohibits the consummation of the Merger.Note 3 Earnings Per ShareBasic and diluted earnings per share are computed using the two-class method,which is an earnin

92、gs allocation method that determinesearnings per share for common shares and participating securities.The undistributed earnings are allocated between common shares andparticipating securities as if all earnings had been distributed during the period.Participating securities and common shares have e

93、qual rights toundistributed earnings.11Table of ContentsBasic earnings per share is calculated by taking net earnings attributable to Boeing Shareholders,less earnings available to participatingsecurities,divided by the basic weighted average common shares outstanding.Diluted earnings per share is c

94、alculated by taking net earnings attributable to Boeing Shareholders,less earnings available to participatingsecurities,divided by the diluted weighted average common shares outstanding.Diluted weighted average common shares outstanding iscalculated using the treasury stock method.The elements used

95、in the computation of Basic and Diluted loss per share were as follows:(In millions-except per share amounts)Nine months endedSeptember 30Three months endedSeptember 302024202320242023Net loss attributable to Boeing Shareholders($7,952)($2,199)($6,170)($1,636)Less:earnings available to participating

96、 securitiesNet loss available to common shareholders($7,952)($2,199)($6,170)($1,636)BasicBasic weighted average shares outstanding616.1 605.0 618.8 607.2 Less:participating securities0.3 0.3 0.2 0.3 Basic weighted average common shares outstanding615.8 604.7 618.6 606.9 DilutedDiluted weighted avera

97、ge shares outstanding616.1 605.0 618.8 607.2 Less:participating securities0.3 0.3 0.2 0.3 Diluted weighted average common shares outstanding615.8 604.7 618.6 606.9 Net loss per share:Basic($12.91)($3.64)($9.97)($2.70)Diluted(12.91)(3.64)(9.97)(2.70)Participating securities include certain instrument

98、s in our deferred compensation plan.The following table represents potential common shares that were not included in the computation of Diluted loss per share because the effectwas antidilutive based on their strike price or the performance condition was not met.(Shares in millions)Nine months ended

99、September 30Three months endedSeptember 302024202320242023Performance restricted stock units0.7 0.7 Restricted stock units0.7 Stock options0.8 0.8 0.8 0.7 In addition,potential common shares of 2.9 million and 5.6 million for the nine months ended September 30,2024 and 2023 and 2.9 million and6.2 mi

100、llion for the three months ended September 30,2024 and 2023 were excluded from the computation of Diluted loss per share,becausethe effect would have been antidilutive as a result of incurring a net loss in those periods.Note 4 Income TaxesWe computed our 2024 interim tax provision using an estimate

101、d annual effective tax rate of(1.9)%,adjusted for discrete items.Our 2024estimated annual effective tax rate is primarily driven by taxes on non-U.S.operations.The forecasted 2024 tax provision as estimated atSeptember 30,2024,remained relatively consistent with that estimated in the second quarter

102、of 2024,despite increased forecasted pre-(1)(1)(1)12Table of Contentstax losses.This resulted in a corresponding change in the annualized effective tax rate during the three months ended September 30,2024.Theeffective tax rate for the three months ended September 30,2024,was 0.8%and reflects additio

103、nal tax benefits to adjust prior quarters resultsto the annual effective tax rate.The effective tax rates were 1.8%and(10.8)%for the nine months ended September 30,2024 and 2023.As of December 31,2023,we had recorded valuation allowances of$4,550 primarily for certain domestic deferred tax assets,an

104、d certaindomestic net operating losses,tax credit and interest carryforwards.To measure the valuation allowance,the Company estimated in what yeareach of its deferred tax assets and liabilities would reverse using systematic and logical methods to estimate the reversal patterns.Based onthese methods

105、,deferred tax liabilities are assumed to reverse and generate taxable income over the next 5 to 10 years while deferred tax assetsrelated to pension and other postretirement benefit obligations are assumed to reverse and generate tax deductions over the next 15 to 20years.The valuation allowance res

106、ults from not having sufficient income from deferred tax liability reversals in the appropriate future periods tosupport the realization of deferred tax assets.In the third quarter of 2024,we determined that earnings from our non-U.S.subsidiaries are no longer considered to be permanently reinvested

107、.This resulted in a discrete income tax provision of$13 for the three months ended September 30,2024.Federal income tax audits have been settled for all years prior to 2021.The Internal Revenue Service is expected to begin the 2021-2023 federaltax audit in the third quarter of 2025.We are also subje

108、ct to examination in major state and international jurisdictions for the 2010-2023 taxyears.We believe appropriate provisions for all outstanding tax issues have been made for all jurisdictions and all open years.Note 5 Allowances for Losses on Financial AssetsThe changes in allowances for expected

109、credit losses for the nine months ended September 30,2024 and 2023,consisted of the following:AccountsreceivableUnbilledreceivablesOther currentassetsFinancingreceivables Other assetsTotalBalance at January 1,2023($116)($23)($85)($55)($88)($367)Changes in estimates(8)3 15 4(16)(2)Write-offs27 5 32 R

110、ecoveries4 4 Balance at September 30,2023($93)($20)($65)($51)($104)($333)Balance at January 1,2024($89)($19)($50)($51)($122)($331)Changes in estimates(28)(2)(2)41(66)(57)Write-offs15 11 26 Recoveries1 1 Balance at September 30,2024($101)($21)($41)($10)($188)($361)13Table of ContentsNote 6 Inventorie

111、sInventories consisted of the following:September 302024December 312023Commercial aircraft programs$72,101$68,683 Long-term contracts in progress164 686 Capitalized precontract costs981 946 Commercial spare parts,used aircraft,general stock materials and other10,095 9,426 Total$83,341$79,741 Capital

112、ized precontract costs at September 30,2024 and December 31,2023,included amounts related to T-7A Red Hawk ProductionOptions,Commercial Crew,and KC-46A Tanker.See Note 10.Commercial Aircraft ProgramsAt September 30,2024 and December 31,2023,commercial aircraft programs inventory included the followi

113、ng amounts related to the 737program:deferred production costs of$8,670 and$6,011 and unamortized tooling and other non-recurring costs of$879 and$792.AtSeptember 30,2024,$9,505 of 737 deferred production costs,unamortized tooling and other non-recurring costs are expected to be recoveredfrom units

114、included in the program accounting quantity that have firm orders,and$44 is expected to be recovered from units included in theprogram accounting quantity that represent expected future orders.At September 30,2024 and December 31,2023,commercial aircraft programs inventory included the following amo

115、unts related to the 777Xprogram:$3,818 and$4,638 of work in process(including deferred production costs of$552 and$1,792)and$4,255 and$4,063 of unamortizedtooling and other non-recurring costs.We expensed abnormal production costs of$442 during the nine months ended September 30,2023.Inthe fourth qu

116、arter of 2023,the 777X program resumed production,and as a result,there were no abnormal production costs during the ninemonths ended September 30,2024.During the third quarter of 2024,we determined that estimated costs to complete the 777X program plus thecosts already included in 777X inventory ex

117、ceed estimated revenues from the program.The resulting reach-forward loss of$2,608 was recordedas a reduction of deferred production costs.The level of profitability on the 777X program will be subject to a number of factors.These factorsinclude aircraft certification requirements and timing,change

118、incorporation on completed aircraft,production disruption due to labor instability(including the ongoing work stoppage)and supply chain disruption,customer delivery timing and negotiations,further production rateadjustments for the 777X or other commercial aircraft programs,and contraction of the ac

119、counting quantity.One or more of these factors couldresult in additional reach-forward losses in future periods.At September 30,2024 and December 31,2023,commercial aircraft programs inventory included the following amounts related to the 787program:deferred production costs of$12,452 and$12,384,sup

120、plier advances of$1,394 and$1,764,and unamortized tooling and other non-recurring costs of$1,402 and$1,480.At September 30,2024,$11,403 of 787 deferred production costs,unamortized tooling and other non-recurring costs are expected to be recovered from units included in the program accounting quanti

121、ty that have firm orders,and$2,451 isexpected to be recovered from units included in the program accounting quantity that represent expected future orders.We expensed abnormalproduction costs of$209 and$937 during the nine months ended September 30,2024 and 2023.Commercial aircraft programs inventor

122、y included amounts credited in cash or other consideration(early issue sales consideration)to airlinecustomers totaling$4,716 and$4,126 at September 30,2024 and December 31,2023.(1)(1)14Table of ContentsNote 7 Contracts with CustomersUnbilled receivables increased from$8,317 at December 31,2023,to$9

123、,356 at September 30,2024,primarily driven by revenue recognized atBDS in excess of billings.Advances and progress billings increased from$56,328 at December 31,2023,to$57,931 at September 30,2024,primarily driven by advanceson orders received at Commercial Airplanes(BCA).Revenues recognized during

124、the nine months ended September 30,2024 and 2023,from amounts recorded as Advances and progress billingsat the beginning of each year were$11,804 and$11,602.Revenues recognized during the three months ended September 30,2024 and 2023,from amounts recorded as Advances and progress billings at the beg

125、inning of each year were$3,927 and$3,717.Note 8 Financing Receivables and Operating Lease EquipmentFinancing receivables and operating lease equipment,net consisted of the following:September 302024December 312023Financing receivables:Investment in sales-type leases$457$556 Notes87 102 Total financi

126、ng receivables544 658 Less allowance for losses on receivables10 51 Financing receivables,net534 607 Operating lease equipment,at cost,less accumulated depreciation of$47 and$70244 352 Total$778$959 15Table of ContentsOur financing arrangements range in terms from 1 to 8 years,and include$447 of Inv

127、estment in sales-type leases,net of allowances,that will berepaid in one year or less.Financing arrangements may include options to extend or terminate.Certain leases include provisions to allow thelessee to purchase the underlying aircraft at a specified price.At September 30,2024 and December 31,2

128、023,$10 and$44 were determined tobe uncollectible financing receivables and placed on non-accrual status.The allowance for losses on financing receivables decreased primarilydue to cash collections during the nine months ended September 30,2024.The components of investment in sales-type leases consi

129、sted of the following:September 302024December 312023Gross lease payments receivable$497$697 Unearned income(40)(162)Net lease payments receivable457 535 Unguaranteed residual assets21 Total$457$556 Financing interest income recorded for the nine months ended September 30,2024 and 2023,was$5 and$122

130、.Financing interest incomerecorded for the three months ended September 30,2024 and 2023,was$1 and$60.Our financing receivable balances at September 30,2024 by internal credit rating category and year of origination consisted of the following:Rating categoriesCurrent2023202220212020PriorTotalBBB$19$

131、69$29$185$100$45$447 B87 87 CCC10 10 Total carrying value of financing receivables$19$69$29$195$100$132$544 At September 30,2024,our allowance for losses related to receivables with ratings of CCC,B and BBB.We applied default rates that averaged100.0%,0.0%and 0.1%,respectively,to the exposure associ

132、ated with those receivables.Financing Receivables ExposureThe majority of our financing receivables and operating lease equipment portfolio is concentrated in the following aircraft models:September 302024December 312023717 Aircraft(Accounted for as sales-type leases)$447$478 747-8 Aircraft(Primaril

133、y accounted for as notes)97 129 737 Aircraft(Primarily accounted for as operating leases)47 156 777 Aircraft(Accounted for as operating leases)187 194 747-400 Aircraft(Accounted for as sales-type leases)43 Lease income recorded in Sales of services on the Condensed Consolidated Statements of Operati

134、ons for the nine months ended September30,2024 and 2023,included$39 and$43 of interest income from sales-type leases and$45 and$45 from operating lease payments.Leaseincome recorded in Sales of services on the Condensed Consolidated Statements of Operations for the three months ended September 30,20

135、24 and 2023,included$18 and$14 of interest income from sales-type leases and$13 and$18 from operating lease payments.16Table of ContentsVariable lease payments for sales-type leases recognized in interest income for the nine and three months ended September 30,2024 and2023,were insignificant.Variabl

136、e lease payments on operating leases for the nine and three months ended September 30,2024 and 2023,wereinsignificant.Profit at the commencement of sales-type leases was recorded in Sales of services for the nine months ended September 30,2024 and 2023,inthe amount of$9 and$24.Profit at commencement

137、 of sales-type leases was recorded in Sales of services for the three months endedSeptember 30,2024 and 2023,was$5 and$4.Note 9 InvestmentsOur investments,which are recorded in Short-term and other investments or Investments,consisted of the following:September 302024December 312023Time deposits$2,7

138、53 Equity method investments$952 966 Available-for-sale debt investments 505 499 Equity and other investments61 69 Restricted cash&cash equivalents 21 22 Total$1,539$4,309 Primarily included in Short-term and other investments on our Condensed Consolidated Statements of Financial Position.Dividends

139、received were$41 and$4 during the nine and three months ended September 30,2024,and$28 and$23 during the sameperiods in prior year.Reflects amounts restricted in support of our workers compensation programs and insurance premiums.Contributions to investments and Proceeds from investments on our Cond

140、ensed Consolidated Statements of Cash Flows primarily relate to timedeposits and available-for-sale debt investments.Cash used for the purchase of time deposits during the nine months ended September 30,2024 and 2023,was$1,298 and$13,964.Cash proceeds from the maturities of time deposits during the

141、nine months ended September 30,2024 and 2023,were$4,053 and$10,022.Allowance for losses on available-for-sale debt investments are assessed quarterly.All instruments are considered investment grade,and wehave not recognized an allowance for credit losses as of September 30,2024.Note 10 Liabilities,C

142、ommitments and Contingencies737 MAX Customer Concessions and Other ConsiderationsDuring the first quarter of 2024,we recorded an earnings charge of$443,net of insurance recoveries,in connection with estimatedconsiderations to customers for disruption related to the Alaska Airlines 737-9 accident and

143、 737-9 grounding.This charge is reflected in thefinancial statements as a reduction to Sales of products.(1)(2)(1)(1)(3)(1)(2)(3)17Table of ContentsThe following table summarizes changes in the 737 MAX customer concessions and other considerations liability during the nine months endedSeptember 30,2

144、024 and 2023.20242023Beginning balance January 1$1,327$1,864 Reductions for payments made(767)(304)Reductions for concessions and other in-kind considerations(256)(55)Changes in estimates510(54)Ending balance September 30$814$1,451 At September 30,2024,$92 of the liability balance remains subject to

145、 negotiations with customers.The contracted amount includes$171expected to be paid in cash primarily in 2024,while the remaining amounts are primarily expected to be liquidated by lower customer deliverypayments.EnvironmentalThe following table summarizes changes in environmental remediation liabili

146、ties during the nine months ended September 30,2024 and 2023.20242023Beginning balance January 1$844$752 Reductions for payments made,net of recoveries(67)(46)Changes in estimates98 149 Ending balance September 30$875$855 The liabilities recorded represent our best estimate or the low end of a range

147、 of reasonably possible costs expected to be incurred to remediatesites,including operation and maintenance over periods of up to 30 years.It is reasonably possible that we may incur costs that exceed theserecorded amounts because of regulatory agency orders and directives,changes in laws and/or reg

148、ulations,higher than expected costs and/orthe discovery of new or additional contamination.As part of our estimating process,we develop a range of reasonably possible alternatescenarios that includes the high end of a range of reasonably possible cost estimates for all remediation sites for which we

149、 have sufficientinformation based on our experience and existing laws and regulations.There are some potential remediation obligations where the costs ofremediation cannot be reasonably estimated.At September 30,2024 and December 31,2023,the high end of the estimated range ofreasonably possible reme

150、diation costs exceeded our recorded liabilities by$997 and$1,030.Product WarrantiesThe following table summarizes changes in product warranty liabilities recorded during the nine months ended September 30,2024 and 2023.20242023Beginning balance January 1$2,448$2,275 Additions for current year delive

151、ries67 121 Reductions for payments made(297)(258)Changes in estimates(27)285 Ending balance September 30$2,191$2,423 Commercial Aircraft Trade-In CommitmentsIn conjunction with signing definitive agreements for the sale of new aircraft,we have entered into trade-in commitments with certain customers

152、that give them the right to trade in used aircraft at a specified price.The probability that trade-in commitments will be exercised is determined byusing both quantitative information from valuation sources and qualitative information from other sources.The probability of18Table of Contentsexercise

153、is assessed quarterly,or as events trigger a change,and takes into consideration the current economic and airline industryenvironments.Trade-in commitments,which can be terminated by mutual consent with the customer,may be exercised only during the periodspecified in the agreement,and require advanc

154、e notice by the customer.Trade-in commitment agreements at September 30,2024,have expiration dates from 2024 through 2030.At September 30,2024 andDecember 31,2023,total contractual trade-in commitments were$1,325 and$1,415.As of September 30,2024 and December 31,2023,weestimated it was probable we w

155、ould be obligated to perform on certain of these commitments with net amounts payable to customers totaling$431 and$407 and the fair value of the related trade-in aircraft was$428 and$407.Financing CommitmentsFinancing commitments related to aircraft on order,including options and those proposed in

156、sales campaigns,and refinancing of deliveredaircraft,totaled$17,379 and$17,003 as of September 30,2024 and December 31,2023.The estimated earliest potential funding dates forthese commitments as of September 30,2024 are as follows:TotalOctober through December 2024$517 20253,162 20264,214 20273,489

157、20282,272 Thereafter3,725 Total$17,379 As of September 30,2024,$14,053 of these financing commitments relate to customers we believe have less than investment-grade credit.Wehave concluded that no reserve for future potential losses is required for these financing commitments based upon the terms,su

158、ch ascollateralization and interest rates,under which funding would be provided.Other Financial CommitmentsWe have financial commitments to make additional capital contributions totaling$261 to certain joint ventures over the next eight years.Standby Letters of Credit and Surety BondsWe have entered

159、 into standby letters of credit and surety bonds with financial institutions primarily relating to the guarantee of our futureperformance on certain contracts and security agreements.Contingent liabilities on outstanding letters of credit agreements and surety bondsaggregated approximately$2,912 and

160、$4,548 as of September 30,2024 and December 31,2023.Supply Chain Financing ProgramsThe Company has supply chain financing programs in place under which participating suppliers may elect to obtain payment from anintermediary.The Company confirms the validity of invoices from participating suppliers a

161、nd agrees to pay the intermediary an amount based oninvoice totals.The majority of amounts payable under these programs are due within 30 to 90 days but may extend up to 12 months.AtSeptember 30,2024 and December 31,2023,Accounts payable included$2.7 billion and$2.9 billion payable to suppliers who

162、have elected toparticipate in these programs.See Note 1.Recoverable Costs on Government ContractsOur final incurred costs for each year are subject to audit and review for allowability by the U.S.government,which can result in paymentdemands related to costs they believe should be disallowed.19Table

163、 of ContentsWe work with the U.S.government to assess the merits of claims and where appropriate reserve for amounts disputed.If we are unable tosatisfactorily resolve disputed costs,we could be required to record an earnings charge and/or provide refunds to the U.S.government.Inaddition,we are maki

164、ng certain capital expenditures in anticipation of future contract awards that have risk for impairment if we are not selected.Fixed-Price ContractsLong-term contracts that are contracted on a fixed-price basis could result in losses in future periods.Certain of the fixed-price contracts are forthe

165、development of new products,services and related technologies.Estimating the cost and time for us and our suppliers to complete thesecontracts is inherently uncertain due to operational and technical complexities.This uncertainty requires us to make significant judgments andassumptions about future

166、operational and technical performance,and the outcome of customer and/or supplier contractual negotiations.The riskthat actual performance,technical or contractual outcomes could be different than those previously assumed creates financial risk that couldtrigger additional material earnings charges,

167、termination provisions,order cancellations,or other financially significant exposure.VC-25B Presidential AircraftThe Companys firm fixed-price contract for the Engineering and Manufacturing Development(EMD)effort on the U.S.Air Forces(USAF)VC-25B Presidential Aircraft,commonly known as Air Force One

168、,is a$4 billion program to develop and modify two 747-8 commercial aircraft.During 2023,we increased the reach-forward loss on the contract by$482 driven by engineering changes to support the build and installationprocess;the resolution of supplier negotiations;and factory performance related to lab

169、or instability.During the second quarter of 2024,weincreased the reach-forward loss on the contract by$250 primarily driven by higher than anticipated costs due to engineering design changesrelated to wiring and other structural requirements.Risk remains that we may record additional losses in futur

170、e periods.KC-46A TankerIn 2011,we were awarded a contract from the USAF to design,develop,manufacture,and deliver four next generation aerial refueling tankersas well as priced options for 13 annual production lots totaling 179 aircraft.Since 2016,the USAF has authorized 10 low rate initial producti

171、on(LRIP)lots for a total of 139 aircraft.The EMD contract and authorized LRIP lots total approximately$27 billion as of September 30,2024.TheKC-46A Tanker is a derivative of the 767 commercial airplane program with the majority of the manufacturing costs being incurred in the 767factory and the rema

172、ining costs being incurred in the military finishing and delivery centers.During 2023,we increased the reach-forward loss on the KC-46A Tanker program by$309 primarily resulting from factory disruption andadditional rework due to a supplier quality issue.During the first quarter of 2024,we increased

173、 the reach-forward loss by$128,primarily due tofactory disruption associated with supply chain constraints.During the second quarter of 2024,we increased the reach-forward loss on thecontract by$391,primarily reflecting higher than anticipated factory disruption,including supply chain constraints an

174、d parts shortages.Duringthe three months ended September 30,2024,we increased the reach-forward loss on the contract by$661 to reflect higher than anticipatedfactory disruption,higher estimated supplier costs,the projected impacts of IAM 751 contract negotiations and the ongoing work stoppage,andinc

175、reased cost allocations primarily resulting from lower commercial airplane production rates.As of September 30,2024,we had approximately$137 of capitalized precontract costs and$313 of potential termination liabilities to suppliers related to future production lots.Risk remains thatwe may record add

176、itional losses in future periods.MQ-25In the third quarter of 2018,we were awarded the MQ-25 EMD contract by the U.S.Navy.The contract is a fixed-price contract that now includesdevelopment and delivery of seven aircraft and test articles at a contract price of$890.In connection with winning the com

177、petition,werecognized a reach-forward loss of20Table of Contents$291 in the third quarter of 2018.During 2023,we increased the reach-forward loss by$231 primarily driven by production and flight testingdelays as well as higher than anticipated production costs to complete EMD aircraft attributable t

178、o factory performance.During the first quarter of2024,we were awarded a cost-type contract modification totaling$657 for two additional test aircraft plus other scope increases.During thethree months ended September 30,2024,we increased the reach-forward loss by$217 primarily reflecting higher than

179、anticipated productioncosts to complete EMD aircraft.The initial EMD units are currently progressing through the factory and the increase reflects recent and projectedfactory performance as well as the higher than anticipated complexity of the production build.We expect the initial units to complete

180、 productionin 2025 and begin flight testing.We will be initiating final assembly operations at our new facility at Mid-America St.Louis Airport in Mascoutah,Illinois,in early 2025.Risk remains that we may record additional losses in future periods.T-7A Red Hawk EMD Contract&Production OptionsIn 2018

181、,we were awarded the T-7A Red Hawk program.The EMD portion of the contract is a$860 fixed-price contract and includes five aircraftand seven simulators.The production portion of the contract includes 11 production lots for aircraft and related services for 346 T-7A Red Hawkaircraft that we believe a

182、re probable of being exercised.Four EMD aircraft have been delivered as of September 30,2024,and the flight testingis ongoing.We expect the first production and support contract option to be exercised in 2025 with the remaining lots expected to be exercisedannually thereafter.During 2023,we increase

183、d the reach-forward loss on the T-7A Red Hawk program by$275 primarily reflecting higher estimated productioncosts.During the first quarter of 2024,we increased the reach-forward loss on the T-7A Red Hawk program by$94 primarily reflecting furtherincreases in estimated production costs.During the se

184、cond quarter of 2024,we increased the reach-forward loss on the program by$278primarily driven by higher than anticipated costs to meet certain technical and support requirements,and flight test program inefficiencies anddelays.During the three months ended September 30,2024,we increased the reach-f

185、orward loss on the program by$908 primarily to reflecthigher estimated supplier costs related to future production lots.The higher estimated supplier costs are based on our updated assessment thatpreviously assumed cost estimates are not projected to be realized in the current environment based on o

186、ngoing contracting activity anddiscussions with suppliers.The revised estimates include priced options or not-to-exceed pricing for contractually committed suppliers andescalated current prices for uncontracted work.We also provisioned for a supplier not fulfilling their contractual requirements for

187、 certainproduction lots.The charge also includes a provision related to certain equipment no longer assumed to be customer-furnished.AtSeptember 30,2024,we had approximately$285 of capitalized precontract costs and$594 of potential termination liabilities to suppliers relatedto certain long-lead ite

188、ms for the first 4 production lots.Risk remains that we may record additional losses in future periods.Commercial CrewNational Aeronautics and Space Administration has contracted us to design and build the CST-100 Starliner spacecraft to transport crews to theInternational Space Station(ISS).In the

189、second quarter of 2022,we successfully completed the uncrewed Orbital Flight Test.During 2023,weincreased the reach-forward loss by$288 primarily as a result of delaying the Crewed Flight Test(CFT)following notification by a parachutesupplier of an issue identified through testing.The CFT launched o

190、n June 5,2024,and docked with the ISS.The Starliner spacecraft had aminimum mission duration of 8 days.Its return to Earth was delayed to allow time to perform further testing of propulsion system anomalies andreturned to Earth uncrewed in September 2024.As a result of the CFT delays,during the seco

191、nd quarter of 2024,we increased the reach-forward loss on the program by$125.During the three months ended September 30,2024,we increased the reach-forward loss on the programby$250 primarily to reflect schedule delays and higher testing and certification costs.At September 30,2024,we had approximat

192、ely$240 ofcapitalized precontract costs and$257 of potential termination liabilities to suppliers related to fixed-price unauthorized future missions.Riskremains that we may record additional losses in future periods.21Table of ContentsNote 11 Arrangements with Off-Balance Sheet RiskWe enter into ar

193、rangements with off-balance sheet risk in the normal course of business,primarily in the form of guarantees.The following table provides quantitative data regarding our third-party guarantees.The maximum potential payments represent a“worst-casescenario”and do not necessarily reflect amounts that we

194、 expect to pay.The carrying amount of liabilities represents the amount included inAccrued liabilities.MaximumPotential PaymentsEstimated Proceeds fromCollateral/RecourseCarrying Amount of LiabilitiesSeptember 302024December 312023September 302024December 312023September 302024December 312023Conting

195、ent repurchase commitments$342$404$342$404 Credit guarantees15 15$14$14 Contingent Repurchase Commitments In conjunction with signing a definitive agreement for the sale of commercial aircraft,we have enteredinto contingent repurchase commitments with certain customers wherein we agree to repurchase

196、 the sold aircraft at a specified price,generally10 to 15 years after delivery.Our repurchase of the aircraft is contingent upon entering into a mutually acceptable agreement for the sale ofadditional new aircraft in the future.The commercial aircraft repurchase price specified in contingent repurch

197、ase commitments is generally lowerthan the expected fair value at the specified repurchase date.Estimated proceeds from collateral/recourse in the table above represent the lowerof the contracted repurchase price or the expected fair value of each aircraft at the specified repurchase date.If a futur

198、e sale agreement is reached and a customer elects to exercise its right under a contingent repurchase commitment,the contingentrepurchase commitment becomes a trade-in commitment.Our historical experience is that contingent repurchase commitments infrequentlybecome trade-in commitments.Credit Guaran

199、tees We have issued credit guarantees where we are obligated to make payments to a guaranteed party in the event that theoriginal lessee or debtor does not make payments or perform certain specified services.Generally,these guarantees have been extended onbehalf of guaranteed parties with less than

200、investment-grade credit.Current outstanding credit guarantees expire through 2036.Other Indemnifications In conjunction with our sales of Electron Dynamic Devices,Inc.and Rocketdyne Propulsion and Power businesses andour BCA facilities in Wichita,Kansas and Tulsa and McAlester,Oklahoma,we agreed to

201、indemnify,for an indefinite period,the buyers for costsrelating to pre-closing environmental conditions and certain other items.We are unable to assess the potential number of future claims that maybe asserted under these indemnifications,nor the amounts thereof(if any).As a result,we cannot estimat

202、e the maximum potential amount offuture payments under these indemnities.To the extent that claims have been made under these indemnities and/or are probable andreasonably estimable,liabilities associated with these indemnities are included in the environmental liability disclosure in Note 10.Note 1

203、2 DebtOn May 1,2024,we issued$10.0 billion of fixed-rate senior notes consisting of$1.0 billion due May 1,2027 that bear an annual interest rate of6.259%,$1.5 billion due May 1,2029 that bear an annual interest rate of 6.298%,$1.0 billion due May 1,2031 that bear an annual interest rateof 6.388%,$2.

204、5 billion due May 1,2034 that bear an annual interest rate of 6.528%,$2.5 billion due May 1,2054 that bear an annual interestrate of 6.858%,and$1.5 billion due May 1,2064 that bear an annual interest rate of 7.008%.The notes are unsecured senior obligations andrank equally in right of payment with o

205、ur existing and future unsecured and unsubordinated indebtedness.22Table of ContentsOn May 15,2024,we entered into a$4.0 billion five-year revolving credit agreement expiring in May 2029.Effective May 15,2024,weterminated the$0.8 billion 364-day revolving credit agreement expiring in August 2024,and

206、 the$3.2 billion five-year revolving credit agreement,as amended,expiring in October 2024.Our$3.0 billion three-year revolving credit agreement expiring in August 2025 and$3.0 billion five-yearrevolving credit agreement expiring in August 2028 each remain in effect.As of September 30,2024,we had$10.

207、0 billion available under creditline agreements.On October 14,2024,we entered into a$10.0 billion 364-day supplemental credit agreement(Credit Agreement)that allows us to make up tofive draws of no less than$2.0 billion per draw.Under the Credit Agreement,we will pay a funding fee of 0.50%of the agg

208、regate principalamount of each advance made under the Credit Agreement.Under the Credit Agreement,we will also pay a duration fee between 0.50%and1.00%of the aggregate amount of outstanding advances and unused commitments under the Credit Agreement,which shall be payable 90 to270 days after the clos

209、ing date,as applicable.Borrowings under the Credit Agreement that are not based on the secured overnight funding rate(“SOFR”)will bear interest at an annual rate equal to the highest of(1)the rate announced publicly by Citibank,from time to time,as its“base”rate,(2)the federal funds rate plus 0.50%a

210、nd(3)Adjusted Term SOFR(as defined in the Credit Agreement)for a period of one month plus1.00%,in each case plus between 0.375%and 1.00%,depending on Boeings credit rating.Borrowings under the Credit Agreement that arebased on SOFR will generally bear interest based on Adjusted Term SOFR(as defined

211、in the Credit Agreement)plus between 1.375%and2.00%,depending on our credit rating.Commitments under the Credit Agreement are scheduled to terminate 120 days after the date of theCredit Agreement and any outstanding advances mature 364 days after the date of the Credit Agreement.The Credit Agreement

212、 containsprepayment events that require the Company to prepay outstanding advances or reduce the commitments if the Company has any debtincurrence,equity issuance or disposition of assets,subject to customary terms and conditions set forth in the Credit Agreement.We continue to be in full compliance

213、 with all covenants contained in our debt and credit facility agreements.23Table of ContentsNote 13 Postretirement PlansThe components of net periodic benefit cost/(income)were as follows:Nine months endedSeptember 30Three months endedSeptember 30Pension Plans2024202320242023Service cost$5$3$2$1 Int

214、erest cost1,976 2,115 658 705 Expected return on plan assets(2,483)(2,581)(827)(861)Amortization of prior service credits(61)(61)(20)(20)Recognized net actuarial loss200 125 66 42 Net periodic benefit income($363)($399)($121)($133)Net periodic benefit cost included in Loss from operations$5$3$2$1 Ne

215、t periodic benefit income included in Other income,net(368)(402)(123)($134)Net periodic benefit income included in Loss before income taxes($363)($399)($121)($133)Nine months endedSeptember 30Three months endedSeptember 30Other Postretirement Plans2024202320242023Service cost38$36$13$12 Interest cos

216、t93 111 31 37 Expected return on plan assets(8)(6)(2)(2)Amortization of prior service credits(8)(17)(3)(6)Recognized net actuarial gain(132)(132)(44)(44)Net periodic benefit income($17)($8)($5)($3)Net periodic benefit cost included in Loss from operations35$47$12$16 Net periodic benefit income inclu

217、ded in Other income,net(55)(44)(18)(15)Net periodic benefit(income)/cost included in Loss before income taxes($20)$3($6)$1 Note 14 Share-Based Compensation and Other Compensation ArrangementsRestricted Stock UnitsOn February 20 and March 11,2024,we granted 2,008,499 restricted stock units(RSU)to our

218、 executives and 125,432 RSUs to our executiveofficers as part of our long-term incentive program.The RSUs granted under this program have a grant date fair value of$204.15 and$192.94per unit.The RSUs granted under this program will generally vest and settle in common stock(on a one-for-one basis)on

219、the third anniversaryof the grant date.If an executive terminates employment because of retirement,layoff,disability,or death,the executive(or beneficiary)mayreceive some or all of their stock units depending on certain age and service conditions.In all other cases,the RSUs will not vest and all rig

220、hts tothe stock units will terminate.24Table of ContentsPerformance Restricted Stock UnitsOn March 11,2024,we granted 153,306 performance restricted stock units(PRSU)to our executive officers as part of our long-term incentiveprogram that will result in that number of PRSUs being paid out if the tar

221、get performance metric is achieved.The PRSUs granted under thisprogram have a grant date fair value of$192.94 per unit.The award payout can range from 0%to 200%of the initial PRSU grant based oncumulative free cash flow achievement over the period January 1,2024 through December 31,2026 as compared

222、to the target set at the start ofthe performance period,as well as the achievement of certain safety goals.The PRSUs granted under this program will vest at the payoutamount determined on the third anniversary of the grant date and settle in common stock(on a one-for-one basis).If an executive termi

223、natesemployment because of retirement,layoff,disability,or death,the executive(or beneficiary)remains eligible under the award and,if the award isearned,may receive some or all of their stock units depending on certain age and service conditions.In all other cases,the PRSUs will not vestand all righ

224、ts to the stock units will terminate.25Table of ContentsNote 15 Shareholders EquityAccumulated Other Comprehensive LossChanges in Accumulated other comprehensive loss(AOCI)by component for the nine and three months ended September 30,2024 and 2023,were as follows:CurrencyTranslationAdjustmentsUnreal

225、ized Gainsand Losses onCertainInvestmentsUnrealized Gainsand Losses onDerivativeInstrumentsDefined BenefitPension Plans&OtherPostretirementBenefitsTotalBalance at January 1,2023($167)($24)($9,359)($9,550)Other comprehensive(loss)/income before reclassifications(29)1(60)(5)(93)Amounts reclassified fr

226、om AOCI2(67)(65)Net current period Other comprehensive(loss)/income(29)1(58)(72)(158)Balance at September 30,2023($196)$1($82)($9,431)($9,708)Balance at January 1,2024($134)$2$12($10,185)($10,305)Other comprehensive income/(loss)beforereclassifications30 1(13)(12)6 Amounts reclassified from AOCI26 2

227、6 Net current period Other comprehensive income/(loss)30 1 13(12)32 Balance at September 30,2024($104)$3$25($10,197)($10,273)Balance at June 30,2023($157)($51)($9,409)($9,617)Other comprehensive(loss)/income before reclassifications(39)1(35)1(72)Amounts reclassified from AOCI4(23)(19)Net current per

228、iod Other comprehensive(loss)/income(39)1(31)(22)(91)Balance at September 30,2023($196)$1($82)($9,431)($9,708)Balance at June 30,2024($158)$2($38)($10,198)($10,392)Other comprehensive income before reclassifications54 1 63 1 119 Amounts reclassified from AOCI Net current period Other comprehensive i

229、ncome54 1 63 1 119 Balance at September 30,2024($104)$3$25($10,197)($10,273)Net of tax.Primarily relates to the amortization of prior service credits and actuarial gains included in net periodic benefit cost for the nine and threemonths ended September 30,2023 totaling($67)and($23)(net of tax of$18

230、and$5).Note 16 Derivative Financial InstrumentsCash Flow HedgesOur cash flow hedges include foreign currency forward contracts,commodity swaps and commodity purchase contracts.We use foreigncurrency forward contracts to manage currency risk associated with certain expected sales and purchases throug

231、h 2031.We use commodityderivatives,such as fixed-price purchase commitments and swaps to hedge against potentially unfavorable price changes for commodities usedin production.Our commodity contracts hedge forecasted transactions through 2028.(1)(2)(2)(1)(2)26Table of ContentsDerivative Instruments N

232、ot Receiving Hedge Accounting TreatmentWe have entered into agreements to purchase and sell aluminum to address long-term strategic sourcing objectives and non-U.S.businessrequirements.These agreements are derivative instruments for accounting purposes.The quantities of aluminum in these agreements

233、offset andare priced at prevailing market prices.We also hold certain foreign currency forward contracts and commodity swaps which do not qualify forhedge accounting treatment.Notional Amounts and Fair ValuesThe notional amounts and fair values of derivative instruments in the Condensed Consolidated

234、 Statements of Financial Position were as follows:Notional amountsOther assetsAccrued liabilitiesSeptember 302024December 312023September 302024December 312023September 302024December 312023Derivatives designated as hedging instruments:Foreign exchange contracts$3,838$4,120$84$85($50)($63)Commodity

235、contracts418 514 75 83(1)(8)Derivatives not receiving hedge accountingtreatment:Foreign exchange contracts720 254 10 1(25)(32)Commodity contracts33 115 (2)Total derivatives$5,009$5,003$169$169($76)($105)Netting arrangements(47)(47)47 47 Net recorded balance$122$122($29)($58)Notional amounts represen

236、t the gross contract/notional amount of the derivatives outstanding.(Losses)/gains associated with our hedging transactions and forward points recognized in Other comprehensive(loss)/income are presented inthe following table:Nine months ended September30Three months ended September30202420232024202

237、3Recognized in Other comprehensive(loss)/income,net of taxes:Foreign exchange contracts($18)($30)$57($41)Commodity contracts5(30)6 6(Losses)/gains associated with our hedging transactions and forward points reclassified from AOCI to earnings are presented in the followingtable:Nine months ended Sept

238、ember30Three months endedSeptember 302024202320242023Foreign exchange contractsCosts and expenses($19)($11)($7)($5)General and administrative expense(13)(21)2 Commodity contractsCosts and expenses($6)$24$6($3)General and administrative expense5 6 2 1 (1)(1)27Table of ContentsGains/(losses)related to

239、 undesignated derivatives on foreign exchange and commodity cash flow hedging transactions recognized in Otherincome,net were insignificant for the nine and three months ended September 30,2024 and 2023.Based on our portfolio of cash flow hedges,we expect to reclassify losses of$24(pre-tax)out of AO

240、CI into earnings during the next 12 months.We have derivative instruments with credit-risk-related contingent features.If we default on our five-year credit facilities,our derivativecounterparties could require settlement for foreign exchange and certain commodity contracts with original maturities

241、of at least five years.Thefair value of those contracts in a net liability position at September 30,2024 was$3.For other particular commodity contracts,our counterpartiescould require collateral posted in an amount determined by our credit ratings.At September 30,2024,there was no collateral posted

242、related toour derivatives.Note 17 Fair Value MeasurementsThe fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value.Level 1 refers to fair valuesdetermined based on quoted prices in active markets for identical assets.Level 2 refers to fair values e

243、stimated using significant otherobservable inputs,and Level 3 includes fair values estimated using significant unobservable inputs.The following table presents our assets andliabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy.September

244、30,2024December 31,2023TotalLevel 1Level 2TotalLevel 1Level 2AssetsMoney market funds$3,232$3,232$1,514$1,514 Available-for-sale debt investments:Commercial paper205$205 291$291 Corporate notes296 296 183 183 U.S.and local government agencies17 1725 25 Other equity investments36 36 44 44 Derivatives

245、122 122 122 122 Total assets$3,908$3,268$640$2,179$1,558$621 LiabilitiesDerivatives($29)($29)($58)($58)Total liabilities($29)($29)($58)($58)Money market funds,available-for-sale debt investments and equity securities are valued using a market approach based on the quoted marketprices or broker/deale

246、r quotes of identical or comparable instruments.Derivatives include foreign currency and commodity contracts.Our foreign currency forward contracts are valued using an income approachbased on the present value of the forward rate less the contract rate multiplied by the notional amount.Commodity der

247、ivatives are valued usingan income approach based on the present value of the commodity index prices less the contract rate multiplied by the notional amount.28Table of ContentsCertain assets have been measured at fair value on a nonrecurring basis.The following table presents the nonrecurring losse

248、s recognized forthe nine months ended September 30 due to long-lived asset impairment and the fair value of the related assets as of the impairment date:20242023Fair ValueTotalLossesFair ValueTotalLossesInvestments($30)($11)Operating lease equipment$15(5)Property,plant and equipment(10)Other assets(

249、3)(1)Total$15($48)($12)Level 3 Investments and Other assets were primarily valued using an income approach based on the discounted cash flows associated with theunderlying assets.Level 2 Property,plant and equipment were valued based on a third-party valuation using a combination of income andmarket

250、 approaches and adjusted for as-is condition.These approaches are considered estimates of net operating income,capitalization rates,and/or comparable property sales.Level 3 operating lease equipment is valued by calculating a median collateral value from a consistent groupof third-party aircraft val

251、ue publications.The values provided by the third-party aircraft publications are derived from their knowledge of markettrades and other market factors.Management reviews the publications quarterly to assess the continued appropriateness and consistency withmarket trends.Under certain circumstances,w

252、e adjust values based on the attributes and condition of the specific aircraft or equipment,usuallywhen the features or use of the aircraft vary significantly from the more generic aircraft attributes covered by third-party publications,or on theexpected net sales price for the aircraft.For Level 3

253、assets that were measured at fair value on a nonrecurring basis during the period ended September 30,2024,the following tablepresents the fair value of those assets as of the measurement date,valuation techniques and related unobservable inputs of those assets.FairValueValuationTechniqueUnobservable

254、 InputRangeMedian or AverageOperating lease equipment$15Market approachAircraft value publications$21-$27Median$23Aircraft condition adjustments($8)-$0Net($8)The range represents the sum of the highest and lowest values for all aircraft subject to fair value measurement,according to the third-partya

255、ircraft valuation publications that we use in our valuation process.The negative amount represents the sum,for all aircraft subject to fair value measurement,of all downward adjustments based onconsideration of individual aircraft attributes and condition.(1)(2)(1)(2)29Table of ContentsFair Value Di

256、sclosuresThe fair values and related carrying values of financial instruments that are not required to be remeasured at fair value on the CondensedConsolidated Statements of Financial Position were as follows:September 30,2024CarryingAmountTotal FairValueLevel 1Level 2Level 3AssetsNotes receivable,n

257、et$748$768$749$19 LiabilitiesDebt,excluding finance lease obligations(57,397)(55,821)(55,821)December 31,2023CarryingAmountTotal FairValueLevel 1Level 2Level 3AssetsNotes receivable,net$257$270$270 LiabilitiesDebt,excluding finance lease obligations(52,055)(51,039)(51,039)The fair value of notes rec

258、eivables classified as Level 2 is estimated with discounted cash flow analysis using interest rates currently offered onloans with similar terms to borrowers of similar credit quality.The fair value of notes receivables classified as Level 3 is based on our bestestimate using available counterparty

259、financial data.The fair value of our debt that is traded in the secondary market is classified as Level 2 andis based on current market yields.For our debt that is not traded in the secondary market,the fair value is classified as Level 2 and is based onour indicative borrowing cost derived from dea

260、ler quotes or discounted cash flows.With regard to other financial instruments with off-balancesheet risk,it is not practicable to estimate the fair value of our indemnifications and financing commitments because the amount and timing ofthose arrangements are uncertain.Items not included in the abov

261、e disclosures include cash,restricted cash,time deposits and other deposits,commercial paper,money market funds,Accounts receivable,Unbilled receivables,Other current assets,Accounts payable and long-termpayables.The carrying values of those items,as reflected in the Condensed Consolidated Statement

262、s of Financial Position,approximate theirfair value at September 30,2024 and December 31,2023.The fair value of assets and liabilities whose carrying value approximates fair value isdetermined using Level 2 inputs,with the exception of cash(Level 1).30Table of ContentsNote 18 Legal ProceedingsVariou

263、s legal proceedings,claims and investigations related to products,contracts,employment and other matters are pending against us.Inaddition,we are subject to various government inquiries and investigations from which civil,criminal or administrative proceedings could result orhave resulted in the pas

264、t.Such proceedings involve or could involve claims by the government for fines,penalties,compensatory and trebledamages,restitution and/or forfeitures.Under U.S.government regulations,a company,or one or more of its operating divisions or subdivisions,can also be suspended or debarred from governmen

265、t contracts,have certain of its production certificates suspended or revoked,or lose itsexport privileges,based on the results of investigations.We believe,based upon current information,that the outcome of any currently pendinglegal proceeding,claim,or government dispute,inquiry or investigation wi

266、ll not have a material effect on our financial position,results ofoperations or cash flows.Except as otherwise described below,we cannot reasonably estimate a range of loss in excess of recorded amounts,ifany,for the matters set forth below.Multiple legal actions and inquiries were initiated as a re

267、sult of the October 29,2018 accident of Lion Air Flight 610 and the March 10,2019accident of Ethiopian Airlines Flight 302.On January 7,2021,we entered into a Deferred Prosecution Agreement(DPA)with the U.S.Department of Justice(the Department)relating to the Departments investigation into us regard

268、ing the evaluation of the 737 MAX by theFederal Aviation Administration(the Investigation).Among other obligations,the DPA includes a three-year reporting period,which ended earlierthis year.On May 14,2024,the Department notified us of its determination that we did not fulfill our obligations under

269、the DPA and that theDepartment would not move to dismiss the information.On July 24,2024,we and the Department filed a plea agreement with the U.S.DistrictCourt for the Northern District of Texas(the Court)to resolve the Investigation.If approved by the Court,under the terms of the agreement,Boeing

270、would agree to plead guilty to the charge that was the basis for the DPA;would pay an additional fine of$244;would commit to invest atleast$455 in compliance,quality and safety programs over a three-year period;and would agree to the appointment of an independentcompliance monitor for three years.We

271、 are actively engaging with the U.S.Department of Defense regarding potential impacts on our businesswith the U.S.government and are assessing other related risks.Multiple legal actions were initiated as a result of the January 5,2024 Alaska Airlines Flight 1282 accident.We are also subject to multi

272、plegovernmental and regulatory investigations and inquiries relating to the Alaska Airlines Flight 1282 accident and our commercial airplanesbusiness.We cannot reasonably estimate a range of loss,if any,not covered by available insurance that may result given the current status ofpending lawsuits,in

273、vestigations and inquiries related to the 737 program.During 2019,we entered into agreements with Embraer S.A.(Embraer)to establish joint ventures that included the commercial aircraft andservices operations of Embraer,of which we were expected to acquire an 80 percent ownership stake for$4,200,as w

274、ell as a joint venture topromote and develop new markets for the C-390 Millennium.In 2020,we exercised our contractual right to terminate these agreements basedon Embraers failure to meet certain required closing conditions.Embraer disputed our right to terminate the agreements,and the dispute wassu

275、bmitted to arbitration.Arbitration proceedings concluded on September 13,2024.Pursuant to a collar agreement entered into between theparties,we paid Embraer$150 in October 2024,resolving the dispute between the parties.Note 19 Segment and Revenue InformationOur primary profitability measurement to r

276、eview segment operating results is Loss from operations.We operate in three reportable segments:BCA,BDS,and BGS.All other activities fall within Unallocated items,eliminations and other.See page 8 for the Summary of Business SegmentData,which is an integral part of this note.BCA develops,produces an

277、d markets commercial jet aircraft principally to the commercial airline industry worldwide.Revenue on commercialaircraft contracts is recognized at the point in time when an aircraft is completed and accepted by the customer.31Table of ContentsBDS engages in the research,development,production and m

278、odification of the following products and related services:manned and unmannedmilitary aircraft and weapons systems,surveillance and engagement,strategic defense and intelligence systems,satellite systems and spaceexploration.BDS revenue is generally recognized over the contract term(over time)as co

279、sts are incurred.BGS provides parts,maintenance,modifications,logistics support,training,data analytics and information-based services to commercial andgovernment customers worldwide.BGS segment revenue and costs include certain products and services provided to other segments.Revenueon commercial s

280、pare parts contracts is recognized at the point in time when a spare part is delivered to the customer.Revenue on othercontracts is generally recognized over the contract term(over time)as costs are incurred.The following tables present BCA,BDS and BGS revenues from contracts with customers disaggre

281、gated in a number of ways,such asgeographic location,contract type and the method of revenue recognition.We believe these best depict how the nature,amount,timing anduncertainty of our revenues and cash flows are affected by economic factors.BCA revenues by customer location consisted of the followi

282、ng:(Dollars in millions)Nine months ended September 30Three months ended September302024202320242023Revenue from contracts with customers:Europe$3,046$4,443$1,499$1,050 Asia7,028 3,978 2,635 1,623 Middle East1,618 2,723 444 1,257 Other non-U.S.1,245 1,719 491 637 Total non-U.S.revenues12,937 12,863

283、5,069 4,567 United States5,512 10,435 2,354 3,260 Estimated potential concessions and other considerations to 737MAX customers,net of insurance recoveries(443)54 28 Total revenues from contracts with customers18,006 23,352 7,423 7,855 Intersegment revenues eliminated on consolidation93 68 20 21 Tota

284、l segment revenues$18,099$23,420$7,443$7,876 Revenue recognized on fixed-price contracts100%100%100%100%Revenue recognized at a point in time99%99%99%99%32Table of ContentsBDS revenues on contracts with customers,based on the customers location,consisted of the following:(Dollars in millions)Nine mo

285、nths ended September 30Three months ended September302024202320242023Revenue from contracts with customers:U.S.customers$14,324$14,686$4,361$4,348 Non-U.S.customers4,183 3,501 1,175 1,133 Total segment revenue from contracts with customers$18,507$18,187$5,536$5,481 Revenue recognized over time99%99%

286、99%99%Revenue recognized on fixed-price contracts53%57%49%54%Revenue from the U.S.government91%91%92%94%Includes revenues earned from foreign military sales through the U.S.government.BGS revenues consisted of the following:(Dollars in millions)Nine months ended September 30Three months ended Septem

287、ber302024202320242023Revenue from contracts with customers:Commercial$8,782$8,218$2,882$2,799 Government5,764 5,793 1,935 1,919 Total revenues from contracts with customers14,546 14,011 4,817 4,718 Intersegment revenues eliminated on consolidation289 267 84 94 Total segment revenues$14,835$14,278$4,

288、901$4,812 Revenue recognized at a point in time53%51%53%52%Revenue recognized on fixed-price contracts87%87%86%88%Revenue from the U.S.government29%31%29%30%Includes revenues earned from foreign military sales through the U.S.government.BacklogOur total backlog includes contracts that we and our cus

289、tomers are committed to perform.The value in backlog represents the estimatedtransaction prices on performance obligations to our customers for which work remains to be performed.Backlog is converted into revenue,primarily based on the cost incurred or at delivery and acceptance of products,dependin

290、g on the applicable revenue recognition model.Our backlog at September 30,2024 was$510,509.We expect approximately 19%to be converted to revenue through 2025 and approximately64%through 2028,with the remainder thereafter.There is significant uncertainty regarding the timing of when backlog will conv

291、ert into revenue.We may experience reductions to backlog and/or significant order cancellations due to various factors including delivery delays,productiondisruptions and delays to entry into service of the 777X,737-7 and/or 737-10.(1)(1)(1)(1)(1)33Table of ContentsUnallocated Items,Eliminations and

292、 OtherUnallocated items,eliminations and other include common internal services that support Boeings global business operations and eliminations ofcertain sales between segments.We generally allocate costs to business segments based on the U.S.Government Cost Accounting Standards(CAS).Components of

293、Unallocated items,eliminations and other income/(expense)are shown in the following table.Nine months ended September30Three months endedSeptember 302024202320242023Share-based plans$118($33)$65$5 Deferred compensation(100)(71)(51)25 Amortization of previously capitalized interest(70)(71)(24)(24)Res

294、earch and development expense,net(293)(222)(105)(73)Eliminations and other unallocated items(1,019)(670)(303)(204)Unallocated items,eliminations and other($1,364)($1,067)($418)($271)Eliminations and other unallocated items for the nine months ended September 30,2024 includes an earnings charge of$24

295、4 that reflects a finethat would be paid if an agreement with the U.S.Department of Justice is approved by the federal district court.For additional discussion,seeNote 18 to our Condensed Consolidated Financial Statements.Pension and Other Postretirement Benefit ExpensePension costs are allocated to

296、 BDS and BGS businesses supporting government customers using CAS,which employ different actuarialassumptions and accounting conventions than GAAP.These costs are allocable to government contracts.Other postretirement benefit costs areallocated to business segments based on CAS,which is generally ba

297、sed on benefits paid.FAS/CAS service cost adjustment represents thedifference between the Financial Accounting Standards(FAS)pension and postretirement service costs calculated under GAAP and costsallocated to the business segments.Non-operating pension and postretirement expenses represent the comp

298、onents of net periodic benefit costsother than service cost.These expenses are included in Other income,net.Components of FAS/CAS service cost adjustment are shown in thefollowing table:Nine months ended September30Three months endedSeptember 302024202320242023Pension FAS/CAS service cost adjustment

299、$608$663$148$218 Postretirement FAS/CAS service cost adjustment224 200 80 63 FAS/CAS service cost adjustment$832$863$228$281 34Table of ContentsAssetsSegment assets are summarized in the table below:September 302024December 312023Commercial Airplanes$81,050$77,047 Defense,Space&Security15,739 14,921

300、 Global Services16,724 16,193 Unallocated items,eliminations and other24,182 28,851 Total$137,695$137,012 Assets included in Unallocated items,eliminations and other primarily consist of Cash and cash equivalents,Short-term and other investments,tax assets,capitalized interest and assets managed cen

301、trally on behalf of the three principal business segments and intercompany eliminations.Note 20 Subsequent EventsOn October 11,2024,we announced that we plan to reduce the size of our total workforce by roughly 10 percent.On October 14,2024,we entered into a$10,000 364-day supplemental credit agreem

302、ent(see Note 12 for additional information).35Table of ContentsREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMTo the Board of Directors and Shareholders ofThe Boeing CompanyArlington,VirginiaResults of Review of Interim Financial InformationWe have reviewed the accompanying condensed consoli

303、dated statement of financial position of The Boeing Company and subsidiaries(the“Company”)as of September 30,2024,the related condensed consolidated statements of operations,comprehensive income,and equity for thethree-month and nine-month periods ended September 30,2024 and 2023,and of cash flows f

304、or the nine-month periods ended September 30,2024 and 2023,and the related notes(collectively referred to as the condensed consolidated interim financial information).Based on ourreviews,we are not aware of any material modifications that should be made to the accompanying condensed consolidated int

305、erim financialinformation for it to be in conformity with accounting principles generally accepted in the United States of America.We have previously audited,in accordance with the standards of the Public Company Accounting Oversight Board(United States)(PCAOB),theconsolidated statement of financial

306、 position of the Company as of December 31,2023,and the related consolidated statements of operations,comprehensive income,equity,and cash flows for the year then ended(not presented herein);and in our report dated January 31,2024,weexpressed an unqualified opinion on those consolidated financial st

307、atements.In our opinion,the information set forth in the accompanyingcondensed consolidated statement of financial position as of December 31,2023,is fairly stated,in all material respects,in relation to theconsolidated statement of financial position from which it has been derived.Basis for Review

308、ResultsThis condensed consolidated interim financial information is the responsibility of the Companys management.We are a public accounting firmregistered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.federal securities lawsand the applicab

309、le rules and regulations of the Securities and Exchange Commission and the PCAOB.We conducted our reviews in accordance with standards of the PCAOB.A review of interim financial information consists principally of applyinganalytical procedures and making inquiries of persons responsible for financia

310、l and accounting matters.It is substantially less in scope than anaudit conducted in accordance with the standards of the PCAOB,the objective of which is the expression of an opinion regarding the financialstatements taken as a whole.Accordingly,we do not express such an opinion./s/Deloitte&Touche L

311、LPChicago,IllinoisOctober 23,202436Table of ContentsFORWARD-LOOKING STATEMENTSThis report contains“forward-looking statements”within the meaning of the Private Securities Litigation Reform Act of 1995.Words such as“may,”“should,”“expects,”“intends,”“projects,”“plans,”“believes,”“estimates,”“targets,

312、”“anticipates”andother similar words or expressions,or the negative thereof,generally can be used to help identify these forward-lookingstatements.Examples of forward-looking statements include statements relating to our future financial condition andoperating results,as well as any other statement

313、that does not directly relate to any historical or current fact.Forward-looking statements are based on expectations and assumptions that we believe to be reasonable when made,butthat may not prove to be accurate.These statements are not guarantees and are subject to risks,uncertainties,andchanges i

314、n circumstances that are difficult to predict.Many factors could cause actual results to differ materially andadversely from these forward-looking statements.Among these factors are risks related to:(1)general conditions in the economy and our industry,including those due to regulatory changes;(2)ou

315、r reliance on our commercial airline customers;(3)the overall health of our aircraft production system,production quality issues,commercial airplane productionrates,our ability to successfully develop and certify new aircraft or new derivative aircraft,and the ability of ouraircraft to meet stringen

316、t performance and reliability standards;(4)our pending acquisition of Spirit AeroSystems Holdings,Inc.(Spirit),including the satisfaction of closing conditionsin the expected timeframe or at all;(5)changing budget and appropriation levels and acquisition priorities of the U.S.government,as well as s

317、ignificantdelays in U.S.government appropriations;(6)our dependence on our subcontractors and suppliers,as well as the availability of highly skilled labor and rawmaterials;(7)work stoppages or other labor disruptions;(8)competition within our markets;(9)our non-U.S.operations and sales to non-U.S.c

318、ustomers;(10)changes in accounting estimates;(11)realizing the anticipated benefits of mergers,acquisitions,joint ventures/strategic alliances or divestitures,including anticipated synergies and quality improvements related to our pending acquisition of Spirit;(12)our dependence on U.S.government co

319、ntracts;(13)our reliance on fixed-price contracts;(14)our reliance on cost-type contracts;(15)contracts that include in-orbit incentive payments;(16)unauthorized access to our,our customers and/or our suppliers information and systems;37Table of Contents(17)potential business disruptions,including t

320、hreats to physical security or our information technology systems,extreme weather(including effects of climate change)or other acts of nature,and pandemics or other public health crises;(18)potential adverse developments in new or pending litigation and/or government inquiries or investigations;(19)

321、potential environmental liabilities;(20)effects of climate change and legal,regulatory or market responses to such change;(21)credit rating agency actions and changes in our ability to obtain debt financing on commercially reasonable terms,at competitiverates and in sufficient amounts;(22)substantia

322、l pension and other postretirement benefit obligations;(23)the adequacy of our insurance coverage;and(24)customer and aircraft concentration in our customer financing portfolio.Additional information concerning these and other factors can be found in our filings with the Securities and Exchange Comm

323、ission,includingour most recent Annual Report on Form 10-K,Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.Any forward-lookingstatement speaks only as of the date on which it is made,and we assume no obligation to update or revise any forward-looking statement,whether as a result of n

324、ew information,future events,or otherwise,except as required by law.38Table of ContentsItem 2.Managements Discussion and Analysis of Financial Condition and Results of OperationsOverviewOn January 5,2024,an Alaska Airlines 737-9 flight made an emergency landing after a mid-exit door plug detached in

325、 flight.Following theaccident,the Federal Aviation Administration(FAA)grounded and required inspections of all 737-9 aircraft with a mid-exit door plug,whichconstituted the large majority of the approximately 220 737-9 aircraft in the in-service fleet.On January 24,2024,the FAA approved anenhanced m

326、aintenance and inspection process that was required to be performed on each of the grounded 737-9 aircraft.Our 737-9 operatorsreturned their fleets to service in the first quarter.All 737-9 aircraft in production are undergoing this same enhanced inspection process prior todelivery.The Alaska Airlin

327、es accident and the resulting actions we are taking,including slowing production,to improve compliance with our manufacturingquality control requirements have significantly impacted our financial position,results of operations and cash flows during the nine months endedSeptember 30,2024.Additionally

328、,the ongoing work stoppage initiated on September 13,2024,by the International Association of Machinists and Aerospace WorkersDistrict 751(IAM 751)has paused production of certain commercial aircraft models(737,767,777 and 777X aircraft)as well as production ofcommercial derivative aircraft for our

329、Defense,Space&Security business(KC-46A Tanker and P-8A Poseidon).The IAM 751 work stoppage isalso significantly reducing aircraft deliveries and adversely impacting our financial position,results of operations and cash flows.See Note 1 to our Condensed Consolidated Financial Statements.Consolidated

330、Results of Operations and Financial ConditionConsolidated Results of OperationsThe following table summarizes key indicators of consolidated results of operations:(Dollars in millions,except per share data)Nine months ended September30Three months ended September302024202320242023Revenues$51,275$55,

331、776$17,840$18,104 GAAPLoss from operations($6,937)($1,056)($5,761)($808)Operating margins(13.5)%(1.9)%(32.3)%(4.5)%Effective income tax rate1.8%(10.8)%0.8%(48.9)%Net loss attributable to Boeing Shareholders($7,952)($2,199)($6,170)($1,636)Diluted loss per share($12.91)($3.64)($9.97)($2.70)Non-GAAP Co

332、re operating loss($7,769)($1,919)($5,989)($1,089)Core operating margins(15.2)%(3.4)%(33.6)%(6.0)%Core loss per share($14.52)($5.35)($10.44)($3.26)These measures exclude certain components of pension and other postretirement benefit expense.See pages 55-56 for importantinformation about these non-GAA

333、P measures and reconciliations to the most directly comparable GAAP measures.(1)(1)39Table of ContentsRevenuesThe following table summarizes Revenues:(Dollars in millions)Nine months endedSeptember 30Three months endedSeptember 302024202320242023Commercial Airplanes$18,099$23,420$7,443$7,876 Defense,Space&Security18,507 18,187 5,536 5,481 Global Services14,835 14,278 4,901 4,812 Unallocated items,