Glass Lewis recommends investors vote against three Boeing directors, including CEO Calhoun

By Abhijith Ganapavaram

(Reuters) -Proxy advisor Glass Lewis has recommended shareholders vote against the reelection of three directors to Boeing's board, including outgoing CEO Dave Calhoun, citing dissatisfaction over the efforts to transform the safety culture at the planemaker.

While Boeing declined to comment, it responded by referencing comments on the need to improve safety and quality in its recent proxy statement.

Calhoun, who has been a Boeing director since 2009, has said he will step down as CEO of the embattled planemaker at the end of the year. Akhil Johri and David Joyce serve as chairs of the Boeing board's audit and aerospace safety committees, respectively.

Boeing is facing heavy scrutiny from airlines, regulators and lawmakers following a Jan. 5 accident when a door plug blew off a brand new 737 MAX 9 jet. The incident has also led to the regulator imposing a cap on production of the MAX jets.

In February this year, the head of the U.S. Federal Aviation Administration gave Boeing 90 days to develop a comprehensive plan to address "systemic quality-control issues" after an all-day meeting with Calhoun.

"We believe that the board, and in particular the aerospace safety and audit committees, has not appropriately addressed potential shareholder concerns regarding safety, legal and regulatory risks and could do more to mitigate the company's reputational damage," Glass Lewis said.

The advisor recommended Boeing shareholders vote against the reelection of the three directors "to strongly signal dissatisfaction with the company's oversight of its safety culture and its efforts to transform" it.

Johri has been an independent director at Boeing since 2020, having previously served in various capacities at the erstwhile United Technologies Corporation.

Joyce has been on the Boeing board as an independent director since 2021. He was president and CEO of GE Aviation from 2008 to 2020.

Glass Lewis also recommended Boeing shareholders vote to approve top executives' 2023 compensation, under which CEO Calhoun's pay package rose about 45% to nearly $33 million. The vote, however, is not binding on Boeing.

(Reporting by Abhijith Ganapavaram in Bengaluru and Allison Lampert in Montreal; Editing by Krishna Chandra Eluri and Pooja Desai)