Netflix Inc. (NFLX) FY2025 10-K and Q2 FY2026 10-Q Summary

Business

From the FY2025 Form 10-K, accession 0001065280-26-000034.

Netflix is one of the world's leading entertainment services, offering TV series, films, games and live programming across a wide variety of genres and languages. Members can play, pause and resume watching as much as they want, anytime, anywhere, and can change their plans at any time.

Strategy. The stated core strategy is to grow the business globally within the parameters of an operating margin target, that is, margin is treated as a governor on growth rather than an output of it. Management aims to improve the member experience through compelling content, to offer a range of pricing plans (including the ad-supported subscription plan) to meet varied consumer needs, to drive conversation around its content, and to keep improving the user interface so members can more easily find content they enjoy.

Segments and revenue model. Netflix operates as one operating segment. Revenues are primarily monthly membership fees for streaming. Pricing varies by country and plan features: as of December 31, 2025, paid plans ranged from the U.S. dollar equivalent of $1 to $37 per month, and extra member sub-accounts from $2 to $9 per month (by June 30, 2026 these ranges were $1–$38 and $2–$10). Netflix also earns revenue from advertising on the streaming service, consumer products, live experiences and other sources; in FY2025 these non-membership sources were, in the 10-K's words, not a material component of total revenue, though advertising alone was over $1.5 billion, roughly 3% of the year's revenue, and is guided to roughly double in 2026 (see Guidance and trends under Current quarter below). For internal management, the chief operating decision maker is the co-CEOs, who review consolidated operating margin and net income.

Reporting is geographic rather than by product line, across four regions: United States and Canada (UCAN), Europe/Middle East/Africa (EMEA), Latin America (LATAM) and Asia-Pacific (APAC). During FY2025 Netflix discontinued reporting membership numbers (including average paying memberships and average monthly revenue per membership), stating that revenue and operating margin are the primary financial metrics that best represent business performance. Netflix has continued to cite membership milestones in its shareholder letters, the Q4/full-year 2025 letter reported crossing 325 million paid memberships during that quarter (results release furnished on Form 8-K, accession 0001065280-26-000033), but no membership count has been disclosed since. The Q2 2026 results release gives none, referring only to qualitative "membership growth" as a revenue driver and forecasting third-quarter growth driven by "growth in memberships," so no subscriber figure is available for the current quarter. The DVD-by-mail business was discontinued in 2023.

Competition. Management characterizes the market for entertainment video as intensely competitive and subject to rapid change, and defines the competitive set broadly: other entertainment video providers (linear television, streaming services including piracy-based services), video gaming, open content platforms carrying user-generated and professional content, and more broadly social media and any other use of consumers' leisure time. Netflix also competes for content itself, both licensed and original. Management frames the objective as "winning moments of truth."

Content economics. Netflix acquires, licenses and produces content, capitalizing licensed content when the license period begins and the title is available, and capitalizing production costs as incurred. Content assets are amortized to cost of revenues on an accelerated basis over the shorter of the contractual window, estimated period of use, or ten years; film amortization is more accelerated than TV series. On average over 90% of a content asset is expected to be amortized within four years of first availability. Because the business is subscription-based rather than title-level, content assets are monetized and reviewed as a group; no impairment-triggering event has been identified to date. Production tax incentives are generally treated as a reduction in the cost basis of content assets.

Delivery and technology. Netflix built and operates its own content delivery network, Open Connect, and additionally runs the vast majority of its computing on Amazon Web Services.

Intellectual property and regulation. The company relies on trademark, copyright, patent and trade secret protection covering its technology, business processes and content. Regulation is a growing cost: countries are updating cultural-support legislation to capture services like Netflix, imposing investment obligations, levies and content catalog quotas, and in some cases restricting ownership rights or requiring formal review of content.

Human capital. Approximately 16,000 full-time employees as of December 31, 2025, roughly 10,900 (68%) in the U.S. and Canada, 2,500 (16%) in EMEA, 1,900 (12%) in APAC and 700 (4%) in Latin America, plus additional part-time and temporary content-production staff, some covered by collective bargaining agreements. Netflix aims to pay employees at their "personal top of market," with employees generally able to choose their mix of cash and stock options.

Risk factors

Condensed from Item 1A of the FY2025 Form 10-K, accession 0001065280-26-000034. The Q2 2026 Form 10-Q states there have been no material changes to these risk factors.

Member acquisition and retention. Netflix must continually add members to replace cancellations and to grow. Growth is slower in long-established, highly penetrated markets. Because content costs are largely fixed, if growth disappoints the company may not be able to adjust expenditures or raise revenue commensurately, pressuring margins, liquidity and results.

Perceived value, pricing and paid sharing. Adjustments to pricing, plan structure (including the ad-supported tier), features or content mix may not be well received. Netflix has increased and will continue enforcement of terms limiting multi-household usage and shared viewing outside a household; these adjustments may negatively affect member acquisition and retention.

Competition and piracy. Several competitors have long operating histories, large customer bases, exclusive content rights, large libraries, and greater financial resources, and may offer more compelling content, better supplier terms or more aggressive pricing. New technology, including generative AI, is evolving rapidly and a competitor using it more effectively could gain advantage. Piracy is called out explicitly as a threat whose consumer proposition, virtually all content for free, is difficult to compete against and subject to rapid global growth.

Content liability and production risk. As a producer and distributor Netflix faces negligence, copyright and trademark claims. As a content producer it bears production costs, ongoing guild payments, completion risk and key-talent risk. Content that underperforms on cost, viewing or popularity harms the brand and results.

Content licensing dependence. Netflix depends on studios, content providers and rights holders licensing content on acceptable terms; as content providers build their own streaming services they may withhold popular titles. Certain licenses allow content to be withdrawn on short notice. Music rights negotiations with collection management organizations could result in litigation, injunctions or higher distribution expenses.

Advertising build-out. Netflix has limited experience and operating history in advertising, and revenue may not grow as expected. Named dependencies include attracting and retaining advertisers, membership plan mix and engagement, ad quantity and quality, measurement and analytics tooling, third-party policy changes, ad-targeting and privacy regulation, building an ad sales and ad-tech organization, and member dissatisfaction with ads.

Technology and cybersecurity. Systems are subject to constantly evolving cyber threats; Netflix states its systems and those of third parties have experienced directed attacks, and it has experienced unauthorized releases of digital content assets and unintended disclosure of personal information through third-party incidents, none material to date. Netflix does not carry insurance covering expenses from such disruptions or unauthorized access, nor against the risk of a data breach. Because Netflix runs the vast majority of its computing on AWS and cannot easily switch providers, any disruption of or interference with AWS would adversely affect operations. Reliance on partner devices, CDN interconnection with ISPs, and payment processing are separate named dependencies.

Privacy. Subject to GDPR, the California Privacy Rights Act and comparable regimes; data-localization and data-export restrictions internationally could require changes to the business model.

Liquidity and content commitments. Content commitments are multi-year and largely fixed cost, with payment terms not tied to member usage or membership size. Netflix may be unable to reduce these obligations in the near term in response to a decline in cash flow. As of December 31, 2025 there was $14.5 billion of senior notes outstanding, a $3 billion revolving credit facility (undrawn) and approximately $5.7 billion of content liabilities on balance sheet, with significant additional off-balance-sheet content commitments.

International operations. Named exposures include political and social unrest, anti-corruption and sanctions compliance, adverse tax changes, currency fluctuation and profit-repatriation restrictions, censorship requirements that force content removal or edits, data-localization and local-ownership requirements, trade disputes, and local content quotas, investment obligations and levies (for example, the EU Audio Visual Media Services Directive requirement that European works comprise at least 30% of catalogs).

Taxation. Netflix is under periodic examination in multiple jurisdictions, with tax authorities challenging certain positions; adverse outcomes or changes in law could increase tax obligations.

Labor. Each of the major U.S. guild collective bargaining agreements to which Netflix is a signatory expires in 2026, the WGA agreement on May 1, 2026, and the SAG-AFTRA and DGA agreements both on June 30, 2026. Renewal on unfavorable terms, or failure to renew, could produce strikes or work stoppages that halt productions and delay new content.

Key personnel. Reliance on co-CEOs Ted Sarandos and Greg Peters, the executive team and other key employees, in an industry with continuous competition for skilled talent.

Acquisitions. Integration difficulty, inherited liabilities and litigation exposure, failure to realize expected synergies, and diversion of management attention. The FY2025 10-K also carried a dedicated set of risk factors on the then-pending Warner Bros. Discovery transaction (completion risk including a $5.8 billion termination fee payable by Netflix in specified circumstances, possible regulatory conditions or divestitures, and integration risk). That transaction was terminated on February 27, 2026, see Current quarter below, so those specific risks are no longer live, though the general acquisition and indebtedness risks remain.

Stock and governance. Charter provisions (blank-check preferred stock, prohibition on action by written consent, advance notice requirements) and Delaware anti-takeover law could discourage a takeover; the company has announced plans to modify some of these provisions over time. A merger or acquisition may trigger retention payments under the Amended and Restated Executive Severance and Retention Incentive Plan. The stock price is volatile, and prior periods of volatility have produced securities litigation.

Forecasting. Predicting consumer adoption of newer offerings (ad-supported plan, paid sharing enforcement, advertising revenue) is inherently difficult given limited operating history; content amortization estimates in particular could be revised, causing greater in-period expense.

Management's discussion, fiscal 2025

From Item 7 of the FY2025 Form 10-K, accession 0001065280-26-000034. Dollars in thousands unless noted.

Headline results.

Constant-currency revenue growth was 17% versus 16% reported.

Revenue drivers. The 16% increase was primarily membership growth, price increases and increased advertising revenue, partially offset by unfavorable foreign exchange net of hedging. Streaming revenues included hedging losses of $91 million in FY2025 versus hedging gains of $124 million in FY2024. The 10-K does not break advertising out in dollars; the Q4/full-year 2025 results release states that in 2025, only Netflix's third year selling advertising, ad revenue grew more than 2.5x versus 2024 to over $1.5 billion, or roughly 3% of total revenue (accession 0001065280-26-000033).

Revenue by region (FY2025 vs FY2024): UCAN $19,957,152 (+15%); EMEA $14,514,646 (+17%); LATAM $5,357,521 (+11%); APAC $5,353,717 (+21%). On a constant-currency basis LATAM grew 23% against 11% reported, the gap between reported and underlying growth in Latin America is the single largest FX distortion in the year. APAC was 22% constant currency versus 21% reported; EMEA 16% versus 17% reported; UCAN 15% on both bases.

Cost of revenues was $23,275,329 (52% of revenue, down from 54%), up $2,236,865 or 11%. The increase was a $1,121 million rise in content amortization plus a $1,116 million rise in other cost of revenues, the latter primarily driven by non-income tax assessments in Brazil. Management does not expect Brazilian non-income taxes to materially affect future periods.

Operating expenses. Sales and marketing $3,301,306 (+13%), driven by $222 million more marketing spend and $149 million more personnel cost as advertising sales headcount grew. Technology and development $3,391,390 (+16%), driven by a $438 million increase in personnel costs. General and administrative $1,888,408 (+11%), from $92 million higher personnel costs (mainly share-based compensation) and $64 million higher third-party expenses, attributable to legal fees and transaction costs including the WBD transaction.

Below the line. Interest expense $776,510 (+8%), of which $716 million was interest on the Notes; the increase came mainly from higher amortization of debt issuance costs, including approximately $60 million related to WBD-transaction financing arrangements. Interest and other income fell to $172,459 from $266,776, on foreign exchange losses of $123 million (net of derivatives and hedging) versus $18 million in 2024, including a non-cash $72 million loss on remeasurement of Euro-denominated Senior Notes, against a $122 million gain in the prior year. Provision for income taxes $1,741,351 (+39%); the effective tax rate rose to 14% from 13%, on lower federal R&D credit benefits and growth in pre-tax income exceeding growth in excess tax benefits from stock-based compensation.

Cash flow. Operating cash flow $10,149,273 (+$2,788 million, +38%), driven by the $2,270 million higher net income and $1,646 million more non-cash adjustments, offset by $705 million more content payments and $423 million of unfavorable working capital. Investing activities provided $1,041,688 versus using $2,181,784 in 2024, a $3,223 million swing driven by $1,747 million of net inflows from investment maturities and sales versus $1,742 million of outflows in 2024, partly offset by $249 million more property and equipment purchases. Financing used $10,345,623, a $6,271 million increase in outflows, reflecting no debt issuance in 2025 (versus $1,794 million of proceeds in 2024), $1,433 million more debt repayment, and $2,863 million more share repurchases.

Liquidity. Cash, cash equivalents, restricted cash and short-term investments of $9,067,872, down $518 million, as buybacks and debt repayment outweighed operating cash generation. Short- and long-term debt of $14,462,836, down $1,120 million, on roughly $1,833 million of repayments partially offset by remeasurement of Euro-denominated notes. The undrawn facilities at year-end were a $3 billion revolving credit agreement maturing April 12, 2029, and a $3 billion commercial paper program established in May 2025.

Buybacks. In FY2025 Netflix repurchased 86,536,215 shares for $9.1 billion (excluding the 1% excise tax), leaving $8.0 billion of authorization available at year-end. Share counts here reflect the ten-for-one forward stock split effected in November 2025.

Contractual obligations at December 31, 2025: content obligations $24,039,228 (of which $11,528,030 due within twelve months), debt $18,091,887 including interest ($1,690,445 due within twelve months), operating leases $2,898,017, total $45,029,132. Of the content obligations, $4.1 billion sat in current content liabilities, $1.6 billion in non-current, and $18.4 billion was off balance sheet, not yet meeting recognition criteria. Management additionally estimates $1 billion to $4 billion of unknown future-title obligations over the next three years that are excluded from the table entirely. Gross unrecognized tax benefits were $566 million; Netflix expected to pay approximately $700 million of deposits related to the Brazilian non-income tax assessments and had already paid roughly $200 million of non-recurring direct tax deposits during 2025.

Brazil. During FY2025, developments in another taxpayer's judicial proceedings led Netflix to conclude a loss was probable on its most significant Brazilian non-income tax matter. The cumulative loss recognized as operating expense in Q3 2025 was approximately $619 million, and the company continues to accrue incremental amounts.

Market risk. As of December 31, 2025, $14.5 billion of fixed-rate unsecured debt in twelve tranches maturing between 2026 and 2054. Non-U.S.-dollar currencies represented 56% of revenue and 31% of operating expenses, primarily Euro, British pound, Brazilian real, Mexican peso, Canadian dollar and Argentine peso. Reported revenue would have been approximately $271 million higher at constant currency.

Current quarter, Q2 fiscal 2026 (quarter ended June 30, 2026)

From the Form 10-Q, accession 0001065280-26-000212, with guidance from the results release furnished on Form 8-K, accession 0001065280-26-000211 (July 16, 2026). Dollars in thousands except per-share amounts.

Results.

Six months: revenues $24,809,695 (+15%), operating income $8,149,607, operating margin 32.8% versus 32.9%, and net income substantially inflated by the WBD termination fee described below. Constant-currency revenue growth was 12% for the quarter and 13% for the half, for the first time in several periods FX was a tailwind to reported revenue rather than a drag.

Margin. The roughly one-point operating margin decline was driven by technology and development and sales and marketing growing faster than revenue: technology and development $1,007,675 (+22%, on $142 million more personnel cost) and sales and marketing $823,838 (+16%, on $71 million more marketing spend and $47 million more personnel cost from advertising sales headcount). Cost of revenues was $6,036,965 (+13%), holding at 48% of revenue, with a $479 million increase in content amortization the main driver. General and administrative was $498,850 (+13%). For the six months, G&A rose 28% to $1,101,459 on $105 million more personnel cost and $107 million more third-party expense, driven by legal fees and transaction costs including the WBD transaction.

Revenue by region, Q2 2026 vs Q2 2025: UCAN $5,431,667 (+10%, and 10% constant currency, reflecting only a partial-quarter effect from the recent U.S. price change); EMEA $4,033,515 (+14% reported, +11% constant currency); LATAM $1,584,290 (+21% reported, +16% constant currency); APAC $1,510,466 (+16% reported, +18% constant currency). All four regions grew double digits.

The Warner Bros. Discovery transaction and its termination. On December 4, 2025 Netflix agreed to acquire WBD's streaming and studios businesses, its film and television studios, HBO Max and HBO, with WBD to first spin off its Global Linear Networks business (Discovery Global). As originally signed, the consideration was cash plus stock: each WBD share was to convert into $23.25 in cash plus a number of Netflix shares set by an exchange ratio tied to Netflix's 15-day volume-weighted average price and subject to a collar (0.0376 shares if that average was $119.67 or above, 0.0460 shares if it was $97.91 or below, and $4.50 of value in between). That structure carried a headline value of $27.75 per WBD share, roughly $72.0 billion of equity value and $82.7 billion of enterprise value (Form 8-K, accession 0001193125-25-308651, and the joint press release filed with it). To fund the cash portion Netflix obtained commitments, dated the same day, for up to $59 billion of senior unsecured bridge term loans; those commitments were then reduced dollar for dollar to $34 billion on December 19, 2025, when Netflix put in place a $5 billion senior unsecured revolving credit agreement and a $20 billion senior unsecured delayed draw term loan, split into $10 billion two-year and $10 billion three-year tranches (Form 8-K, accession 0001193125-25-327462).

The agreement was amended and restated on January 19, 2026, and the substantive change was to the consideration: the $27.75 per share was to be paid entirely in cash rather than in a combination of cash and Netflix stock (Form 8-K, accession 0001193125-26-015951). Bridge loan commitments were increased at the same time from $34 billion to $42.2 billion. On February 26, 2026 WBD notified Netflix that a revised proposal from Paramount Skydance Corporation constituted a superior proposal; Netflix waived its four-business-day negotiation right and declined to revise its offer. On February 27, 2026 WBD terminated the agreement, and PSKY, on WBD's behalf, paid Netflix the $2.8 billion termination fee. The fee was recorded in interest and other income in Q1 2026, which is why six-month interest and other income was $2,903,827 against $90,529 a year earlier. All associated financing arrangements, the December 4, 2025 bridge commitment letter, the January 19, 2026 incremental commitments agreement, the $5 billion 2025 revolving credit facility and the $20 billion delayed draw term loan, terminated automatically on the same date. No amounts had ever been drawn, and related expenses were not material, though approximately $85 million of debt issuance cost amortization was recognized in Q1 2026 on the termination, which is why six-month interest expense rose 19% to $437,762 even as quarterly interest expense fell 4%.

InterPositive acquisition, completed March 2026. In March 2026, separately from the terminated WBD transaction, Netflix completed its acquisition of InterPositive, the filmmaking technology company founded by Ben Affleck, which develops AI-powered tools for filmmakers, for a total purchase price of approximately $587 million in cash (a cash outflow of $586 million in the six-month period). The 10-Q describes the deal only as a business combination; the company named the target in its Q1 2026 results release.

Taxes. The effective tax rate rose to 16% from 14% for the quarter and to 18% from 12% for the six months, on lower excess tax benefits from stock-based compensation and, for the half, a lower foreign-derived income deduction relative to pre-tax income growth.

Liquidity and capital structure. Cash, cash equivalents, restricted cash and short-term investments of $9,131,464 at June 30, 2026, up $64 million from year-end: operating cash flow (including the $2.8 billion termination fee) largely offset by buybacks and acquisition consideration. Debt of $14,309,306 (aggregate notes of $14,309 million net of $49 million of issuance costs and discounts and $14 million of fair value hedging adjustments), of which $2,484 million is short term; €4,700 million of the notes are Euro-denominated. Principal and interest due in the next twelve months is $3,149 million. The $3 billion revolver and $3 billion commercial paper program were both undrawn. Netflix entered interest rate swaps with an aggregate notional of $1,400 million designated as fair value hedges converting that much fixed-rate debt to floating; a 1% rise in SOFR would add roughly $14 million of annual interest expense.

Buybacks. In April 2026 the Board authorized an additional $25 billion of repurchases. Netflix repurchased 52,934,688 shares for $4.7 billion in Q2 (its largest buyback quarter) and 66,431,786 shares for $5.9 billion in the first half, leaving $27.1 billion of capacity at June 30, 2026. Netflix has never declared or paid a cash dividend and does not anticipate doing so in the foreseeable future, so repurchases are the whole of its capital returns to shareholders.

Obligations at June 30, 2026: content obligations $25,106,705 (up from $24,039,228 at year-end), of which $3.9 billion is in current content liabilities, $1.6 billion non-current and $19.6 billion off balance sheet; debt $17,583,712 including interest; operating leases $2,744,268, total $45,434,685, with $15,595,203 due within twelve months.

Cash flow. Q2 operating cash flow was $1,743,812, down $679 million year over year on $1,059 million more content payments and $620 million of unfavorable working capital changes. Free cash flow, operating cash flow less the $218,644 of property and equipment purchases, was $1,525,168 for the quarter, against $2,267,369 in Q2 2025; the results release attributes part of the decline to higher cash tax payments arising from the Warner Bros. Discovery termination fee, the fee itself came in during the March quarter, while the tax on it went out in the June one. Six-month operating cash flow was $7,034,017, up $1,822 million, helped by the termination fee but reduced by $1,900 million more content payments and by $729 million of non-routine payments on the Brazilian non-income tax assessments for prior periods. Six-month investing used $1,000,518 versus providing $1,254,346 a year earlier, on the absence of investment maturities and the $586 million acquisition outflow. Six-month financing used $5,900,441, $631 million less than a year earlier, since there were no debt repayments in the period against $1,833 million in 2025, partly offset by $794 million more buybacks.

Foreign currency. Non-U.S.-dollar currencies were 57% of revenue and 30% of operating expenses for the first half of 2026; constant-currency revenue would have been approximately $535 million lower than the $24,810 million reported, the mirror image of 2025, when currency was a headwind.

Guidance and trends (from the results release furnished July 16, 2026, accession 0001065280-26-000211):

• Q3 2026: revenue of approximately $12,860 million, growth of 12% (11% FX-neutral);

operating income of approximately $4,268 million; operating margin of 33.2% versus 28.2% a year earlier; net income of approximately $3,452 million and diluted EPS of $0.82.

• Full year 2026: revenue narrowed to $51.0–$51.4 billion (13–14% growth, ~12%

FX-neutral), operating margin maintained at 31.5% versus 29.5% in 2025, implying operating income growth above 20%, and free cash flow of approximately $12.5 billion, with a cash content spend to amortization ratio of roughly 1.1x.

• Advertising revenue is expected to roughly double in 2026, from the more than $1.5

billion recorded in 2025 to approximately $3 billion; U.S. upfront negotiations were in advanced stages at the time of reporting.

• Content amortization is expected to grow more slowly in the second half and to

increase approximately 10% for the full year; first-half weighting is why Q2 operating income grew more slowly than revenue.

• Engagement: members watched more than 97 billion hours in the first half of 2026, up

2% year over year (versus 1.5% growth in 2025), despite competition from the Winter Olympics and the World Cup. Non-English content drove more than a third of viewing. Netflix will move its "What We Watched" report to an annual, first-quarter publication beginning in 2027 to keep focus on revenue and operating profit.

• Live and partnerships: live programming is expected to be just over 5% of content

spend but only ~1% of view hours in 2026, while live events accounted for six of the top ten new member sign-up days over the last five years. Netflix announced an expanded NFL agreement (a week-one game in Q3, a Thanksgiving Eve game and NFL Christmas Gameday in Q4, a final-week contest in Q1 2027), a Tyson Fury vs. Anthony Joshua fight later in the year, and MLB events. In France it launched a partnership with broadcaster TF1 giving members TF1 linear channels and TF1+ on-demand content at no additional cost. It also announced lifestyle-content partnerships with Condé Nast, Hearst and People beginning in August, and podcast partnerships through iHeartMedia.

• Pricing: first-half price changes in markets including the U.S., Mexico and Spain

performed consistently with prior changes and expectations. Netflix began re-testing free trials for non-rejoining new members in a number of markets (excluding the U.S. and U.K.).

• Generative AI workflows were used in roughly 300 titles in 2026, concentrated in

post-production, and are being deployed across advertising planning, creative production and campaign management.

• Debt plans: Netflix stated it had $1 billion of debt maturing later in 2026 that it

planned to refinance.

Risk factors and legal proceedings. The 10-Q reports no material changes from the FY2025 10-K risk factors, and states that Netflix is not involved in litigation matters it considers material individually or in the aggregate.

Governance, chairman succession. On April 10, 2026 Reed Hastings, co-founder and Chairman of the Board, informed the Company that he would not stand for re-election as a director at the 2026 annual meeting. His term expired at that meeting, and he continued to serve as a director and as Chairman until it concluded; the filing states the decision was not the result of any disagreement with the Company (Form 8-K, accession 0001065280-26-000137, Item 5.02, filed April 16, 2026). To succeed him, on May 29, 2026 the Board appointed Jay Hoag as Chairman effective at the conclusion of the annual meeting, which was held June 4, 2026; Hoag had served as Lead Independent Director since 2012, and the Board determined it no longer requires a separate Lead Independent Director (Form 8-K, accession 0001065280-26-000189).

Subsequent events

The Q2 2026 Form 10-Q (accession 0001065280-26-000212, period ended June 30, 2026, filed July 17, 2026) contains no subsequent-events note. The material events after the quarter end were reported on Form 8-K:

• Debt financing, completed July 22, 2026. Netflix completed a registered public

offering of $1 billion in principal amount of 5.250% senior unsecured notes due 2036, under an underwriting agreement with BNP Paribas Securities Corp., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC as representatives of the underwriters. The notes were issued under the July 29, 2024 base indenture with Computershare Trust Company, National Association as trustee, as supplemented by a second supplemental indenture dated July 22, 2026, and sold off the company's Form S-3ASR shelf (File No. 333-281071). Netflix stated it intends to use the net proceeds to repay at maturity its outstanding 4.375% Senior Notes due November 2026 ($1,000 million principal) and for general corporate purposes, executing the refinancing flagged in the Q2 results release. (Form 8-K, accession 0001193125-26-312575.)

• Board change, July 26, 2026. Anne Sweeney notified Netflix that she was resigning

from the Board of Directors effective that date. The company stated the resignation was not due to any disagreement with the company. (Form 8-K, accession 0001065280-26-000214.)

No acquisitions, divestitures, or litigation resolutions were disclosed after June 30, 2026.