Boeing Faces Shareholder Dissent Over Safety Culture Transformation

Proxy advisor Glass Lewis has recommended that Boeing shareholders vote against the reelection of three directors to the company’s board, including outgoing CEO Dave Calhoun. 

The recommendation reflects dissatisfaction with Boeing’s efforts to transform its safety culture following a recent accident and ongoing scrutiny from regulators and lawmakers.

Recommendation Against Reelection of Directors:

Glass Lewis advises shareholders to vote against the reelection of Dave Calhoun, Akhil Johri, and David Joyce to Boeing’s board.

Calhoun, Boeing’s CEO since 2020 and a director since 2009, announced his intention to step down at the end of the year. Johri chairs the board’s audit committee, while Joyce chairs the aerospace safety committee.

Concerns Over Safety Culture Transformation:

Boeing is being scrutinized over its safety culture transformation efforts following an accident involving a new 737 MAX 9 jet on January 5. Regulators capped the production of MAX jets, and the FAA gave Boeing 90 days to address systemic quality-control issues.

Glass Lewis believes that Boeing’s board has not adequately addressed shareholder concerns regarding safety, legal, and regulatory risks.

Johri, an independent director since 2020, previously served at United Technologies Corporation. Joyce, an independent director since 2021, was the president and CEO of GE Aviation from 2008 to 2020.

Shareholder Vote on Executive Compensation:

Glass Lewis recommends that shareholders approve top executives’ 2023 compensation, including CEO Calhoun’s pay package, which rose by about 45% to nearly $33 million. However, the shareholder vote on executive compensation is non-binding on Boeing.