Boeing board denies CEO David Calhoun performance bonus

The Arlington, Va.-based planemaker said the large, widebody plane would not be delivered to customers until 2025. One of Mr. Calhoun’s goals when he became CEO in January 2020 was to get the 777X approved by regulators and in the airline. service by the end of 2023, while accelerating production and deliveries.

“It is clear that this objective will not be achieved, albeit for reasons largely beyond Mr. Calhoun’s control,” Boeing said in its annual proxy statement, filed Friday with securities regulators. The filing says the board’s compensation committee decided in August 2022 that the $7 million stock-based performance bonus, which Mr. Calhoun would have received this year, will not vest.

A Boeing spokesperson declined to comment. On Feb. 16, the company awarded the CEO a separate stock award worth approximately $5 million to recognize “the continued confidence in Mr. Calhoun’s strong leadership” and to retain him, according to a filing. headlines last month.

Mr. Calhoun, a Boeing board member since 2009, took over as CEO following the ousting of Dennis Muilenburg, the company’s former chief executive, in late 2019. As of Friday’s market close , Boeing’s share price had fallen about 35% since Mr. Calhoun took over as CEO in January 2020, according to FactSet.

Boeing began developing the 777X in 2013 as a widebody, long-range jet to replace its widely used 777-300ER model. The new plane has since been delayed for years due to regulatory setbacks and other challenges.

The company said in Friday’s filing that Mr. Calhoun made “several decisions regarding the management” of the 777 program that contributed to the delays, although those decisions are in Boeing’s long-term interests.

Mr. Calhoun’s other goals early in his tenure as CEO included getting the 737 MAX back into service. At the time, the narrow-body aircraft was grounded around the world following two fatal crashes in 2018 and 2019. The crashes claimed the lives of 346 people.

His goals also included an overhaul of Boeing’s engineering department and the launch of the crewed Boeing Starliner space taxi. Mr. Calhoun has also been tasked with reaching milestones with various defense projects such as a military tanker and new presidential jets, known as Air Force One when the commander-in-chief is on board.

Boeing in the filing noted major challenges beyond Mr. Calhoun’s control, including the Covid-19 pandemic, which caused a sharp drop in air travel and demand for new planes before the market recovered. The company also cited a changed regulatory environment and a new aircraft certification law enacted after the MAX crashes.

“Despite these industry challenges, under Mr. Calhoun’s leadership, the company has substantially achieved, or is substantially on track to achieve, most of these specific goals,” Boeing said in the filing.

The Starliner, delayed by technical setbacks in recent years, is currently scheduled for a crewed test flight this spring. Other programs have suffered various setbacks.

Mr. Calhoun’s total compensation was $22.5 million in 2022, up 6.6% from $21.1 million a year earlier. The figure includes the CEO’s salary and other forms of compensation such as stock-based awards, according to the company’s filing.

Boeing delivered its latest 747 jumbo jet on Tuesday. The four-engine jet, dubbed “Queen of the Skies,” has made long-haul travel more affordable during its more than 50-year lifespan. Photo: Jason Redmond/AFP/Getty Images

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