NFLX » Topics » Part A

This excerpt taken from the NFLX 8-K filed Sep 21, 2009.

Part A

 

Name of Lender

   Commitment    Proportionate Share  

Wells Fargo Bank, National Association

   $ 50,000,000    50.00000000

Bank of America, N.A.

   $ 50,000,000    50.00000000

Total

   $ 100,000,000    100

 

1


These excerpts taken from the NFLX 10-K filed Feb 25, 2009.

PART I

SIZE="2">Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the
federal securities laws. These forward-looking statements include, but are not limited to, statements regarding: our core strategy; our competitive advantage; the continued popularity of the DVD format; the proliferation of Internet-connected
devices and the economic models for entertainment video delivery; gross margin; liquidity; developments in DVD formats; our strategy for delivering streaming content; our consumer electronics partnerships; revenue per average paying subscriber;
impacts relating to our pricing strategy, our content library investments and the size of our stock repurchase program for 2009. These forward-looking statements are subject to risks and uncertainties that could cause actual results and events to
differ. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included throughout this filing and particularly in Item 1A:
“Risk Factors” section set forth in this Annual Report on Form 10-K. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to revise or publicly
release any revision to any such forward-looking statement, except as may otherwise be required by law.

 





Item 1.Business

With more than 10 million
subscribers, we are the largest online movie rental subscription service in the United States. We offer a variety of subscription plans, with no due dates, no late fees, no shipping fees and no pay-per-view fees. We provide subscribers access to
over 100,000 DVD and Blu-ray titles plus more than 12,000 streaming content choices. Subscribers select titles at our Web site aided by our proprietary recommendation service and merchandising tools. Subscribers can:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

Receive DVDs by U.S. mail and return them to us at their convenience using our prepaid mailers. After a DVD has been returned, we mail the next available DVD in a
subscriber’s queue.

 







  

Watch streaming content without commercial interruption on personal computers (“PCs”), Intel-based Macintosh computers (“Macs”) and televisions
(“TVs”). The viewing experience is enabled by Netflix controlled software that can run on a variety of devices. These devices include PCs, Macs, Internet connected Blu-ray players, such as those manufactured by LG Electronics and Samsung,
set-top boxes, such as TiVo and the Netflix Player by Roku, game consoles, such as Microsoft’s Xbox 360, and planned for later this year, TVs from Vizio and LG Electronics.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">Our core strategy is to grow a large subscription business consisting of DVD by mail and streaming content. We offer over 100,000 titles on DVD. In
comparison, the 12,000 content choices available for streaming are relatively limited. We expect to substantially broaden the content choices as more content becomes available to us. Until such time, by bundling DVD and streaming as part of the
Netflix subscription, we are able to offer subscribers a uniquely comprehensive selection of movies for one low monthly price. We believe this creates a competitive advantage as compared to a streaming only subscription service. This advantage will
diminish over time as more content becomes available over the Internet from competing services, by which time we expect to have further developed our other advantages such as brand, distribution, and our proprietary merchandising platform. Despite
the growing popularity of Internet delivered content, we expect that the standard definition DVD, along with its high definition successor, Blu-ray, (collectively referred to in this Annual Report as “DVD”) will continue to be the primary
means by which most Netflix subscribers view content for the foreseeable future. However, at some point in the future, we expect that Internet delivery of content to the home will surpass DVD.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We promote our service to consumers through various marketing programs, including online promotions, television and radio advertising, package inserts,
direct mail and other promotions with third parties. These programs encourage consumers to subscribe to our service and may include a free trial period. At the end of the free trial period, subscribers are automatically enrolled as paying
subscribers, unless they cancel their subscription. All paying subscribers are billed monthly in advance.

 


1







Table of Contents


We stock over 100,000 DVD titles. We have established revenue sharing relationships with several studios
and distributors. We also purchase titles directly from studios, distributors and other suppliers. In addition, we have more than 12,000 content choices licensed for streaming.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We ship and receive DVDs throughout the United States. We maintain a nationwide network of shipping centers that allows us to provide fast delivery and
return service to our subscribers.

We are focused on growing our subscriber base and revenues and utilizing our proprietary technology to
minimize operating costs. Our technology is extensively employed to manage and integrate our business, including our Web site interface, order processing, fulfillment operations and customer service. We believe that our technology also allows us to
maximize our library utilization and to run our fulfillment operations in a flexible manner with minimal capital requirements.

We are
organized in a single operating segment. All our revenues are generated in the United States, and we have no long-lived assets outside the United States. Substantially all our revenues are derived from monthly subscription fees.

STYLE="margin-top:18px;margin-bottom:0px">Industry Overview

Motion pictures, including movies
and television programs (“entertainment video”) are distributed broadly through a variety of channels, including movie theaters, airlines, hotels and in-home. In-home distribution channels include DVD rental and retail outlets and web
sites, cable, satellite and telecommunication providers offering basic and premium television, pay-per-view, and video-on-demand (“VOD”) and Internet delivery. Currently, studios distribute their entertainment video content approximately
three to six months after theatrical release to the home video market, three to seven months after theatrical release to pay-per-view and VOD, one year after theatrical release to premium television and two to three years after theatrical release to
basic cable and network television. Internet delivered content is made available typically at the same time as pay-per-view or VOD; however, some content, such as television shows, are often made available for Internet viewing shortly after the
original airing date. The major studios and television networks have continued to experiment with shortened release windows and we anticipate that they will continue to test a variety of modifications or adjustments to the traditional windows,
including releasing movies simultaneously on DVD and VOD. We believe, however, that DVD will continue to receive a preferential distribution window in light of the large profits DVD generates for the studios in the near term.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Challenges Faced by Consumers in Selecting In-Home Entertainment Video

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">The continued proliferation of new releases of entertainment video, coupled with the availability of a large and growing back catalog of titles on DVD
create two primary challenges for consumers in selecting titles.

First, despite the large number of available titles on DVD, existing
subscription channels and traditional DVD rental outlets stock a limited selection of titles, frustrating consumer demand for more choice. Subscription channels, pay-per-view and VOD services continue to offer a relatively narrow selection of
titles. Likewise, traditional DVD rental outlets primarily offer new releases and devote limited space to display and stock back catalog titles. We believe our selection of over 100,000 titles on DVD offers an attractive alternative to these
traditional channels.

Second, even when consumers have access to the vast number of titles available, they generally have limited means to
effectively sort through the titles. We believe our recommendation service, our merchandising practices and our other Web site features provide our subscribers the tools to select titles that appeal to their individual preferences.

STYLE="margin-top:0px;margin-bottom:0px"> 


2







Table of Contents


PART I

SIZE="2">Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the
federal securities laws. These forward-looking statements include, but are not limited to, statements regarding: our core strategy; our competitive advantage; the continued popularity of the DVD format; the proliferation of Internet-connected
devices and the economic models for entertainment video delivery; gross margin; liquidity; developments in DVD formats; our strategy for delivering streaming content; our consumer electronics partnerships; revenue per average paying subscriber;
impacts relating to our pricing strategy, our content library investments and the size of our stock repurchase program for 2009. These forward-looking statements are subject to risks and uncertainties that could cause actual results and events to
differ. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included throughout this filing and particularly in Item 1A:
“Risk Factors” section set forth in this Annual Report on Form 10-K. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to revise or publicly
release any revision to any such forward-looking statement, except as may otherwise be required by law.

 





Item 1.Business

With more than 10 million
subscribers, we are the largest online movie rental subscription service in the United States. We offer a variety of subscription plans, with no due dates, no late fees, no shipping fees and no pay-per-view fees. We provide subscribers access to
over 100,000 DVD and Blu-ray titles plus more than 12,000 streaming content choices. Subscribers select titles at our Web site aided by our proprietary recommendation service and merchandising tools. Subscribers can:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

Receive DVDs by U.S. mail and return them to us at their convenience using our prepaid mailers. After a DVD has been returned, we mail the next available DVD in a
subscriber’s queue.

 







  

Watch streaming content without commercial interruption on personal computers (“PCs”), Intel-based Macintosh computers (“Macs”) and televisions
(“TVs”). The viewing experience is enabled by Netflix controlled software that can run on a variety of devices. These devices include PCs, Macs, Internet connected Blu-ray players, such as those manufactured by LG Electronics and Samsung,
set-top boxes, such as TiVo and the Netflix Player by Roku, game consoles, such as Microsoft’s Xbox 360, and planned for later this year, TVs from Vizio and LG Electronics.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">Our core strategy is to grow a large subscription business consisting of DVD by mail and streaming content. We offer over 100,000 titles on DVD. In
comparison, the 12,000 content choices available for streaming are relatively limited. We expect to substantially broaden the content choices as more content becomes available to us. Until such time, by bundling DVD and streaming as part of the
Netflix subscription, we are able to offer subscribers a uniquely comprehensive selection of movies for one low monthly price. We believe this creates a competitive advantage as compared to a streaming only subscription service. This advantage will
diminish over time as more content becomes available over the Internet from competing services, by which time we expect to have further developed our other advantages such as brand, distribution, and our proprietary merchandising platform. Despite
the growing popularity of Internet delivered content, we expect that the standard definition DVD, along with its high definition successor, Blu-ray, (collectively referred to in this Annual Report as “DVD”) will continue to be the primary
means by which most Netflix subscribers view content for the foreseeable future. However, at some point in the future, we expect that Internet delivery of content to the home will surpass DVD.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We promote our service to consumers through various marketing programs, including online promotions, television and radio advertising, package inserts,
direct mail and other promotions with third parties. These programs encourage consumers to subscribe to our service and may include a free trial period. At the end of the free trial period, subscribers are automatically enrolled as paying
subscribers, unless they cancel their subscription. All paying subscribers are billed monthly in advance.

 


1







Table of Contents


We stock over 100,000 DVD titles. We have established revenue sharing relationships with several studios
and distributors. We also purchase titles directly from studios, distributors and other suppliers. In addition, we have more than 12,000 content choices licensed for streaming.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We ship and receive DVDs throughout the United States. We maintain a nationwide network of shipping centers that allows us to provide fast delivery and
return service to our subscribers.

We are focused on growing our subscriber base and revenues and utilizing our proprietary technology to
minimize operating costs. Our technology is extensively employed to manage and integrate our business, including our Web site interface, order processing, fulfillment operations and customer service. We believe that our technology also allows us to
maximize our library utilization and to run our fulfillment operations in a flexible manner with minimal capital requirements.

We are
organized in a single operating segment. All our revenues are generated in the United States, and we have no long-lived assets outside the United States. Substantially all our revenues are derived from monthly subscription fees.

STYLE="margin-top:18px;margin-bottom:0px">Industry Overview

Motion pictures, including movies
and television programs (“entertainment video”) are distributed broadly through a variety of channels, including movie theaters, airlines, hotels and in-home. In-home distribution channels include DVD rental and retail outlets and web
sites, cable, satellite and telecommunication providers offering basic and premium television, pay-per-view, and video-on-demand (“VOD”) and Internet delivery. Currently, studios distribute their entertainment video content approximately
three to six months after theatrical release to the home video market, three to seven months after theatrical release to pay-per-view and VOD, one year after theatrical release to premium television and two to three years after theatrical release to
basic cable and network television. Internet delivered content is made available typically at the same time as pay-per-view or VOD; however, some content, such as television shows, are often made available for Internet viewing shortly after the
original airing date. The major studios and television networks have continued to experiment with shortened release windows and we anticipate that they will continue to test a variety of modifications or adjustments to the traditional windows,
including releasing movies simultaneously on DVD and VOD. We believe, however, that DVD will continue to receive a preferential distribution window in light of the large profits DVD generates for the studios in the near term.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Challenges Faced by Consumers in Selecting In-Home Entertainment Video

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">The continued proliferation of new releases of entertainment video, coupled with the availability of a large and growing back catalog of titles on DVD
create two primary challenges for consumers in selecting titles.

First, despite the large number of available titles on DVD, existing
subscription channels and traditional DVD rental outlets stock a limited selection of titles, frustrating consumer demand for more choice. Subscription channels, pay-per-view and VOD services continue to offer a relatively narrow selection of
titles. Likewise, traditional DVD rental outlets primarily offer new releases and devote limited space to display and stock back catalog titles. We believe our selection of over 100,000 titles on DVD offers an attractive alternative to these
traditional channels.

Second, even when consumers have access to the vast number of titles available, they generally have limited means to
effectively sort through the titles. We believe our recommendation service, our merchandising practices and our other Web site features provide our subscribers the tools to select titles that appeal to their individual preferences.

STYLE="margin-top:0px;margin-bottom:0px"> 


2







Table of Contents


PART I

SIZE="2">Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the
federal securities laws. These forward-looking statements include, but are not limited to, statements regarding: our core strategy; our competitive advantage; the continued popularity of the DVD format; the proliferation of Internet-connected
devices and the economic models for entertainment video delivery; gross margin; liquidity; developments in DVD formats; our strategy for delivering streaming content; our consumer electronics partnerships; revenue per average paying subscriber;
impacts relating to our pricing strategy, our content library investments and the size of our stock repurchase program for 2009. These forward-looking statements are subject to risks and uncertainties that could cause actual results and events to
differ. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included throughout this filing and particularly in Item 1A:
“Risk Factors” section set forth in this Annual Report on Form 10-K. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to revise or publicly
release any revision to any such forward-looking statement, except as may otherwise be required by law.

 





Item 1.Business

With more than 10 million
subscribers, we are the largest online movie rental subscription service in the United States. We offer a variety of subscription plans, with no due dates, no late fees, no shipping fees and no pay-per-view fees. We provide subscribers access to
over 100,000 DVD and Blu-ray titles plus more than 12,000 streaming content choices. Subscribers select titles at our Web site aided by our proprietary recommendation service and merchandising tools. Subscribers can:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

Receive DVDs by U.S. mail and return them to us at their convenience using our prepaid mailers. After a DVD has been returned, we mail the next available DVD in a
subscriber’s queue.

 







  

Watch streaming content without commercial interruption on personal computers (“PCs”), Intel-based Macintosh computers (“Macs”) and televisions
(“TVs”). The viewing experience is enabled by Netflix controlled software that can run on a variety of devices. These devices include PCs, Macs, Internet connected Blu-ray players, such as those manufactured by LG Electronics and Samsung,
set-top boxes, such as TiVo and the Netflix Player by Roku, game consoles, such as Microsoft’s Xbox 360, and planned for later this year, TVs from Vizio and LG Electronics.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">Our core strategy is to grow a large subscription business consisting of DVD by mail and streaming content. We offer over 100,000 titles on DVD. In
comparison, the 12,000 content choices available for streaming are relatively limited. We expect to substantially broaden the content choices as more content becomes available to us. Until such time, by bundling DVD and streaming as part of the
Netflix subscription, we are able to offer subscribers a uniquely comprehensive selection of movies for one low monthly price. We believe this creates a competitive advantage as compared to a streaming only subscription service. This advantage will
diminish over time as more content becomes available over the Internet from competing services, by which time we expect to have further developed our other advantages such as brand, distribution, and our proprietary merchandising platform. Despite
the growing popularity of Internet delivered content, we expect that the standard definition DVD, along with its high definition successor, Blu-ray, (collectively referred to in this Annual Report as “DVD”) will continue to be the primary
means by which most Netflix subscribers view content for the foreseeable future. However, at some point in the future, we expect that Internet delivery of content to the home will surpass DVD.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We promote our service to consumers through various marketing programs, including online promotions, television and radio advertising, package inserts,
direct mail and other promotions with third parties. These programs encourage consumers to subscribe to our service and may include a free trial period. At the end of the free trial period, subscribers are automatically enrolled as paying
subscribers, unless they cancel their subscription. All paying subscribers are billed monthly in advance.

 


1







Table of Contents


We stock over 100,000 DVD titles. We have established revenue sharing relationships with several studios
and distributors. We also purchase titles directly from studios, distributors and other suppliers. In addition, we have more than 12,000 content choices licensed for streaming.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We ship and receive DVDs throughout the United States. We maintain a nationwide network of shipping centers that allows us to provide fast delivery and
return service to our subscribers.

We are focused on growing our subscriber base and revenues and utilizing our proprietary technology to
minimize operating costs. Our technology is extensively employed to manage and integrate our business, including our Web site interface, order processing, fulfillment operations and customer service. We believe that our technology also allows us to
maximize our library utilization and to run our fulfillment operations in a flexible manner with minimal capital requirements.

We are
organized in a single operating segment. All our revenues are generated in the United States, and we have no long-lived assets outside the United States. Substantially all our revenues are derived from monthly subscription fees.

STYLE="margin-top:18px;margin-bottom:0px">Industry Overview

Motion pictures, including movies
and television programs (“entertainment video”) are distributed broadly through a variety of channels, including movie theaters, airlines, hotels and in-home. In-home distribution channels include DVD rental and retail outlets and web
sites, cable, satellite and telecommunication providers offering basic and premium television, pay-per-view, and video-on-demand (“VOD”) and Internet delivery. Currently, studios distribute their entertainment video content approximately
three to six months after theatrical release to the home video market, three to seven months after theatrical release to pay-per-view and VOD, one year after theatrical release to premium television and two to three years after theatrical release to
basic cable and network television. Internet delivered content is made available typically at the same time as pay-per-view or VOD; however, some content, such as television shows, are often made available for Internet viewing shortly after the
original airing date. The major studios and television networks have continued to experiment with shortened release windows and we anticipate that they will continue to test a variety of modifications or adjustments to the traditional windows,
including releasing movies simultaneously on DVD and VOD. We believe, however, that DVD will continue to receive a preferential distribution window in light of the large profits DVD generates for the studios in the near term.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Challenges Faced by Consumers in Selecting In-Home Entertainment Video

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">The continued proliferation of new releases of entertainment video, coupled with the availability of a large and growing back catalog of titles on DVD
create two primary challenges for consumers in selecting titles.

First, despite the large number of available titles on DVD, existing
subscription channels and traditional DVD rental outlets stock a limited selection of titles, frustrating consumer demand for more choice. Subscription channels, pay-per-view and VOD services continue to offer a relatively narrow selection of
titles. Likewise, traditional DVD rental outlets primarily offer new releases and devote limited space to display and stock back catalog titles. We believe our selection of over 100,000 titles on DVD offers an attractive alternative to these
traditional channels.

Second, even when consumers have access to the vast number of titles available, they generally have limited means to
effectively sort through the titles. We believe our recommendation service, our merchandising practices and our other Web site features provide our subscribers the tools to select titles that appeal to their individual preferences.

STYLE="margin-top:0px;margin-bottom:0px"> 


2







Table of Contents


PART II

 

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock has traded on the NASDAQ Global Select Market and its predecessor, the NASDAQ National Market, under the symbol “NFLX” since our initial public offering on May 23, 2002. The following table sets forth the intraday high and low sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

 

     2008    2007
     High    Low    High    Low

First quarter

   $ 39.65    $ 20.35    $ 26.80    $ 20.30

Second quarter

     40.90      26.04      25.99      19.05

Third quarter

     33.97      26.39      22.10      15.62

Fourth quarter

     31.00      17.90      29.14      20.59

As of February 17, 2009, there were approximately 171 stockholders of record of our common stock, although there is a significantly larger number of beneficial owners of our common stock.

We have not declared or paid any cash dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

 

22


Table of Contents

PART II

 

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock has traded on the NASDAQ Global Select Market and its predecessor, the NASDAQ National Market, under the symbol “NFLX” since our initial public offering on May 23, 2002. The following table sets forth the intraday high and low sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

 

     2008    2007
     High    Low    High    Low

First quarter

   $ 39.65    $ 20.35    $ 26.80    $ 20.30

Second quarter

     40.90      26.04      25.99      19.05

Third quarter

     33.97      26.39      22.10      15.62

Fourth quarter

     31.00      17.90      29.14      20.59

As of February 17, 2009, there were approximately 171 stockholders of record of our common stock, although there is a significantly larger number of beneficial owners of our common stock.

We have not declared or paid any cash dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

 

22


Table of Contents

PART II

 





Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Our common stock has traded on the NASDAQ Global Select Market and its predecessor, the NASDAQ National Market, under the symbol “NFLX” since
our initial public offering on May 23, 2002. The following table sets forth the intraday high and low sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 


























































































   2008  2007
   High  Low  High  Low

First quarter

  $39.65  $20.35  $26.80  $20.30

Second quarter

   40.90   26.04   25.99   19.05

Third quarter

   33.97   26.39   22.10   15.62

Fourth quarter

   31.00   17.90   29.14   20.59

As of February 17, 2009, there were approximately 171 stockholders of record of our common
stock, although there is a significantly larger number of beneficial owners of our common stock.

We have not declared or paid any cash
dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

 


22







Table of Contents


PART II

 





Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Our common stock has traded on the NASDAQ Global Select Market and its predecessor, the NASDAQ National Market, under the symbol “NFLX” since
our initial public offering on May 23, 2002. The following table sets forth the intraday high and low sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 


























































































   2008  2007
   High  Low  High  Low

First quarter

  $39.65  $20.35  $26.80  $20.30

Second quarter

   40.90   26.04   25.99   19.05

Third quarter

   33.97   26.39   22.10   15.62

Fourth quarter

   31.00   17.90   29.14   20.59

As of February 17, 2009, there were approximately 171 stockholders of record of our common
stock, although there is a significantly larger number of beneficial owners of our common stock.

We have not declared or paid any cash
dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

 


22







Table of Contents


PART II

 





Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Our common stock has traded on the NASDAQ Global Select Market and its predecessor, the NASDAQ National Market, under the symbol “NFLX” since
our initial public offering on May 23, 2002. The following table sets forth the intraday high and low sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 


























































































   2008  2007
   High  Low  High  Low

First quarter

  $39.65  $20.35  $26.80  $20.30

Second quarter

   40.90   26.04   25.99   19.05

Third quarter

   33.97   26.39   22.10   15.62

Fourth quarter

   31.00   17.90   29.14   20.59

As of February 17, 2009, there were approximately 171 stockholders of record of our common
stock, although there is a significantly larger number of beneficial owners of our common stock.

We have not declared or paid any cash
dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

 


22







Table of Contents


PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One: Election of Directors,” “Section 16(a) Beneficial Ownership Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 11. Executive Compensation

Information required by this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 13. Certain Relationships and Related Transactions and Director Independence

Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related Transactions” and “Director Independence” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 14. Principal Accountant Fees and Services

Information with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm” in our Proxy Statement for the Annual Meeting of Stockholders.

 

42


Table of Contents

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One: Election of Directors,” “Section 16(a) Beneficial Ownership Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 11. Executive Compensation

Information required by this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 13. Certain Relationships and Related Transactions and Director Independence

Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related Transactions” and “Director Independence” in our Proxy Statement for the Annual Meeting of Stockholders.

 

Item 14. Principal Accountant Fees and Services

Information with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm” in our Proxy Statement for the Annual Meeting of Stockholders.

 

42


Table of Contents

PART III

 





Item 10.Directors, Executive Officers and Corporate Governance

SIZE="2">Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One: Election of Directors,” “Section 16(a) Beneficial Ownership
Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 11.Executive Compensation

Information required by
this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

STYLE="font-size:18px;margin-top:0px;margin-bottom:0px"> 





Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain
Beneficial Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 13.Certain Relationships and Related Transactions and Director Independence

FACE="Times New Roman" SIZE="2">Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related Transactions” and “Director Independence” in our Proxy
Statement for the Annual Meeting of Stockholders.

 





Item 14.Principal Accountant Fees and Services

Information
with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting
Firm” in our Proxy Statement for the Annual Meeting of Stockholders.

 


42







Table of Contents


PART III

 





Item 10.Directors, Executive Officers and Corporate Governance

SIZE="2">Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One: Election of Directors,” “Section 16(a) Beneficial Ownership
Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 11.Executive Compensation

Information required by
this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

STYLE="font-size:18px;margin-top:0px;margin-bottom:0px"> 





Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain
Beneficial Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 13.Certain Relationships and Related Transactions and Director Independence

FACE="Times New Roman" SIZE="2">Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related Transactions” and “Director Independence” in our Proxy
Statement for the Annual Meeting of Stockholders.

 





Item 14.Principal Accountant Fees and Services

Information
with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting
Firm” in our Proxy Statement for the Annual Meeting of Stockholders.

 


42







Table of Contents


PART III

 





Item 10.Directors, Executive Officers and Corporate Governance

SIZE="2">Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One: Election of Directors,” “Section 16(a) Beneficial Ownership
Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 11.Executive Compensation

Information required by
this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

STYLE="font-size:18px;margin-top:0px;margin-bottom:0px"> 





Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain
Beneficial Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

 





Item 13.Certain Relationships and Related Transactions and Director Independence

FACE="Times New Roman" SIZE="2">Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related Transactions” and “Director Independence” in our Proxy
Statement for the Annual Meeting of Stockholders.

 





Item 14.Principal Accountant Fees and Services

Information
with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting
Firm” in our Proxy Statement for the Annual Meeting of Stockholders.

 


42







Table of Contents


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