THE BOEING COMPANY | Report on DEI and Related Risks at the Boeing Company

Status
Filed
AGM date
Previous AGM date
Proposal number
4
Resolution details
Company ticker
BA
Resolution ask
Report on or disclose
ESG theme
  • Social
ESG sub-theme
  • Diversity, equity & inclusion (DEI)
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Industrials
Company HQ country
United States
Resolved clause
Shareholders request the Company issue a report reviewing the Company’s DEI aspirations, detailing to
shareholders the extent of its resources and personnel – across its divisions – devoted to these aspirations, and
analyzing the risks that the Company’s DEI policies pose to shareholders, including legal liability and a reduced
focus on merit.
Whereas clause
: Since the June 2023 U.S. Supreme Court decision in Students for Fair Admissions v. Harvard College,1
hundreds of higher education institutions have shuttered their diversity, equity and inclusion (DEI) programs and
positions.2
Consequently, “there has been a sharp uptick in litigation challenging corporate DEI programs and initiatives,
alleging that they require unlawful employment and contracting decisions to be made on the basis of race, in
violation of Title VII of the Civil Rights Act of 1964…”3
Corporate compliance lawyers now advise clients that “DEI initiatives and programs that are not open to all applicants
or those that apply an explicit race- or gender-based focus will likely face continued and heightened scrutiny.”4
Further, “companies, and their management teams and boards, should be prepared for increased employmentrelated litigation including litigation that seeks to hold executive officers and directors personally liable for purported
breaches of their fiduciary duties in connection with the corporation’s DEI policies.”5
Many corporations dramatically reduced or eliminated their DEI programs,6 and companies face retribution for their
discrimination. For example, Starbucks was the subject of a $28.3 million judgment after a former worker claimed
she was fired for being white.7
Supporting statement
The Boeing Company’s (“Boeing” or “Company”) 2024 Sustainability and Social Impact Report
“celebrates” the Company’s “progress” towards increasing the black representation rate in its U.S. workforce 20% by
2025, and to “close representation gaps for historically underrepresented groups” in its employee ranks by 2025.
Given Boeing’s recent high-profile aircraft malfunctions and failures – the Company’s quarterly net income dropped
24.75% in Q1 2024 and has not recovered,8 while its stock price has dropped from a 52-week high of $267.54 to
$143.87 (as of market close on November 18, 2024)9 – should diversity in its workforce be a priority? Or should the
Company instead be focused on the safety and quality of its aircraft?
Boeing claims it disbanded its DEI department and emphasized its commitment to “merit-based performance” and
“equality of opportunity, not of outcomes.”10 This appears to be a PR ploy. All employees within its DEI department
were merely transferred to a different department. 11 12 13
These discriminatory quotas leave Boeing ripe for regulatory, reputational and litigation risk.14 FTI Consulting advises
there is a “heightened focus” on “litigation risk,” which “has transitioned from being merely an operational concern
to becoming a strategic priority for the highest levels of corporate governance.”15

DISCLAIMER: By including a shareholder resolution or management proposal in this database, neither the PRI nor the sponsor of the resolution or proposal is seeking authority to act as proxy for any shareholder; shareholders should vote their proxies in accordance with their own policies and requirements.

Any voting recommendations set forth in the descriptions of the resolutions and management proposals included in this database are made by the sponsors of those resolutions and proposals, and do not represent the views of the PRI.

Information on the shareholder resolutions, management proposals and votes in this database have been obtained from sources that are believed to be reliable, but the PRI does not represent that it is accurate, complete, or up-to-date, including information relating to resolutions and management proposals, other signatories’ vote pre-declarations (including voting rationales), or the current status of a resolution or proposal. You should consult companies’ proxy statements for complete information on all matters to be voted on at a meeting.