Current Report Filing (8-k)
09 Dezembro 2022 - 6:02PM
Edgar (US Regulatory)
0001065280false121 Albright WayLos GatosCalifornia00010652802022-12-072022-12-070001065280dei:FormerAddressMember2022-12-072022-12-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
FORM 8-K
__________________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
December 7, 2022
__________________________________
NETFLIX, INC.
(Exact name of registrant as specified in its charter)
__________________________________ | | | | | | | | | | | | | | |
| Delaware | 001-35727 | 77-0467272 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
|
121 Albright Way, Los Gatos, California | | 95032 |
| (Address of principal executive offices) | | (Zip Code) |
(408) 540-3700
(Registrant’s telephone number, including area code)
100 Winchester Circle, Los Gatos, California 95032
(Former name or former address, if changed since last report)
__________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.001 per share | NFLX | NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 7, 2022, the Board of Directors (the “Board”) of Netflix, Inc. (the “Company”) approved the Amended and Restated Performance Bonus Plan (the “Plan”), which provides compensation to key executives based upon the Company achieving certain performance goals. The Plan was amended and restated to, among other things:
•eliminate certain references, and provisions related to, Section 162(m) of the Internal Revenue Code of 1986, as amended, which are no longer applicable, including elimination of a maximum award amount;
•provide for a prorated bonus in the event of an involuntary termination by the Company;
•provide discretion to the Compensation Committee of the Board to determine the timing of payments of each award;
•provide that awards may be subject to recoupment policies of the Company, as applicable; and
•allow the Compensation Committee of the Board to amend the Plan.
The foregoing description of the Plan is a summary and is qualified in its entirety by reference to the full text of the Plan, a copy of which is attached as Exhibit 10.1 hereto and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | |
| Exhibit Number | Description of Exhibit |
| |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | |
| | NETFLIX, INC. |
| Date: | December 9, 2022 | |
| | /s/ Spencer Neumann |
| | Spencer Neumann |
| | Chief Financial Officer |
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