Netflix Inc.

01/24/2025 | Press release | Distributed by Public on 01/24/2025 17:05

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hoag Jay C
2. Issuer Name and Ticker or Trading Symbol
NETFLIX INC [NFLX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
250 MIDDLEFIELD ROAD
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2025
(Street)
MENLO PARK, CA 94025
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/23/2025 M 107 A $582.07 107 D(1)
Common Stock 01/23/2025 M 102 A $613.15 209 D(1)
Common Stock 01/23/2025 M 92 A $681.17 301 D(1)
Common Stock 01/23/2025 M 101 A $617.77 402 D(1)
Common Stock 01/23/2025 M 105 A $597.37 507 D(1)
Common Stock 01/23/2025 M 110 A $567.51 617 D(2)
Common Stock 01/23/2025 S 617 D $979.71 0 D(3)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $582.07 01/23/2025 M 107 09/01/2021 09/01/2031 Common Stock 107 $ 0 0 D(1)
Non-Qualified Stock Option (right to buy) $613.15 01/23/2025 M 102 10/01/2021 10/01/2031 Common Stock 102 $ 0 0 D(1)
Non-Qualified Stock Option (right to buy) $681.17 01/23/2025 M 92 11/01/2021 11/01/2031 Common Stock 92 $ 0 0 D(1)
Non-Qualified Stock Option (right to buy) $617.77 01/23/2025 M 101 12/01/2021 12/01/2031 Common Stock 101 $ 0 0 D(1)
Non-Qualified Stock Option (right to buy) $597.37 01/23/2025 M 105 01/03/2022 01/03/2032 Common Stock 105 $ 0 0 D(1)
Non-Qualified Stock Option (right to buy) $567.51 01/23/2025 M 110 02/01/2024 02/01/2034 Common Stock 110 $ 0 0 D(2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hoag Jay C
250 MIDDLEFIELD ROAD
MENLO PARK, CA 94025
X

Signatures

/s/ Frederic D. Fenton Authorized Signatory for Jay C. Hoag 01/24/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Jay C. Hoag has sole voting and dispositive power over the options and shares to be received upon exercise of such options that he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options and shares. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein.
(2) Jay C. Hoag has sole voting and dispositive power over the options and shares to be received upon exercise of such options that he holds directly. However, TCV VIII Management, L.L.C. has a right to 100% of the pecuniary interest in such options and shares. Mr. Hoag is a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein.
(3) Jay C. Hoag has sole voting and dispositive power over the shares that he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in 507 of such shares and, additionally, TCV VIII Management, L.L.C. has a right to 100% of the pecuniary interest in the remaining 110 of such shares. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of the shares he holds directly except to the extent of his pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.