Netflix (NFLX) Form 4 NETFLIX / Jay C Hoag ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hoag Jay C

(Last) (First) (Middle)

250 MIDDLEFIELD ROAD

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2025

4. If Amendment, Date of 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

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)

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 Securities Underlying Derivative Security (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: 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)

Explanation of Responses:

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.

	/s/ Frederic D. Fenton Authorized Signatory for Jay C. Hoag	01/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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