Stephen Biegun
Senior Vice President, Global Public Policy at BA
Executive
About Stephen Biegun
Stephen E. Biegun is Senior Vice President, Global Public Policy at Boeing, a role he has held since April 2023; he is 61 and previously served as U.S. Deputy Secretary of State (2019–2021) and Ford Motor Company VP for International Governmental Relations (2004–2018) . External bios indicate he is a member of Boeing’s Executive Council and leads global public policy strategy; he holds a B.A. in Russian language and political science from the University of Michigan . Boeing’s 2024 proxy added heavier safety/quality ties to executive pay, directly linking leadership compensation (including senior executives) to measurable safety metrics after the 737-9 door plug accident .
Company performance context during his tenure:
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($USD Millions) | 77,794 | 66,517 |
| EBITDA ($USD Millions) | 3,154* | -8,183* |
- Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| U.S. Department of State | Deputy Secretary of State | 2019–2021 | Led State Dept. operations; senior policy leadership on global issues . |
| U.S. Department of State | Special Representative for North Korea | 2018–2021 | Directed U.S. DPRK policy and negotiations . |
| Macro Advisory Partners | Senior Advisor | 2021–2023 | Advised corporates on geopolitical risk and disruption . |
| Ford Motor Company | VP, International Governmental Relations | 2004–2018 | Managed global government relations for a Fortune 100 industrial . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Boeing | Member, Executive Council | 2023–Present | Senior leadership forum shaping enterprise strategy and priorities . |
| National Endowment for Democracy | Vice Chair (expert profile) | — | Global democracy and governance network; indicates public-policy stature . |
| German Marshall Fund | Trustee | — | Transatlantic policy platform; stakeholder network access . |
Fixed Compensation
| Element | Amount/Status | Notes |
|---|---|---|
| Base salary | Not disclosed (not an NEO) | Boeing discloses cash compensation amounts only for Named Executive Officers (NEOs) in the proxy . |
| Target bonus % | Not disclosed (not an NEO) | Applies company-wide via the annual incentive plan; design/metrics disclosed (see next section) . |
| Perquisites/tax gross-ups | Limited; no tax gross-ups (except certain relocation) | Boeing states no tax gross-ups as a practice (except select relocation) . |
Performance Compensation
Boeing tied 2024 annual incentives more tightly to safety/quality (operational metrics) alongside financials, and revised long-term incentives to embed safety milestones; executive officers not aligned to a single business unit receive the average of the three business unit scores (relevant to enterprise roles like Global Public Policy) .
| Component | Metric/Design | Weighting/Structure | Target/Actual/Payout | Vesting |
|---|---|---|---|---|
| Annual Incentive (2024) – Financial | Free cash flow, operating earnings, revenue (definitions per plan) | Business-unit financial component; overall plan features for executives | Company disclosed below-threshold results for several businesses; payouts aligned accordingly (no adjustments) | Cash, annual; standard plan terms . |
| Annual Incentive (2024) – Operational (Safety/Quality) | Traveled work reduction; rework rate; delivery of pre‑2023 737 MAX inventory; 787 join rework completion; injury rate reduction; safer DG shipments | For Commercial Airplanes, safety/quality was 60% (vs. 25% for other units); executives not aligned to a BU use an average score | Performance ran below threshold on multiple measures due to rate slowdowns and work stoppage; payouts reflected results | N/A (short-term plan) . |
| Long-Term Incentive (2024–2026 grants) | 55% PRSUs with cumulative FCF goals; 45% RSUs; two 2024 product safety milestones reduce PRSU payouts if missed | PRSUs pay 0–200% vs. targets; missing 2024 safety milestones reduces payout by 25% or to 0% (if not completed in 2025) | Goals and milestone gating disclosed at program level; individual awards not disclosed for Biegun | RSUs time-vest; PRSUs cliff after 3-year period; standard plan terms . |
| Long-Term Incentive (2025–2027 grants) | Shift to premium-priced stock options (55%) + RSUs (45%) due to business uncertainty | Options premium-priced; 10-year term; structure applies to executive officers (CEO had 120% strike premium referenced separately) | Options deliver value only above premium strike; fosters long-term alignment amid uncertainty | Options vest per grant; RSUs time-vest (plan-level) . |
Additional plan governance (applies to senior executives):
- Strong clawback policy permits recoupment for misconduct or negligent conduct, including where safety is compromised; independent of financial restatements .
- No accelerated vesting of equity upon change in control; no employment agreements (except where required by non‑U.S. law) .
- Prohibition on pledging/hedging Boeing securities; trading only in open windows with pre-clearance for insiders .
Equity Ownership & Alignment
| Item | Disclosure |
|---|---|
| Beneficial ownership at appointment | On his Form 3 (event date Apr 14, 2023), Biegun reported “No securities are beneficially owned.” . |
| Ongoing ownership totals | Not individually disclosed for non-NEO executives in the proxy stock ownership table . |
| Stock ownership guidelines | Senior executives must attain and maintain significant Boeing stock ownership within five years of assuming their role; qualifying equity includes directly owned shares, time-vested RSUs, “Career Shares,” and holdings in Boeing 401(k)/deferred plans; options and PRSUs do not count; must hold all newly vested stock until meeting the guideline . |
| Hedging/pledging | Prohibited for executive officers; pre-clearance and trading-window restrictions apply . |
| Clawback | Robust clawback enables recoupment for safety-compromising misconduct or negligence; forfeiture provisions for detrimental conduct . |
Employment Terms
- No employment agreements for executive officers (except where required by non-U.S. local law) .
- No accelerated vesting of equity awards in connection with a change in control .
- Compensation program aligned to safety, quality and long-term shareholder value; significant variable, stock-based pay; rigorous ownership/holding requirements; independent consultant (FW Cook) to the Compensation Committee .
Investment Implications
- Alignment: A materially increased safety/quality weighting in 2024 annual incentives and safety-linked PRSU gates directly align senior executive pay with operational safety outcomes—a key KPI for Boeing’s recovery and regulatory posture .
- Selling pressure: Biegun’s Form 3 showed zero beneficial ownership at appointment; no subsequent Form 4 transactions surfaced in our search, and Boeing prohibits pledging/hedging, which limits forced-selling risks; however, current position-level holdings are not disclosed for him, so resale timing/pressure cannot be assessed precisely .
- Retention/continuity: Absence of individual employment contracts and CIC acceleration is offset by long-term equity (RSUs/options/PRSUs) and strict ownership/holding requirements—standard for senior executives and generally supportive of retention and alignment through vesting cycles .
- Influence vector: As SVP Global Public Policy and Executive Council member, Biegun’s remit spans U.S. and international stakeholder management, directly relevant to contract outcomes, regulatory engagement, and geopolitical risk mitigation—areas that can be performance-critical for defense/commercial programs .
Notes and sources: Company documents and filings as cited. EBITDA values marked with an asterisk (*) were retrieved from S&P Global.