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NFLX — filing

0001065280-25-000323 · 141,862 characters of text, split into 1 sections

Filed with the SEC · open the original

Risk factors

Item 1A. Risk Factors

What to look forWhat management is required to admit could go wrong. Written by lawyers, but the ordering and any newly added risk are informative.

There have been no material changes from the risk factors previously disclosed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Company Purchases of Equity Securities

Stock repurchases during the three months ended June 30, 2025 were as follows:

Period Total Number of Shares Purchased (1)

Average Price Paid per Share (2)

Total Number of Shares Purchased as Part of Publicly Announced Programs (1)

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)

(in thousands)

April 1 - 30, 2025 784,964 $ 939.88 784,964 $ 12,869,605

May 1 - 31, 2025 390,471 $ 1,162.69 390,471 $ 12,415,607

June 1 - 30, 2025 349,473 $ 1,237.23 349,473 $ 11,983,227

Total

1,524,908 1,524,908

(1) In September 2023, the Company's Board of Directors authorized the repurchase of up to $10 billion of its common stock, with no expiration date, and in December 2024, the Board of Directors increased the share repurchase authorization by an additional $15 billion, also with no expiration date. For further information regarding stock repurchase activity, see Note 9 Stockholders' Equity to the consolidated financial statements in this Quarterly Report.

(2) Average price paid per share includes costs associated with the repurchases but excludes the 1% excise tax on stock repurchases imposed by the Inflation Reduction Act of 2022.

Item 5. Other Information

Rule 10b5-1 Trading Plans

There were no adoptions or terminations of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the three months ended June 30, 2025 intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act ("Rule 10b5-1 Plan").

We inadvertently omitted the disclosure of a Rule 10b5-1 Plan adopted by Mathias Döpfner, a director, on January 29, 2025, in Item 5 of Part II in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. The details of this plan are set forth below.

Name Title Action Date Adopted Expiration Date Aggregate # of Securities to be Purchased/Sold

Mathias Döpfner (1)

Director Adoption 1/29/2025 1/30/2026 6,013

(1) Mathias Döpfner, a member of the Board of Directors, entered into a pre-arranged stock trading plan pursuant to Rule 10b5-1 on January 29, 2025. The plan provides for the potential sale of up to 6,013 shares of Netflix common stock. The plan expires on January 30, 2026, or upon the earlier completion of all authorized transactions under the plan.

Excerpt. This section runs to 5,277 characters — read the whole filing at the SEC.

Not found in this filing

Business, Legal proceedings, Market for the shares, Management's discussion, Market risk, Financial statements. Filers format their reports differently, and this reader would rather say it could not find a section than show you the wrong one.

Educational material, not investment advice. Nothing here is a recommendation to buy or sell anything.