Summary of Your Benefits When You Leave The Boeing Company

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Summary of Your Benefits When You Leave The Boeing Company Employees Represented by IAM 751, 70, and W24 Generally, this guide applies to you if you are a union-represented employee of The Boeing Company as noted above. When you leave Boeing, your benefits will depend on how your departure is classified. Classifications include... Note: This guide does not apply to you if you are classified as terminated for cause or you depart as a result of divestiture. Because you may be eligible for more than one of these classifications (e.g., if you receive a layoff notice and you are eligible to retire), it is important to understand how the alternative you choose would affect your benefits. For example, certain benefits will be less favorable if you resign than if you retire. This guide provides a general summary of each situation so that you are aware of the differences. This guide covers the following three topics: 1. How the classification of your departure will affect your benefits. 2. Eligibility criteria for Boeing benefits. 3. Sources for more information. Every effort has been made to provide an accurate summary of your benefits in this document. The material provided here about Company policies, procedures, and benefits is for informational purposes only; it does not constitute a contract or contractual obligation. Certain eligibility provisions apply to each of the programs, policies, and benefits; not all of these provisions are described here. In the event of a conflict between this document and any of the benefit plans, the terms of the plans will control. Copies of official plan documents are available by written request through the Contact TotalAccess form on the Boeing TotalAccess website. The Boeing Company reserves the right to change, modify, amend, or terminate any or all of the provisions of the plans at any time and for any reason for employees, former employees, retirees, and their dependents and/or beneficiaries. 1 2013-629 October 2013

1. How Your Benefits Will Be Affected Your Boeing benefits after you leave will depend on the reason for your departure: whether you resign, are laid off, or retire from active. To determine whether you are eligible to retire, see section 2. The following tables provide a general explanation of what happens in each situation. Reason for Your Departure Benefit The Boeing Company Benefits Plan For more information, see the Benefits Plan summary plan description. You will not be eligible for a benefit. IIf your layoff is involuntary, you may be eligible for a benefit of one week of base pay for each full year of service (to a maximum of 26 weeks). There is no credit for a partial year s service. The benefit is payable as income continuation or as a single lump sum. If you elect a lump sum, you will give up any applicable priority recall rights. Generally, if your layoff is voluntary, you will not be eligible for benefit payments under the Benefits Plan. You will not be eligible for a benefit. 2 2013-629 October 2013

Reason for Your Departure Benefit Active medical coverage Note: Continuation of coverage is provided in accordance with the Consolidated Omnibus Reconciliation Act of 1985, as amended (COBRA). See the Health Care Plans summary plan description for additional information about COBRA and its continuation rights and requirements. Coverage as an active employee will end on the last day of the month in which you resign. You and your covered dependents then may be able to continue coverage through COBRA for up to 18 months by properly electing COBRA coverage and by selfpaying the required premium, which is 102% of the active monthly premium. Coverage as an active employee will end on the last day of the month in which your layoff occurs unless you are eligible for retiree medical at layoff, in which case your coverage will end on the last day of the month following the month in which your layoff occurs. You and your covered dependents may continue coverage through COBRA for up to 18 months by properly electing COBRA coverage. COBRA coverage generally continues with you paying the regular active employee contributions until the earlier of Six months after the last day of the month in which your layoff occurs, or The date you (or your dependent, as applicable) become covered as an employee or dependent under another employer s medical plan. After six months of Company-subsidized COBRA coverage, with you paying regular active employee contributions, you and your covered dependents may continue coverage through COBRA for the remaining COBRA coverage period (assuming you or your dependents, as applicable, have not become covered under another employer s medical plan or otherwise become ineligible) by self-paying the required COBRA premium, which is 102% of the active monthly premium. Coverage as an active employee will end on the last day of the month following the month in which you retire. If you are eligible to retire and eligible to receive retiree medical coverage, see the Retiree medical coverage section on page 4 for information. If you are not eligible for retiree medical coverage, or if you choose not to enroll in retiree medical coverage at the time of retirement, you and your covered dependents may elect to continue coverage through COBRA for up to 18 months by properly electing COBRA coverage and by selfpaying the required COBRA premium, which is 102% of the active monthly premium. At the end of the COBRA coverage period, you may be eligible for retiree medical coverage. 3 2013-629 October 2013

Benefit Retiree medical coverage Note: You are no longer eligible for retiree medical benefits after you reach age 65 or become eligible for Medicare. If you resign before you are eligible to retire, you will not receive retiree medical coverage. If you are not eligible for retiree medical coverage or Medicare, you may continue your active medical coverage by properly electing COBRA coverage and by self-paying the required COBRA premium, which is 102% of the active monthly premium. Reason for Your Departure You will not be eligible for Boeing retiree medical coverage unless you meet the eligibility guidelines of the retiree medical plan and you are eligible to retire at layoff as described under Retirement from active in the right-hand column of this page. However, if as of your layoff date you are age 49 or older and have 10 or more years of vesting service, you may be eligible to enroll in Boeing pre-medicare retiree medical coverage on or after attaining age 55. Contact the Boeing Service Center (see page 10) for additional information and assistance. If you are not eligible for retiree medical coverage, you may continue your active medical coverage by properly electing COBRA coverage and by selfpaying the required COBRA premium, which is 102% of the active monthly premium. In accordance with the current collective bargaining agreement, recall will not cause loss of eligibility for retiree medical coverage if you are recalled to work before your recall rights expiration date. Applicable plan contributions will apply. You must meet the following eligibility criteria when you terminate from the Company: Are under age 65 and not otherwise eligible for Medicare, and Are eligible to retire under a Company-sponsored retirement plan At age 55 or older with 10 or more years of vesting service, or Because you become eligible for disability benefits under a Company-sponsored retirement plan, and you are age 50 or older and have 10 or more years of vesting service at retirement. Applicable plan contributions will apply. If you are not eligible for retiree medical coverage, you may continue your active medical coverage by properly electing COBRA and by self-paying the required COBRA premium, which is 102% of the active monthly premium. 4 2013-629 October 2013

Reason for Your Departure Benefit Dental coverage Note: Continuation of coverage is provided in accordance with COBRA. See the Health Care Plans summary plan description for additional information about COBRA and its continuation rights and requirements. Coverage as an active employee will end on the last day of the month in which you resign. You and your covered dependents may elect to continue coverage through COBRA for up to 18 months by properly electing COBRA coverage and by selfpaying the required premium, which is 102% of the active monthly premium. Coverage as an active employee will end on the last day of the month in which your layoff occurs unless you are eligible for retiree medical at layoff, in which case your coverage will end on the last day of the month following the month in which your layoff occurs. You and your covered dependents may elect to continue coverage through COBRA for up to 18 months by properly electing COBRA coverage and by self-paying the required COBRA premium, which is 102% of the active monthly premium. You and your covered dependents may elect dental COBRA coverage independent of medical COBRA coverage. For example, if you enroll in retiree medical (and do not elect medical COBRA coverage), you can elect dental-only COBRA coverage. Coverage as an active employee will end on the last day of the month following the month in which you retire. You and your covered dependents then may be able to continue coverage through COBRA for up to 18 months by properly electing COBRA coverage and by self-paying the required premium, which is 102% of the active monthly premium. 5 2013-629 October 2013

Benefit Flexible Spending Accounts Life Insurance Plan Survivor Income Plan AD&D Plan Business Travel Accident Plan Short-term Disability Plan Employee Assistance Program Vacation and Sick Leave Reason for Your Departure Contributions to your account(s) will stop when your regular pay ends. If you have a balance remaining in your account, you will be able to file claims. For qualified dependent (day care) care expenses that you incur through the end of the calendar year. For qualified health care expenses that you incur through the end of the month in which your ends. In addition, you may continue to participate in the Health Care Spending Account Plan under special COBRA provisions until the end of the calendar year, if you properly elect and make the required contributions. All claims must be received by April 30 of the following calendar year. Coverage ends on your last day of. You then will have 31 days to convert your coverage to an individual policy. Coverage ends on your last day of. Coverage ends on your last day of. Coverage ends on your last day of. Coverage ends on the last day of the month in which your ends. Coverage automatically continues for 18 months under COBRA, at no cost. All accrued and unused vacation and sick leave will be paid. 6 2013-629 October 2013

Benefit The Boeing Company Voluntary Investment Plan (VIP) For more information, see the VIP summary plan description. For resignation, layoff, or retirement from active : Reason for Your Departure If your account balance is more than $1,000, you may leave your account in the Plan or request a partial distribution, installment distributions, a total distribution, an annuity, or a rollover. Note: Federal law requires that you begin taking required minimum distributions at age 70½. If your account balance is $1,000 or less, you must take a distribution or roll over your account. You cannot leave it in the Plan. You will be notified 90 days before your account is automatically paid to you as a lump-sum distribution. The installment and annuity distribution options are not available for accounts that are $1,000 or less. If you have not defaulted on your VIP loan, you can make monthly loan repayments by direct debit from your bank account. You must leave a balance in the VIP if you want to continue to make monthly loan repayments. Otherwise, your VIP loan will default upon the earliest of the following: The date you take a full distribution from the VIP, elect installment payments, or request an annuity for your full account balance, You fail to make a payment within 90 days from the last payment date, or Your VIP loan is not paid in full within 30 days after your scheduled payoff date. You will not be able to make new contributions or request a loan from the Plan. You may continue to make fund transfers or fund reallocations in your VIP account. Notes: You will be sent a Termination package shortly after you leave the Company, explaining your distribution options. Before you elect a distribution option, please read the Plans Special Tax Notice on the Forms page of Boeing Savings Plans Online and included in the Termination package. Tax consequences may vary depending on your circumstances and the options you choose. Please seek financial and tax planning advice when making your decision. Please make sure you have designated a beneficiary and check it periodically to ensure it follows your wishes. You can designate your beneficiary by going to Boeing Savings Plans Online, or by calling the Boeing Savings Service Center through Boeing TotalAccess. 7 2013-629 October 2013

Reason for Your Departure Benefit Learning Together Program (LTP) and Applicable Restricted Stock Units You must repay the Company for any paid tuition for any classes that are in progress at the time of termination. For courses that ended before your termination date, you must submit a grade of C or better, or a pass in a pass/fail class, within 45 days of the end date of your course. Fax the grade to 425-865-4004 and include your name, BEMSID number, and a note that you are no longer working at Boeing. If you completed a degree and received a notice of restricted stock unit award (three years of vesting required), you will not be eligible for the award unless you have fulfilled the three-year vesting requirement before termination. You may complete the courses that you are currently taking. LTP will not pay for any courses that begin on or after your termination date. For courses that ended before your termination date, you may submit a grade of C or better, or a pass in a pass/fail class, within 45 days of the end date of your course. Fax the grade to 425-865-4004 and include your name, BEMSID number, and a note that you are no longer working at Boeing. If you do not wish to complete the course, notify the LTP by following the grade submittal process and submit your 60-day notice as documentation that you dropped the course. Follow that up by contacting Boeing TotalAccess to open a ticket for LTP to close out your courses. You will not be liable for any paid tuition and eligible expenses. If you are an Involuntary and received notice of a restricted stock unit award, the award will vest immediately, and you will receive the shares of the stock (minus applicable tax withholding). However, if you are a Voluntary, you will not be eligible for the award unless you have fulfilled the threeyear vesting requirement before termination. You must repay the Company for any paid tuition unless you retire after completing your course. For courses that ended before your termination date, you must submit a grade of C or better, or a pass in a pass/fail class, within 45 days of the end date of your course. Fax the grade to 425-865-4004 and include your name, BEMSID number, and a note that you are no longer working at Boeing. If you have received a restricted stock unit award, the stock will vest immediately, and you will receive the shares of stock (minus applicable tax withholding). Recall rights You will not be eligible. See your collective bargaining agreement for eligibility to retain Category A recall rights. You will not be eligible. The Boeing Company Employee Retirement Plan See the retirement eligibility criteria in section 2. 8 2013-629 October 2013

2. Eligibility Criteria for The Boeing Company Employee Retirement Plan This section explains if and when you will be eligible for a pension benefit from The Boeing Company Employee Retirement Plan. For more detailed information, please see The Boeing Company Employee Retirement Plan summary plan description. If you terminate before age 65 and are vested and eligible to retire as of your termination date, you may defer receiving your benefit payments until age 65. If you do, you will be a deferred eligible participant. During this deferral period, you will no longer earn credited service or vesting service (nor be eligible for any increase to the basic benefit amount). If you retire before age 60, your benefit will be reduced. You can start your Boeing pension now if you are vested and... Age 55 or older but less than age 62 and have Ten or more years of vesting service, or Some credited service and a total and permanent disability (declaration of permanent and total disability under a Boeing-sponsored group insurance plan or approved for a Social Security disability award), or Some credited service and are laid off on or after attaining age 55, or Age 62 or older while employed with some credited service, or Age 50 or older with 10 or more years of vesting service and are approved for a Social Security disability award. You will be eligible for a pension benefit in the future if you are... Pension benefits would be... Under age 55 with 10 or more years of vesting service on your termination date. Payable as early as age 55 but no later than age 65. If you commence your pension before age 65, your benefit will be reduced. Under age 55 with at least five years of vesting service on your termination date. Payable at age 65. Laid off between the ages of 49 and 55 with at least 10 years of vesting service. Payable as early as age 55 but no later than age 65 If you commence your pension before age 60, your benefit will be reduced. Ineligibility for a Pension Benefit You will not be eligible to receive any pension benefit from The Boeing Company Employee Retirement Plan if, at the time of termination, you are Under age 62 and have fewer than five years of vesting service, or Age 62 or older with no credited service. 9 2013-629 October 2013

3. Sources for More Information Boeing Benefits website Visit Benefits on the World Wide Web: www.boeing.com/benefits. Boeing TotalAccess Contact the Boeing service centers through Boeing TotalAccess. On the Boeing Web: Log on to my.boeing.com and click the TotalAccess tab. In the top-right column, click Contact TotalAccess, then select a topic to submit questions. On the World Wide Web: Log on to www.boeing.com/express using your BEMSID and your Boeing TotalAccess password. Click the TotalAccess tab. In the top-right column, click Contact TotalAccess, then select a topic to submit questions. By telephone: Call Boeing TotalAccess at 1-866-473-2016. You must have your BEMSID and your Boeing TotalAccess password available when you call. Hearing-impaired callers are encouraged to use the relay service offered by their phone carrier. Customer service representatives generally are available during regular business hours. When prompted: For the Boeing Service Center for Health and Insurance Plans, say, health and insurance. For the Boeing Savings Service Center, say, savings. For the Boeing Pension Service Center, say, pension. To request a new Boeing TotalAccess password or a password mailer, say, password administration. Boeing Plan Administrator To request copies of official Plan documents, write to the Plan Administrator at The Boeing Company, 100 North Riverside Plaza, MC 5002-8421, Chicago, IL 60606-1596. You will be charged a reasonable fee for reproduction of materials you request. 10 2013-629 October 2013