What the changes say
- Boeing faces heightened risks from U.S.-China trade tensions, shifting defense procurement priorities, and significant debt repayment obligations.
- U.S. government contract revenue share declined to 35 percent in 2025.
What changed since the prior 10-K
New
- NewRisks Related to Our Business and Operations
future program opportunities. Any of these impacts could have a material effect on our financial position, results of operations and/or cash flows
The Department of War is emphasizing cyber compliance and affordability, which our supply chain may not be prepared for.
- NewRisks Related to Our Business and Operations
Competition within our markets and with respect to our products and services may reduce our future contracts and sales
Intense competition from non-traditional defense companies and international firms could reduce future BDS, BCA, and BGS contracts.
- NewRisks Related to Our Business and Operations
While the impact of these factors is difficult to predict, any one or more of these factors could adversely affect our operations
Tariffs and trade disputes caused certain Chinese customers to pause accepting commercial aircraft deliveries in the second quarter of 2025.
- NewRisks Related to Our Business and Operations
With respect to each of our commercial aircraft programs, inventoriable production costs (including
Program accounting relies on complex estimates regarding unit quantities, sales prices, and costs that can be disrupted by negotiations or supplier performance.
- NewRisks Related to Financing and Liquidity
The issuance of our common stock upon conversion of our Mandatory convertible preferred stock, and the exchange of the Spirit Exchangeable Notes, as well as any other issuances of our common stock, could dilute the interests of our existing shareholders
Converting mandatory preferred stock and exchanging Spirit Exchangeable Notes will dilute existing shareholders.
Dropped
- DroppedRisks Related to Our Business and Operations
achieve planned production rate targets, successfully develop and certify new aircraft or new derivative aircraft, and meet or exceed stringent performance and reliability standards
- DroppedRisks Related to Our Business and Operations
Our pending acquisition of Spirit AeroSystems Holdings, Inc. (Spirit) subjects us to various risks and uncertainties, including risks that we may not complete the acquisition or realize the anticipated benefits in the expected timeframe or at all
Achieving planned production rates and developing new aircraft despite supply chain complexity.
- DroppedRisks Related to Our Contracts
We enter into fixed-price contracts, which could subject us to losses if we have cost overruns
- DroppedRisks Related to Technology, Security and Business Disruptions
Managing a complex, global IT infrastructure exposes us to a variety of risks that could negatively impact our business
- DroppedRisks Related to Financing and Liquidity
A significant portion of our customer financing portfolio is concentrated among certain customers and in certain types of Boeing aircraft, which exposes us to concentration risks
- DroppedRisks Related to Financing and Liquidity
The issuance of common stock upon the closing of the Spirit acquisition and upon conversion of our Mandatory convertible preferred stock, and the possibility of the sale or issuance of our common stock in the future, could cause dilution to the interests of our existing shareholders
Pending acquisition of Spirit AeroSystems and associated stockholder approval.
Reworded
- 75% rewrittenRisks Related to Our Business and Operations
We depend heavily on commercial airlines, subjecting us to unique risks
Maintained airline industry demand dependency factors with identical text.
- 74% rewrittenRisks Related to Our Business and Operations
We use estimates and make assumptions in accounting for contracts and programs. Changes in our estimates and/or assumptions could adversely affect our future financial results
Maintained contract and program accounting judgment and estimation variables with identical text.
- 69% rewrittenRisks Related to Our Business and Operations
We may not realize the anticipated benefits of mergers, acquisitions, joint ventures/strategic alliances or divestitures
Removed specific references to the Spirit acquisition closing mechanics and added indemnification obligations.
- 63% rewrittenRisks Related to Our Business and Operations
Our ability to deliver products and services that satisfy customer requirements is heavily dependent on the performance and financial stability of our subcontractors and suppliers, as well as on the availability of highly skilled labor, raw materials and other components
Retained core supplier and labor risk language with minor stylistic updates.
- 53% rewrittenRisks Related to Our Business and Operations
We derive a significant portion of our revenues from non-U.S. sales and are subject to the risks of doing business in other countries, including those related to tariffs, trade restrictions and government actions
Updated 2025 non-U.S. revenue figures, showing international customers accounted for 46 percent of total revenues and 60 percent of Commercial Airplanes revenue.
Was: We derive a significant portion of our revenues from non-U.S. sales and are subject to the risks of doing business in other countries
- 46% rewrittenRisks Related to Our Contracts
We conduct a significant portion of our business pursuant to U.S. government contracts, which are subject to unique risks
Updated U.S. government contract share down from 42 percent in 2024 to 35 percent of total revenues in 2025.
- 21% rewrittenRisks Related to Our Contracts
We enter into cost-type contracts, which also carry risks
Updated cost-type contracting revenue share for BDS and BGS to each generate approximately 40 percent of 2025 revenues.
- 21% rewrittenRisks Related to Financing and Liquidity
We may be unable to effectively manage our liquidity, which could adversely affect our business, financial position and results of operations
Updated debt figures to $54.1 billion with $15.5 billion due over three years, plus $345 million annual preferred stock dividend requirements.
All 23 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business and Operations
- 01We depend heavily on commercial airlines, subjecting us to unique risks75% rewritten
- 02future program opportunities. Any of these impacts could have a material effect on our financial position, results of operations and/or cash flowsNew
- 03Our ability to deliver products and services that satisfy customer requirements is heavily dependent on the performance and financial stability of our subcontractors and suppliers, as well as on the availability of highly skilled labor, raw materials and other components63% rewritten
- 04Competition within our markets and with respect to our products and services may reduce our future contracts and salesNew
- 05We derive a significant portion of our revenues from non-U.S. sales and are subject to the risks of doing business in other countries, including those related to tariffs, trade restrictions and government actions53% rewritten
- 06While the impact of these factors is difficult to predict, any one or more of these factors could adversely affect our operationsNew
- 07We use estimates and make assumptions in accounting for contracts and programs. Changes in our estimates and/or assumptions could adversely affect our future financial results74% rewritten
- 08With respect to each of our commercial aircraft programs, inventoriable production costs (includingNew
- 09We may not realize the anticipated benefits of mergers, acquisitions, joint ventures/strategic alliances or divestitures69% rewritten
Risks Related to Our Contracts
- 10We conduct a significant portion of our business pursuant to U.S. government contracts, which are subject to unique risks46% rewritten
- 11We enter into cost-type contracts, which also carry risks21% rewritten
- 12We enter into contracts that include in-orbit incentive payments that subject us to risks
Risks Related to Technology, Security and Business Disruptions
- 13Compromised or unauthorized access of our, our customers’ and/or our suppliers’ systems or data could negatively impact our business
- 14Business disruptions could seriously affect our future sales and financial condition or increase our costs and expenses
Risks Related to Legal and Regulatory Matters
- 15The outcome of litigation and of government inquiries and investigations involving our business is unpredictable, and an adverse decision in any such matter could have a material effect on our financial position, results of operations and cash flows
- 16Our operations expose us to the risk of material environmental liabilities
- 17We may be adversely affected by global climate change or by legal, regulatory or market responses to such change
- 18climate change, increasing global chemical restrictions and bans, and water and waste requirements may drive increased costs to us and our suppliers and impact our production continuity and data facilities
Risks Related to Financing and Liquidity
- 19We may be unable to effectively manage our liquidity, which could adversely affect our business, financial position and results of operations21% rewritten
- 20Substantial pension and other postretirement benefit obligations have a material impact on our earnings, shareholders’ equity and cash flows from operations, and could have significant adverse impacts in future periods
- 21Our insurance coverage may be inadequate to cover all significant risk exposures
- 22The issuance of our common stock upon conversion of our Mandatory convertible preferred stock, and the exchange of the Spirit Exchangeable Notes, as well as any other issuances of our common stock, could dilute the interests of our existing shareholdersNew
- 23Our common stock ranks junior to the Mandatory convertible preferred stock with respect to dividends and amounts payable in the event of our liquidation, dissolution or winding-up of our affairs
Other Boeing 10-Ks
- FY2024 10-K risk factors24 risks
Boeing faces heavy concentration on commercial airline demand and defense fixed-price contracts.
Filed Feb 03, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.