NETFLIX INC

For the period ended Jun 4, 2026. Filed Apr 16, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 4, 2026 · Filed Apr 16, 2026

NFLX$63.41-3.3%Stored close · as of Nov 6, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant

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Filed by a Party other than the Registrant

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Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒	Definitive Proxy Statement
☐	Definitive Additional Materials
☐	Soliciting Material under §240.14a-12

NETFLIX, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒	No fee required.
☐	Fee paid previously with preliminary materials.
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Letter from Our Lead Independent Director

Fellow Stockholders,

In 2025, Netflix made meaningful progress on our key priorities. We met or exceeded all of our financial objectives, closing the year with over 325 million paid memberships, increasing revenue by 16% to approximately $45.2 billion, expanding our operating margin by 3 points to 29.5% and more than doubling ad revenue to over $1.5 billion.

Last year, we delivered a variety of quality films and series enjoyed by audiences worldwide and rolled out our redesigned TV experience, giving members an even better way to discover their new favorite title. We broke records in viewership with new hits like KPop Demon Hunters; brought back highly-anticipated franchises like Wednesdayand the concluding chapters of Squid Gameand Stranger Things; celebrated award-winning stories, including Adolescence; and continued to release must-watch live events, such as the Anthony Joshua vs. Jake Paul boxing match and NFL games on Christmas Day.

As we look to 2026, we’re more focused than ever on improving our core business, sustaining healthy growth and continuing to bring value to our stockholders. We intend to do this by delivering more films and series our members will love, enhancing our product, strengthening our growing ads business and expanding into even more content categories with live, video podcasts and games.

At the 2026 annual meeting, Reed Hastings will not stand for re-election to the Board. Reed founded Netflix and led it from a DVD-by-mail service to one of the leading entertainment companies, helping shape not just our business, but the broader entertainment industry. On behalf of the Board and management, we extend our deep gratitude to Reed for his vision, leadership and years of extraordinary service to Netflix.

This is an exciting time for our business and we remain optimistic about our future. The Board and management continue to engage stockholders in discussions and appreciate the perspectives they share with us. On behalf of the Board and management, we thank you for your investment.

Warm regards,

Jay C. Hoag

Lead Independent Director

Notice

Notice of Annual Meeting of Stockholders to be Held on June 4, 2026

To the Stockholders of Netflix, Inc.:

NOTICE IS HEREBY GIVEN that the annual meeting of stockholders of Netflix, Inc., a Delaware corporation (the “Company,” “Netflix,” “we,” “us,” or “our”), will be held on June 4, 2026 at 3:00 p.m. Pacific Time (6:00 p.m. Eastern Time) (“Annual Meeting”). You can attend the Annual Meeting via the internet and vote your shares electronically by visitingwww.virtualshareholdermeeting.com/NFLX2026 (there is no physical location for the Annual Meeting). You will need to have your 16-Digit Control Number included on your Notice or your proxy card (if you received a printed copy of the proxy materials) to join the Annual Meeting.

THE ANNUAL MEETING WILL BE HELD FOR THE FOLLOWING PURPOSES:

1.	To elect 12 directors to hold office until the 2027 annual meeting of stockholders;

2.	To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026;

3.	Advisory approval of the Company’s Named Executive Officer compensation;

4.	To consider four stockholder proposals, if properly presented at the Annual Meeting; and

5.	To transact such other business as may properly come before the meeting and any adjournment or postponement of the meeting.

These business items are described more fully in the Proxy Statement accompanying this Notice. Only stockholders who owned our common stock at the close of business on April 6, 2026 can vote at this meeting and any adjournments that may take place.

ALL STOCKHOLDERS ARE CORDIALLY INVITED TO ATTEND THE ANNUAL MEETING VIA THE INTERNET.

For ten days prior to the Annual Meeting, a complete list of the stockholders entitled to vote at the meeting will be available for examination by any stockholder for any purpose germane to the meeting. Please email board@netflix.com to make arrangements to examine the stockholder list.

By order of the Board of Directors

David Hyman

Chief Legal Officer and Secretary

April 16, 2026

Los Gatos, California

YOUR VOTE IS IMPORTANT. PLEASE VOTE OVER THE INTERNET, WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING VIA THE INTERNET. IF YOU RECEIVED A PAPER PROXY CARD AND VOTING INSTRUCTIONS BY MAIL, PLEASE SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD AS PROMPTLY AS POSSIBLE IN THE ENCLOSED ENVELOPE, WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING VIA THE INTERNET.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THEANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 4, 2026: THIS PROXY STATEMENT, THE NOTICE OF ANNUAL MEETING OF STOCKHOLDERS AND THE ANNUAL REPORT ARE AVAILABLE ATWWW.PROXYVOTE.COM.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.